Funding profile · Neuropsychiatry
Mindstate Design Labs
One Form D, filed three weeks after the company started dosing humans, is the entire SEC record. It reports more money than the seed round the press has been quoting since 2022.
$12.70MSold at filing on the only Form D, Nov 2024
$15.10MOffered in that round, leaving $2.41M unsold
43Investors in the offering, about $295,300 each
$11.5MSeed reported in 2022, with no Form D on record
Data as of September 22, 2026. Company-reported figures are labeled.
Rounds at a glance
| When | Round | Amount | Investors | Source |
|---|---|---|---|---|
| Summer 2021 | Y Combinator, Summer 2021 batch | Not disclosed | Y Combinator | YC data |
| 2022 | Seed | $11.5M | Y Combinator, Initialized Capital, Negev Capital, Day One Ventures; angels including Max Hodak and Apoorva Mehta | Reported |
| Nov 2024 | Equity offering, Rule 506(b) | $15,103,934 offered; $12,698,587 sold at filing | 43, not named | Form D |
| Sep 2025 | Backer list restated in the results release | Not disclosed | Y Combinator, Initialized Capital, Metaplanet, Day One Ventures, and angels including the founders of OpenAI, Neuralink, Instacart, Coinbase and Twitch | Company release |
| Through Sep 2026 | Federal grants | None found | No NIH or NSF award matches the company | Not found |
What the filings show
Mindstate Design Labs, Inc. · Form D · filed Nov 26, 2024
- First sale
- Nov 8, 2024
- Offered
- $15,103,934 equity
- Sold
- $12,698,587 · $2,405,347 remaining
- Investors
- 43 · average about $295,300
- Exemption
- Rule 506(b)
- Related persons
- Dillan DiNardo (executive officer, director); Thomas Ray (director); Rand Hindi (director)
- Issuer
- Delaware corporation, year of incorporation 2020 · South San Francisco, CA · revenue range: Decline to Disclose
- Sales compensation
- None reported · $0 of proceeds to officers or directors
- Filing
- SEC EDGAR, CIK 0002046478, accession 0002046478-24-000001
Reading the filings
- The money landed three days before the first dose.First sale is recorded as November 8, 2024. The Phase 1 single ascending dose study started November 11, 2024 and was posted to ClinicalTrials.gov on November 22. The raise was closed around the start of dosing, not after a readout.
- Checks average about $295,300.$12,698,587 divided by 43 investors. That is too large for a friends-and-family list and too small for 43 institutional leads, which fits a mix of a few funds and a long angel tail, consistent with the named backer list.
- The reported seed left no Form D.The $11.5 million reported in 2022 has no Regulation D notice. This CIK was created for the 2024 filing and holds nothing before it. Offerings made under Section 4(a)(2) file no Form D, so the absence does not mean the money is not real, only that the SEC record starts in 2024.
- The larger round was never announced.Coverage from Fierce Biotech in March 2024 through the Evening Standard in October 2025 still describes the company by its $11.5 million seed. The September 2025 results release names investors and adds Metaplanet to the list, but gives no figure. The only number for the 2024 round is the one in the filing.
- About 16 percent of the offering was still open.$2,405,347 of $15,103,934 was unsold at filing. No amendment has been filed in the 22 months since, so the final size of that round is unconfirmed on the record.
- The board on the filing is three people, two of them founders.Dillan DiNardo and Thomas Ray are the co-founders. Rand Hindi is listed as a director on the Form D while the company website lists him under advisors. Graeme Bell was announced as an independent director in December 2025, after the filing.
- The incorporation year predates the founding date.The Form D reports a Delaware corporation formed in 2020. Y Combinator and the company both date the founding to 2021.
Commercial signals
| Signal | Detail | Source type |
|---|---|---|
| Revenue | The Form D reports revenue range as Decline to Disclose. No product, partnership or licensing revenue has been announced. | Public record |
| Regulatory | No approval or clearance of any product. The company said in Sep 2024 that it had clearance from the FDA and the European Medicines Agency to run Phase 1; the registered trial ran at one Dutch site. | Company-stated |
| Clinical | NCT06702332, Phase 1, completed Jul 11, 2025, 47 participants, one site. No results posted to the registry and no second trial registered as of Sep 22, 2026. | Public record |
| Scheduling risk | 5-MeO-MiPT is unscheduled federally in the United States. DEA proposed Schedule I placement on Jan 14, 2022 and withdrew on Jul 22, 2022, saying it would seek a fresh HHS evaluation. Florida schedules it. Rescheduling would raise the cost of every subsequent trial. | Public record |
| Non-dilutive funding | No NIH or NSF award matches the company. | Not found |
| Team | Seven people per Y Combinator. CSO Rob Silva previously ran global development at MindMed. Graeme Bell, formerly CFO at Intellia, Anacor, Tmunity and Valo Health, joined the board in Dec 2025. | Company-stated |
What to watch
- A Form D for any round after November 2024. It is due within 15 days of the first sale.
- An amended Form D that would settle whether the 2024 offering closed at $15.1 million or stopped at $12.7 million.
- A registered trial for the fixed dose combination announced in September 2025. Nothing has appeared on ClinicalTrials.gov.
- A first figure for total capital raised. The company has never published one.
- Any DEA action reopening the 2022 scheduling proposal.
The Mindstate Design Labs story on Healthcare DiscoveryHealthcare Discovery
Related companies
Sources
- Public recordForm D, Mindstate Design Labs, Inc., accession 0002046478-24-000001
- Public recordEDGAR company filing index, CIK 0002046478
- Public recordClinicalTrials.gov NCT06702332 and sponsor search
- Public recordFederal Register scheduling notice covering 5-MeO-MiPT
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Compiled from SEC, DEA and ClinicalTrials.gov public records and published reports as of September 22, 2026. Form D notices report offerings under Regulation D; amounts reflect the filing date and may not capture later sales. Healthcare Venture Capital Fund holds no position in Mindstate Design Labs. This page is not an offer to sell or a recommendation to buy any security.
