Form D/A

View Original Filing

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
SONOMA CAPITAL, LP
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
Over Five Years Ago

Previous Name(s)

Entity Type
LIMITED PARTNERSHIP

Item 2 Issuer Principal Place of Business and Contact Information

805 THIRD AVENUE
16TH FLOOR
NEW YORK, NY 10022
Phone Number: subscription required

Item 3. Related Persons

Name
JEFFREY THORP
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
MR. THORP IS THE MANAGING MEMBER OF SONOMA CAPITAL, LLC AND SONOMA CAPITAL MANAGEMENT, LLC, WHICH ARE THE GENERAL PARTNER AND THE INVESTMENT MANAGER OF THE ISSUER, RESPECTIVELY.

Item 4. Industry Group

POOLED INVESTMENT FUND - HEDGE FUND

Item 5. Issuer Size

Aggregate Net Asset Value Range (for issuer specifying "hedge" or "other investment" fund in item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

Amendment
Date of First Sale in this Offering:
08/01/2006

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
Yes

Item 9. Type(s) of Securities Offered

  • Equity
  • Pooled Investment Fund Interests

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 13. Offering and Sales Amounts

Total Offering Amount
INDEFINITE
Total Amount Sold
136762665
Total Remaining to be Sold
INDEFINITE
Clarification of Response

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
14

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response

Item 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.
0.0
Clarification of Response
SONOMA CAPITAL MANAGEMENT, LLC, THE INVESTMENT MANAGER OF THE ISSUER, IS ENTITLED TO RECEIVE AN ANNUAL MANAGEMENT FEE OF 2.0% OF THE ISSUER'S ASSETS UNDER MANAGEMENT.

Signature and Submission

Issuer Name
SONOMA CAPITAL, LP
Issuer Signature
/S/JEFFREY THORP
Signer Name
JEFFREY THORP
Signer Title
MANAGING MEMBER OF SONOMA CAPITAL, LLC, ITS GENERAL PARTNER
Signature Date
04/23/2015
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