TRADEFUNDED Republic Raise: What the SEC Filing Shows

I checked all 172 pages of the TRADEFUNDED Form C, including the operating agreement and the subscription agreement. Most people deciding whether to back the raise are likely to read the pitch page and stop there. The pitch page is well made. The legal documents are where the terms live.

What is TRADEFUNDED raising on Republic?

TRADEFUNDED is raising between $74,999.75 and $679,999.95 under Regulation Crowdfunding, sold as LLC units at $0.35 each, with a $350 minimum. The raise runs on TRADEFUNDED’s Republic offering page until December 15, 2026. If the minimum is not reached by then, commitments are cancelled and money is returned.

Two numbers in that table matter more than the rest. TRADEFUNDED reports $0 revenue because TRADEFUNDED has not opened for business yet. And the $0.35 unit price is 40% higher than what seed investors paid in March and April 2026. The seed round raised $250,000 on SAFEs that converted into 1,000,000 units, which works out to $0.25 per unit. TRADEFUNDED’s CEO explained the step-up on the Republic page, pointing mainly to the decision to keep 100% of its Tachyon trading platform in-house instead of giving an outside partner half of it.

The full filing is public on SEC EDGAR under accession number 0002128340-26-000005. As of October 6, 2026, the Republic page showed $21,750 committed from 14 investors, 29% of the minimum.

Who is behind TRADEFUNDED?

TRADEFUNDED is run by three co-founders, two of whom were among the founders of Earn2Trade, a futures evaluation firm TRADEFUNDED describes as one of the category’s first. The TRADEFUNDED Form C lists Ryan Masten as a founder and former CTO of Earn2Trade and David Lojko as a co-founder of Earn2Trade. The Director of Engineering, Jared White, was CTO of Earn2Trade until earlier this year, according to TRADEFUNDED’s CEO.

That background is the strongest part of the pitch. These are people who built the evaluation model TRADEFUNDED now criticizes. In the pitch video included in the filing, Christopher Price says his partners walked away from that first firm when they saw where the industry was heading. On the Republic page, he says the partners had exited Earn2Trade by 2020.

The CFTC consent order

The TRADEFUNDED Form C discloses a 2023 federal court consent order against Ryan Masten and BareIt Media LLC, a company the Form C says he owns and controls. The case was CFTC v. Cartu, et al., filed in 2020 in the Western District of Texas. It concerned SignalPush, a service BareIt Media ran from roughly 2013 to 2017. The consent order found that SignalPush offered paying customers trade signals and automated trading on binary options platforms.

According to the Form C, the consent order concluded that BareIt Media acted as an unregistered commodity trading advisor and that Ryan Masten acted as an unregistered associated person of a CTA. Ryan Masten and BareIt Media consented to the order without admitting or denying the allegations, and were ordered to pay a $100,000 civil penalty jointly and severally. The Form C states that the order contains no finding of fraud, manipulation, or deceptive conduct. CFTC Commissioner Caroline Pham published a dissent arguing the Commission changed its interpretation of the definition of a CTA in an enforcement action, without sufficient explanation or public comment.

The injunction permanently bars Ryan Masten from soliciting customer accounts on behalf of a CTA unless he is registered as an associated person. The Form C says the order does not impose a general bar on his employment in the futures industry or on his service as an officer of TRADEFUNDED, and that he does not supervise TRADEFUNDED Capital’s funded traders or trading. TRADEFUNDED’s own risk factors also say the order could cause heightened scrutiny, delay, or denial if TRADEFUNDED or an affiliate ever registers with the CFTC or the NFA, and that clearing firms, banks, and payment processors could weigh it when deciding whether to work with TRADEFUNDED. TRADEFUNDED disclosed all of this itself, in the Form C and in the risk factors on the Republic page. The pitch page’s leadership section does not mention it, and points readers to the Form C instead.

How does TRADEFUNDED plan to make money?

TRADEFUNDED lists three revenue lines: certification exam fees, licensing its Tachyon trading platform, and net trading profit and loss from TRADEFUNDED Capital, the 98%-owned subsidiary where funded traders trade. At launch, exam fees are the main one. Christopher Price said so directly on the Republic page, calling exam fees the primary and most predictable revenue driver.

