Form D · Private Equity Fund

Northstar Mezzanine Partners VIII L.P.

Minneapolis, MN · CIK 0001960167

Offering snapshot reported Dec 19, 2024 · SEC filing

Reported sold: $342M
Investors reported: 19
Minimum accepted: $500K
First sale: Dec 14, 2022

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.

Reported sold$95,000,000 → $342,010,000
Reported investors8 → 19
Minimum accepted$2,000,000 → $500,000

Filing history

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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
Dec 19, 2024	Amendment	$342,010,000	$247,010,000vs Dec 28, 2022	19	SEC filing
Dec 28, 2022	Initial	$95,000,000	No comparison	8	SEC filing

Offering details

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

Sales commissions: $957K
Finders' fees: $0
Form D file number: 021-468958

Sales compensation recipients

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Recipient	CRD	Associated broker-dealer
PTP Securities, LLC	000136832
Polaris Investment Advisory AG	None
Frontier Solutions, LLC	000136102

Source: Form D, filed Dec 19, 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

NORTHSTAR MEZZANINE PARTNERS VIII, L.P.

Investment adviser: NORTHSTAR COMPANY, LLC

Gross asset value: $209M
Beneficial owners: 20
ADV minimum commitment: $2M

Reported in Form ADV on Sep 30, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Auditor PRICEWATERHOUSE COOPERS, LLC MINNEAPOLIS, Minnesota, United States

Custodian CIBC NATIONAL TRUST COMPANY CHICAGO, Illinois, United States Related to adviser: No

Provider details

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

PRICEWATERHOUSE COOPERS, LLC
PCAOB 238

Filing source

Form ADV 2135867 · Sep 30, 2026 · Schedule D 7.B.(1), fund 805-3170310516

Official IAPD profile (latest public filing). Values are the most recently reported in our imported data; the public profile may show a newer filing.

Related funds

Funds whose names form a numbered series with this one and that share its city or the name of a related person. Form D does not state how these funds are related.

Fund	Latest Form D	Reported sold	Investors
Northstar Mezzanine Partners VI L.P.	May 26, 2015	$300,300,000	19
Northstar Mezzanine Partners VII L.P.	Oct 18, 2019	$40,680,107	4
Northstar Mezzanine Partners VIII L.P. (this fund)	Dec 19, 2024	$342,010,000	19

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
Mark E. Douglas	Executive
Christopher J. Kocourek	Executive
N/A Northstar Viii Gp, Llc	Director, Executive
Brian J. Schneider	Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

45 South 7 Th Street Suite 2310
Minneapolis, MN, 55402