Form D · Hedge Fund

Geode Capital Partners LP

Boston, MA · CIK 0001308453

Offering snapshot reported Mar 2, 2020 · SEC filing

Reported sold
$196M
Indefinite offering
Investors reported
16
Form D · investor count
Minimum accepted
$25K
Reported outside-investor minimum
First sale
Dec 1, 2004
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$98.2M$196MFeb 26, 2010: $500,000.00Feb 26, 2010Feb 22, 2011: $500,000.00Apr 19, 2011: $3,700,000.00Apr 17, 2012: $4,700,000.00Apr 17, 2013: $4,775,000.00Apr 17, 2014: $7,013,783.00Apr 1, 2015: $5,650,000.00Mar 4, 2016: $5,850,000.00Mar 3, 2017: $13,625,000.00Mar 2, 2018: $136,475,000.00Mar 1, 2019: $171,700,000.00Mar 2, 2020: $196,450,000.00Mar 2, 2020

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.

  • Reported sold$171,700,000 → $196,450,000

Filing history

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FiledFiling typeReported soldChange vs linked filingInvestorsSource
Mar 2, 2020Amendment$196,450,000$24,750,000vs Mar 1, 201916SEC filing
Mar 1, 2019Amendment$171,700,000$35,225,000vs Mar 2, 201816SEC filing
Mar 2, 2018Amendment$136,475,000$122,850,000vs Mar 3, 201716SEC filing
Mar 3, 2017Amendment$13,625,000$6,611,217vs Apr 17, 201412SEC filing
Mar 4, 2016Amendment$5,850,000-$1,163,783vs Apr 17, 20148SEC filing
Apr 1, 2015Amendment$5,650,000-$1,363,783vs Apr 17, 20146SEC filing
Apr 17, 2014Amendment$7,013,783$2,238,783vs Apr 17, 20139SEC filing
Apr 17, 2013Amendment$4,775,000$75,000vs Apr 17, 20123SEC filing
Apr 17, 2012Amendment$4,700,000$1,000,000vs Apr 19, 20113SEC filing
Apr 19, 2011Amendment$3,700,000$3,200,000vs Feb 22, 20113SEC filing
Feb 22, 2011Amendment$500,000$0vs Feb 26, 20102SEC filing
Feb 26, 2010Amendment$500,000No comparison1SEC filing
Jan 12, 2005PaperNot reportedNo comparisonNot reported
Oct 28, 2004PaperNot reportedNo comparisonNot reportedSEC filing

Offering details

Securities
Pooled investment fund, Other
Exemptions
06b, 3C.7
Duration over one year
Yes
Business combination
No
Sales commissions
$1.3M (estimated)
Finders' fees
$0
Form D file number
021-70994
The total amount sold and the number of investors do not take redemptions and/or withdrawals into consideration.
The Limited Partnership consists of the following separate series: (i) Geode Diversified Fund,(ii) Geode Global Dynamic Market Neutral Fund, & (iii) Geode Multi Asset Premia Fund. A lesser amount than the minimum of $25,000 may be accepted by the GP.

Sales compensation recipients

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RecipientCRDAssociated broker-dealer
NoneNoneFidelity Brokerage Services LLC · CRD 7784

Source: Form D, filed Mar 2, 2020. 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

GEODE DIVERSIFIED FUND, A SERIES OF GEODE CAPITAL PARTNERS LP

Investment adviser: GEODE CAPITAL MANAGEMENT LP

Gross asset value
$5.74M
Beneficial owners
1
ADV minimum commitment
$5M

Reported in Form ADV on Mar 31, 2021. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator MORGAN STANLEY FUND SERVICES USA LLC PURCHASE, New York, United States Investor statements: Yes (provided to all investors) Related to adviser: No
Auditor PRICEWATERHOUSECOOPERS LLP BOSTON, Massachusetts, United States
Custodian THE NORTHERN TRUST INTERNATIONAL BANKING CORP. JERSEY CITY, New Jersey, 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

PRICEWATERHOUSECOOPERS LLP
PCAOB 238

THE NORTHERN TRUST INTERNATIONAL BANKING CORP.
LEI 6PTKHDJ8HDUF78PFWH30

Filing source

Form ADV 1505834 · Mar 31, 2021 · Schedule D 7.B.(1), fund 805-4730900268

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
Geode Capital Management, Llc Executive
Geode Capital Management, Llc Geode Capital Management, Llc Executive
N/A Geode Capital Management, Llc Executive
Geode Capital Management Lp Geode Capital Management Lp Executive
Geode Capital Management Lp Executive, Promoter
N/A Geode Capital Management Lp Executive, Promoter
Vincent Gubitosi Executive
Jeffrey S. Miller Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
100 Summer Street, 12th Floor
Boston, MA, 02110