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EDGAR Verified
Primary Source · SEC.gov

Star Mountain U.S. Lower Middle-Market Secondary Fund III (Offshore), LP

CIK 0002049694Fund Vehicle2026 vintage506(b), 3(c)

Raised

$97M

Investors

8

Min Invest

$0

AltStreet Analysis

·

Generated from EDGAR primary sources

Star Mountain U.S. Lower Middle-Market Secondary Fund III (Offshore), LP is a Cayman Islands-domiciled pooled investment fund managed by Star Mountain Fund Management, LLC. This amended Form D reports $96.9M raised from 8 investors under Rule 506(b) and Section 3(c) exemptions. The filing does not disclose minimum investment or first sale date.

This pre-IPO vehicle uses the standard institutional 506(b) private placement exemption combined with 3(c) treatment under the Investment Company Act. With $96.9M raised from 8 investors, the average commitment of approximately $12.1M per investor reflects a typical institutional-grade secondary fund structure targeting lower middle-market opportunities.

Data Flags

generalOffshore domicile (Cayman Islands) filing Form D indicates cross-border structure designed for tax-efficient non-U.S. and tax-exempt investor access
investor concentration8 investors committing $96.9M yields an average check size of $12.1M per investor, indicating concentrated institutional backing

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0002049694
Entity NameStar Mountain U.S. Lower Middle-Market Secondary Fund III (Offshore), LP
Exemption506(b), 3(c)
First Sale Date—
Filing DateApril 6, 2026
Accession Number0001012975-26-000328
Total Amount Sold$97M
Total Investors8
Minimum Investment$0 (no stated minimum)
Securities TypePooled Investment Fund
State of IncorporationNot specified
Amendment CountOriginal filing only

Related Persons (Form D)

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

N/A Star Mountain U.S. Lower Middle-Market Secondary Fund III GP, LLC

Executive Officer · New York, NY

N/A Star Mountain Fund Management, LLC

Executive Officer · New York, NY

Brett Hickey

Executive Officer · New York, NY

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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.