Form D · Hedge Fund

Greenhouse Overseas Fund Ltd.

Grand Cayman, E9 · CIK 0001591028

Offering snapshot reported Jan 9, 2026 · SEC filing

Reported sold
$50M
Indefinite offering
Investors reported
102
Form D · investor count
Minimum accepted
$100K
Reported outside-investor minimum
First sale
Nov 1, 2013
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$25M$50MNov 14, 2013: $200,000.00Nov 14, 2013Nov 13, 2014: $3,295,732.00Nov 5, 2015: $8,799,732.00Nov 7, 2016: $12,305,732.00Feb 15, 2017: $13,305,732.00Feb 15, 2018: $23,439,632.00Feb 15, 2019: $26,114,632.00Feb 10, 2020: $32,779,632.00Feb 9, 2021: $34,054,632.00Jan 13, 2022: $37,299,632.00Jan 13, 2023: $39,374,632.00Jan 11, 2024: $45,994,632.00Jan 10, 2025: $48,256,632.00Jan 9, 2026: $49,956,632.00Jan 9, 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.

  • Reported sold$48,256,632 → $49,956,632
  • Reported investors100 → 102

Filing history

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FiledFiling typeReported soldChange vs linked filingInvestorsSource
Jan 9, 2026Amendment$49,956,632$1,700,000vs Jan 10, 2025102SEC filing
Jan 10, 2025Amendment$48,256,632$2,262,000vs Jan 11, 2024100SEC filing
Jan 11, 2024Amendment$45,994,632$8,695,000vs Jan 13, 202296SEC filing
Jan 13, 2023Amendment$39,374,632$2,075,000vs Jan 13, 202290SEC filing
Jan 13, 2022Amendment$37,299,632$3,245,000vs Feb 9, 202185SEC filing
Feb 9, 2021Amendment$34,054,632$1,275,000vs Feb 10, 202076SEC filing
Feb 10, 2020Amendment$32,779,632$6,665,000vs Feb 15, 201971SEC filing
Feb 15, 2019Amendment$26,114,632$2,675,000vs Feb 15, 201854SEC filing
Feb 15, 2018Amendment$23,439,632$10,133,900vs Feb 15, 201746SEC filing
Feb 15, 2017Amendment$13,305,732$1,000,000vs Nov 7, 201628SEC filing
Nov 7, 2016Amendment$12,305,732$3,506,000vs Nov 5, 201526SEC filing
Nov 5, 2015Amendment$8,799,732$5,504,000vs Nov 13, 201416SEC filing
Nov 13, 2014Amendment$3,295,732$3,095,732vs Nov 14, 201312SEC filing
Nov 14, 2013Initial$200,000No comparison1SEC filing

Offering details

Securities
Equity, Pooled investment fund
Exemptions
06b, 3C, 3C.7
Duration over one year
Yes
Business combination
No
Sales commissions
$522K (estimated)
Finders' fees
$0 (estimated)
Form D file number
021-206325
The figure above represents sales commissions paid in respect of the Issuer and Greenhouse Onshore Fund LP.

Sales compensation recipients

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RecipientCRDAssociated broker-dealer
Robert W. Baird & Co. Incorporated000008158
Profor Securities, LLC000136084
PJT Partners LP000171058

Source: Form D, filed Jan 9, 2026. Minimum accepted may differ from a standard advertised minimum.

Fund connections

Each card uses that adviser's latest imported filing. Filing dates can differ; these disclosures do not confirm a current relationship.

Matched by reported Form D file number

GREENHOUSE MASTER FUND LP

Investment adviser: GREENHOUSE FUNDS LLLP

Gross asset value
$869M
Beneficial owners
386
ADV minimum commitment
$1M

Reported in Form ADV on May 7, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator SS&C TECHNOLOGIES HOLDINGS, INC. WINDSOR, Connecticut, United States Investor statements: Yes (provided to all investors) Related to adviser: No Other funds reporting this name →
Auditor ERNST & YOUNG LTD. CAYMAN ISLANDS, Cayman Islands Other funds reporting this name →
Custodian CITIGROUP GLOBAL MARKETS INC. NEW YORK, New York, United States Related to adviser: No Other funds reporting this name →
Custodian MORGAN STANLEY & CO. LLC NEW YORK, New York, United States Related to adviser: No Other funds reporting this name →
Custodian THE NORTHERN TRUST INTERNATIONAL BANKING CORPORATION JERSEY CITY, New Jersey, United States Related to adviser: No Other funds reporting this name →
Marketer PJT PARTNERS LP NEW YORK, New York, United States Related to adviser: No Other funds reporting this name →

See filing for more → Showing the first 6 providers by role and name. IAPD may show a newer filing.

Provider details
Annual audit
Yes
Prime brokers
Yes
Custodians
Yes
Administrator other than the adviser
Yes
External marketing
Yes

ERNST & YOUNG LTD.
PCAOB 1655

CITIGROUP GLOBAL MARKETS INC.
SEC 8-8177

MORGAN STANLEY & CO. LLC
SEC 8-15869

PJT PARTNERS LP
CRD 171058 · SEC 8-69442

Fund asset history · 5 annual observations Gross asset value by annual ADV filing$0$490M$981MFY 2021: $678,500,000.00FY 2021FY 2022: $732,500,000.00FY 2022FY 2023: $863,119,000.00FY 2023FY 2024: $980,715,000.00FY 2024FY 2025: $869,032,000.00FY 2025

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Fiscal yearGross assetsBeneficial ownersADV filed
2021$678,500,000357Feb 13, 2022
2022$732,500,000382Mar 31, 2023
2023$863,119,000400Mar 27, 2024
2024$980,715,000404Mar 25, 2025
2025$869,032,000386Mar 25, 2026
Filing source

Form ADV 2104043 · May 7, 2026 · Schedule D 7.B.(1), fund 805-2332133596

Reported by GREENHOUSE FUNDS LLLP (CRD 169840).

Other-Than Anual Amendment For Registered Adviser.

Official IAPD profile (latest public filing). Historical values on this page come from the SEC/IAPD filing archive; 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
NameReported role
James Gentile Director
Greenhouse Funds Lllp Executive
Daniel Miller Director
Patrick Mitchell Director
Charles Morris Director

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
C/O Maples Corporate Services Limited Box 309, Ugland House
Grand Cayman, E9, KY1-1104
Phone: 646-795-6093