Form D · Other Investment Fund

MiddleGround Partners II, L.P.

Lexington, KY · CIK 0001857211

Offering snapshot reported Nov 13, 2025 · SEC filing

Reported sold
$700M
Offering amount: $700M
Investors reported
27
Form D · investor count
Minimum accepted
$10M
Reported outside-investor minimum
First sale
Apr 5, 2021
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$350M$700MApr 23, 2021: $321,500,000.00Apr 23, 2021Nov 13, 2025: $700,000,000.00Nov 13, 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.

  • Reported sold$321,500,000 → $700,000,000

Filing history

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FiledFiling typeReported soldChange vs linked filingInvestorsSource
Nov 13, 2025Amendment$700,000,000$378,500,000vs Apr 23, 202127SEC filing
Apr 23, 2021Initial$321,500,000No comparisonNot reportedSEC filing

Offering details

Securities
Pooled investment fund
Exemptions
06b, 3C, 3C.7
Duration over one year
Yes
Business combination
No
Sales commissions
$4.5M (estimated)
Finders' fees
$0
Form D file number
021-396868
Clarification of Item 11: The General Partner reserves the right to accept capital commitments of a lesser amount.
The Management Company will receive an annual management fee as outlined in the Issuer's offering materials.

Sales compensation recipients

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RecipientCRDAssociated broker-dealer
Credit Suisse Securities (USA) LLC816

Source: Form D, filed Nov 13, 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

MIDDLEGROUND PARTNERS II, LP

Investment adviser: MIDDLEGROUND MANAGEMENT, LP

Gross asset value
$755M
Beneficial owners
70
ADV minimum commitment
$5M

Reported in Form ADV on May 21, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator APEX FUND SERVICES INC. EVANSVILLE, Indiana, United States Investor statements: Yes (provided to all investors) Related to adviser: No
Auditor COHN REZNICK, LLC HARTFORD, Connecticut, United States
Custodian BMO HARRIS BANK, N.A. CHICAGO, Illinois, 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

COHN REZNICK, LLC
PCAOB 596

Filing source

Form ADV 2107709 · May 21, 2026 · Schedule D 7.B.(1), fund 805-5765344181

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
Scot Duncan Executive
None Middle Ground Gp Ii, Lp Director
None Middle Ground Management, Lp Promoter
Lauren Mulholland Executive
John Stewart Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
1500 Aristides Blvd.
Lexington, KY, 40511