Sunstone Advisors LLC

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Sunstone Advisors LLC
CRD #324002
SEC #801-127225
CIK #
AUM 122.8 M (2026-03-31)
Employees 25 (36% Investors, 4% Brokers)
Fees
Minimum
Phone949-771-1764
Address18881 von Karman Avenue
Irvine, CA 92612
Source [IAPD] [Website] [Twitter] [LinkedIn]
Total AUM ($M)
14011284562802010201520212027
Fees and Compensation — Form ADV Part 2A (3/31/2026) [Brochure]
Item 5 – Fees and Compensation
The Funds

The Funds offer interests or shares, as applicable, only to certain investors and
subscription into the Funds is not open to the public. Interests are sold only to qualified
investors who are “accredited investors” under Rule 501(a) of Regulation D of the
Securities Act of 1933, as amended. Each Fund’s Offering Documents contain a detailed
description of the applicable Fund’s fee schedule.

Management Fee

The Advisors are generally paid a monthly or quarterly management fee computed on the
value of each Fund’s capital accounts/net asset value. These fees can range from 1% to
2.5% depending on the Fund or any applicable share class. The respective managing
member or general partner of the Fund may, in its sole discretion, waive, reduce or
calculate differently the management fee with respect to certain investors. In addition, the
General Partner may direct any excess revenue of the Fund in its sole discretion. Please
refer to each Fund’s respective offering documents for their specific fee schedule.

Performance Fee or Carried Interest

In addition, the applicable Fund’s managing member or general partner receives an
incentive allocation if net profits allocated to the respective Fund’s capital account exceed
net losses allocated to that account, subject to a loss carryforward provision. The
incentive allocation ranges from 10% to 20% of net profits, depending on the Fund. The
respective managing member or general partner may, in its sole discretion, waive, reduce,
or calculate differently the incentive allocation with respect to certain investors. The
relevant offering documents contain a detailed description of applicable fees.

The Advisors deduct fees from Fund assets. In general, The Advisors receive a quarterly
management fee paid in arrears based on the net asset value of the respective Fund,
payable as of the first day of each quarter. The incentive allocation, if any, will be
determined as of each fiscal year end and, with respect to capital withdrawn/redeemed
other than as of a fiscal year end, as of the time of such withdrawal/redemption with
respect to the withdrawn/redeemed amount. As noted above, an incentive fee is subject
to a loss carryforward provision.

It is critical that investors refer to the relevant offering documents for a complete
understanding of how the Advisors are compensated for their advisory services. The
information contained in Item 5 is a summary only and is qualified in its entirety by the
relevant offering documents for each Advisory Client.

Other Fees

The Advisors shall pay their own expenses such as office rent, supplies, stationery,
secretarial expenses, charges for furniture and fixtures, employee insurance, payroll
taxes and compensation of employees. The Funds will be responsible for paying their
ordinary fund expenses including legal, third-party accounting, audit and other
professional fees and expenses, third-party administration fees and expenses, and
research expenses (including research-related travel). The Advisors will pay the
organizational expenses of the Funds. The Funds will bear any extraordinary operating
expenses included in the operation of the partnership, if any, such as legal or accounting
expenses relating to tax examinations or litigation involving the Funds. In addition, the
Funds will bear any ordinary transaction fees and expenses related to the Funds’
investment activities. It should be noted that the Funds may compensate persons who
have been instrumental in the sale of limited partnership interests which compensation
may be paid from the Management Fee and/or Incentive Fee. In no event will such
compensation be borne by or otherwise charged to the Funds, Limited Partners, or any
prospective Limited Partners. The Advisors shall pay their own organizational expenses,
including expenses incurred in connection with the initial offer and sale of Interests in the
Funds.

The forgoing list is not all inclusive and only highlights primary Fund expenses. Fund
Investors are directed to the applicable disclosures in the Offering Documents for a
complete listing and description of the fees and expenses related to each specific Fund.

