AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. INFORMATION CONTAINED IN THIS PRELIMINARY OFFERING CIRCULAR IS SUBJECT TO COMPLETION OR AMENDMENT. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE ACCEPTED BEFORE THE OFFERING STATEMENT FILED WITH THE COMMISSION IS QUALIFIED. THIS PRELIMINARY OFFERING CIRCULAR SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR MAY THERE BE ANY SALES OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL BEFORE REGISTRATION OR QUALIFICATION UNDER THE LAWS OF ANY SUCH STATE. WE MAY ELECT TO SATISFY OUR OBLIGATION TO DELIVER A FINAL OFFERING CIRCULAR BY SENDING YOU A NOTICE WITHIN TWO BUSINESS DAYS AFTER THE COMPLETION OF OUR SALE TO YOU THAT CONTAINS THE URL WHERE THE OFFERING CIRCULAR WAS FILED MAY BE OBTAINED.

PRELIMINARY OFFERING CIRCULAR DATED DECEMBER 4, 2025

Ark7 Properties LLC

(A DELAWARE SERIES LIMITED LIABILITY COMPANY)

1 Ferry Building, Ste 201

San Francisco, CA 94111

www.ark7.com

____________________

* Denotes series submitted for qualification by the Commission in this Offering Circular.

1. This Offering is being conducted by the company as a direct public offering (i.e., without the benefit of the services of an SEC-registered broker-dealer) on a "best efforts" basis in a "Tier 2" Regulation A offering by associated persons of our Managing Member through the Ark7 Platform. The associated persons of our Managing Member will not receive any commission or any other remuneration in relation to this offering. In offering the securities on our behalf, the associated persons of the Managing Member will rely on the safe harbor from broker-dealer registration set out in Rule 3a4-1 under the Securities Exchange Act of 1934, as amended.
2. The company anticipates approximately $99,230.70 of the proceeds from the Series Interests purchased will be used for offering expenses.

There is no minimum subscription per investor.

This offering will terminate at the earlier of (i) the date at which the maximum offering amount has been sold, (ii) the date at which the offering is earlier terminated by the company, in its sole discretion or (iii) the date that is three years from this offering being qualified by the United States Securities and Exchange Commission (the "Commission" or "SEC"). At least every 12 months after this offering has been qualified by the SEC the company will file a post-qualification amendment to include the company's recent financial statements. In addition, the company may periodically file a post-qualification amendment to include additional Series Interests to this offering. No escrow agent has been engaged for this offering and hold funds tendered by investors will be held in a segregated account controlled by the company.

See Plan of Distribution. No escrow account administered by an escrow agent has been established for this offering. Funds tendered by investors will be held in a segregated account controlled by the company. The company may undertake one or more closings on a rolling basis, regardless of the amount of funds, and intends to affect a close every 7 business days, after each closing, funds tendered by investors will be available to the company, and interests will be issued to investors. The initial closing will occur as soon as funds clear. We expect to hold subsequent closings every 7 business days. Assuming additional information does not need to be provided for due diligence (AML/KYC) and the investment has been funded it will take up to 3 business days to determine whether a subscription agreement has been accepted or rejected. In the event additional information is required from the subscriber, within 3 business days, the company will reach out to the subscriber for that information.

THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION DOES NOT PASS UPON THE MERITS OR GIVE ITS APPROVAL OF ANY SECURITIES OFFERED OR THE TERMS OF THE OFFERING, NOR DOES IT PASS UPON THE ACCURACY OR COMPLETENESS OF ANY OFFERING CIRCULAR OR OTHER SOLICITATION MATERIALS. THESE SECURITIES ARE OFFERED PURSUANT TO AN EXEMPTION FROM REGISTRATION WITH THE COMMISSION; HOWEVER, THE COMMISSION HAS NOT MADE AN INDEPENDENT DETERMINATION THAT THE SECURITIES OFFERED ARE EXEMPT FROM REGISTRATION

GENERALLY, NO SALE MAY BE MADE TO YOU IN THIS OFFERING IF THE AGGREGATE PURCHASE PRICE YOU PAY IS MORE THAN 10% OF THE GREATER OF YOUR ANNUAL INCOME OR NET WORTH. DIFFERENT RULES APPLY TO ACCREDITED INVESTORS AND NON-NATURAL PERSONS. BEFORE MAKING ANY REPRESENTATION THAT YOUR INVESTMENT DOES NOT EXCEED APPLICABLE THRESHOLDS, THE COMPANY ENCOURAGES YOU TO REVIEW RULE 251(d)(2)(i)(C) OF REGULATION A. FOR GENERAL INFORMATION ON INVESTING, THE COMPANY ENCOURAGES YOU TO REFER TO www.investor.gov.

This offering is inherently risky. See "Risk Factors" on page 18.

The company is following the "Offering Circular" format of disclosure under Regulation A.

In the event that the company becomes a reporting company under the Securities Exchange Act of 1934, the company intends to take advantage of the provisions that relate to "Emerging Growth Companies" under the JOBS Act of 2012. See "Summary - Implications of Being an Emerging Growth Company."

TABLE OF CONTENTS

In this Offering Circular, the terms "Ark7 Properties LLC" "APL" "we," "us, "our," the "company" and similar terms refer to Ark7 Properties LLC, a Delaware series limited liability company.

THIS OFFERING CIRCULAR MAY CONTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO, AMONG OTHER THINGS, THE COMPANY, ITS BUSINESS PLAN AND STRATEGY, AND ITS INDUSTRY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON THE BELIEFS OF, ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY'S MANAGEMENT. WHEN USED IN THE OFFERING MATERIALS, THE WORDS "ESTIMATE," "PROJECT," "BELIEVE," "ANTICIPATE," "INTEND," "EXPECT" AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS, WHICH CONSTITUTE FORWARD-LOOKING STATEMENTS. THESE STATEMENTS REFLECT MANAGEMENT'S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY'S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATION TO REVISE OR UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER SUCH DATE OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS.

Implications of Being an Emerging Growth Company

The company is not subject to the ongoing reporting requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act") because the company is not registering its securities under the Exchange Act. Rather, the company will be subject to the more limited reporting requirements under Regulation A, including the obligation to electronically file:

• annual reports (including disclosure relating to our business operations for the preceding two fiscal years, or, if in existence for less than two years, since inception, related party transactions, beneficial ownership of the issuer's securities, executive officers and directors and certain executive compensation information, management's discussion and analysis ("MD&A") of the issuer's liquidity, capital resources, and results of operations, and two years of audited financial statements),
• semiannual reports (including disclosure primarily relating to the issuer's interim financial statements and MD&A) and
• current reports for certain material events.

In addition, at any time after completing reporting for the fiscal year in which the company's offering statement was qualified, if the securities of each class to which this offering statement relates are held of record by fewer than 300 persons and offers or sales are not ongoing, the company may immediately suspend its ongoing reporting obligations under Regulation A.

If the company becomes subject to the ongoing reporting requirements of the Exchange Act, as an issuer with less than $1.07 billion in total annual gross revenues during its last fiscal year, it will qualify as an "emerging growth company" under the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act") and this status will be significant. An emerging growth company may take advantage of certain reduced reporting requirements and is relieved of certain other significant requirements that are otherwise generally applicable to public companies. In particular, as an emerging growth company, the company:

• will not be required to obtain an auditor attestation on its internal controls over financial reporting pursuant to the Sarbanes-Oxley Act of 2002;
• will not be required to provide a detailed narrative disclosure discussing its compensation principles, objectives and elements and analyzing how those elements fit with its principles and objectives (commonly referred to as "compensation discussion and analysis");
• will not be required to obtain a non-binding advisory vote from its interest holders on executive compensation or golden parachute arrangements (commonly referred to as the "say-on-pay," "say-on-frequency" and "say-on-golden-parachute" votes);
• will be exempt from certain executive compensation disclosure provisions requiring a pay-for-performance graph and CEO pay ratio disclosure;
• may present only two years of audited financial statements and only two years of related Management's Discussion and Analysis of Financial Condition and Results of Operations, or MD&A; and
• will be eligible to claim longer phase-in periods for the adoption of new or revised financial accounting standards.

If the company becomes subject to the ongoing reporting requirements of the Exchange Act, the company intends to take advantage of all of these reduced reporting requirements and exemptions, including the longer phase-in periods for the adoption of new or revised financial accounting standards under Section 107 of the JOBS Act. The company's election to use the phase-in periods may make it difficult to compare its financial statements to those of non-emerging growth companies and other emerging growth companies that have opted out of the phase-in periods under Section 107 of the JOBS Act.

Under the JOBS Act, the company may take advantage of the above-described reduced reporting requirements and exemptions for up to five years after its initial sale of common equity pursuant to a registration statement declared effective under the Securities Act of 1933, as amended, or such earlier time that the company no longer meets the definition of an emerging growth company. Note that this offering, while a public offering, is not a sale of common equity pursuant to a registration statement, since the offering is conducted pursuant to an exemption from the registration requirements. In this regard, the JOBS Act provides that the company would cease to be an "emerging growth company" if it has more than $1.07 billion in annual revenues, have more than $700 million in market value of its common stock held by non-affiliates, or issue more than $1 billion in principal amount of non-convertible debt over a three-year period.

