SEC FORM D/A
The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D
Notice of Exempt Offering of Securities
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OMB APPROVAL
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OMB Number:
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3235-0076
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Estimated average burden
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hours per response:
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4.00
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1. Issuer's Identity
CIK (Filer ID Number)
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Previous Names
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Entity Type
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0001944769
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Corporation
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X
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Limited Partnership
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Limited Liability Company
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General Partnership
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Business Trust
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Other (Specify)
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Name of Issuer
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Texas Strategic Growth Fund, L.P.
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Jurisdiction of Incorporation/Organization
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DELAWARE
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Year of Incorporation/Organization
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Over Five Years Ago
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X
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Within Last Five Years (Specify Year)
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2022
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Yet to Be Formed
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2. Principal Place of Business and Contact Information
Name of Issuer
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Texas Strategic Growth Fund, L.P.
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Street Address 1
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Street Address 2
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14185 DALLAS PARKWAY
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SUITE 1200
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City
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State/Province/Country
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ZIP/PostalCode
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Phone Number of Issuer
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DALLAS
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TEXAS
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75254
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(469) 729-0500
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3. Related Persons
Last Name
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First Name
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Middle Name
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Ashford Inc.
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N/A
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Street Address 1
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Street Address 2
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14185 Dallas Parkway
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Suite 1200
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City
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State/Province/Country
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ZIP/PostalCode
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Dallas
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TEXAS
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75254
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Relationship:
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X
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Executive Officer
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Director
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Promoter
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Clarification of Response (if Necessary):
Sponsor of the Issuer
Last Name
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First Name
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Middle Name
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TSGF General Partner, LLC
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N/A
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Street Address 1
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Street Address 2
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14185 Dallas Parkway
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Suite 1200
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City
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State/Province/Country
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ZIP/PostalCode
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Dallas
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TEXAS
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75254
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Relationship:
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X
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Executive Officer
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Director
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Promoter
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Clarification of Response (if Necessary):
General Partner of the Issuer
Last Name
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First Name
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Middle Name
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Stockton
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Richard
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Street Address 1
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Street Address 2
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14185 Dallas Parkway
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Suite 1200
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City
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State/Province/Country
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ZIP/PostalCode
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Dallas
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TEXAS
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75254
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Relationship:
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X
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Executive Officer
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Director
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Promoter
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Clarification of Response (if Necessary):
President of the General Partner of the Issuer
Last Name
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First Name
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Middle Name
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Plohg
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Jim
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Street Address 1
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Street Address 2
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14185 Dallas Parkway
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Suite 1200
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City
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State/Province/Country
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ZIP/PostalCode
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Dallas
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TEXAS
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75254
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Relationship:
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X
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Executive Officer
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Director
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Promoter
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Clarification of Response (if Necessary):
General Counsel, Vice President and Secretary of the General Partner of the Issuer
Last Name
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First Name
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Middle Name
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Eubanks
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Deric
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Street Address 1
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Street Address 2
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14185 Dallas Parkway
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Suite 1200
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City
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State/Province/Country
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ZIP/PostalCode
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Dallas
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TEXAS
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75254
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Relationship:
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X
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Executive Officer
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Director
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Promoter
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Clarification of Response (if Necessary):
Chief Financial Officer and Treasurer of the General Partner of the Issuer
4. Industry Group
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Agriculture
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Banking & Financial Services
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Commercial Banking
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Insurance
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Investing
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Investment Banking
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Pooled Investment Fund
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Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
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Other Banking & Financial Services
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Business Services
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Energy
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Health Care
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Manufacturing
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Real Estate
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Retailing
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Restaurants
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Technology
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Travel
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Tourism & Travel Services
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Other
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5. Issuer Size
Revenue Range
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OR
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Aggregate Net Asset Value Range
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No Revenues
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No Aggregate Net Asset Value
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$1 - $1,000,000
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$1 - $5,000,000
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$1,000,001 - $5,000,000
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$5,000,001 - $25,000,000
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$5,000,001 - $25,000,000
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$25,000,001 - $50,000,000
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$25,000,001 - $100,000,000
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$50,000,001 - $100,000,000
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Over $100,000,000
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Over $100,000,000
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X
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Decline to Disclose
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Decline to Disclose
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Not Applicable
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Not Applicable
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6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
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Rule 504(b)(1) (not (i), (ii) or (iii))
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Rule 504 (b)(1)(i)
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Rule 504 (b)(1)(ii)
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Rule 504 (b)(1)(iii)
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X
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Rule 506(b)
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Rule 506(c)
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Securities Act Section 4(a)(5)
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Investment Company Act Section 3(c)
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Section 3(c)(1)
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Section 3(c)(9)
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Section 3(c)(2)
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Section 3(c)(10)
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Section 3(c)(3)
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Section 3(c)(11)
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Section 3(c)(4)
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Section 3(c)(12)
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Section 3(c)(5)
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Section 3(c)(13)
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Section 3(c)(6)
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Section 3(c)(14)
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7. Type of Filing
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New Notice
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Date of First Sale
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2022-10-20
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First Sale Yet to Occur
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X
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Amendment
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8. Duration of Offering
Does the Issuer intend this offering to last more than one year?