EB-5 Program

Sunstone Advisors provides non-discretionary advisory and management services to
American Lending Center LLC (“ALC”), an affiliated, private non-bank lending institution
on a fixed, flat fee per investor arrangement and under a (legacy) fixed percentage of
assets under management for prior investors. Any fee arrangement with ALC will be
agreed upon and documented. As reflected in such agreement, ALC may elect to pay the
fee by check or by deducting the fee from eligible accounts.
Account Minimums and Types of Clients — Form ADV Part 2A (3/31/2026) [Brochure]
Item 7 – Types of Clients

Our Clients are primarily proprietary pooled investment vehicles with offerings exempt
from registration pursuant to Rule 506(b) of the Securities Act of 1933 (collectively, “the
Funds”). The Funds’ investment objectives are primarily focused on diverse, early-stage
technology focused private companies that we believe provide new opportunities for
economic growth through the creation of public-private partnerships across government,
education and private sectors. Sunstone Advisors will also provide non-discretionary
advisory services to ALC related to EB-5 Programs established by the Immigrant Investor
Program (the “EB-5 Program”). The EB-5 Program is a visa program which allows foreign
investors to gain permanent residence in the United States in exchange for a minimum
investment into new commercial enterprises (“NCEs”) that provide economic
development and job creation.

Sunstone Advisors and the Relying Adviser do not provide investment advisory services
to retail investors. However, the Advisors may facilitate securities transactions as private
sales with the issuing Funds under the Issuer’s Exemption under, Rule 144. Advisory
representatives do not receive a selling commission for these transactions.
Type Form D Funds Date Sold AUM
VC LBA Sunstone Fund II LP [2024-03-29] 0.6 M 0.6 M
Offered $2,500,000 · Filed 2022-08-04 (D) · Exemption 506(b) · Minimum $50,000 · Remaining $1,950,000 · Duration More than one year · Net Assets Decline to Disclose
VC LBA Sunstone Fund I LP [2024-03-29] 1.0 M
Offered $1,500,000 · Filed 2020-06-04 (D/A) · Exemption 506(b) · Minimum $100,000 · Remaining $1,500,000 · Duration One year or less · Revenue $1,000,001 - $5,000,000
VC Sunstone Dream Fund LP [2024-03-29] 2.9 M
Filed 2023-09-22 (D) · Exemption 506(b), 3(c), 3(c)(1) · Remaining Indefinite · Duration One year or less · Revenue Decline to Disclose
VC Sunstone Horizon Fund II LP [2024-03-29] 0.2 M 1.2 M
Offered $2,500,000 · Filed 2022-08-04 (D) · Exemption 506(b) · Minimum $50,000 · Remaining $2,300,000 · Duration More than one year · Net Assets Decline to Disclose
VC Sunstone Horizon Fund I LP [2024-03-29] 1.1 M 1.4 M
Offered $1,500,000 · Filed 2022-08-04 (D) · Exemption 506(b) · Minimum $50,000 · Remaining $400,000 · Duration More than one year · Net Assets Decline to Disclose
VC Sunstone Seatrec II LLC [2024-03-29] 0.4 M 1.1 M
Offered $750,000 · Filed 2022-08-08 (D) · Exemption 506(b) · Minimum $1 · Remaining $350,000 · Duration More than one year · Net Assets Decline to Disclose
VC Sunstone Seatrec I LLC [2024-03-29] 0.7 M 0.7 M
Offered $656,565 · Filed 2022-08-08 (D) · Exemption 506(b) · Minimum $1 · Duration One year or less · Net Assets Decline to Disclose
SA Sunstone Fixed Income Fund IV LLC [2023-05-19] 10.4 M 64.6 M
Filed 2024-12-05 (D/A) · Exemption 506(b), 3(c), 3(c)(1) · Minimum $100,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose
AUM Breakdown Accounts AUM ($M)
By Client Type
(a) Individuals (other than high net worth individuals) 0 0.0
(b) Individuals (high net worth individuals) 0 0.0
(c) Banking or thrift institutions 0 0.0
(d) Investment companies 0 0.0
(e) Business development companies 0 0.0
(f) Pooled investment vehicles 8 74.1
(g) Pension and profit sharing plans 0 0.0
(h) Charitable organizations 0 0.0
(i) State or municipal government entities 0 0.0
(j) Other investment advisers 0 2.9
(k) Insurance companies 0 0.0
(l) Sovereign wealth funds and foreign official institutions 0 0.0
(m) Corporations or other businesses not listed above 0 0.0
(n) Other 1 45.9
Total 9 122.8
By Discretionary
Discretionary 8 77.0
Non-Discretionary 1 45.9
Total 9 122.8
By Non-United States Persons
Non-United States Persons 0.0
United States Persons 122.8
Total 9 122.8
Form D Directors Role # Filings # Firms 2011 - 2026
John Shen Executive Officer 54 2
Michael Stone Executive Officer 39 2
Sunstone Dream Management LLC Promoter 1 1
Sunstone Management Inc Executive Officer 1 1
Sunstone Advisors LLC Executive Officer 1 1
Firm Profile (Form ADV)
ServesInstitutional
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