SEC Filing Record

Offering Amount

$105.0M

Strategy

Hedge

Exemption

06b

Date Filed

May 20, 2026

0000919574-26-003603

View on SEC EDGAR →

37A Read

The offshore structure with a Rule 06b exemption indicates this is a continuation or restart vehicle designed to operate with a closed LP base—no public marketing permitted—which is typical when a manager is either transitioning existing capital from a predecessor fund or consolidating a small existing investor group without need for broad fundraising.

The presence of four named GPs (including PinnBrook Capital Management LP plus three individuals) with no prior EDGAR filings suggests this is either a newly formed management entity or a first-time offshore vehicle for this partnership, and the multi-GP arrangement signals a deliberate distribution of decision-making authority rather than single-principal control.

Filing an amendment in May 2026 on a $105M target indicates the manager is calibrating terms, LP classes, or fee structures mid-cycle rather than launching fresh—this timing aligns with late-stage Q2 capital deployment windows when allocators are finalizing annual commitments and existing LPs are reviewing continuation vehicles.

Verify whether this filing represents a true continuation of a prior onshore or predecessor fund and confirm the specific carve-outs under Rule 06b—particularly which pre-existing relationships qualify as exempt—since offshore hedge funds with closed-cohort exemptions can have material differences in fee flexibility and LP rights compared to standard offerings.

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Principals

General Partners & Executives

-- PinnBrook Capital Management LP Zachary Kurz Matthew Auriemma Julie O'Hara

PinnBrook Offshore Fund Ltd.