Certain of these reduced reporting requirements and exemptions are also available to us due to the fact that the company may also qualify, once listed, as a "smaller reporting company" under the Commission's rules. For instance, smaller reporting companies are not required to obtain an auditor attestation on their assessment of internal control over financial reporting; are not required to provide a compensation discussion and analysis; are not required to provide a pay-for-performance graph or CEO pay ratio disclosure; and may present only two years of audited financial statements and related MD&A disclosure.

SERIES OFFERING TABLE

The table below shows key information related to the offering of each Series, as of December 4, 2025. Please also refer to "The Company's Properties" and "Use of Proceeds" for further details.

____________________

1. For open offerings, each row states, with respect to the given offering, the minimum and maximum number of Series Interests offered and the number of subscriptions for Series Interests received as of the date of this Offering Circular, but the closing of such offering has not yet taken place. For any closed offerings, each row would state the actual number of Series Interests sold.
2. For each offering, each row states, with respect to the given offering, the date on which the offering was initially qualified by the Commission.
3. For each offering, each row states, with respect to the given offering, the date on which offers and sales for such offering commenced.

SUMMARY

This Offering Circular Summary highlights information contained elsewhere and does not contain all of the information that you should consider in making your investment decision. Before investing in the company's Series Interests, you should carefully read this entire Offering Circular, including the company's financial statements and related notes. You should also consider, among other information, the matters described under "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations."

The Company

Ark7 Properties LLC, a Delaware series limited liability company formed on October 31, 2018 ("APL"). Ark7 Inc., a Delaware corporation ("Ark7") is the managing member of APL (the "Managing Member"). The purpose of the company is to establish separate series for the holding of properties to be acquired by the company.

Ark7 is a real estate investment platform that allows individual investors to have direct access to quality real estate investment opportunities and invest in the units of each property.

Investors in this offering will acquire Series Interests in a Series of the company, each of which is a separate registered series of the company for purposes of assets and liabilities.

The core asset of each series will be the specific property associated with that series, and the liabilities will be those incurred during the operation of that asset. Owners of interests in a series will only have an interest in the assets, liabilities, profits and losses pertaining to the specific property owned by that series. For example, an investor who acquired Series Interests in Series #MHQNN will only have assets, liabilities, profits, leverage-related debts, and losses pertaining to the property located at 2924 Mabel St, Berkeley, CA 94702.

Ark7 will serve as the asset manager responsible for managing each Series' Underlying Asset (the "Asset Manager") as described in the Asset Management Agreement between Ark7 Inc. and each series of Ark7 Properties LLC.

Ark7 will serve as the Managing Member responsible for the day-to-day management of the company and each registered series.

Organizational Chart

For ease of understanding the company's business structure, it has included the organizational chart below.

Each property that we acquire will be owned by a separate series of our company that we will establish to acquire that series. Our Managing Member will source the property to be acquired by the series.

In most instances, we intend for the Managing Member to provide a loan to the series to acquire the property directly from the seller. Once the property is acquired by the series, we intend to make ownership of the series available to investors through an offer and sale of securities under Tier 2 of Regulation A. Proceeds of each offering will be used to repay the loan from our Managing Member, offering expenses, securities brokerage expenses, and the Sourcing Fee to the Managing Member, along with building a reserve for property improvements and working capital.

Alternatively, our Managing Member may acquire the property from the seller, and the proceeds of the offering will be used for the series to purchase the property from the Managing Member, along with offering expenses, securities brokerage expenses, and the Sourcing Fee to the Managing Member, and building a reserve for property improvements and working capital.

Investment Approach and Strategy Overview

• Our Investment Objectives include generating steady income from managed properties, fostering long-term capital appreciation with moderate to no leverage, and prioritizing capital preservation through meticulous property selection and management practices.
• Our Investment Criteria includes targeting residential homes aligning with our investment philosophy and management capabilities, acquiring properties priced between a certain range to diversify our portfolio and appeal to broad market segments, preferring homes requiring minimal post-acquisition improvements to expedite rental readiness and reduce initial capital expenditure, and selecting properties in desirable travel destinations or near universities to capitalize on consistent rental demand and income potential.
• Our Investment Strategy revolves around targeting properties that meet stringent investment criteria to enhance potential return on investment, emphasizing high occupancy rates and enhancing tenant experience to sustain revenue generation post-acquisition, using leverage judiciously to amplify cash returns while maintaining a conservative debt profile to manage financial risk effectively.

By adhering to these principles and strategically focusing on dynamic urban environments exhibiting growth and resilience, Ark7 Properties LLC aims to build a portfolio of properties that not only generate consistent income but also appreciate in value over time. However, it's important to acknowledge that despite our diligence, investment outcomes are subject to market fluctuations and inherent risks within the real estate sector.

Offering Summary

The Series #MHQNN Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #MHQNN.

The Series #KYLBE Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #KYLBE.

The Series #DJVWQ Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #DJVWQ.

The Series #PBIUH Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #PBIUH.

The Series #PFUNR Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #PFUNR.

The Series #8YFFL Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #8YFFL.

The Series #XZQRZ Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #XZQRZ.

The Series #DTMEW Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #DTMEW.

The Series #SOYGJ Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #SOYGJ.

The Series #RUSUU Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #RUSUU.

The Series #KM1OU Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #KM1OU.

The Series #TBQSK Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #TBQSK.

The Series #EKPES Offering

Related Party Fees

____________________

1. The company notes that this fee may be up to 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement. Whether it is 15% or less will be determined for each Series by the Managing Member in its sole discretion. The Managing Member, Ark7, has determined the Asset Management Fee is 15% for Series #EKPES.

Selected Risks

The company's business is subject to a number of risks and uncertainties, including those highlighted in the section titled "Risk Factors" immediately following this summary. These risks include, but are not limited to, the following:

• An investment in an offering constitutes only an investment in that Series and not in the company or any Underlying Asset.
• Liability of investors between series of interests.
• Each Series Interest will rely on its Managing Member, Ark7 to manage each property.
• If Ark7, the company's Asset Manager, fails to retain its key personnel, the company may not be able to achieve its anticipated level of growth and its business could suffer.
• Ark7 Inc. is both the Asset Manager and the Managing Member, and compensation terms were not determined on an arm's length basis.
• There is competition for time among the various entities sharing the same management team.
• There is currently no trading market for the company's securities.
• The company has limited operating history for investors to evaluate.
• Possible Changes in Federal Tax Laws make it impossible to giver certainty to the tax treatment of any series of interest.
• The company's consolidated financial statements include a going concern opinion.
• The company may not raise sufficient funds to achieve its business objectives.
• The company's management has discretion in the application of proceeds within the permitted categories described under "Use of Proceeds."
• If less than the maximum amount is raised, the Series may allocate available funds toward operating needs, improvements, reserves, or reimbursements of advances in such proportions as the Managing Member determines to be in the best interests of the Series.
• If less than the maximum offering amount is raised, the Series may have limited funds available for reserves or planned improvements.
• The purchase prices for the Series Interests have been arbitrarily determined.
• If the company does not successfully dispose of real estate assets, you may have to hold your investment for an indefinite period.
• Competition with other parties entering real estate investment business may reduce the company's profitability.
• The company does not intend to hire an escrow agent and there will be no escrow account, therefore there is no independent third-party holding investors funds until they are released to the company.
• The company's real estate and real estate-related assets will be subject to the risks typically associated with real estate.
• The underlying value and performance of any real estate asset will fluctuate with general and local economic conditions.
• The market in which the company participates is competitive and, if it does not compete effectively, its operating results could be harmed.
• An Underlying Asset that has significant vacancies could be difficult to sell, which could diminish the return on the Underlying Asset.
• The company may decide to sell an Underlying Asset which could conflict with an investor's interests.
• A decline in general economic conditions in the markets in which each Underlying Asset is located or in the United States generally could lead to an increase in tenant defaults, lower rental rates and less demand for commercial real estate space in those markets.
• Lawsuits may arise between the company and its tenants resulting in lower cash distributions to investors.
• Costs imposed pursuant to governmental laws and regulations may reduce the company's net income and the cash available for distributions to its investors.
• The costs of defending against claims of environmental liability, of complying with environmental regulatory requirements, of remediating any contaminated property or of paying personal injury or other damage claims could reduce the amounts available for distribution to the company's investors.
• Costs associated with complying with the Americans with Disabilities Act may decrease cash available for distributions.
• Uninsured losses relating to real property or excessively expensive premiums for insurance coverage could reduce the company's cash flows and the return on investment.
• The company's Operating Agreement and applicable Series Interest Subscription Agreement each include a forum selection provision, that requires disputes be resolved in state or federal courts in the State of California, under Delaware law, regardless of convenience or cost to you, the investor, which could result in less favorable outcomes to the plaintiff(s) in any action against our company.
• Investors in this offering may not be entitled to a jury trial with respect to claims arising under the applicable Series Interest Subscription Agreement, which could result in less favorable outcomes to the plaintiff(s) in any action under the Agreement.
• The company's results of operations may be negatively impacted by the coronavirus outbreak.
• Actual or threatened epidemics, pandemics, outbreaks, or other public health crises may adversely affect the company's business.

RISK FACTORS

The SEC requires the company to identify risks that are specific to its business and its financial condition. The company is still subject to all the same risks that all companies in its business, and all companies in the economy, are exposed to. These include risks relating to economic downturns, political and economic events and technological developments (such as cyber-attacks and the ability to prevent those attacks). Additionally, early-stage companies are inherently more risky than more developed companies. You should consider general risks as well as specific risks when deciding whether to invest.

