Form D · Private Equity Fund
D1 Private Co-Investment Fund Offshore LP
New York, NY · CIK 0002089229
Offering snapshot reported Nov 21, 2025 · SEC filing
- Reported sold
- $175M Indefinite offering
- Investors reported
- 2 Form D · investor count
- Minimum accepted
- $0 Reported outside-investor minimum
- First sale
- Oct 15, 2025 As reported in this filing
What changed?
Latest filing versus its linked predecessor, where available.
- Reported investors0 → 2
Filing history
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| Filed | Filing type | Reported sold | Change vs linked filing | Investors | Source |
|---|---|---|---|---|---|
| Nov 21, 2025 | Amendment | $175,000,000 | No comparison | 2 | SEC filing |
| Oct 14, 2025 | Initial | Yet to sell | No comparison | 0 | SEC filing |
Offering details
- Securities
- Pooled investment fund
- Exemptions
- 06b, 3C, 3C.7
- Duration over one year
- No
- Business combination
- No
- Sales commissions
- $0
- Finders' fees
- $0
- Form D file number
- 021-560744
Total Amount Sold and number of investors in Item 14 apply to the Issuer and its parallel fund.
Sales compensation recipients
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| Recipient | CRD | Associated broker-dealer |
|---|---|---|
| J.P. Morgan Securities LLC | 000000079 |
Source: Form D, filed Nov 21, 2025. Minimum accepted may differ from a standard advertised minimum.
Fund connections
No confirmed ADV fund connection is available for this issuer.
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.
| Name | Reported role |
|---|---|
| D1 Capital Partners Lp | Promoter |
| D1 Private Fund Gp Llc | Executive |
| Daniel S. Sundheim | Executive |
Issuer details
Industry: Pooled Investment Fund (See others in industry)
Address:
9 West 57 Th Street 36 Th Floor
New York, NY, 10019
New York, NY, 10019