Form D · Other Investment Fund

Setpoint Credit Fund III Offshore L.P.

Grand Cayman, E9 · CIK 0002067054

Offering snapshot reported May 8, 2026 · SEC filing

Reported sold: $17.2M
Investors reported: 41
Minimum accepted: $100K
First sale: Jun 11, 2025

What changed?

Latest filing versus its linked predecessor, where available.

Reported investors0 → 41

Filing history

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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
May 8, 2026	Amendment	$17,228,581	No comparison	41	SEC filing
May 8, 2025	Initial	Yet to sell	No comparison	0	SEC filing

Offering details

Securities: Equity, Pooled investment fund
Exemptions: 06b, 3C, 3C.5
Duration over one year: Yes
Business combination: No

Sales commissions: $0 (estimated)
Finders' fees: $0 (estimated)
Form D file number: 021-545556

The recipient listed in Item 12 serves as a placement agent and is entitled to a percentage of the fees paid to the Investment Manager attributable to certain assets under management. No placements have been made to date by recipient 1.

Sales compensation recipients

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Recipient	CRD	Associated broker-dealer
Gallatin Capital LLC	000162817

Source: Form D, filed May 8, 2026. 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

SETPOINT CREDIT FUND III OFFSHORE L.P.

Investment adviser: SETPOINT MANAGEMENT LLC

Gross asset value: $20.9M
Beneficial owners: 27
ADV minimum commitment: $100K

Reported in Form ADV on May 8, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator JSQ ADMINISTRATIVE SERVICES LLC SAN FRANCISCO, California, United States Investor statements: Yes (provided to all investors) Related to adviser: No

Auditor PRICEWATERHOUSECOOPERS GEORGE TOWN, Cayman Islands

Custodian WELLS FARGO BANK, NATIONAL ASSOCIATION AUSTIN, Texas, United States Related to adviser: No

Marketer GALLATIN CAPITAL LLC 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
PCAOB 1266

WELLS FARGO BANK, NATIONAL ASSOCIATION
LEI KB1H1DSPRFMYMCUFXT09

GALLATIN CAPITAL LLC
CRD 124738 · SEC 8-65718

Filing source

Form ADV 2104015 · May 8, 2026 · Schedule D 7.B.(1), fund 805-2734961300

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
Setpoint Credit Fund Iii Gp Llc	Executive, Promoter
Setpoint Management Llc	Executive, Promoter

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

C/O Walkers Corporate Limited 190 Elgin Avenue, George Town
Grand Cayman, E9, KY1-9008