Filed pursuant to Rule 424(b)(3)
File No. 333-278734
Destiny Tech100 Inc.
Maximum Offering of up to $1,000,000,000
Common Stock
Supplement No. 2 dated November 5, 2025
to the
Prospectus and Statement of Additional Information dated August 8, 2025
This prospectus supplement modifies, amends and supplements certain information contained in the Prospectus of Destiny Tech100 Inc. (the “Company”) dated August 8, 2025, as amended or supplemented (the “Prospectus”) and the statement of additional information, dated August 8, 2025, as amended or supplemented (the “Statement of Additional Information”), which relate to the sale of shares of the Company’s common stock pursuant to the “at-the-market offering” with Jefferies LLC. Capitalized terms used in this prospectus supplement and not otherwise defined have the meaning specified in the Prospectus and/or Statement of Additional Information.
You should carefully consider the "Risk Factors" section beginning on page 26 of the Prospectus.
Net Asset Value
In connection with our regular net asset value determination process, as provided in our valuation policies and procedures, our net asset value as of September 30, 2025, is $11.37 per share of our common stock.
Portfolio
The following table sets forth certain information as of September 30, 2025, for each portfolio company in which we have invested. Percentage of portfolio column is based on an approximate portfolio value of $153.3 million as of September 30, 2025.
| Portfolio Company | Nature of Principal Business | Underlying Security Type | % of Portfolio | |||||
| Automation Anywhere, Inc. | Enterprise Software | Common Stock | 0.2 | % | ||||
| Axiom Space, Inc. Series C Preferred Stock | Aviation/Aerospace | Preferred Stock | 0.8 | % | ||||
| Axiom Space, Inc. Series C-1 Preferred Stock | Aviation/Aerospace | Preferred Stock | 2.0 | % | ||||
| Boom Technology, Inc., 5.00% 12/31/2030 | Aviation/Aerospace | Convertible Note | 0.8 | % | ||||
| CElegans Labs, Inc. | Financial Technology | Common Stock | 0.8 | % | ||||
| Chime Financial Inc. | Financial Technology | Common Stock | 0.8 | % | ||||
| ClassDojo, Inc. | Education Services | Common Stock | 1.0 | % | ||||
| Discord, Inc. - Series G Preferred Stock | Social Media | Preferred Stock | 0.2 | % | ||||
| Discord, Inc. | Social Media | Common Stock | 0.2 | % | ||||
| DXYZ OAI I LLC (economic exposure to OpenAI Global LLC, Profit Participation Units) | Artificial Intelligence | Profit Participation Units(2) | 5.5 | % | ||||
| DXYZ SpaceX I LLC (economic exposure to Space Exploration Technologies Corp., 99% Class A Common Stock and 1% Series J Preferred Stock) | Aviation/Aerospace | Common Stock(2)(5) | 18.0 | % | ||||
| Flexport, Inc. | Supply Chain/Logistics | Common Stock | 0.1 | % | ||||
| G Squared Special Situations Fund, LLC - Series H-1 (invested in Brex, Inc., Common Stock) | Financial Technology | Common Stock(1) | 0.8 | % | ||||
| Impossible Foods, Inc. - Series A Preferred Stock | Food Products | Preferred Stock | 0.1 | % | ||||
| Jeeves, Inc. - Series C Preferred Stock | Financial Technology | Preferred Stock | 0.3 | % | ||||
| Khosla Ventures IFSPV II, LLC (invested in Impossible Foods, Inc., Series H Preferred Stock) | Food Products | Preferred Stock(1) | 0.1 | % | ||||
| Klarna Bank AB | Financial Technology | Common Stock | 0.9 | % | ||||
| Klarna Bank AB – Class B Shares | Financial Technology | Non-Economic Voting Shares | 0.0 | % | ||||
| Lemonade 18, LLC (invested in Monzo Bank Ltd., Class F Ordinary Shares) | Financial Technology | Common Stock(1) | 3.9 | % | ||||
| MW LSV Relativity Space, LLC (invested in Relativity Space, Inc., Common Stock) | Aviation/Aerospace | Common Stock(1) | 0.7 | % | ||||
| MWAM VC SpaceX-II, LLC (economic exposure to Space Exploration Technologies Corp., 55% Class A Common Stock and 45% Class C Common Stock) | Aviation/Aerospace | Common Stock(2)(4) | 5.3 | % | ||||