Risks Relating to the Structure, Operation and Performance of the Company

An investment in an offering constitutes only an investment in that Series and not in the company or any Underlying Asset. A purchase of Series Interests in a Series does not constitute an investment in either the company or an Underlying Asset directly, or in any other Series Interest. This results in limited voting rights of the investor, which are solely related to a particular Series, and are further limited by the Series Limited Liability Company Agreement of Ark7 Properties LLC dated , (the "Operating Agreement") of the company, described further herein. Investors will have limited voting rights. Thus, the Managing Member and the Asset Manager retain significant control over the management of the company, each Series and the Underlying Assets.

Furthermore, because the Interests in a Series do not constitute an investment in the company as a whole, holders of the Interests in a Series are not expected to receive any economic benefit from, or be subject to the liabilities of, the assets of any other Series. In addition, the economic interest of a holder in a Series will not be identical to owning a direct undivided interest in an Underlying Asset because, among other things, before distributions are made to the holders, the Asset Manager will receive a fee in respect of its management of the Underlying Asset.

Liability of investors between series of interests. The company is structured as a Delaware series limited liability company that issues a separate series of interests for each Underlying Asset. Each series of interests will merely be a separate series and not a separate legal entity. Under the Delaware Limited Liability Company Act (the "LLC Act"), if certain conditions (as set forth in Section 18-215(b) of the LLC Act) are met, the liability of investors holding one series of interests is segregated from the liability of investors holding another series of interests and the assets of one series of interests are not available to satisfy the liabilities of other series of interests.

Although this limitation of liability is recognized by the courts of Delaware, there is no guarantee that if challenged in the courts of another U.S. State or a foreign jurisdiction, such courts will uphold a similar interpretation of Delaware corporation law, and in the past certain jurisdictions have not honored such interpretation.

If the company's series limited liability company structure is not respected, then investors may have to share any liabilities of the company with all investors and not just those who hold the same series of interests as them. Furthermore, while the company intends to maintain separate and distinct records for each series of interests and account for them separately and otherwise meet the requirements of the LLC Act, it is possible a court could conclude that the methods used did not satisfy Section 18-215(b) of the LLC Act and thus potentially expose the assets of a series to the liabilities of another series of interests. The consequence of this is that investors may have to bear higher than anticipated expenses which would adversely affect the value of their Series Interests, or the likelihood of any distributions being made by a particular Series to its investors.

In addition, the company is not aware of any court case that has tested the limitations on inter-series liability provided by Section 18-215(b) in federal bankruptcy courts and it is possible that a bankruptcy court could determine that the assets of one series of interests should be applied to meet the liabilities of the other series of interests or the liabilities of the company generally where the assets of such other series of interests or of the company generally are insufficient to meet its liabilities.

Each Series Interest will rely on its Managing Member, Ark7 to manage each property. Following the acquisition of any Underlying Asset, the Underlying Asset will be managed by Ark7. In addition, Ark7 will be entitled to certain fees in exchange for its day-to-day operations of each Underlying Asset. Any compensation arrangements will be determined by Ark7 sitting on both sides of the table and will not be an arm's length transaction.

If Ark7, the company's Asset Manager, fails to retain its key personnel, the company may not be able to achieve its anticipated level of growth and its business could suffer. The company's future depends, in part, on Ark7's ability to attract and retain key personnel. Its future also depends on the continued contributions of the executive officers and other key personnel of Ark7, each of whom would be difficult to replace.

In particular, Yizhen Zhao, who is the Chief Executive Officer of Ark7, is critical to the management of the company's business and operations and the development of its strategic direction. The loss of the services of Mr. Zhao or other executive officers or key personnel of Ark7 and the process to replace any of those key personnel would involve significant time and expense and may significantly delay or prevent the achievement of the company's business objectives.

Ark7 Inc. is both the Asset Manager and the Managing Member. Ark7 Inc. is both the Asset Manager and the Managing Member. The Managing Member has appointed the Asset Manager. On balance, Ark7 Inc. controls all of the decisions related to each Series:

• Care of the Underlying Asset.
• Custody of the Underlying Asset.
• Maintenance of the Underlying Asset.
• Management of the Underlying Asset.
• Ability and to take any action that it deems necessary or desirable.
• The authority to sell of the Underlying Asset.
• Whether to encumber of the Underlying Asset.
• Whether to convey the Underlying Asset.
• Whether the Sourcing Fee (3.0%) will be paid to the Asset Manager, i.e. itself.
• Determination of the Asset Management Fee.

None of the responsibilities and determinations listed above will be made at arm's length and all of these decisions may unjustly financially reward Ark7 to the detriment of each Series and the investors. These conflicts may inhibit or interfere with the sound and profitable operation of the company and much smaller, if any, distributions made to the investors.

Further, the fees to be paid to the Managing Member and Asset Manager were determined internally, by the company and Ark7 and the company did not rely on any independent assessment of market rates. Accordingly, the determination of fees was not made at arm's length and may result in (i) smaller distributions made to investors, if any at all, (ii) the interference with the sound and profitable operation of the company and (iii) the fees paid to the Managing Member and Asset Manager may be higher than the fees that would be paid to an unaffiliated third party given the lack of an independent assessment as to the determination of the fees.

There may be competition for time among the various entities sharing the same management team. Currently, Ark7 is the Managing Member of Ark7 Properties LLC and each series identified under "Series Offering Table" above. Ark7 intends to also be the Managing Member of future Series. It is foreseeable that at certain times the various entities will be competing for time from the management team.

There is currently no trading market for the company's securities. There is currently no public trading market for any Series Interests, and an active market may not develop or be sustained. If an active public or private trading market for the Securities does not develop or is not sustained, it may be difficult or impossible for you to resell your Series Interests at any price. Even if a public or private market does develop, the market price could decline below the amount you paid for your Interests.

The company has limited operating history for investors to evaluate. The company was recently formed and the Series formed have generated limited revenues and have limited operating history upon which prospective investors may evaluate their performance. Further, the Series included as part of this post-qualification amendment have no operating history at all. No guarantee can be given that the company or any Series Interest will achieve their investment objectives, the value of any Underlying Asset will increase or that any Underlying Asset will be successfully monetized.

The company's consolidated financial statements include a going concern opinion. The company's financial statements were prepared on a "going concern" basis. Certain matters, as described in the accompanying financial statements, indicate there may be substantial doubt about the company's ability to continue as a going concern. Specifically, the company is newly formed and has not generated revenue from operations. The company will require additional capital until revenue from operations are sufficient to cover operational costs. Successful development of the company and ultimately the attainment of profitable operations is dependent upon future events including adequate financing, continuous support from Ark7, general and economic conditions on the real estate market and achieving a level of income adequate to support the company's cost structure. Therefore, there is substantial doubt about the ability of the company to continue as a going concern.

We may face challenges in securing mortgage financing, particularly in states or with lenders that do not fully recognize or respect the series limited liability company structure, potentially increasing risks to our properties. A series limited liability company structure may not be universally recognized or respected, especially in certain states or by certain lenders. As a result, when seeking mortgage financing, a series within our company may encounter obstacles or limitations due to the lack of recognition of this unique legal framework. In instances where our series LLC structure is not acknowledged, there are potential implications for mortgage transactions. For example, lenders may require our company, rather than the specific series, to act as the borrower and hold title to the property on behalf of the series. This arrangement could complicate matters in the event of default on a loan. If we default on a mortgage secured by a property, there's a risk that the lender may seek to foreclose on other properties held by different series within our company, for which we hold title. This scenario could expose investors to unforeseen liabilities and risks beyond those associated with the specific series in which they have invested.

A series may encounter difficulties in securing financing on favorable terms or even securing financing at all, potentially hindering its ability to pursue growth opportunities and meet financial obligations. In the pursuit of growth and expansion, a series may seek additional capital through debt financing from various sources. However, securing financing may prove challenging, especially if favorable terms cannot be negotiated or if financing options are limited or unavailable. Should financing be obtained, it may come with unfavorable terms, including high interest rates, stringent repayment terms, or restrictive covenants. These covenants may limit a series' ability to take certain actions, such as incurring additional debt, making capital expenditures, or paying dividends to investors. Such restrictions could potentially constrain the series' operational flexibility and hinder its ability to execute its business strategies effectively. Furthermore, the availability of additional debt financing may be subject to market conditions, timing constraints, and the financial health of the series. In cases where financing is not readily accessible, a series may face challenges in pursuing growth initiatives, acquiring new properties, or meeting existing financial obligations. This could have adverse implications for the series' ability to generate returns for investors and distribute dividends.

A series that initially purchases a property outright but later decides to finance it may face increased risks related to its ability to meet debt service obligations, potentially impacting its financial condition, cash flow, and ability to distribute dividends to investors. Additionally, properties acquired without financing have a different risk profile compared to those acquired with mortgage financing. Properties with financing must meet debt service obligations, and any inability to do so could adversely affect a series' financial condition, results of operations, cash flow, market value of its interests, and its ability to make distributions to investors.

