Form D · Hedge Fund
Flow State Offshore Fund, Ltd.
Grand Cayman, E9 · CIK 0001909361
Offering snapshot reported Mar 15, 2024 · SEC filing
- Reported sold
- $8.3M Indefinite offering
- Investors reported
- 4 Form D · investor count
- Minimum accepted
- $100K Reported outside-investor minimum
- First sale
- Mar 1, 2022 As reported in this filing
Fundraising history
Reported soldDates 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 |
|---|---|---|---|---|---|
| Mar 15, 2024 | Amendment | $8,304,000 | $0vs Mar 15, 2023 | 4 | SEC filing |
| Mar 15, 2023 | Amendment | $8,304,000 | $300,000vs Mar 15, 2022 | 4 | SEC filing |
| Mar 15, 2022 | Initial | $8,004,000 | No comparison | 3 | SEC 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 (estimated)
- Form D file number
- 021-437252
Recipients listed in Item 12 are paid an amount equal to a percentage of the management fee paid to the IM (or its affiliates) attributable to certain assets under management.
Sales compensation recipients
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| Recipient | CRD | Associated broker-dealer |
|---|---|---|
| Robert Shaughnessy Schwab | 5480333 | Shelter Rock Capital Group LLC · CRD 156753 |
| Steven Robert Nelson | 5081074 | Shelter Rock Capital Group LLC · CRD 156753 |
| Eric James Perry | 4873073 | Shelter Rock Capital Group LLC · CRD 156753 |
Source: Form D, filed Mar 15, 2024. 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
FLOW STATE OFFSHORE FUND, LTD.
Investment adviser: FLOW STATE INVESTMENTS, LP
- Gross asset value
- Not reported
- Beneficial owners
- Not reported
- ADV minimum commitment
- Not reported
Reported in Form ADV on Jul 12, 2024. Fund assets and beneficial owners measure different things from Form D sales and investors.
Service providers
No provider names available in this fund's imported disclosure.
Provider details
- Annual audit
- Not reported
- Prime brokers
- Not reported
- Custodians
- Not reported
- Administrator other than the adviser
- Not reported
- External marketing
- Not reported
Filing source
Form ADV 1888323 · Jul 12, 2024 · Schedule D 7.B.(1), fund 805-6090105903
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.
| Name | Reported role |
|---|---|
| Wendy Beer | Director |
| Trinda Blackmore | Director |
| Flow State Investments, Lp | Executive, Promoter |
| Sean Stephens | Director |
Issuer details
Industry: Pooled Investment Fund (See others in industry)
Address:Grand Cayman, E9, KY1-1104