Form D · Other Investment Fund

Particle Co-Invest, L.P.

Rye, NY · CIK 0001796579

Offering snapshot reported Dec 11, 2019 · SEC filing

Reported sold: $21.6M
Investors reported: 10
Minimum accepted: $0
First sale: Nov 25, 2019

What changed?

Latest filing versus its linked predecessor, where available.

No comparable changes in the displayed metrics.

Filing history

Scroll to see all columns →

Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
Dec 11, 2019	Initial	$21,600,000	No comparison	10	SEC filing

Offering details

Securities: Pooled investment fund
Exemptions: 06b, 3C, 3C.1, 3C.7
Duration over one year: No
Business combination: No

Sales commissions: $0
Finders' fees: $0
Form D file number: 021-355307

Source: Form D, filed Dec 11, 2019. 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

PARTICLE CO-INVEST, L.P.

Investment adviser: SFW CAPITAL PARTNERS, L.P.

Gross asset value: $761K
Beneficial owners: 9
ADV minimum commitment: $0

Reported in Form ADV on May 8, 2025. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator LEVERPOINT MANAGEMENT LLC CLIFTON PARK, New York, United States Investor statements: Yes (provided to all investors) Related to adviser: Yes

Auditor EISNER AMPER LLP STAMFORD, Connecticut, United States

Custodian FIRST REPUBLIC 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

EISNER AMPER LLP
PCAOB 274

Filing source

Form ADV 1988386 · May 8, 2025 · Schedule D 7.B.(1), fund 805-4796146505

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
Roger C. Freeman	Executive, Promoter
Thomas P. Salice	Executive, Promoter

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

33 Elm Place 3 Rd Floor
Rye, NY, 10580