# Overlay Management, LLC

> Overlay Management, LLC is an SEC-registered investment advisory firm in Alpharetta, GA, registered since 2026, reporting $100 million to $500 million in regulatory assets under management in its Form ADV filing dated April 28, 2026.

- CRD: 324401
- Filed as: OVERLAY MANAGEMENT, LLC
- Also doing business as: OVERLAY CAPITAL
- Registration: SEC-registered investment adviser (status as filed: Approved)
- Location: Alpharetta, GA
- Filing period: October 2026
- Form ADV filing dated: April 28, 2026
- SEC record (IAPD): https://adviserinfo.sec.gov/firm/summary/324401
- AdvisorCensus page: https://advisorcensus.com/firm/overlay-management-llc-alpharetta-ga-324401

## Quick answers

**How is Overlay Management, LLC compensated?**
On its Form ADV (Item 5.E, October 2026), Overlay Management, LLC reports these compensation arrangements: a percentage of assets under its management; performance-based fees; other.

**How much does Overlay Management, LLC charge?**
Its Form ADV Part 2A brochure dated April 1, 2026 states: Asset-based fee: 1% to 2.5% a year (a range, as the brochure states it). Fees can differ by service and may be negotiable; the brochure is the complete statement.

**Where is Overlay Management, LLC located?**
Overlay Management, LLC's principal office is in Alpharetta, GA, according to its Form ADV; the May 2026 filing also lists 1 other office (Schedule D, Section 1.F).

**Is Overlay Management, LLC registered with the SEC or a state?**
Overlay Management, LLC is an SEC-registered investment advisory firm, registered since 2026. Status as filed: Approved. CRD 324401.

**How much does Overlay Management, LLC manage?**
Overlay Management, LLC reports $168,634,170 in regulatory assets under management in its Form ADV filing dated April 28, 2026 (100% discretionary).

**What types of clients does Overlay Management, LLC serve?**
By number of clients on Form ADV Item 5.D: pooled investment vehicles (other than investment companies and business development companies) (41).

**Does Overlay Management, LLC report any disciplinary disclosures?**
Reports no disclosure items on Form ADV Item 11. The detail of any item is on the firm's SEC record: https://adviserinfo.sec.gov/firm/summary/324401

**What changed in Overlay Management, LLC's recent Form ADV filings?**
In the June 2026 filing data: Newly registered with the SEC.

## From the Form ADV filing

### Compensation (Item 5.E)
- A percentage of assets under your management
- Performance-based fees
- Other

### Fees and minimums (Form ADV Part 2A brochure dated April 1, 2026)

- Asset-based fee: 1% to 2.5% a year (a range, as the brochure states it)

> The Firm charges an annual management fee of between 1.00 and 2.50% of total committed or invested capital; the actual fee is specified in each Fund’s offering documents, and side letter agreements may result in lower fees.

As stated in the firm's brochure. Fees can differ by service and may be negotiable.

### Regulatory assets under management (Item 5.F)
- Total: $168,634,170
- Discretionary: $168,634,170
- Non-discretionary: $0

### Clients (Item 5.D)

| Client type | Clients | Assets |
| --- | --- | --- |
| Individuals (other than high net worth individuals) | Fewer than 5 | $0 |
| High net worth individuals | Fewer than 5 | $0 |
| Banking or thrift institutions | Fewer than 5 | $0 |
| Investment companies | Not reported | $0 |
| Business development companies | Not reported | $0 |
| Pooled investment vehicles (other than investment companies and business development companies) | 41 | $168,634,170 |
| Pension and profit sharing plans (but not the plan participants or government pension plans) | Fewer than 5 | $0 |
| Charitable organizations | Fewer than 5 | $0 |
| State or municipal government entities (including government pension plans) | Fewer than 5 | $0 |
| Other investment advisers | Fewer than 5 | $0 |
| Insurance companies | Fewer than 5 | $0 |
| Sovereign wealth funds and foreign official institutions | Fewer than 5 | $0 |
| Corporations or other businesses not listed above | Fewer than 5 | $0 |

### Advisory services (Item 5.G)
- Portfolio management for pooled investment vehicles (other than investment companies)

### Firm details
- Registered since: 2026 (0 years)
- Employees: 16 total, 8 performing advisory functions
- Wrap fee program participation: No
- States registered or notice-filed: GA
- Disclosures (Item 11): Reports no disclosure items on Form ADV Item 11.

### Other offices (Schedule D, Section 1.F), as of the May 2026 filing
- Denver, CO

### Websites listed on Form ADV (Item 1.I)
- overlaycapital.com

## Changes in the filing (last 12 months)

### June 2026
- Newly registered with the SEC.

## Source

Form ADV as filed, October 2026. Values appear as filed. Cite as: AdvisorCensus. Overlay Management, LLC (CRD 324401): Form ADV filing data as of October 2026.