Evergen Coinvestment Vehicle III Files Exempt Offering Notice

TL;DR

**Evergen Coinvestment Vehicle III is raising money through an exempt offering.**

AI Summary

Evergen Coinvestment Vehicle III, LP, a Texas-incorporated entity, filed a Form D on March 23, 2026, indicating a notice of exempt offering of securities. This filing, under the Investment Company Act Section 3(c)(1), suggests they are raising capital without registering with the SEC, likely targeting accredited investors. For potential investors, this means the company is actively seeking funding, which could fuel future growth or acquisitions, but also implies less public disclosure than a registered offering.

Why It Matters

This filing signals Evergen Coinvestment Vehicle III, LP is raising capital, which could fund new projects or investments, potentially increasing the value of their underlying assets. However, it also means less regulatory oversight compared to a public offering.

Risk Assessment

Risk Level: medium — Exempt offerings typically involve less public disclosure and are often targeted at sophisticated investors, meaning less information is available for the average shareholder.

Analyst Insight

Investors should monitor for further announcements regarding the capital raised and how Evergen Coinvestment Vehicle III, LP plans to deploy these funds, as this could impact their investment strategy.

Key Players & Entities

• Evergen Coinvestment Vehicle III, LP (company) — the filer of the Form D
• 0002106987 (company) — the CIK of the filer
• 412646345 (company) — the EIN of the filer
• Texas (company) — the state of incorporation for the filer
• 600 W. 5TH STREET #1200 AUSTIN TX 78701 (company) — the mailing and business address of the filer
• 512-515-3333 (company) — the business phone number of the filer
• March 23, 2026 (date) — the filing and effectiveness date of the Form D

Forward-Looking Statements

• Evergen Coinvestment Vehicle III, LP will successfully raise capital through this exempt offering. (Evergen Coinvestment Vehicle III, LP) — medium confidence, target: 2026-12-31

FAQ

Key Financial Figures

• $1 — enues   No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,
• $1,000,000 — No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,
• $5,000,000 — Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001
• $1,000,001 — e   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000
• $5,000,001 — $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000
• $25,000,000 — $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000   $25,000,001
• $25,000,001 — $25,000,000 $5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,0
• $50,000,000 — 5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,0
• $100,000,000 — 25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $1
• $50,000,001 — 0,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $100,000,000   O

Filing Documents

• primary_doc.html (D)
• primary_doc.xml (D) — 7KB
• 0002106987-26-000001.txt ( ) — 8KB

From the Filing

Form D FORM D Notice of Exempt Offering of Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. OMB APPROVAL OMB Number: 3235-0076 Estimated Average burden hours per response: 4.0 1. Issuer's Identity CIK (Filer ID Number) Previous Name(s) None Entity Type Corporation Limited Partnership   Limited Liability Company   General Partnership   Business Trust Other   Name of Issuer   Evergen Coinvestment Vehicle III, LP Jurisdiction of Incorporation/Organization TEXAS   Year of Incorporation/Organization Over Five Years Ago Within Last Five Years (Specify Year) 2025 Yet to Be Formed           2. Principal Place of Business and Contact Information Name of Issuer   Evergen Coinvestment Vehicle III, LP Street Address 1 Street Address 2   600 W. 5TH STREET   #1200   AUSTIN   TEXAS     78701   512-515-3333   3. Related Persons Last Name First Name Middle Name EVERGEN COINVESTMENT VEHICLE III GP, LP - Street Address 1 Street Address 2   600 W. 5TH STREET     #1200   AUSTIN   TEXAS   78701   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) General Partner Last Name First Name Middle Name EVERGEN COINVESTMENT VEHICLE III MASTER GP, LLC - Street Address 1 Street Address 2   600 W. 5TH STREET     #1200   AUSTIN   TEXAS   78701   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) General Partner of Evergen Coinvestment Vehicle III GP, LP Last Name First Name Middle Name MARCUS MORRIS TROY Street Address 1 Street Address 2   600 W. 5TH STREET     #1200   AUSTIN   TEXAS   78701   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Manager of Evergen Coinvestment Vehicle III Master GP, LLC 4. Industry Group   Agriculture Banking & Financial Services     Commercial Banking     Insurance   Investing     Investment Banking     Pooled Investment Fund Hedge Fund Other Investment Fund Private Equity Fund Venture Capital Fund *Is the issuer registered as an investment company under the Investment Company Act of 1940? Yes  No   Other Banking & Financial Services   Business Services Energy     Coal Mining     Electric Utilities     Energy Conservation     Environmental Services     Oil & Gas     Other Energy Health Care     Biotechnology     Health Insurance     Hospitals & Physicians     Pharmaceuticals     Other Health Care                         Manufacturing Real Estate   Commercial   Construction   REITS & Finance   Residential Other Real Estate   Retailing Restaurants Technology   Computers   Telecommunications   Other Technology Travel   Airlines & Airports   Lodging & Conventions   Tourism & Travel Services   Other Travel Other        5. Issuer Size Revenue Range Aggregate Net Asset Value Range No Revenues   No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $100,000,000   Over $100,000,000   Decline to Disclose   Decline to Disclose   Not Applicable   Not Applicable   6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) Rule 504(b)(1) (not (i), (ii) or (iii)) Rule 506(b)         Rule 504 (b)(1)(i) Rule 506(c) Rule 504 (b)(1)(ii) Securities Act Section 4(a)(5) Rule 504 (b)(1)(iii) Investment Company Act Section 3(c) Section 3(c)(1) Section 3(c)(9) Section 3(c)(2) Section 3(c)(10) Section 3(c)(3) Section 3(c)(11) Section 3(c)(4) Section 3(c)(12) Section 3(c)(5) Section 3(c)(13) Section 3(c)(6) Section 3(c)(14) Section 3(c)(7)     7. Type of Filing   New Notice Date of First Sale   2026-03-06   First Sale Yet to Occur   Amendment     8. Duration of Offering Does the Issuer intend this offering to last more than one year?   Yes   No     9. Type(s) of Securities Offered (select all that apply) Pooled Investment Fund Interests Equity Tenant-in-Common Securities Debt Mineral Property Securities Option, Warrant or Other Right to Acquire Another Security Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)       10. Business Combination Transaction Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?   Yes   No Clarification of Response (if Necessary)       11. Minimum Investment Minimum investment accepted from any outside investor $   0 USD 12. Sales Compensation Recipient   Recipient CRD Number None     (Associated) Broker or Dealer None (Associated) Broker or Dealer CRD Number  None     Street Address 1 Street Address 2             13. Offering and Sales Amounts   Total Offering Amount $ 36000000 USD Indefinite Total

View Full Filing

View this D filing on SEC EDGAR