Form D · Hedge Fund

THEOREM MAIN FUND OFFSHORE LP

New York, NY · CIK 0001688311

Offering snapshot reported Jun 17, 2026 · SEC filing

Reported sold
$1.41B
Indefinite offering
Investors reported
62
Form D · investor count
Minimum accepted
$5M
Reported outside-investor minimum
First sale
Dec 1, 2016
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$704M$1.41BFeb 23, 2017: $40,260,000.00Feb 23, 2017Feb 23, 2018: $75,460,000.00Feb 25, 2019: $270,591,000.00Dec 9, 2019: $270,591,000.00Jan 22, 2020: $354,176,323.00Jan 19, 2021: $451,295,729.00May 11, 2021: $451,295,729.00Jan 19, 2022: $789,745,767.00Feb 9, 2022: $789,745,767.00Feb 9, 2023: $1,392,845,767.00Feb 9, 2024: $1,407,845,767.00Feb 7, 2025: $1,407,845,767.00Jun 18, 2025: $1,407,845,767.00Jun 17, 2026: $1,407,845,767.00Jun 17, 2026

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.

No comparable changes in the displayed metrics.

Filing history

Scroll to see all columns →

FiledFiling typeReported soldChange vs linked filingInvestorsSource
Jun 17, 2026Amendment$1,407,845,767$0vs Jun 18, 202562SEC filing
Jun 18, 2025Amendment$1,407,845,767$0vs Feb 7, 202562SEC filing
Feb 7, 2025Amendment$1,407,845,767$0vs Feb 9, 202462SEC filing
Feb 9, 2024Amendment$1,407,845,767$15,000,000vs Feb 9, 202362SEC filing
Feb 9, 2023Amendment$1,392,845,767$603,100,000vs Feb 9, 202262SEC filing
Feb 9, 2022Amendment$789,745,767$0vs Jan 19, 202255SEC filing
Jan 19, 2022Amendment$789,745,767$338,450,038vs May 11, 202155SEC filing
May 11, 2021Amendment$451,295,729$0vs Jan 19, 202139SEC filing
Jan 19, 2021Amendment$451,295,729$97,119,406vs Jan 22, 202039SEC filing
Jan 22, 2020Amendment$354,176,323$83,585,323vs Feb 25, 201935SEC filing
Dec 9, 2019Amendment$270,591,000$0vs Feb 25, 201933SEC filing
Feb 25, 2019Amendment$270,591,000$195,131,000vs Feb 23, 201833SEC filing
Feb 23, 2018Amendment$75,460,000$35,200,000vs Feb 23, 201712SEC filing
Feb 23, 2017Initial$40,260,000No comparison4SEC filing

Offering details

Securities
Pooled investment fund, Other
Exemptions
06b, 3C, 3C.7
Duration over one year
Yes
Business combination
No
Sales commissions
$0
Finders' fees
$0
Form D file number
021-281225
Limited Partner Interests

Source: Form D, filed Jun 17, 2026. Minimum accepted may differ from a standard advertised minimum.

Fund connections

No confirmed ADV fund connection is available for this issuer.

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
Jonathan Dobres Executive
Hugh Edmundson Executive
Edward John Mallon Executive
Evangelos Perros Executive
Llc Theorem Partners Executive
N/A Theorem Partners Llc Executive
Eric John Watson Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
335 Madison Ave 16 Th Floor
New York, NY, 10017