Form D · Other Investment Fund

1992 Co-Invest (Offshore) L.P.

New York, NY · CIK 0001708263

Offering snapshot reported Nov 24, 2025 · SEC filing

Reported sold
$55.4M
Indefinite offering
Investors reported
1
Form D · investor count
Minimum accepted
$0
Reported outside-investor minimum
First sale
Oct 31, 2023
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$27.7M$55.4MOct 24, 2023Oct 21, 2024: $53,900,000.00Oct 21, 2024Oct 21, 2025: $55,400,000.00Nov 24, 2025: $55,400,000.00Nov 24, 2025

Dates are filing dates, not cash receipt dates. Decreases are reported revisions, not evidence of withdrawals. Separate offering histories are not added together.

What changed?

Latest filing versus its linked predecessor, where available.

No comparable changes in the displayed metrics.

Filing history

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FiledFiling typeReported soldChange vs linked filingInvestorsSource
Nov 24, 2025Amendment$55,400,000$0vs Oct 21, 20251SEC filing
Oct 21, 2025Amendment$55,400,000$1,500,000vs Oct 21, 20241SEC filing
Oct 21, 2024Amendment$53,900,000No comparison1SEC filing
Mar 8, 2024InitialYet to sellNo comparison0SEC filing
Oct 24, 2023InitialYet to sellNo comparison0SEC filing
Dec 7, 2022InitialYet to sellNo comparison0SEC filing
Nov 7, 2022InitialYet to sellNo comparison0SEC filing
Sep 25, 2020InitialYet to sellNo comparison0SEC filing
Jun 3, 2020Initial$8,512,828No comparison1SEC filing
Jun 1, 2020Amendment$8,512,828-$1,487,172vs Apr 11, 20191SEC filing
Apr 11, 2019Amendment$10,000,000$0vs Apr 23, 20181SEC filing
Apr 23, 2018Initial$10,000,000No comparison1SEC filing
Oct 10, 2017InitialYet to sellNo comparison0SEC filing
Jun 7, 2017InitialYet to sellNo comparison0SEC filing

Offering details

Securities
Equity, Pooled investment fund
Exemptions
06b, 3C, 3C.7
Duration over one year
Yes
Business combination
No
Sales commissions
$0 (estimated)
Finders' fees
$0
Form D file number
021-495531
The information in this Form D corresponds to the Issuers offering of Series 4 limited partnership interests
Estimated fees may have been paid from other sources and may continue to be paid, but are unknown to the Issuer and cannot be estimated.

Sales compensation recipients

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RecipientCRDAssociated broker-dealer
J.P. Morgan Securities LLC79J.P. Morgan Securities LLC · CRD 79

Source: Form D, filed Nov 24, 2025. Minimum accepted may differ from a standard advertised minimum.

Fund connections

The linked fund shows its most recently reported ADV details.

Matched by reported Form D file number

1992 CO-INVEST (OFFSHORE) L.P.

Investment adviser: HIGHBRIDGE CAPITAL MANAGEMENT, LLC

Gross asset value
$188M
Beneficial owners
6
ADV minimum commitment
$1M

Reported in Form ADV on Mar 31, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator HEDGESERV (CAYMAN) LTD. GEORGETOWN, GRAND CAYMAN, Cayman Islands Investor statements: Yes (provided to all investors) Related to adviser: No
Auditor PRICEWATERHOUSECOOPERS, LLP GRAND CAYMAN, Cayman Islands
Custodian THE NORTHERN TRUST INTERNATIONAL BANKING CORPORATION CHICAGO, Illinois, United States Related to adviser: No
Marketer J.P. MORGAN SECURITIES LLC NEW YORK, New York, United States Related to adviser: Yes
Provider details
Annual audit
Yes
Prime brokers
No
Custodians
Yes
Administrator other than the adviser
Yes
External marketing
Yes

PRICEWATERHOUSECOOPERS, LLP
PCAOB 238

J.P. MORGAN SECURITIES LLC
CRD 79 · SEC 801-3702

Filing source

Form ADV 2086814 · Mar 31, 2026 · Schedule D 7.B.(1), fund 805-3479234379

Official IAPD profile (latest public filing). Values are the most recently reported in our imported data; the public profile may show a newer filing.

People & organizations

Current and past Form D appearances. These existing records do not establish a person's current role or uniquely identify them across issuers.

People and organizations reported in Form D filings
NameReported role
Richard Crawshaw Director
Clive Harris Director
John Oliva Executive
Kirk Rule Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
390 Madison Avenue, 28th Floor
New York, NY, 10017