The revenue illustration on the pitch page is built on exam sales: 12,000 to 18,000 purchases in year one at a $299 average fee, rising to 250,000 or more purchases by year four. The Form C positions TRADEFUNDED above the cheap end of the market. It says competitors such as Topstep, Apex Trader Funding, FTMO, and MyFundedFutures mostly compete in a $19 to $99 exam tier, and that TRADEFUNDED targets a $200 to $600 tier.

The notes to TRADEFUNDED’s reviewed financial statements describe the business in plainer terms. The company expects to generate revenue “primarily through the sale of simulated trading evaluation credits.” That is not a contradiction. TRADEFUNDED’s claim is that there is no mandatory simulated stage after you qualify, not that the exam itself is live. It is a useful reminder of what the customer pays for first.

One more detail ties the model together. The Form C says no money from the Republic raise will go to trading capital or trader accounts. All trading accounts are funded solely from operating revenue. So the live capital for traders who qualify comes out of operating revenue, which at launch means mostly exam fees paid by other traders.

TRADEFUNDED’s answer to the obvious conflict is printed on the pitch page: the company says its margin on an exam is identical whether the trader passes or fails. That is a company claim. The filing does not contain a way to check it.

Does passing the TRADEFUNDED exam get you live capital?

Passing the TRADEFUNDED exam makes you eligible to be considered for live firm capital, not guaranteed it. The pitch page says TRADEFUNDED removed the extra simulated stage that it describes as the standard path at other firms. The pitch text itself says the next step after qualifying is “consideration” for live firm capital. The graphics are less careful, and the legal documents describe more discretion than either.

None of this means TRADEFUNDED will act in bad faith. A firm putting its own money behind traders needs room to say no. But a trader comparing TRADEFUNDED to other firms should know that “qualify” and “get funded” are separated by a decision the firm keeps for itself, using criteria it may not publish.

Christopher Price was open about the last row. On the Republic page, he said TRADEFUNDED has done modeling and simulation on the exam structure but has no trading history yet to prove that people who pass will perform. TRADEFUNDED plans an invitation-only beta before public launch.

What do Republic buyers actually own in TRADEFUNDED?

Republic buyers own TRADEFUNDED units with economic rights and no practical say. The subscription agreement gives an irrevocable proxy over the buyer’s voting and consent rights for ten years, and that proxy goes to TRADEFUNDED’s CEO or any member of the manager committee. Apart from tax distributions, payouts happen only when TRADEFUNDED’s managers decide to make them. Selling units to an outside buyer requires manager consent, which the operating agreement says may be withheld “in the Manager Committee’s sole and absolute discretion.”

The pitch page describes owners who help build the firm through surveys, feature votes, beta access, founder calls, and reading the rulebook early to help define exam parameters. Those are perks. They are not governance. The financial statement notes are direct about this: members, in their capacity as members, have no authority to bind the company or take part in management decisions. TRADEFUNDED is run by a three-member manager committee made up of the entities represented by Christopher Price, Ryan Masten, and David Lojko.

TRADEFUNDED did not hide any of this. Every term above is in the filing. The issue is that “owner” on the pitch page and “owner” in the operating agreement describe different things.

How much of TRADEFUNDED do the founders own?

TRADEFUNDED’s founding members hold 6,500,000 of the 7,500,000 units issued today, which is about 87%. If the Republic raise sells out, the founders still hold about 69%. The 65% figure on the Republic risk factors is correct, but it is calculated on a fully diluted basis that counts units which have not been issued.

Founder units come from TRADEFUNDED’s operating agreement. The “sells out” column assumes the full $679,999.95 is raised at $0.35 per unit and that Republic’s fee of 2% of the units sold is paid in newly issued units. The Form C does not say where those fee units come from. If a founder contributes them instead, which the operating agreement allows, the founder figures drop by less than half a point. Names in brackets are each entity’s manager representative. The filing does not say who owns each entity. The operating agreement also lists a 500,000-unit company reserve, but it states those units are “not intended to be issued” and exist only for reference, so they are left out.