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9. Type(s) of Securities Offered (select all that apply)
X
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Equity
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Pooled Investment Fund Interests
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Debt
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Tenant-in-Common Securities
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Option, Warrant or Other Right to Acquire Another Security
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Mineral Property Securities
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Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security
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Other (describe)
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10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
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Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor
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$50,000
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USD
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12. Sales Compensation
Recipient
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Recipient CRD Number
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None
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Todd R. Rhine
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2384366
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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IBN Financial Services, Inc.
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42360
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Street Address 1
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Street Address 2
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21 Cardinal Road
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Suite 104
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City
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State/Province/Country
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ZIP/Postal Code
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Hilton Head Island
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SOUTH CAROLINA
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29926
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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CALIFORNIA
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GEORGIA
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SOUTH CAROLINA
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TEXAS
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Recipient
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Recipient CRD Number
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None
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Brent W. Robinson
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6006547
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Money Concepts Capital Corp
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12963
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Street Address 1
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Street Address 2
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157 S. K Street
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City
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State/Province/Country
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ZIP/Postal Code
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Tulare
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CALIFORNIA
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93274
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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Rex Glenn Russell
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1294782
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Moloney Securities Co., Inc.
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38535
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Street Address 1
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Street Address 2
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115 South Main Street
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Suite 201
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City
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State/Province/Country
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ZIP/Postal Code
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Cleburne
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TEXAS
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76033
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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Thomas Colgate Pyle
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1524442
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Ages Financial Services, Ltd.
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15427
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Street Address 1
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Street Address 2
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651 Route 22A North
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City
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State/Province/Country
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ZIP/Postal Code
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Fair Haven
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VERMONT
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05743
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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Donald Troy Vieth
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5100754
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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United Planners' Financial Services of America A Limited Partner
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20804
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Street Address 1
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Street Address 2
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7333 E. Doubletree Ranch Road
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Suite 120
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City
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State/Province/Country
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ZIP/Postal Code
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Scottsdale
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ARIZONA
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85258
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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John A. Doane
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4083486
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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IBN Financial Services, Inc.
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42360
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Street Address 1
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Street Address 2
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33 Hilltop Drive
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City
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State/Province/Country
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ZIP/Postal Code
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Wenham
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MASSACHUSETTS
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01984
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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DISTRICT OF COLUMBIA
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FLORIDA
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MASSACHUSETTS
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VIRGINIA
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Recipient
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Recipient CRD Number
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None
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Kurt D. Sytsma
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6542804
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Money Concepts Capital Corp
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12963
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Street Address 1
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Street Address 2
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9426 Spring Creek Court
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City
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State/Province/Country
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ZIP/Postal Code
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Middleville
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MICHIGAN
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49333
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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Aaron P. Sevigny
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4314368
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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United Planners' Financial Services of America A Limited Partner
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20804
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Street Address 1
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Street Address 2
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3511 Bonita Bay Boulevard
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Suite 2
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City
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State/Province/Country
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ZIP/Postal Code
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Bonita Springs
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FLORIDA
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34134
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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The Investment Center, Inc.
