Form D · Other Investment Fund

PE NB Strategic Capital II Offshore Feeder Fund Ltd.

New York, NY · CIK 0002061850

Offering snapshot reported May 19, 2025 · SEC filing

Reported sold: $4.65M
Investors reported: 12
Minimum accepted: $0
First sale: Mar 12, 2025

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$2,401,000 → $4,651,000
Reported investors7 → 12

Filing history

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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
May 19, 2025	Amendment	$4,651,000	$2,250,000vs Apr 22, 2025	12	SEC filing
Apr 22, 2025	Amendment	$2,401,000	$250,000vs Mar 25, 2025	7	SEC filing
Mar 25, 2025	Initial	$2,151,000	No comparison	6	SEC filing

Offering details

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

Sales commissions: $88.3K
Finders' fees: $0
Form D file number: 021-542047

Sales compensation recipients

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Recipient	CRD	Associated broker-dealer
Citi Private Alternatives, LLC	1537777

Source: Form D, filed May 19, 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

PE NB STRATEGIC CAPITAL II OFFSHORE FEEDER FUND LTD.

Investment adviser: ICAPITAL ADVISORS, LLC

Gross asset value: $169M
Beneficial owners: 110
ADV minimum commitment: $250K

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

Service providers

Fund administrator CITCO FUND ADMINISTRATION (CAYMAN ISLANDS) LIMITED GRAND CAYMAN, Cayman Islands Investor statements: Yes (provided to all investors) Related to adviser: No

Auditor PRICEWATERHOUSECOOPERS LLP GRAND CAYMAN, Cayman Islands

Custodian CITCO BANK CANADA TORONTO, Canada Related to adviser: No

Marketer CITIGROUP, INC 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: Yes

PRICEWATERHOUSECOOPERS LLP
PCAOB 1366

Filing source

Form ADV 2135827 · Sep 30, 2026 · Schedule D 7.B.(1), fund 805-8527178825

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
Julie A. Gilbert	Director
Robert S. Mautner	Director

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

388 Greenwich Street 29 Th Floor
New York, NY, 10013