Overview
A. VR Adviser, LLC (“VRA” or the “Registrant”), a Delaware limited liability company, is a registered
investment adviser with the U.S. Securities and Exchange Commission (“SEC”) pursuant to the
Investment Advisers Act of 1940 (the “Adviser Act”). It was established in 2013 and is located in New
York and California. VRA serves as an investment adviser to pooled investment vehicles (each, a
“Fund” or a “Client”)1, and an affiliate of VRA serves as the general partner (or similar managing body)
of each Fund.
VR Management, LLC (“VRM”), a Delaware limited liability company, is the sole owner of VRA. Bong
Y. Koh and Bryan E. Roberts own VRM. VRM has established a committee to govern the affairs of VRA.
That committee is overseen by Dr. Koh, Dr. Roberts, and Nimish P. Shah. Mr. Shah is an employee of
VRA and is a Member and Director of the General Partners of the Funds.
B. VRA provides discretionary investment advisory services solely to Funds. The Venrock Healthcare
Capital Partners line of funds (the “VHCP Funds”) focus on long‐term investment opportunities in
small capitalization public companies and late‐stage private companies across all sectors in the
healthcare and life sciences industry, with a current emphasis on biopharmaceuticals. Venrock
Opportunities Fund, L.P. (the “Opportunities Fund”) focuses on later‐stage follow‐on investment
opportunities in a subset of the public and private portfolio companies, and former portfolio
companies, of other VRA‐affiliated or VRM‐affiliated investment funds. The Firm seeks to apply a
value‐driven approach to identify investment opportunities and to apply a primary‐sourced, bottom‐
up, venture capital‐like approach in analyzing company specific opportunities for the Funds.
VRA
is affiliated with and serves as manager of entities that serve as the general partners to each of
the Funds (each, a “General Partner” and, collectively, the “General Partners”, and together with VRA,
the “Firm”), and each of the Funds is controlled by its respective General Partner. The following is a
list of each of the General Partners, each of which is an affiliated investment adviser of VRA:
General Partners:
VHCP Management, LLC
VHCP Management II, LLC
VHCP Management III, LLC
VHCP Management EG, LLC
Venrock Opportunities Management, LLC
C. The investment focus and risks of the Funds are more particularly described in each Fund’s offering
and governing documents. The governing documents of the applicable Fund and its offering
documents set forth the Fund’s specific guidelines. These guidelines may provide for limits on the
1 “Fund” or “Client” means a private investment fund to which VRA provides investment advice and/or invests on a
discretionary or nondiscretionary basis. The individuals and other persons that invest in the VRA private investment
funds are generally referred to herein as “investors.” Unless otherwise expressly stated herein, the terms “Fund”
and “Client” do not include “investors.”
size, concentration, geography, type of security and/or terms of the Fund’s investments. The Firm
does not tailor its advisory services to individual investors in its Funds.
D. The Registrant does not participate in wrap fee programs.
E. As of December 31, 2023, the Registrant (together with the General Partners) manages
$2,891,501,332 in Client regulatory assets on a discretionary basis (including the net asset value of
portfolio securities valued as of December 31, 2023 plus uncalled capital commitments as of
December 31, 2023) and no Client assets on a non‐discretionary basis.