SEC filing record
Primary Source · SEC.gov

Seaport B/C Subsidiary REIT LLC

Single-Deal SPV2021 vintage506(b)

Raised

$125K

Investors

125

Min Invest

$1,000

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AltStreet Analysis

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Generated from EDGAR primary sources

Seaport B/C Subsidiary REIT LLC is a Delaware-formed entity that filed a Form D under Rule 506(b) on 2021-12-27, reporting $125,000 raised from 125 investors at a $1,000 minimum investment, structured as equity. The filing lists Seaport B/C Retail REIT LLC as promoter and names officers/directors (including Jeremy Sclar, Richard Marks, Daniel Preysman, and others) consistent with the Fundrise sponsor team, suggesting this is a REIT subsidiary vehicle rather than a standalone fund.

Within alternative investment REIT structures, a $125K raise split across exactly 125 investors at a $1,000 minimum is characteristic of a REIT subsidiary meeting the IRS 100-shareholder test rather than a substantive capital-raising vehicle. This pattern (nominal raise, low minimum, high investor count relative to dollar amount) differs from typical 506(b) offerings that raise larger sums from fewer investors.

Data Flags

total_investors / total_amount_sold125 investors contributing exactly $1,000 each ($125K total) implies this raise was structured to satisfy a minimum shareholder count (e.g., REIT 100-shareholder test) rather than to raise meaningful capital.
first_sale_dateNo first sale date is disclosed despite this being an original (non-amendment) filing with a raise well under $100M, where omission is not standard.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001901273
Entity NameSeaport B/C Subsidiary REIT LLC
ExemptionRule 506(b)
What the exemption meansRule 506(b) of Regulation D: securities may be sold to an unlimited number of accredited investors and up to 35 non-accredited investors who meet the rule's sophistication standard, without general solicitation or advertising.
Entity TypeLimited Liability Company
Jurisdiction of OrganizationDelaware
Issuer Address33 Boylston Street, Suite 3000, Chestnut Hill, MA 02467
Phone(617) 232-8900
Industry / Fund TypeREITS and Finance
Securities TypeEquity
First Sale Date—
Filing DateDecember 27, 2021
Accession Number0001901273-21-000001
Total Offering Amount$125,000
Total Amount Sold$125,000
Amount Remaining$0
Total Investors125
Non-Accredited InvestorsNone
Minimum Investment$1,000
Offering DurationOne year or less
Revenue RangeDecline to Disclose
State (Issuer Address)MA
Amendment CountOriginal filing only

Filings on Record

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Statements extracted

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NAV prints

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none on file

Offering chains

1

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Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

. Seaport B/C Retail REIT LLC

Promoter · Chestnut Hill, MA

Jeremy Sclar

Executive Officer, Director · Chestnut Hill, MA

Richard Marks

Executive Officer, Director · Chestnut Hill, MA

Genevieve Brassard

Director · Chestnut Hill, MA

Thomas DeSimone

Executive Officer · Chestnut Hill, MA

Samantha David

Executive Officer · Chestnut Hill, MA

Eric Smookler

Executive Officer · Chestnut Hill, MA

Daniel Preysman

Executive Officer · Chestnut Hill, MA

Placement Agents and Sales Compensation (Form D)

Who the issuer reported paying to sell the securities (Form D Item 12), with the FINRA registration number the filer gave. Source: SEC.gov.

Charles B. HarrisonCRD 3071551 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Scott HarrisonCRD 4981070 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Patrick J. WhelchelCRD 5389090 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Lori MayfieldCRD 4899271 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Charles MathesCRD 5980160 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Questions About Seaport B/C Subsidiary REIT LLC

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is Seaport B/C Subsidiary REIT LLC?

Seaport B/C Subsidiary REIT LLC is a Delaware limited liability company that filed a Form D with the SEC on December 27, 2021 in the REITS and Finance industry group. The filing claims Rule 506(b) for an offering of equity.

Is Seaport B/C Subsidiary REIT LLC legit?

AltStreet does not rate legitimacy; it reports the public record. Seaport B/C Subsidiary REIT LLC filed a Form D with the SEC on December 27, 2021 claiming Rule 506(b). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $125,000 sold to 125 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is Seaport B/C Subsidiary REIT LLC registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that Seaport B/C Subsidiary REIT LLC claimed Rule 506(b) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has Seaport B/C Subsidiary REIT LLC raised?

Seaport B/C Subsidiary REIT LLC reported $125,000 sold from 125 investors of a $125,000 total offering as of the Form D filed December 27, 2021.

Who can invest in Seaport B/C Subsidiary REIT LLC?

The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $1,000.

What is the minimum investment in Seaport B/C Subsidiary REIT LLC?

The Form D lists $1,000 as the minimum investment accepted from any outside investor as of December 27, 2021. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling Seaport B/C Subsidiary REIT LLC and how are they paid?

The Form D names Charles B. Harrison (CRD 3071551), associated with H & L Equities, LLC; Scott Harrison (CRD 4981070), associated with H & L Equities, LLC; Patrick J. Whelchel (CRD 5389090), associated with H & L Equities, LLC; Lori Mayfield (CRD 4899271), associated with H & L Equities, LLC and 1 other as recipients of sales compensation soliciting in FL, GA, TX.

Who is behind Seaport B/C Subsidiary REIT LLC?

The Form D lists 8 related persons: Seaport B/C Retail REIT LLC, promoter; Jeremy M. Sclar, executive officer, director (Manager); Richard A. Marks, executive officer, director (Manager); Genevieve A. Brassard, director (Manager); Thomas J. DeSimone, executive officer; Samantha Perry David, executive officer; Eric S. Smookler, executive officer; Daniel B. Preysman, executive officer. Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Seaport B/C Subsidiary REIT LLC located?

The issuer's address on its SEC filings is 33 Boylston Street, Suite 3000, Chestnut Hill, MA 02467. Its phone number of record is 617-232-8900. It is organized under the laws of Delaware.

How long is the Seaport B/C Subsidiary REIT LLC offering open?

The issuer indicated that the offering is not intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open, and no amendment is on record yet.

What is Seaport B/C Subsidiary REIT LLC's revenue?

The issuer declined to disclose its revenue range on the Form D, which the form permits.

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Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.