Under our leverage policy, a series may extend loans to the asset manager, either directly or indirectly secured by other real estate properties. However, changes in the market or operational failures by the asset manager may pose risks for the series in collecting these debt assets. In the event of market fluctuations or operational failures by the asset manager, there's a risk that the series may encounter difficulties in collecting these debt assets. Market changes, such as declines in property values or shifts in rental demand, could impact the asset manager's ability to fulfill its obligations under the loan agreements. Similarly, operational failures or mismanagement by the asset manager could further exacerbate these risks, potentially leading to delays or defaults in loan repayments.

Risks Relating to the Offering

The company may not raise sufficient funds to achieve its business objectives. There is no minimum amount required to be raised before the company can accept your subscription for the Series Interests, and it can access the funds immediately. The company may not raise an amount sufficient for it to meet all of its objectives. Once the company accepts your investment funds, there will be no obligation to return your funds. Even if other Series Interests are sold, there may be insufficient funds raised through this offering to cover the expenses associated with the offering or complete development and implementation of the company's operations. The lack of sufficient funds to pay expenses and for working capital will negatively impact the company's ability to implement and complete its planned use of proceeds.

The company's management has discretion in the application of proceeds within the permitted categories described under "Use of Proceeds." Actual allocations may vary based on operating needs, available cash flows, and the amount raised in this Offering.

If less than the maximum amount is raised, the Series may allocate available funds toward operating needs, improvements, reserves, or reimbursements of advances in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds, a portion of the proceeds may be used to reimburse such amounts; however, neither the Series nor the Managing Member is obligated with respect to any specific repayment order.

If less than the maximum offering amount is raised, the Series may have limited funds available for reserves or planned improvements. The actual availability of funds will depend on the Series' operating cash flows and the timing of expenditures.

The purchase prices for the Series Interests have been arbitrarily determined. The purchase price for the Series Interests has been arbitrarily determined by the company and bears no relationship to the company's assets, book value, earnings or other generally accepted criteria of value. In determining pricing, the company considered factors such as the company's limited financial resources, the nature of its assets, estimates of its business potential, the degree of equity or control desired to be retained by the existing interest holders and general economic conditions.

If the company does not successfully dispose of real estate assets, you may have to hold your investment for an indefinite period. The determination of whether to dispose of the Underlying Asset is entirely at the discretion of the company. Even if the company decides to dispose of an Underlying Asset, the company cannot guarantee that it will be able to dispose of the Underlying Asset at a favorable price to investors.

Competition with other parties entering real estate investment business may reduce the company's profitability. There are and will be other entities engaged in real estate investment, including financial institutions, many of which have greater resources than the company does. Larger entities may enjoy significant competitive advantages that result from, among other things, a lower cost of capital and built-in client base. Such competition could make it more difficult to obtain future funding, which could affect the company's growth as a company.

The company does not intend to hire an escrow agent and there will be no escrow account, therefore there is no independent third-party holding investors funds until they are released to the company. Typically, the escrow agent retains custody of the assets such as cash, until certain conditions are met, at which time those assets are released to the company. In this offering the company has not retained an escrow agent and there will be no escrow account, therefore investors may be subject to increased administrative risk as additional administrative burdens will be placed on the company who may or may not have the expertise to administer the escrow seamlessly.

Risk Factors Related to Promotional or Incentive Programs

The Company may, from time to time, offer limited promotional or incentive programs in connection with the operation of its platform. These programs are operational in nature and are not part of the terms of the securities being offered pursuant to this Offering Circular. Promotional or incentive programs may be modified or discontinued at any time and should not be relied upon when evaluating this investment. Any such program does not provide or imply any assurance of investment performance, protection against loss, or guaranteed returns. If investors rely on promotional or incentive programs when making investment decisions, they may have expectations that do not align with the actual terms, risks, and economic characteristics of the securities offered.

Risks Related to Taxation

Changes in Federal tax laws may have adverse or unexpected effects on our investors. The Internal Revenue Code (the "Code") is subject to change by Congress, and interpretations of the Code may be modified or affected by judicial decisions, by the Treasury Department through changes in regulations and by the Internal Revenue Service through its audit policy, announcements, and published and private rulings. Although significant changes to the tax laws historically have been given prospective application, no assurance can be given that any changes made in the tax law affecting an investment in any Series of the Company would be limited to prospective effect. For instance, prior to effectiveness of the Tax Cuts and Jobs Act of 2017, an exchange of the Shares of one Series for another might have been a non-taxable 'like-kind exchange' transaction, while transactions now only qualify for that treatment with respect to real property. Accordingly, the ultimate effect on an Investor's tax situation may be governed by laws, regulations or interpretations of laws or regulations which have not yet been proposed, passed or made, as the case may be.

Each series within Ark7 Properties LLC will strive to qualify as Real Estate Investment Trusts (REITs). However, in the event of failure to qualify as REITs, investors may face increased tax liabilities. As part of our investment strategy, each series endeavors to qualify as a Real Estate Investment Trust (REIT). REIT status offers significant tax advantages, including exemption from corporate income taxes at the entity level, provided certain criteria are met. These criteria typically include distributing at least 90% of taxable income to shareholders as dividends, investing primarily in real estate assets, and adhering to other regulatory requirements outlined in the Internal Revenue Code. However, failure to qualify as a REIT could have adverse tax implications for investors. Without REIT status, the series would be subject to corporate income taxes at the entity level, potentially reducing overall returns for investors. Additionally, investors may face taxation on dividends received from the series at higher ordinary income tax rates, rather than the favorable tax treatment typically afforded to REIT dividends.

Risk Factors Related to the Real Estate Market

The company's real estate and real estate-related assets will be subject to the risks typically associated with real estate. The properties the company acquires will be subject to the risks typically associated with real estate. The value of real estate may be adversely affected by a number of risks, including:

• natural disasters such as hurricanes, earthquakes and floods;
• pandemics, such as COVID-19;
• acts of war or terrorism, including the consequences of terrorist attacks;
• adverse changes in national and local economic and real estate conditions;
• an oversupply of (or a reduction in demand for) space in the areas where particular properties are located and the attractiveness of particular properties to prospective tenants;
• changes in governmental laws and regulations, fiscal policies and zoning ordinances and the related costs of compliance therewith and the potential for liability under applicable laws;
• costs of remediation and liabilities associated with environmental conditions affecting properties; and
• the potential for uninsured or underinsured property losses.

The value of each property is directly related to its ability to generate cash flow and net income, which in turn depends on the amount of rental or other income that can be generated net of expenses required to be incurred with respect to the property. Many expenditures associated with properties (such as operating expenses and capital expenditures) cannot be reduced when there is a reduction in income from the properties.

The underlying value and performance of any real estate asset will fluctuate with general and local economic conditions. The successful operation of any real estate asset is significantly related to general and local economic conditions. Periods of economic slowdown or recession, significantly rising interest rates, declining employment levels, decreasing demand for real estate, declining real estate values, or the public perception that any of these events may occur, can result in reductions in the underlying value of any asset and result in poor economic performance. In such cases, investors may lose the full value of their investment, or may not experience any distributions from the real estate asset.

The market in which the company participates is competitive and, if it does not compete effectively, its operating results could be harmed. The company competes with many other entities engaged in real estate acquisition and operating activities, including but not limited to individuals, corporations, bank and insurance company investment accounts, real estate investment trusts, and private real estate funds. This market is competitive and rapidly changing. The company expects competition to persist and intensify in the future, which could harm its ability to acquire properties on terms that investors find to be reasonable.

An Underlying Asset that has significant vacancies could be difficult to sell, which could diminish the return on the Underlying Asset. An Underlying Asset may incur vacancies either by the expiration of tenant leases or the continued default of tenants under their leases. If vacancies continue for a long period of time, the company may suffer reduced revenues resulting in less cash available for distribution to its investors. In addition, the resale value of the Underlying Asset could be diminished because the market value of each Underlying Asset will depend principally upon the value of the cash flow generated by the leases associated with that Underlying Asset. Such a reduction in the resale value of a property could also reduce the value of investor interests.

The company may decide to sell an Underlying Asset which could conflict with an investor's interests. Ark7, the Managing Member, may determine when to sell any Underlying Asset at any time in accordance with the management rights afforded to the Managing Member. Investors will not have a say in this decision. The timing and decision to sell an Underlying Asset may conflict with investors personal interests, beliefs or theories regarding the real estate market. Further, it is possible the sale was not done at an optimal time. In any case, investors would not have any cause of action against the company or Managing Member for such sales.

Property taxes could increase due to property tax rate changes or reassessment, which could impact our financial condition, results of operations and cash flow. Each series will be required to pay state and local taxes on its property. The real property taxes on our properties may increase as property tax rates change or as our properties are assessed or reassessed by taxing authorities. If the property taxes we pay increase, our financial condition, results of operations, cash flow, the value of our interests and our ability to satisfy our principal and interest obligations and to make distributions to our investors could be adversely affected.

A decline in general economic conditions in the markets in which each Underlying Asset is located or in the United States generally could lead to an increase in tenant defaults, lower rental rates and less demand for commercial real estate space in those markets. As a result of these trends, the company may be more inclined to provide leasing incentives to its tenants in order to compete in a more competitive leasing environment. Such trends may result in reduced revenue and lower resale value of properties, which may reduce your return.

