Robinhood Ventures Fund II

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

Commission file number:814-01997

(Exact name of Registrant as Specified in Charter)

(650)761-7789

(Registrant’s Telephone Number, including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yeso No x

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x Noo

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yeso No x

As of September 25, 2026, the registrant had 9,066,384 common shares of beneficial interest outstanding.

TABLE OF CONTENTS

Note Regarding Forward-Looking Statements

This Quarterly Report contains statements that constitute forward-looking statements, which relate to future events or future performance or future financial condition of Robinhood Ventures Fund II (the “Company,” “we,” “us,” or “our”). These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our company, our industry, our beliefs and our assumptions. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties, including statements as to:

•our future operating results and the timing and amount of any net investment income, realized gains or losses, and changes in unrealized appreciation or depreciation;

•our business prospects and the prospects of the early-stage and growth-stage private companies in which we invest (our “portfolio companies”), including current and former participants in the Y Combinator startup accelerator program;

•our ability to source, evaluate and complete investments on an expedited basis in YC Companies (as defined below) and other Promising Companies (as defined below), and the continued availability of investment opportunities in YC Companies;

•our ability to deploy the net proceeds of our initial public offering in a timely manner and on attractive terms, and the effect of holding a substantial portion of our assets in cash pending investment;

•the ability of our portfolio companies to raise additional capital, achieve their business objectives and generate liquidity events;

•the occurrence and terms of events that trigger the conversion of our simple agreements for future equity (“SAFEs”) into equity, and the amount and value of equity we ultimately receive upon any such conversion;

•the valuation of our portfolio investments, substantially all of which are Level 3 assets valued at fair value as determined in good faith by Robinhood Ventures DE, LLC (the “Adviser”) as our valuation designee, and the effect of any changes in such valuations on our net asset value (“NAV”) and the trading price of our common shares of beneficial interest (the “Shares”);

•our current and expected portfolio composition, including the concentration of our portfolio in SAFEs and in technology-oriented and artificial-intelligence-related businesses;

•our contractual arrangements and relationships with the Adviser, Robinhood Markets, Inc. and their respective affiliates, including our obligation to reimburse organizational and offering costs, and any actual or potential conflicts of interest arising from those relationships;

•the dependence of our future success on the Adviser’s ability to identify, evaluate, monitor and administer our investments and to attract and retain qualified investment professionals;

•our ability to qualify for and maintain our intended tax treatment as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) beginning with our first post-IPO taxable year, our exposure to corporate-level tax as a C corporation prior to that time and on any built-in gains, and the effect of our deconsolidation from the consolidated tax group of Robinhood Markets, Inc.;

•our ability to maintain our qualification as a business development company, including the requirement that at least 70% of our total assets consist of qualifying assets, and the effect of any related regulatory limits on our investment activities;

•the timing, form and amount of any distributions to our shareholders, which we do not expect to make on a regular quarterly basis;

•whether our Shares will trade at a discount to NAV per Share and the liquidity and volatility of the trading market for our Shares;

•the adequacy of our cash resources and working capital, and any future use of leverage or issuance of additional Shares, including at prices below NAV;

•the effect of general economic, market and political conditions, including conditions in the venture capital and private financing markets, on us and our portfolio companies;

•changes in laws, regulations or interpretations, including those governing business development companies, investment advisers, taxation and the private securities markets; and

•the risks, uncertainties and other factors we identify in “Item 1A. Risk Factors” in Part II of this Quarterly Report and in the “Risks” section of our definitive prospectus dated August 12, 2026 (the “Prospectus”).

Such forward-looking statements may include statements preceded by, followed by or that otherwise include the words “may,” “might,” “will,” “intend,” “should,” “could,” “can,” “would,” “expect,” “believe,” “estimate,” “anticipate,” “predict,” “potential,” “plan,” “seek,” “target” or similar words or the negative thereof. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties. Actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Risks” in our Prospectus and elsewhere in this Quarterly Report.

We have based the forward-looking statements included in this Quarterly Report on information available to us on the date of this Quarterly Report. We assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Although we undertake no obligation to revise or update any forward-looking statements, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. You should not place undue reliance on these forward-looking statements as predictions of future events.

Under Sections 27A(b)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”), and 21E(b)(2)(B) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking statements made in periodic reports we file under the Exchange Act.