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17839
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(Associated) Broker or Dealer
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X
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None
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(Associated) Broker or Dealer CRD Number
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X
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None
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None
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None
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Street Address 1
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Street Address 2
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1420 Route 206 North
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Suite 210
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City
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State/Province/Country
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ZIP/Postal Code
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Bedminster
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NEW JERSEY
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07921
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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CALIFORNIA
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COLORADO
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FLORIDA
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MARYLAND
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NEW JERSEY
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NEW YORK
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PENNSYLVANIA
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Recipient
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Recipient CRD Number
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None
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Eugene Thomas Cindrich
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2444041
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Ages Financial Services Ltd.
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15427
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Street Address 1
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Street Address 2
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10-12 Phoenix Row
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Suite 3
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City
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State/Province/Country
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ZIP/Postal Code
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Haverhill
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MASSACHUSETTS
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01832
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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Supriya Sudhir Pai
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7601593
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Saxony Securities, Inc.
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115547
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Street Address 1
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Street Address 2
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4512 Legacy Drive
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Suite 100
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City
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State/Province/Country
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ZIP/Postal Code
|
Plano
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TEXAS
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75024
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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Randall Bryan Edwards
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2258337
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Cabot Lodge Securities LLC
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159712
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Street Address 1
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Street Address 2
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771 Sandy Lane
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City
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State/Province/Country
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ZIP/Postal Code
|
Flower Mound
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TEXAS
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750022
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
|
Recipient CRD Number
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None
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Kyle Thomas Kadish
|
4864706
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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IBN Financial Services, Inc.
|
42360
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Street Address 1
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Street Address 2
|
55 Enterprise Drive
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City
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State/Province/Country
|
ZIP/Postal Code
|
Windham
|
NEW HAMPSHIRE
|
03087
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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|
All States
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Recipient
|
Recipient CRD Number
|
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None
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Robert Lane Johnson
|
1570308
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
|
|
None
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Berthel, Fisher & Company Financial Services, Inc.
|
13609
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Street Address 1
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Street Address 2
|
1012 Harrison Avenue
|
Suite 2
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City
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State/Province/Country
|
ZIP/Postal Code
|
Harrison
|
OHIO
|
45030
|
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
|
|
All States
|
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Recipient
|
Recipient CRD Number
|
|
None
|
|
Craig James Ferrantino
|
2655467
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(Associated) Broker or Dealer
|
|
None
|
|
(Associated) Broker or Dealer CRD Number
|
|
None
|
|
United Planners Financial Services of America A Limited Partner
|
20804
|
Street Address 1
|
Street Address 2
|
510 Broadhollow Road
|
Suite 204
|
City
|
State/Province/Country
|
ZIP/Postal Code
|
Melville
|
NEW YORK
|
11747
|
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
|
|
All States
|
|
|
FLORIDA
|
NEW YORK
|
VIRGINIA
|
|
Recipient
|
Recipient CRD Number
|
|
None
|
|
The Strategic Financial Alliance, Inc.
|
126514
|
(Associated) Broker or Dealer
|
X
|
None
|
|
(Associated) Broker or Dealer CRD Number
|
X
|
None
|
|
None
|
None
|
Street Address 1
|
Street Address 2
|
2200 Century Parkway
|
Suite 500
|
City
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State/Province/Country
|
ZIP/Postal Code
|
Atlanta
|
GEORGIA
|
30345
|
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
|
|
All States
|
|
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FLORIDA
|
GEORGIA
|
MISSOURI
|
NEW JERSEY
|
NEW YORK
|
NORTH CAROLINA
|
|
Recipient
|
Recipient CRD Number
|
|
None
|
|
Daniel David Wolf
|
2015902
|
(Associated) Broker or Dealer
|
|
None
|
|
(Associated) Broker or Dealer CRD Number
|
|
None
|
|
Money Concepts Capital Corp
|
12963
|
Street Address 1
|
Street Address 2
|
5643 Cheviot Road
|
Suite #1
|
City
|
State/Province/Country
|
ZIP/Postal Code
|
Cincinnati
|
OHIO
|
45247
|
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
|
|
All States
|
|
|
|
Recipient
|
Recipient CRD Number
|
|
None
|
|
James Augustus Bowers III
|
5289266
|
(Associated) Broker or Dealer
|
|
None
|
|
(Associated) Broker or Dealer CRD Number
|
|
None
|
|
Berthel, Fisher & Company Financial Services, Inc.