Lawsuits may arise between the company and its tenants resulting in lower cash distributions to investors. Disputes between landlords and tenants are common. These disputes may escalate into legal action from time to time. In the event a lawsuit arises between the company and a tenant it is likely that the company will see an increase in costs. Accordingly, cash distributions to investors may be affected.

Costs imposed pursuant to governmental laws and regulations may reduce the company's net income and the cash available for distributions to its investors. Real property and the operations conducted on real property are subject to federal, state and local laws and regulations relating to protection of the environment and human health. The company could be subject to liability in the form of fines, penalties, or damages for noncompliance with these laws and regulations. These laws and regulations generally govern wastewater discharges, air emissions, the operation and removal of underground and above-ground storage tanks, the use, storage, treatment, transportation and disposal of solid and hazardous materials, the remediation of contamination associated with the release or disposal of solid and hazardous materials, the presence of toxic building materials and other health and safety-related concerns. Some of these laws and regulations may impose joint and several liability on the tenants, owners, or operators of real property for the costs to investigate or remediate contaminated properties, regardless of fault, whether the contamination occurred prior to purchase, or whether the acts causing the contamination were legal. Activities of the company's tenants, the condition of properties at the time the company buys them, operations in the vicinity of its properties, such as the presence of underground storage tanks, or activities of unrelated third parties may affect its properties. The presence of hazardous substances, or the failure to properly manage or remediate these substances, may hinder the company's ability to sell, rent or pledge such property as collateral for future borrowings. Any material expenditures, fines, penalties or damages the company must pay will reduce its ability to make distributions and may reduce the value of your investment.

The costs of defending against claims of environmental liability, of complying with environmental regulatory requirements, of remediating any contaminated property or of paying personal injury or other damage claims could reduce the amounts available for distribution to the company's investors. Under various federal, state and local environmental laws, ordinances and regulations, a current or previous real property owner or operator may be liable for the cost of removing or remediating hazardous or toxic substances on, under or in such property. These costs could be substantial. Such laws often impose liability whether the owner or operator knew of, or was responsible for, the presence of such hazardous or toxic substances. Environmental laws also may impose liens on property or restrictions on the manner in which property may be used or businesses may be operated, and these restrictions may require substantial expenditures or prevent us from entering into leases with prospective tenants that may be impacted by such laws. Environmental laws provide for sanctions for noncompliance and may be enforced by governmental agencies or, in certain circumstances, by private parties. Certain environmental laws and common law principles could be used to impose liability for the release of and exposure to hazardous substances, including asbestos-containing materials and lead-based paint. Third parties may seek recovery from real property owners or operators for personal injury or property damage associated with exposure to released hazardous substances and governments may seek recovery for natural resource damage. The costs of defending against claims of environmental liability, of complying with environmental regulatory requirements, of remediating any contaminated property, or of paying personal injury, property damage or natural resource damage claims could reduce the amounts available for distribution to you.

Costs associated with complying with the Americans with Disabilities Act may decrease cash available for distributions. Each Underlying Asset may be subject to the Americans with Disabilities Act of 1990, as amended, or the ADA. Under the ADA, all places of public accommodation are required to comply with federal requirements related to access and use by disabled persons. The ADA has separate compliance requirements for "public accommodations" and "commercial facilities" that generally require that buildings and services be made accessible and available to people with disabilities. The ADA's requirements could require removal of access barriers and could result in the imposition of injunctive relief, monetary penalties or, in some cases, an award of damages. Any funds used for ADA compliance will reduce the company's net income and the amount of cash available for distributions to investors.

Uninsured losses relating to real property or excessively expensive premiums for insurance coverage could reduce the company's cash flows and the return on investment. There are types of losses, generally catastrophic in nature, such as losses due to wars, acts of terrorism, earthquakes, floods, hurricanes, pollution, or environmental matters, that are uninsurable or not economically insurable, or may be insured subject to limitations, such as large deductibles or co-payments. Insurance risks associated with potential acts of terrorism could sharply increase the premiums the company pays for coverage against property and casualty claims. Additionally, to the extent the company finances the acquisition of an Underlying Asset, mortgage lenders in some cases insist that commercial property owners purchase coverage against terrorism as a condition for providing mortgage loans. Such insurance policies may not be available at reasonable costs, if at all, which could inhibit the company's ability to finance or refinance its properties if so required. In such instances, the company may be required to provide other financial support, either through financial assurances or self-insurance, to cover potential losses. The company may not have adequate coverage for such losses. If any of the properties incur a casualty loss that is not fully insured, the value of the assets will be reduced by any such uninsured loss, which may reduce the value of investor interests. In addition, other than any working capital reserve or other reserves the company may establish, the company has no additional sources of funding to repair or reconstruct any uninsured property. Also, to the extent the company must pay unexpectedly large amounts for insurance, it could suffer reduced earnings that would result in lower distributions to investors.

Risks Related to Forum Selection and Jury Waivers

The company's Operating Agreement and applicable Series Interest Subscription Agreement each include a forum selection provision, that requires disputes be resolved in state or federal courts in the State of California, under Delaware law, regardless of convenience or cost to you, the investor, which could result in less favorable outcomes to the plaintiff(s) in any action against our company.

Operating Agreement: Our Series Limited Liability Company Agreement of Ark7 Properties LLC (the "Operating Agreement") includes a forum selection provision that requires any suit, action, or proceeding seeking to enforce any provision of or based on any matter arising out of or in connection with the Operating Agreement, or the transactions contemplated thereby be brought in state or federal court of competent jurisdiction located within the State of California.

This forum selection provision may limit investors' ability to bring claims in judicial forums that they find favorable to such disputes and may discourage lawsuits with respect to such claims. Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. We believe that the exclusive forum provision applies to claims arising under the Securities Act, but there is uncertainty as to whether a court would enforce such a provision in this context. Section 27 of the Exchange Act creates exclusive federal jurisdiction over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations thereunder. As a result, the exclusive forum provision may not be used to bring actions in state courts for suits brought to enforce any duty or liability created by the Exchange Act or any other claim for which the federal courts have exclusive jurisdiction. Investors will not be deemed to have waived the company's compliance with the federal securities laws and the rules and regulations thereunder.

Subscription Agreement: Our applicable Series Interest Subscription Agreement for each manner of investing and class of security includes a forum selection provision that requires any suit, action, or proceeding arising from the applicable Series Interest Subscription agreement be brought in a state of federal court of competent jurisdiction located within the State of California. This forum selection provision may limit investors' ability to bring claims in judicial forums that they find favorable to such disputes and may discourage lawsuits with respect to such claims. Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. We believe that the exclusive forum provision applies to claims arising under the Securities Act, but there is uncertainty as to whether a court would enforce such a provision in this context. Section 27 of the Exchange Act creates exclusive federal jurisdiction over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations thereunder. As a result, the exclusive forum provision may not be used to bring actions in state courts for suits brought to enforce any duty or liability created by the Exchange Act or any other claim for which the federal courts have exclusive jurisdiction. Investors will not be deemed to have waived the company's compliance with the federal securities laws and the rules and regulations thereunder.

Investors in this offering may not be entitled to a jury trial with respect to claims arising under the applicable Series Interest Subscription Agreement, or Operating Agreement which could result in less favorable outcomes to the plaintiff(s) in any action under these Agreements. Investors in this offering will be bound by the applicable Series Interest Subscription Agreement and the Operating Agreement, both of which include a provision under which investors waive the right to a jury trial of any claim they may have against the company arising out of or relating to this agreement. By signing these agreements, the investor warrants that the investor has reviewed this waiver with his or her legal counsel, and knowingly and voluntarily waives the investor's jury trial rights following consultation with the investor's legal counsel.

If the company opposed a jury trial demand based on the waiver, a court would determine whether the waiver was enforceable based on the facts and circumstances of that case in accordance with the applicable state and federal law. To the company's knowledge, the enforceability of a contractual pre-dispute jury trial waiver in connection with claims arising under the federal securities laws has not been finally adjudicated by a federal court. However, the company believes that a contractual pre-dispute jury trial waiver provision is generally enforceable, including under the laws of the State of Delaware, which governs the applicable Series Interest Subscription Agreement. In determining whether to enforce a contractual pre-dispute jury trial waiver provision, courts will generally consider whether the visibility of the jury trial waiver provision within an agreement is sufficiently prominent such that a party knowingly, intelligently, and voluntarily waived the right to a jury trial. The company believes that this is the case with respect to the applicable Series Interest Subscription Agreement. You should consult legal counsel regarding the jury waiver provision before entering into the applicable Series Interest Subscription Agreement.

If you bring a claim against the company in connection with matters arising under the applicable Series Interest Subscription Agreement or Operating Agreement, including claims under the federal securities laws, you may not be entitled to a jury trial with respect to those claims, which may have the effect of limiting and discouraging lawsuits against the company. If a lawsuit is brought against the company under one of those agreements, it may be heard only by a judge or justice of the applicable trial court, which would be conducted according to different civil procedures and may result in different outcomes than a trial by jury would have had, including results that could be less favorable to the plaintiff(s) in such an action.

Nevertheless, if the jury trial waiver provision is not permitted by applicable law, an action could proceed under the terms of the applicable Series Interest Subscription Agreement or Operating Agreement with a jury trial. No condition, stipulation or provision of the applicable Series Interest Subscription Agreement or Operating Agreement serves as a waiver by any holder of the company's securities or by the company of compliance with any substantive provision of the federal securities laws and the rules and regulations promulgated under those laws.

