Form D · Private Equity Fund

FLASHLIGHT CAPITAL, LP

Camana Bay, Grand Cayman, E9 · CIK 0001986009

Offering snapshot reported Jul 15, 2025 · SEC filing

Reported sold: $43.9M
Investors reported: 4
Minimum accepted: $0
First sale: Jul 5, 2023

Fundraising history

Reported sold

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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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
Jul 15, 2025	Amendment	$43,877,529	$0vs Jul 19, 2024	4	SEC filing
Jul 19, 2024	Amendment	$43,877,529	$3,061,219vs Jul 19, 2023	4	SEC filing
Jul 19, 2023	Initial	$40,816,310	No comparison	2	SEC filing

Offering details

Securities: Pooled investment fund
Exemptions: 06b, 3C, 3C.7
Duration over one year: Yes
Business combination: No

Sales commissions: $0 (estimated)
Finders' fees: $600K (estimated)
Form D file number: 021-487369

The figures provided in response to Items 13 and 14 reflect all investors in the Issuer.

Properly registered broker dealers may receive a portion of the fees paid to the Investment Manager of the Issuer.

Sales compensation recipients

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Recipient	CRD	Associated broker-dealer
Stifel Nicolaus Europe Limited	None	STIFEL, NICOLAUS & COMPANY, INCORPORATED · CRD 793
MacLean Securities Limited	None

Source: Form D, filed Jul 15, 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

FLASHLIGHT CAPITAL, LP

Investment adviser: TRGP INVESTMENT PARTNERS, LP

Gross asset value: $24M
Beneficial owners: 3
ADV minimum commitment: $0

Reported in Form ADV on Mar 27, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator APEX GROUP NEW YORK, New York, United States Investor statements: Yes (provided to all investors) Related to adviser: No

Auditor COHNREZNICK LLP NEW YORK, New York, United States

Custodian JP MORGAN CHASE & CO. NEW YORK, New York, United States Related to adviser: No

Custodian SILICON VALLEY BANK NEW YORK, New York, United States Related to adviser: No

Provider details

Annual audit: Yes
Prime brokers: No
Custodians: Yes
Administrator other than the adviser: Yes
External marketing: No

COHNREZNICK LLP
PCAOB 596

Filing source

Form ADV 2074649 · Mar 27, 2026 · Schedule D 7.B.(1), fund 805-7844120805

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
Name	Reported role
Na Flashlight Associates, Llc	Promoter
William Murphy	Executive
Michael Keith Rozen	Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

89 Nexus Way
Camana Bay, Grand Cayman, E9, KY1-9009