|
13609
|
Street Address 1
|
Street Address 2
|
325 North Milledge Avenue
|
City
|
State/Province/Country
|
ZIP/Postal Code
|
Athens
|
GEORGIA
|
30601
|
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
|
|
All States
|
|
|
|
Recipient
|
Recipient CRD Number
|
|
None
|
|
Bo Wang
|
2394019
|
(Associated) Broker or Dealer
|
|
None
|
|
(Associated) Broker or Dealer CRD Number
|
|
None
|
|
Wealthhouse Advisors Inc.
|
323088
|
Street Address 1
|
Street Address 2
|
17 Canoe Brook Drive
|
City
|
State/Province/Country
|
ZIP/Postal Code
|
Livingston
|
NEW JERSEY
|
07039
|
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
|
|
All States
|
|
|
|
Recipient
|
Recipient CRD Number
|
|
None
|
|
Dieter Gunter Bollmann
|
4247975
|
(Associated) Broker or Dealer
|
|
None
|
|
(Associated) Broker or Dealer CRD Number
|
|
None
|
|
United Planners' Financial Services of America
|
20804
|
Street Address 1
|
Street Address 2
|
7333 East Doubletree Ranch Road
|
#120
|
City
|
State/Province/Country
|
ZIP/Postal Code
|
Scottsdale
|
ARIZONA
|
85258
|
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
|
|
All States
|
|
|
|
Recipient
|
Recipient CRD Number
|
|
None
|
|
William Howard Braun
|
4645321
|
(Associated) Broker or Dealer
|
|
None
|
|
(Associated) Broker or Dealer CRD Number
|
|
None
|
|
IBN Financial Services, Inc.
|
42360
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Street Address 1
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Street Address 2
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404 Old Liverpool Road
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City
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State/Province/Country
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ZIP/Postal Code
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Liverpool
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NEW YORK
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13088
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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Ion Valentin Cangea
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2546015
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Moloney Securities Co., Inc.
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38535
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Street Address 1
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Street Address 2
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35-01 30th Avenue
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Suite 203
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City
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State/Province/Country
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ZIP/Postal Code
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Astoria
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NEW YORK
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11103
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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Recipient
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Recipient CRD Number
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None
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David E. Spellman
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6784263
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Money Concepts Capital Corp
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12963
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Street Address 1
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Street Address 2
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24711 Ahava
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City
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State/Province/Country
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ZIP/Postal Code
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San Antonio
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TEXAS
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78261
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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|
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Recipient
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Recipient CRD Number
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None
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Craig Aaron Bonn
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2280460
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(Associated) Broker or Dealer
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None
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(Associated) Broker or Dealer CRD Number
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None
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Harley Capital LLC
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310046
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Street Address 1
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Street Address 2
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55 West Post Road
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3rd Floor
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City
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State/Province/Country
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ZIP/Postal Code
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Westport
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CONNECTICUT
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06880
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State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
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All States
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FLORIDA
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MARYLAND
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MINNESOTA
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OHIO
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SOUTH CAROLINA
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WISCONSIN
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13. Offering and Sales Amounts
Total Offering Amount
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$100,000,000
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USD
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Total Amount Sold
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$17,365,000
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USD
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Total Remaining to be Sold
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$82,635,000
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USD
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Clarification of Response (if Necessary):
Regarding Item 11, the Issuer may accept smaller investments in the General Partner's sole discretion.
14. Investors
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Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
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Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
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15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions
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$9,000,000
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USD
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Finders' Fees
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$0
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USD
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Clarification of Response (if Necessary):
Sales Commissions include estimates of the maximum amount of Selling Commissions and Dealer Fees that may be paid.
16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
Clarification of Response (if Necessary):
Item 16 is an estimate of organizational and offering expenses that may accrue to one or more Related Persons.
Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
In submitting this notice, each issuer named above is:
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Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
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Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
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Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).
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Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
Issuer
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Signature
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Name of Signer
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Title
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Date
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Texas Strategic Growth Fund, L.P.
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/s/ Jim Plohg
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Jim Plohg
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General Counsel/VP/Secretary of the GP of the Issuer
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2024-10-02
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.