In addition, when the units are transferred, the transferee is required to agree to all the same conditions, obligations, and restrictions applicable to the units or to the transferor with regard to ownership of the units, that were in effect immediately prior to the transfer of the units, including the applicable Series Interest Subscription Agreement and the Operating Agreement.

DILUTION

Dilution means a reduction in value, control, or earnings of the units the investor owns.

As of the date of this Offering Circular, Ark7 owns 100% of the Company's membership interests. Those membership interests are not connected to any specific Series Interest. Investors in this offering will be acquiring Series Interests for the Series included on the cover page to this Offering Circular. The economic rights of each Series Interest will be based on the corresponding Underlying Asset.

Accordingly, investors will experience dilution only as a result of (i) the issuance of additional Series Interests for the applicable Series, and (ii) the conversion of any Series Interests previously issued pursuant to Regulation D, each of which increases the total number of Series Interests outstanding for that Series. As discussed under "Securities Being Offered - Prior Offerings and Conversion of Series Interests," such conversions may increase the number of Series Interests outstanding immediately prior to or concurrently with the initial closing of this Regulation A offering. Following conversion, all Series Interests will have the same rights, preferences and restrictions.

PLAN OF DISTRIBUTION

As described below the company is offering up to a certain amount of units of each series at a price described below per series interest. There is no minimum investment amount, however each investor much purchase at least one series interest.

The company plans to market the securities directly on a "best efforts" basis. The company intends to use its website and apps to offer the Series Interests to eligible investors. The company's officers, directors, employees, and advisors may participate in the offering. When applicable, the company intends to prepare written materials and respond to investors after the investors initiate contact with the company, however the company's officers, directors, employees and advisors will not orally solicit investors. As of the date of this Offering Circular the company has not prepared any written materials.

The Offering Circular will be furnished to prospective investors in this offering via download 24 hours a day, 7 days a week on the company's website www.ark7.com. Prospective investors may subscribe for the company units in this offering only through the website. In order to subscribe to purchase our interests, a prospective investor must electronically complete, sign and deliver to us an executed subscription agreement like the one attached to this Offering Statement, of which this Offering Circular is part, as Exhibit 4.1 and wire funds for its subscription amount in accordance with the instructions provided therein.

We reserve the right to reject any investor's subscription in whole or in part for any reason, including if we determine in our sole and absolute discretion that such investor is not a "qualified purchaser" for purposes of Section 18(b)(4)(D)(ii) of the Securities Act, or for other factors such as, but not limited to, investors providing incorrect payment information, or the investor not satisfying AML/KYC screening criteria. If the offering terminates or if any prospective investor's subscription is rejected, all funds received from such investors will be returned without interest or deduction.

Further, pursuant to section 6 in the applicable Series Interest Subscription Agreement, the subscriptions are irrevocable by the investor.

After each closing, funds tendered by investors will be available to the company for its use.

The offering will terminate at the earlier of (i) the date at which the maximum offering amount has been sold, (ii) the date at which the offering is earlier terminated by the company, in its sole discretion or (iii) the date that is three years from this offering being qualified by the SEC.

The company is conducting a continuous offering, in which it intends to accept investor funds until the offering is terminated. As there is no minimum, the company may, in its sole discretion, undertake one or more closings on a rolling basis, regardless of the amount of funds, and intends to affect a close every 7 business days and, after each closing, funds tendered by investors will be available to the company, and interests will be issued to investors. The initial closing will occur as soon as funds clear. We expect to hold subsequent closings every 7 business days. Assuming additional information does not need to be provided for due diligence (AML/KYC) and the investment has been funded it will take up to 3 business days to determine whether a subscription agreement has been accepted or rejected. In the event additional information is required from the subscriber, within 3 business days, the company will reach out to the subscriber for that information.

Each closing involves administrative burden to the company, and so the company intends to use periodic closings to reduce that burden, allowing the company to place more focus on its real estate operations.

As noted above, the company intends to effect closings every 7 days, but may undertake additional closings upon considering certain factors, such as:

• The amount of money contained in the company's segregated account of the applicable Series Interest; and
• The number of subscriptions received.

The company has not engaged commissioned sales agents or broker-dealers and, in conjunction with its associated persons, plans to conduct and distribute the Offering through the Ark7 platform. The associated persons of our Managing Member will not receive any commission or any other remuneration in relation to this offering. In offering the securities on our behalf, the associated persons of the Managing Member will rely on the safe harbor from broker-dealer registration set out in Rule 3a4-1 under the Securities Exchange Act of 1934, as amended. No other affiliated entity involved in the offer and sale of the membership interests is currently a member firm of FINRA and no person associated with us will be deemed to be a broker solely by reason of his or her participation in the sale of the membership interests. Where appropriate, in order to conduct the offering, the company intends to register with state securities regulators as an Issuer-Dealer or register one or more of its associated persons, including the Managing Member, where required, with state securities regulators as an Issuer-Agent.

The company will perform the following administrative and compliance related functions in connection with this offering, but not for underwriting or placement agent services:

• Review investor information, including KYC ("Know Your Customer") data, perform AML ("Anti Money Laundering") and other compliance background checks, and provide a recommendation to the company whether or not to accept an investor as a customer.
• Review each investor's applicable Series Interest Subscription Agreement to confirm such investor's participation in the offering and provide a determination to the company whether or not to accept the use of the applicable Series Interest Subscription Agreement for the investor's participation.
• Contact and/or notify the company, if needed, to gather additional information or clarification on an investor;
• Not provide any investment advice nor any investment recommendations to any investor;
• Keep investor details and data confidential and not disclose to any third-party except as required by regulators or in its performance pursuant to the terms of the agreement (e.g., as needed for AML and background checks); and
• Coordinate with third party providers to ensure adequate review and compliance.

Selling Security Holders

No securities are being sold for the account of security holders; all net proceeds of this offering will go to the company.

Transfer Agent

The company has engaged Vertalo as its transfer agent.

Process of Subscribing

After the offering Statement has been qualified by the Commission, the company will accept tenders of funds to purchase the Series Interests.

Investors will be required to complete an applicable Series Interest Subscription Agreement in order to invest. The applicable Series Interest Subscription Agreement includes a representation by the investor to the effect that, if the investor is not an "accredited investor" as defined under securities law, the investor is investing an amount that does not exceed the greater of 10% of their annual income or 10% of their net worth (excluding the investor's principal residence).

To subscribe for the Series Interests, each prospective investor must:

1. Go to https://www.ark7.com, complete user registration;
2. Complete profile setup and link a bank account;
3. Navigate to open prospective offering page, click on the "Buy" button; that will open the subscribe panel;
4. Complete subscribe information and review and sign the applicable Series Interest Subscription Agreement;
5. Based on your account status, the company may ask an Investor to provide identification or accreditation proof documents before accepting the subscription.

Any potential investor will have ample time and is advised to review the applicable Series Interest Subscription Agreement, along with their counsel, prior to making any final investment decision.

The company may close on investments on a "rolling" basis (so not all investors will receive their Series Interests on the same date). Investors may subscribe by tendering funds by check, wire transfer, or ACH transfer to the segregated account controlled by the company until the company has accepted the investor's subscription. Assuming additional information does not need to be provided for due diligence (AML/KYC) and the investment has been funded it will take up to 3 business days to determine whether a subscription agreement has been accepted or rejected. In the event additional information is required from the subscriber, within 3 business days, the company will reach out to the subscriber for that information.

Upon closing, funds tendered by investors will be made available to the company for its use. The company has the right to refuse to sell the Series Interests to any prospective investor or for any reason in its sole discretion, including, without limitation, if such prospective investor does not promptly supply all information requested by the company in connection with such prospective investor subscription.

In addition, in the company's sole discretion, it may establish a limit on the purchase of Series Interests by particular prospective investors. The following limits have been established for the Series Interests as set forth in their respective Series Designations:

No Escrow

The company has not established an escrow account or hired an escrow agent to hold funds tendered by investors. Funds will be held in a segregated account controlled by the company until the company has accepted the investor's subscription. At that time, those funds will be available to the company.

Forum Selection Provision

The applicable Series Interest Subscription Agreement that investors will execute in connection with the offering includes a forum selection provision that requires any claims against the company based on the Agreement to be brought in a state or federal court of competent jurisdiction in the State of California for the purpose of any suit, action or other proceeding arising out of or based upon the Agreement. Although the company believes the provision benefits us by providing increased consistency in the application of Delaware law in the types of lawsuits to which it applies and in limiting the company's litigation costs, to the extent it is enforceable, the forum selection provision may limit investors' ability to bring claims in judicial forums that they find favorable to such disputes and may discourage lawsuits with respect to such claims. The company has adopted the provision to limit the time and expense incurred by its management to challenge any such claims. As a company with a small management team, this provision allows its officers to not lose a significant amount of time traveling to any particular forum so they may continue to focus on operations of the company. Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. The company believes that the exclusive forum provision applies to claims arising under the Securities Act, but there is uncertainty as to whether a court would enforce such a provision in this context. Section 27 of the Exchange Act creates exclusive federal jurisdiction over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations thereunder. As a result, the exclusive forum provision may not be used to bring actions in state courts for suits brought to enforce any duty or liability created by the Exchange Act or any other claim for which the federal courts have exclusive jurisdiction. Investors will not be deemed to have waived the company's compliance with the federal securities laws and the rules and regulations thereunder.

