EDGAR Verified
Primary Source · SEC.gov

FSX Retail 37, DST

Single-Deal SPV2026 vintage506(c)
Latest signalNew Form D filerForm D · 2026-10-13Last filing 2026-10-13

Raised

$20M

Investors

4

Min Invest

$100,000

AltStreet Analysis

·

Generated from EDGAR primary sources

FSX Retail 37, DST is a Delaware statutory trust that filed a Form D for a Rule 506(c) offering, raising $19.8M in equity (and other) securities from 4 investors at a $100K minimum investment. The filing lists Wheelhouse Capital Group, LLC as promoter alongside six individual executive officers/directors, but does not disclose a first sale date or industry group, and no parent platform or sibling entities are currently matched in the AltStreet database.

This filing fits the pattern of a single-property real estate DST raised under Rule 506(c), with a $100K minimum investment typical of accredited-investor retail-sponsor offerings in this segment. The $19.8M raise across only 4 investors (averaging ~$4.95M per investor) is a relatively concentrated capital base for this minimum-investment tier compared to typical retail DST syndications that spread smaller checks across many investors.

Data Flags

First Sale DateFirst sale date is not disclosed despite $19.8M already reported as sold to 4 investors — unusual for a sub-$100M offering where this field is typically populated once capital has been raised.
Total Investors / Minimum InvestmentAverage investment of ~$4.95M per investor is far above the stated $100K minimum, indicating concentrated, large-check participation rather than broad retail distribution.
Sales CommissionsNo sales commissions are stated on a $19.8M 506(c) offering, which is atypical when a promoter (Wheelhouse Capital Group, LLC) is involved in placement.
Industry Group / States of SolicitationIndustry group and states of solicitation are left blank on the filing; these are optional fields and their absence is a common Form D filing pattern.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0002158057
Entity NameFSX Retail 37, DST
ExemptionRule 506(c)
What the exemption meansRule 506(c) of Regulation D: the issuer may advertise the offering publicly, but every purchaser must be a verified accredited investor.
Entity TypeOther
Jurisdiction of OrganizationDelaware
Year Organized2026
Issuer Address3349 State Route 138, Allaire Corporate Center, Bldg. A, Ste A, Wall, NJ 07719
Phone(732) 749-7353
Industry / Fund TypeREITS and Finance
Securities TypeEquity, Other
First Sale Date—
Filing DateOctober 13, 2026
Accession Number0002158057-26-000001
Total Offering Amount$48,300,000
Total Amount Sold$19,806,828
Amount Remaining$28,493,172
Total Investors4
Non-Accredited InvestorsNone
Minimum Investment$100,000
Offering DurationOne year or less
Sales Commissions$4,250,400 (to Third Seven Capital LLC)
Finders' Fees$0
Proceeds to Related Persons$3,449,600
Revenue RangeDecline to Disclose
State (Issuer Address)NJ
Amendment CountOriginal filing only
Signed ByRoss Barr, Senior Vice President and Chief Legal Officer

Filings on Record

Every filing AltStreet's ledger holds for this CIK, newest first. Each opens the SEC archive folder.

In the Terminal

Filing events

1

latest Oct 13, 2026

Critical / warning

0 / 0

0 watch · 1 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

raising

Latest event New filer · Oct 13, 2026

SEC.gov
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Investor

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  • 1 offering timeline: velocity, share raised, first-sale lag, stalled flags

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Related Persons (Form D)

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

William Dioguardi

Executive Officer, Director · WALL, NJ

Coby Johnson

Executive Officer, Director · WALL, NJ

Durgesh Karlekar

Executive Officer, Director · WALL, NJ

Ross Barr

Executive Officer, Director · WALL, NJ

Jared Morgan

Executive Officer, Director · WALL, NJ

Cynthia Daly

Executive Officer, Director · WALL, NJ

Wheelhouse Capital Group, LLC

Promoter · WALL, NJ

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.

Third Seven Capital LLCCRD 160209 on BrokerCheck

Associated broker-dealer: None · GREENWICH, CT · Soliciting in all states

Questions About FSX Retail 37, DST

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

What is FSX Retail 37, DST?

FSX Retail 37, DST is a Delaware entity organized in 2026 that filed a Form D with the SEC on October 13, 2026 in the REITS and Finance industry group. The filing claims Rule 506(c) for an offering of equity.

Is FSX Retail 37, DST legit?

AltStreet does not rate legitimacy; it reports the public record. FSX Retail 37, DST filed a Form D with the SEC on October 13, 2026 claiming Rule 506(c). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $19,806,828 sold to 4 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 FSX Retail 37, DST 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 FSX Retail 37, DST claimed Rule 506(c) 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 FSX Retail 37, DST raised?

FSX Retail 37, DST reported $19,806,828 sold from 4 investors of a $48,300,000 total offering as of the Form D filed October 13, 2026.

Who can invest in FSX Retail 37, DST?

The offering relies on Rule 506(c), so the issuer may advertise it but may sell only to investors it has verified as accredited. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $100,000.

What is the minimum investment in FSX Retail 37, DST?

The Form D lists $100,000 as the minimum investment accepted from any outside investor as of October 13, 2026. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling FSX Retail 37, DST and how are they paid?

The Form D names Third Seven Capital LLC (CRD 160209), associated with None as the recipient of sales compensation soliciting in all states. Sales commissions are reported as $4,250,400 and finders' fees as $0. Form D allows these to be estimates. The issuer reports $3,449,600 of gross proceeds used or proposed to be used for payments to related persons.

Who is behind FSX Retail 37, DST?

The Form D lists 7 related persons: William P. Dioguardi, executive officer, director; Coby R. Johnson, executive officer, director; Durgesh Karlekar, executive officer, director; Ross Barr, executive officer, director; Jared W. Morgan, executive officer, director; Cynthia M. Daly, executive officer, director; Wheelhouse Capital Group, LLC, promoter (Manager of the Manager of the General Partner of the Issuer). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is FSX Retail 37, DST located?

The issuer's address on its SEC filings is 3349 State Route 138, Allaire Corporate Center, Bldg. A, Ste A, Wall, NJ 07719. Its phone number of record is 732-749-7353. It is organized under the laws of Delaware.

How long is the FSX Retail 37, DST 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 FSX Retail 37, DST's revenue?

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

Is this your offering?

Claim this profile to add contact information, team members, LinkedIn profiles, fund history, and additional financial data. EDGAR-sourced data and AltStreet analysis cannot be edited, but corrections can be requested for verifiable inaccuracies.

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.