Voting control sits with the three managers. The Form C states that TRADEFUNDED’s three manager entities hold 6,200,000 units, or 82.67% of the voting power today. Republic buyers’ votes go to the CEO or a manager through the proxy, so the crowd adds no independent voting power even after the raise. The Form C ownership table shows TraderSumo LLC with 1,700,000 units, 200,000 more than the operating agreement’s founder allocation, and the Form C lists TraderSumo LLC among the SAFE investors. That suggests part of the seed round came from the entity the CEO represents.

Will the TRADEFUNDED community own more than any single founder?

Measured against the largest founder entity, no. The pitch page says that at full capacity, the community will own more of TRADEFUNDED than any individual founder. Oasis Holdings, the entity Ryan Masten represents, holds 3,000,000 units. The Form C describes Ryan Masten as an indirect owner of TRADEFUNDED. A sold-out Republic raise plus the entire seed round adds up to 2,942,857 units.

The third row is the most generous reading of the community side. It assumes the full crowdfunding reserve gets issued, which this raise cannot do at its $679,999.95 maximum, and it counts seed investors as community, even though part of the seed round appears to belong to a founder’s entity. Even then, the community ties.

One caveat cuts the other way. The filing lists ownership by entity, not by person. If Oasis Holdings is owned by more than one person, no single individual may hold 3,000,000 units, and the slide could be read as true in that narrow sense. The filing does not say. The claim could also become true later if founders contribute units to the community or TRADEFUNDED runs another offering. On the numbers disclosed today, the slide is hard to support.

The operating agreement also treats Oasis Holdings differently from the other founders. Oasis Holdings is the only founder entity that is fully vested. The units of TraderSumo LLC, Natural Workflow LLC, and Bethlem Royal Holdings LLC do not vest until a sale or similar liquidity event. And Oasis Holdings can only be removed as a manager for cause, which the agreement defines as a felony conviction or guilty plea, fraud, willful misconduct, or an uncured material breach or failure to perform.

Who gets paid first if TRADEFUNDED distributes cash?

Apart from tax distributions, which come first, any cash TRADEFUNDED distributes sends 5% to TRADEFUNDED Capital, and the rest is split among members by issued units. During an early period, seed investors also get half of Oasis Holdings’ share until each seed investor has received back 100% of what they put in. Republic buyers get their plain pro rata share.

The seed priority does not reduce what Republic buyers receive. It comes out of Oasis Holdings’ share only. But it shows how differently the early backers and the crowd are treated. Seed investors paid $0.25 a unit and get a payback priority. Republic buyers pay $0.35 a unit and do not.

The 5% for funded traders is softer in the operating agreement than on the pitch page. The pitch page says 5% is “dedicated to funded traders. Every year.” The slide’s footnote does say the 5% goes to TRADEFUNDED Capital and that how it is spent each year is discretionary. In the operating agreement, the 5% is Step 1 of the distribution process, which only runs when managers choose to distribute. The 5% can go to TRADEFUNDED Capital for general operations and working capital, not only trader rewards. If it is not paid out, managers may keep it as a reserve, keep it as company working capital, or distribute it to members instead.

What does TRADEFUNDED still have to prove?

TRADEFUNDED’s model depends on three things the filing cannot show yet. The exam has to identify traders who make money live. Exam demand has to be strong at a $200 to $600 price point. And operating revenue, which at launch means mostly exam fees, has to cover the live capital those traders need, because the raise will not fund trading accounts.

The first point is the one that matters most to traders. If TRADEFUNDED’s exam works, the firm earns from good traders and the incentive problem the pitch describes gets smaller. If the exam does not predict live results, TRADEFUNDED is a more expensive evaluation firm with fewer rules, assuming the published rulebook matches the pitch. TRADEFUNDED’s own risk factors say the certification exam may not reliably predict trading performance. The CEO says the same.

There is a fair case for TRADEFUNDED. The founders have built this kind of business before, they disclosed their regulatory history, they are aiming at traders who want fewer rules, and they answered hard questions on the Republic page in public. There is also a clear gap between the pitch page’s language about ownership and the legal terms buyers sign. Anyone looking at the raise should read the Form C, not just the slides.

Own the firm, still pay for the exam. TRADEFUNDED’s $1,000 tier comes with a lifetime 10% discount on exams. That detail sums up the whole raise better than any slide does.