Jury Trial Waiver

The applicable Series Interest Subscription Agreement that investors will execute in connection with the offering provides that subscribers waive the right to a jury trial of any claim they may have against us arising out of or relating to the Agreement, including any claim under federal securities laws. By signing the applicable Series Interest Subscription Agreement, an investor will warrant that the investor has reviewed this waiver with the investor's legal counsel, and knowingly and voluntarily waives his or her jury trial rights following consultation with the investor's legal counsel. If the company opposed a jury trial demand based on the waiver, a court would determine whether the waiver was enforceable given the facts and circumstances of that case in accordance with applicable case law. In addition, by agreeing to the provision, subscribers will not be deemed to have waived the company's compliance with the federal securities laws and the rules and regulations promulgated thereunder.

USE OF PROCEEDS

Series #MHQNN

The company has previously raised capital for Series #MHQNN through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #MHQNN acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 33,365.79 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 32,542.80 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #KYLBE

The company has previously raised capital for Series #KYLBE through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #KYLBE acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 21,493.35 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 37,433.40 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #DJVWQ

The company has previously raised capital for Series #DJVWQ through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #DJVWQ acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 27,589.46 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 48,770.05 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #PBIUH

The company has previously raised capital for Series #PBIUH through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #PBIUH acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 1,314.01 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 10,425.24 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #PFUNR

The company has previously raised capital for Series #PFUNR through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #PFUNR acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 1,818.23 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 16,377.75 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #8YFFL

The company has previously raised capital for Series #8YFFL through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #8YFFL acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 1,538.13 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 15,238.04 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #XZQRZ

The company has previously raised capital for Series #XZQRZ through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #XZQRZ acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 20,630.21 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 28,852.56 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #DTMEW

The company has previously raised capital for Series #DTMEW through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #DTMEW acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 2,051.18 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 7,700.40 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #SOYGJ

The company has previously raised capital for Series #SOYGJ through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #SOYGJ acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 7,750.93 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 12,941.85 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #RUSUU

The company has previously raised capital for Series #RUSUU through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #RUSUU acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 7,521.91 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 12,606.07 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #KM1OU

The company has previously raised capital for Series #KM1OU through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #KM1OU acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 21,460.99 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 14,369.79 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #TBQSK

The company has previously raised capital for Series #TBQSK through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #TBQSK acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 1,660.41 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 29,010.00 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

Series #EKPES

The company has previously raised capital for Series #EKPES through a prior private offering conducted under Regulation D (the "Prior Offering"). Funds from the Prior Offering were used (or will be used) to advance certain acquisition-related costs on behalf of the Series, including but not limited to earnest money deposits, due diligence costs, and initial closing expenses.

The proceeds from this Offering, together with the amounts raised in the Prior Offering, will collectively be used for the following purposes:

Sources of Funds

Uses of Funds

____________________

1. Series #EKPES acquired the property from a third-party seller and incurred customary acquisition and closing expenses, including title fees, inspection fees, agent fees, transfer taxes, and recording costs.
2. From time to time, the Managing Member or its affiliates may advance funds to the Series to facilitate the acquisition of the property or to cover related expenses. Any such advances are generally documented as intercompany loans and may be reimbursed by the Series from available cash, including proceeds of this Offering, at the discretion of the Managing Member.
3. Offering expenses include audit fees, legal fees, Edgarization fees, blue sky filing fees, and other customary offering-related costs. The company intends for the Series to be responsible only for a portion of these expenses, with any remaining amounts to be borne by the Managing Member or other series, without reimbursement.
4. The Sourcing Fee represents a fee payable to the Asset Manager in connection with the identification, diligence, and negotiation of the property acquisition, as described in the Certificate of Designations for the Series. The Sourcing Fee comprises both (i) the sourcing fee allocable to the Regulation A offering in the amount of $ 18,805.05 , and (ii) the sourcing fee heretofore collected in connection with the Regulation D offering in the amount of $ 3,521.10 .

The actual allocation of proceeds between acquisition costs, improvements, reserves, offering expenses, and reimbursements for amounts advanced on behalf of the Series may vary based on the timing and amount of funds raised, as well as the needs of the Series. To the extent the Managing Member or its affiliates have advanced funds, including through intercompany loans, a portion of the proceeds may be used to reimburse such advances. Any remaining proceeds will be applied toward property improvements, operating reserves, or other permitted uses as determined by the Managing Member in its discretion. The company reserves the right to adjust the use of proceeds if management believes such changes are in the best interests of the Series.

In the event that the proceeds from this Offering are less than the amounts estimated, the Series may allocate available funds among acquisition costs, improvements, reserves, reimbursements of advances, and other permitted uses in such proportions as the Managing Member determines to be in the best interests of the Series. To the extent the Managing Member or its affiliates have advanced funds on behalf of the Series, a portion of the proceeds may be used to reimburse such amounts; however, neither the Managing Member nor its affiliates are obligated to provide additional funding, nor is the Series obligated to fully reimburse any such advances.

If the total amount raised is less than the maximum offering amount, the Series may have limited funds available for operating reserves or planned improvements. This may reduce the cash available for repairs or renovations, depending on the operating performance of the property and the timing of expenditures. The Managing Member may, but is not required to, provide additional financial support or defer certain expenses to meet the operational needs of the Series.

The company reserves the right to change the above use of proceeds if management believes it is in the best interests of the company.

The Series does not currently anticipate making payments to directors. Management fees and other ongoing expenses may be incurred in the discretion of the Managing Member and as permitted under the governing documents of the Series.

THE COMPANY'S BUSINESS

Company Overview - Our Mission

Ark7 Properties LLC, a Delaware series limited liability company, was established on October 31, 2018 to expand access to real estate investment opportunities, allowing a broader audience to participate in the financial benefits of property ownership. Our mission is to build a reliable and accessible platform that democratizes real estate investment.

Ark7 Properties LLC is managed and fully controlled by Ark7. As discussed further in the Series Limited Liability Company Agreement of Ark7 Properties LLC dated March 17, 2022 (the "Operating Agreement"), Ark7 is the Managing Member of Ark7 Properties LLC. Ark7 was incorporated in the State of Delaware on June 26, 2018. Ark7 operates a digital platform for real estate investment, making it simpler for investors to engage in property ownership. Ark7 acquires residential properties and conveys them to a Series of the Company to be offered to investors through the Ark7 platform. Ark7 believes this model enables investors to diversify their investment across various properties, helping to manage risk without the need for direct property management or mortgage commitments.

Ark7 performs all aspects of sourcing, analyzing, maintaining, and managing the properties we acquire. The Ark7 team conducts comprehensive evaluations of each potential property investment, examining a variety of financial, market, and demographic characteristics to inform our acquisition strategies. Each investment we make represents not only a financial opportunity but also a commitment to the communities where Ark7 properties are located. By investing in these areas, we contribute alongside our investors to community development and growth. As our network of engaged, like-minded investors expands, so too does our ability to access new investment and residential opportunities, enhancing value for our stakeholders and the communities we serve.

Series LLC Structure

Each property that Ark7 Properties LLC acquires is held within a distinct series of our Delaware series limited liability company structure, created specifically to acquire and manage that residential property. Each series may own its specific property through a wholly-owned subsidiary, which is structured as a limited liability company under the laws of the state where the property is located.

As a Delaware series limited liability company, Ark7 Properties LLC structures its operations so that the debts, liabilities, obligations, and expenses associated with a particular series are segregated and only enforceable against the assets of that series, as provided under Delaware law. This setup allows for financial and legal separation across different investments within our portfolio.

Ark7 Properties LLC plans for each series to initially be treated as a corporation for U.S. federal income tax purposes, aiming for tax efficiency. However, if a series' real estate and potential income streams suggest that REIT status would be beneficial, we may elect to have that series taxed as a separate REIT. This approach allows us to consider the tax advantages specific to REITs, which may include benefits for our investors.

Should REIT status not be suitable, we may opt for the series to be taxed as a partnership. This alternative would involve using Schedule K-1 for tax reporting, which allows income, losses, deductions, and credits to pass through directly to investors, facilitating transparency in their personal tax obligations.

Our company focuses on the identification, acquisition, marketing, and management of individual residential properties, with each managed within its own series. This dedicated structure supports our efforts to manage the value of every single property for our investors effectively.

Investment Objectives

Ark7 Properties LLC aims to offer its investors a range of carefully considered investment objectives, including:

• Consistent Cash Flow: Generating steady income from our managed properties.
• Value Growth: Fostering long-term capital appreciation through strategies that employ moderate to no leverage.
• Capital Preservation: Focusing on the preservation of capital through meticulous property selection and management practices.

While we strive to meet these objectives, it is important for investors to understand that the achievement of these goals cannot be guaranteed. The value of assets may fluctuate, and Ark7 Properties LLC does not assure that the investment objectives will be achieved.