| MWLSV Epic Games-II, LLC (invested in Epic Games, Inc., Common Stock) | Gaming/Entertainment | Common Stock(1) | 1.4 | % | ||||
| Payward, Inc. – Series C Preferred Stock | Financial Technology | Preferred Stock | 3.2 | % | ||||
| Public Holdings, Inc. | Financial Technology | Common Stock | 0.2 | % | ||||
| Revolut Group Holdings Ltd. | Financial Technology | Common Stock | 6.1 | % | ||||
| Rhenium Bolt 2021, LLC | Financial Technology | N/A(3) | 0.0 | % | ||||
| SuperHuman Platform, Inc. | Enterprise Software | Common Stock | 1.1 | % | ||||
| First American Treasury Obligation, Class X, 4.02% | Money Market Fund | Mutual Fund | 43.9 | % | ||||
| Total | 98.3 | %* | ||||||
*Values may not sum due to rounding.
(1) The Company has a direct investment in a Special Purpose Vehicle ("SPV") which has invested in an underlying portfolio company. If applicable, the number of units presented, are the units in the SPV owned by the Company, which represents the equivalent number of securities of the underlying portfolio company for which the investment has economic exposure.
(2) The Company has a direct investment in an SPV which has economic exposure to an underlying portfolio company. The number of units presented, if applicable, are the units in the SPV owned by the Company, which represents the equivalent number of securities of the underlying portfolio company for which the investment has economic exposure. The SPV has invested through one or more underlying SPVs.
(3) During the year ended December 31, 2024, the SPV disposed of the underlying asset. As of June 30, 2025, the SPV does not hold any underlying assets.
(4) The SPV has invested through one underlying SPV, resulting in the related economic exposure to the Company.
(5) The SPV has invested through five underlying SPVs, resulting in the related economic exposure to the Company. Five of the underlying SPVs have one additional layer of SPVs, while one has two layers.
| Portfolio Company | Nature of Principal Business | Underlying Security Type | % of Portfolio | |||||
| Fund FG-RTA, a series of Forge Investments LLC (economic exposure to Stripe, Inc., Common Stock) | Financial Technology | Forward Contract(6) | 1.5 | % | ||||
| Fund FG-TQY, a series of Forge Investments LLC (economic exposure to Plaid, Inc., Common Stock | Financial Technology | Forward Contract(6) | 0.2 | % | ||||
| Total | 1.7 | %* | ||||||
*Values may not sum due to rounding.
(6) Investment is an SPV that holds multiple forward agreements that represent common shares of the indicated portfolio company. Forward contracts involve the future delivery of shares of a portfolio company upon such securities becoming freely transferable or the removal of restrictions on transfer. The aggregate total of the forward contracts for each SPV represents less than 5% of the Company’s net assets. The counterparties to the forward contracts are the shareholders of the private company who own the restricted shares. The Company does not have information as to the identities of the specific counterparties (the shareholders of the private company); however, counterparty risk is mitigated by the fact that there is not a single counterparty on the opposite side of the forward contracts and the sole obligation of the counterparties is to transfer shares following such time as the shares become freely transferable.
At-the-Market Offering
From August 8, 2025, the date the Company entered into an Open Market Sale AgreementSM (the “Sales Agreement”) with Jefferies LLC (the “Sales Agent”) through September 30, 2025, we sold a total of 2,974,547 shares of common stock at a weighted average price of $26.75 per share under the Sales Agreement (the “At-the-Market Offering”). The net proceeds as a result of these sales of common stock were approximately $79,444,023 after deducting commissions and fees.