Sembly AI, Inc. is raising up to $1.23M on StartEngine Primary, LLC in class a common stock at $10.34 each; in its filing revenue was $1.13M and it had 4 employees (Form C-U, 2025-07-01).
Sembly AI, Inc. filed a Regulation Crowdfunding offering with the SEC through StartEngine Primary, LLC, with a target of $20K and a maximum of $1.23M. As of November 6, 2026, the offering is past its deadline of June 30, 2025. The company gives its address as New York, NY (Form C/A, April 30, 2025).
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Key facts
- · What it is: Reporting ended · C-TR
- · What it is: Progress update · C-U
- · Intermediary: StartEngine Primary, LLC · Target: $20K · Maximum: $1.23M · Deadline: 2025-06-30 · Security: Class A Common Stock · C/A
- · What it is: Annual report · C-AR
- · Intermediary: StartEngine Primary, LLC · Target: $20K · Maximum: $821K · Deadline: 2025-04-30 · Security: Class A Common Stock · C/A
Sembly AI, Inc., based in New York, NY, filed 3 Regulation Crowdfunding offering filings with the SEC, the latest on 2025-04-30, raising through StartEngine Primary, LLC. It set a target of $20K and will accept up to $1.23M. The security offered is class a common stock at $10.34 each. As of its filings the offering is past its deadline of 2025-06-30. 7 filings in this family are on record for the company.
Terms at a glance
| Target | $20K |
| Maximum it will accept | $1.23M |
| Security | Class A Common Stock |
| Price per unit | $10.34 |
| Units at the target | 1,934 |
| Raise above the target | accepted, other |
| Deadline | 2025-06-30 |
| Raising through | StartEngine Primary, LLC |
| What the portal is paid, as filed | 7 - 13 percent |
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What the Full Report on Sembly AI, Inc. covers
The Short Answer
Which Company This Is
What They Do, And How The Money Works
Who Runs It, And How To Reach Them
The Money: Funding, Valuation, Runway
Who Pays Them, And Who They Are Up Against
Warning Bells
Sources
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The filing does not state a company valuation or a minimum investment; the offering page on StartEngine Primary, LLC shows those. Check both before you invest.
Offering filings
| Filed | Intermediary | Target | Maximum | Deadline | Security | Filing |
|---|---|---|---|---|---|---|
| 2025-04-30 | StartEngine Primary, LLC | $20K | $1.23M | 2025-06-30 | Class A Common Stock | C/A |
| 2025-03-21 | StartEngine Primary, LLC | $20K | $821K | 2025-04-30 | Class A Common Stock | C/A |
| 2025-01-14 | StartEngine Primary, LLC | $124K | $821K | 2025-04-14 | Class A Common Stock | C |
Financials the company filed
Figures from the C-U filed 2025-07-01, as the company reported them.
| As filed | Most recent fiscal year | Prior fiscal year |
|---|---|---|
| Revenue | $1.13M | $515K |
| Net income | -$1.17M | -$1.31M |
| Total assets | $2.56M | $2.17M |
| Cash and equivalents | $227K | |
| Short-term debt | $4.40M | |
| Long-term debt | $710K |
Employees at filing: 4.
Revenue went from $515K to $1.13M (+120%). Net loss was $1.17M, against a loss of $1.31M the year before. It reported $227K in cash and $5.11M in debt. These are the company's own figures from the Form C-U filed 2025-07-01.
Progress updates
2025-07-01, C-U:
At the close of the offering, the Issuer closed on $374,958.38 and 46,159 shares.
2025-02-11, C-U:
The issuer has raised over 100% ($220,589.74) of the offering target amount ($123,996.60).
People who signed the filing
- Gil Makleff, Chief Executive Officer, Principal Accounting Officer
- Artem Koren, Chief Product Officer, Director
- Jean-Luc Soula, Director
Every filing
| Filed | What it is | Filing |
|---|---|---|
| 2026-03-30 | Reporting ended | C-TR |
| 2025-07-01 | Progress update | C-U |
| 2025-04-30 | Annual report | C-AR |
| 2025-04-30 | Offering amended | C/A |
| 2025-03-21 | Offering amended | C/A |
| 2025-02-11 | Progress update | C-U |
| 2025-01-14 | Offering | C |
What to check before investing
- Read the offering page on StartEngine Primary, LLC: it states the valuation or cap and the minimum investment, which the SEC filing does not.
- Compare the terms above with the numbers: what does the price imply against revenue of $1.13M?
- Look at who signed the filing and what else they have run (the founder Snapshot below).
- Check the deadline and what happens if the target is missed.
- You cannot easily sell a crowdfunding security; invest only what you can leave tied up.
A crowdfunding round is won in public. FoxPlug turns your commits, deploys and releases into the posts and visuals that keep the story moving while the offering is open.
Build your launch kitRun a Snapshot on Gil Makleff: other companies, roles and the record behind them. Order Full Report from there if you need more.
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Where this comes from
A company raising money from the public under Regulation Crowdfunding has to file with the SEC before the offering opens, and has to raise through a single registered intermediary: a funding portal or a broker-dealer. The first filing, Form C, states how much the company is trying to raise, the most it will accept, the deadline, the security and its price, the intermediary and what the intermediary is paid, and two years of the company's own financial figures.
After that the company files amendments when terms change, progress updates as the raise moves, and an annual report each year until it stops reporting. Every row here is one of those filings, linked to the filing itself, so each figure can be checked at the source. Figures are exactly as the company filed them; where a filing leaves a field blank, so does this page. Nothing here is investment advice, and a filing is the company's own statement, not a verification of it.