Investment Criteria

Ark7 Properties LLC is committed to a strategic acquisition approach, focusing on properties that meet the following well-defined criteria as determined by Ark7:

• Property Type: Residential homes that align with our investment philosophy and management capabilities.
• Price Range: Properties priced between $150,000 and $3,000,000, allowing us to diversify our portfolio and cater to a broad market segment.
• Condition of Properties: Homes requiring little to no improvement post-acquisition, which helps in quick turnaround for rental readiness and reduces initial capital expenditure.
• Location Criteria: Properties located in desirable travel destinations or adjacent to universities. These locations typically benefit from consistent rental demand, potentially boosting the property's income-generating capability.

These criteria are designed to identify properties that are well-positioned to generate value for our investors through both steady rental income and potential for long-term appreciation. As we refine our acquisition strategy and respond to market conditions, these criteria may evolve to better align with our investment objectives and market opportunities.

Investment Strategy - Market Opportunities

Ark7 Properties LLC's investment strategy is centered around the acquisition, management, and strategic operation of residential properties situated in vibrant and growing cities across the United States as determined by Ark7. Our approach is to identify and invest in markets that possess strong potential for long-term property value appreciation.

• Acquisition: We target properties that align with our investment criteria to ensure they meet our standards for potential return on investment.
• Management: Once acquired, each property is managed with an emphasis on maintaining high occupancy rates and enhancing the tenant experience, which supports sustained revenue generation.
• Selective Leverage: We utilize leverage to amplify cash on cash returns while maintaining a conservative debt profile, thereby managing financial risk effectively.
• Disposition: Properties are periodically reviewed for potential sale opportunities, especially when they reach peak valuation, in line with our strategic goal of capitalizing on market conditions to realize gains.

By focusing on dynamic urban environments where demographic trends indicate growth and resilience, Ark7 Properties LLC aims to secure a portfolio of properties that are not only profitable but also benefit from the broader economic and social vibrancy of their respective locales. This strategic market focus is intended to maximize opportunities for our investors, though as with any investment, there are inherent risks and returns are not guaranteed.

Investment Process

Ark7 Properties LLC utilizes a structured investment process to ensure that each property we consider aligns with our strategic objectives and investment criteria:

• Sourcing: Ark7, in collaboration with local real estate professionals, employs analysis tools to identify various investment opportunities. These opportunities range from individual homes listed on the MLS, newly constructed rental communities, and exclusive off-market deals, often sourced through a network developed by Ark7 in the industry.
• Due Diligence: Each potential investment undergoes an evaluation against our investment criteria. Our due diligence process focuses on the specifics of the chosen geographic and sub-market areas, assessing factors like local rental market dynamics and their potential impacts on property values. We perform analyses that include projected rental rates based on local comparables, property values, and an examination of risks such as title discrepancies, structural issues, and environmental hazards.
• Property Review: After due diligence, Ark7 reviews pertinent data and makes a decision to proceed with or halt the property acquisition.
• Property Acquisition and Renovation: Properties are acquired directly by our managed series utilizing related party and third-party debt financing, adhering to established acquisition protocols. Post-acquisition, necessary renovations are carried out to ensure the property meets our standards for rental readiness. This process is managed to minimize downtime and prepare the property for prompt leasing.
• Ongoing Management: Ark7 is responsible for maintaining property records, overseeing maintenance, managing tenant interactions, and ensuring compliance with local regulations. It also handles the listing and booking of properties on rental platforms like Zillow and Apartments.com.

Our Managing Member maintains comprehensive control over all investment decisions, guided by our overarching investment objectives and leverage policies.

Leverage Policy

Through our Leverage Policy, we aim to strategically utilize leverage via senior financing for our real estate acquisitions, secured credit facilities, and capital markets financing activities. Our strategy involves securing long-term, non-recourse leverage arrangements that are not subject to mark-to-market valuations, aiming for the most cost-effective options available.

We've implemented a borrowing limit, pledging not to surpass 65% of the higher value between the acquisition cost (pre-depreciation or other non-cash reserves adjustments) or the fair market value of our assets. This reflects our prudent approach to leveraging, ensuring financial strength.

Furthermore, we consider extending loans to our Asset Manager at fair market rates for investing in real estate properties on the Ark7 platform, up to the mortgage principal amount as needed, a decision subject to strategic evaluation. The Managing Member has the authority to review and adjust our leverage strategy in response to changing economic conditions or strategic priorities, keeping our policy aligned with investment goals.

Approval from the Managing Member is required for exceeding our leverage limit. Additionally, if assets initially acquired without leverage are eligible for financing under our policy, any excess proceeds beyond operational needs or reserves may be distributed to investors at the discretion of the Managing Member, in adherence to our leverage guidelines. This approach underscores our commitment to navigating real estate investment complexities while safeguarding the long-term interests of our investors.

Promotion and Incentive Programs

The Company may, from time to time, offer limited promotional or incentive programs in connection with the operation of its platform. These programs may include investment credits, temporary fee adjustments, or other ancillary benefits made available to platform users. Any such program will be limited in duration and may be changed or discontinued at any time.

These programs are operational features of the platform and are not part of the terms of the securities being offered under this Offering Circular. They do not modify, supplement, or otherwise affect the rights, preferences, obligations, or economic characteristics of any securities issued in this offering.

Promotional or incentive programs do not provide or imply any assurance of investment performance, protection against loss, or guaranteed income. Investors should not consider the availability of any such program when evaluating an investment in the securities offered hereby.

The Company may provide general information about promotional or incentive programs through its website, mobile application, or other permitted communications. These materials are provided solely for informational purposes and do not form part of this Offering Circular. If any inconsistency arises between such communications and this Offering Circular, the disclosures contained in this Offering Circular shall control.

Operating Policies

Credit Risk Management: Each Series is exposed to varying levels of credit and special hazard risk. The Managing Member assesses and monitors credit risk and other loss-related risks associated with each investment. The Managing Member will oversee the overall credit risk and provision for loss levels.

Additional Borrowings: Each series may explore financing or refinancing existing debt, including mortgages, with additional debt financing, either from an affiliate or a third party. Any third-party mortgages or debt instruments entered into by a series, or the company on behalf of a series, will likely be secured directly or indirectly by a security interest in the title of the property and other assets of the series.

Asset Management Fee

The Asset Manager will be entitled to an annual asset management fee from each series, calculated as 15% of any Free Cash Flows available for distribution pursuant to Article VII of the Operating Agreement.

Operating Expenses

Each series within Ark7 Properties LLC will bear the costs and expenses associated with its activities, including but not limited to:

• Management fees, audit expenses, and report preparation costs for the series property.
• Insurance premiums.
• Withholding or transfer taxes, as well as governmental fees.
• Legal fees and settlement costs for litigation or regulatory matters related to the series.
• Fees for a third-party registrar and transfer agent, if appointed.
• Indemnification payments.
• Interest or financing expenses.
• Potential HOA or association fees.
• Regulatory or permitting fees for operating short-term rentals.
• Costs for third-party services engaged by the Asset Manager.
• Any other expenses deemed as Operating Expenses by the Asset Manager.

The Managing Member will cover its own ordinary expenses. If Operating Expenses exceed the series property's revenues and cannot be covered by reserves, the Managing Member may either pay the expenses without seeking reimbursement, loan the amount to the series with reasonable interest, or issue additional interests in the series to cover the shortfall.

Conflicts of Interest

Conflicts of interest may exist now or arise in the future involving the manager, its affiliates, and our officers and/or directors who also hold positions with the Managing Member. These conflicts could include:

• Our executive officers serve as officers of other entities affiliated with the Managing Member. This could lead to conflicts regarding agreements and arrangements with the manager and its affiliates, potentially affecting the terms negotiated.
• Our executive officers are not obligated to allocate specific time to our affairs, which may result in competition for their attention between our business and other ventures managed by the manager or its affiliates. Consequently, we may not receive the level of support we would if managed internally.
• Some or all series acquiring properties from the manager or its affiliates. The Managing Member may acquire, repair, and improve properties before reselling them to a series at a price determined by the manager or its affiliate, possibly at a premium. This arrangement may lead to a misalignment of interests between the manager and the series or its investors.
• The possibility of the Managing Member establishing additional vehicles with similar investment goals, potentially resulting in overlapping objectives. If we have sufficient capital, properties suitable for us will be allocated accordingly.
• The Managing Member conducts promotions allowing investors to rent series properties at reduced rates for marketing purposes. While this could enhance the Company's visibility, it might reduce rental income and property performance.
• The Managing Member's limited responsibilities as outlined in the operating agreement, with no liability beyond specified duties. We are obligated to reimburse and indemnify the manager and its affiliates for expenses and losses, except in cases of egregious misconduct, potentially exposing us to poor performance or losses for which the Managing Member would not be held responsible.

SERIES PROPERTIES BEING OFFERED

Property Overview - Series #MHQNN

Timeline

• Ark7, the company's Managing Member and Series #MHQNN entered into an inter-company loan agreement on Jul 8, 2019, pursuant to which Ark7 loaned Series #MHQNN $750,000 for the purpose of purchasing the Mabel Property.
• Ark7 Properties LLC - Series #MHQNN acquired a property located at 2924 Mabel St, Berkeley, CA 94702. The transaction for this purchase was completed on Nov 27, 2019, with a sale price of $1,542,000.
• On Dec 12, 2019, Ark7 Properties LLC established Series #MHQNN for the purpose of acquiring the property located at 2924 Mabel St, Berkeley, CA 94702 (the "Mabel Property") from a third-party seller.

The above information is preliminary and should not be considered indicative of future performance.

Property Summary