Nineteen-building flex industrial park

Industrial property in Ponder, TX · sponsored by Cove Capital Investments

Nineteen-building flex industrial park is a DST sponsored by Cove Capital Investments that owns an industrial property in Ponder, TX. Its latest Form D, filed Oct 31, 2025, lists a $18.6 million offering with a $1,000 minimum.

Key facts

Minimum investment
$1,000
From the Form D
Offering size
$18,695,430
Equity offered, per the Form D
Sold so far
4.3%
Form D, Oct 31, 2025; the % is our arithmetic
Investors reported
6
Form D, Oct 31, 2025
Selling commissions
$1,121,726 · 6.0% of offering
Form D Item 15; the % is our arithmetic
Financing
All cash. This offering reports no mortgage debt.
How it is financed ↓
Offered under
Rule 506(c)
May be advertised publicly. Every buyer’s accredited status must be verified.

Figures come from SEC Form D filings unless a source is cited. Sponsor-stated figures are as reported by the sponsor; Top1031 does not independently audit them. On a 45-day clock? Find day 45 and day 180 →

Can I still invest?

No new interests: the offering is reported fully subscribed.

By Top1031’s calculation from the latest Form D, filed Oct 31, 2025, 4.3% of the offering had sold.

Other Cove Capital Investments offerings on record

Availability changes without a filing. The sponsor or a registered representative can confirm what is open.

Looking for an offering like this one? A licensed 1031 specialist from our affiliated partner can talk through what is on record.

Ask a 1031 specialist about this recordFree. About: Nineteen-building flex industrial park. Top1031 is not a broker-dealer.
Nineteen-building flex industrial park image

Nineteen-building flex industrial park · Ponder, TX · Photo: covecapitalinvestments.com

City-level mapPonder, TX metroMap shows the city, not the exact address.

What does the Trust own?

Cove's offering documents anticipated acquiring a fee-simple interest in the park on or about October 2, 2025 for $15,500,000, an expected figure rather than a recorded deed consideration. 2 The memorandum gives the address as 2330 and 2268 Seaborn Road, Ponder, Texas 76259. 2 Cove announced on November 13, 2025 that the purchase was complete, the step that finished forming the Trust. 3 Its May 22, 2026 release placed the park in the Dallas–Fort Worth corridor. 5

Reported location
Ponder, TX
Property size
115,650 Sq.; Ft. of nineteen-building flex industrial park

How have sales gone?

The Form D record has one sales figure so far, so there is no trend to chart. The figure is in Sales so far ↑.

How is it financed, and what did it cost to sell?

The park is held without a mortgage: no lender, no loan maturity to refinance, no debt-driven foreclosure exposure — and no replacement debt for an exchanger who needs to match a loan paid off on the relinquished property. Cove repeated that debt-free description when it announced full subscription on May 1, 2026. 4

Debt

Financing
All cash. This offering reports no mortgage debt.

Costs and terms from the Form D

Selling commissions
$1,121,726 · 6.0% of offering
Finders’ fees
$0
Paid to officers, directors and promoters
$1,866,744 · 9.9% of offering
Form D Item 16
· The filing’s note: “Mr Kay & Lapin will receive a portion of this amount (in)directly for various fees & selling commissions, EXCLUDING amounts received for sales in Oregon, OR proceeds will be received by registered representatives licensed in the state of OR”
Broker-dealers named in the Form D
1 named in the Form D
Show the firms

Individual representatives named in Item 12 are not listed.

Date of first sale
Oct 16, 2025
Minimum investment
$1,000

Form D Item 15 and Item 16 amounts may be the issuer’s estimates; each percentage is Top1031’s arithmetic on two Form D figures. Item 16 can overlap Item 15, so Top1031 does not add them together. The issuer marked these amounts as an estimate.

What does the SEC record show?

The SEC record here is a single original notice with no later amendment, so the sales figures it carries are an early snapshot rather than the capitalization Cove announced in 2026. 4 The exemption used permits general advertising provided every purchaser is a verified accredited investor — someone who meets SEC income or net-worth tests.

Legal Trust name
Ponder Small Bay Industrial 101 DST
SEC CIK
2090990
First Form D
Oct 31, 2025
Latest Form D
Oct 31, 2025
Filings on record
1
Offered under
Rule 506(c)
May be advertised publicly. Every buyer’s accredited status must be verified.

SEC Form D filings, newest first

SEC Form D filings for Nineteen-building flex industrial park, newest first
FiledFormOffering amountAmount soldInvestorsFiling on SEC EDGAR
Form D$18,695,430
$811,004
6
EDGAR

Amounts, investor counts and minimums are as filed with the SEC on Form D. The change lines are Top1031’s arithmetic between consecutive filings; a new Form D notice starts a new count.

A Form D is the notice a sponsor files when it starts raising money. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.

Common questions

Can I still invest in Nineteen-building flex industrial park?
No new interests: Nineteen-building flex industrial park is reported fully subscribed. Top1031 lists it as recently fully subscribed and does not count it as an active offering.
Who are the tenants, and is there a master lease?
Cove's offering documents say the Trust would master-lease the property to Ponder Small Bay Industrial 101 MT, LLC, a wholly owned subsidiary of the sponsor — a common DST arrangement in which an affiliate operates the property and pays rent up to the Trust, because a DST itself cannot actively manage real estate. The memorandum reported multiple commercial tenants occupying 100% of the space as of October 1, 2025, and Cove described the property as 100% occupied again in May 2026. No individual end tenants are named publicly; the rent roll and the master lease terms would be in the offering documents.
Where exactly is the property?
The public record places it in Ponder, Texas, which Cove describes as the Dallas–Fort Worth corridor. Cove's offering documents give the address as 2330 and 2268 Seaborn Road, Ponder, Texas 76259. That is sponsor material; research as of October 4, 2026 did not confirm the address, the closing date, or the final consideration against a recorded deed.
What does a debt-free DST mean for my 1031 exchange?
The Trust owns the property all-cash, with no mortgage. That removes lender risk, loan maturities and debt-driven foreclosure exposure, but it also means the DST carries no replacement debt. An exchanger who had a mortgage on the relinquished property and needs to replace that debt would have to address it elsewhere in the exchange. Ask your tax adviser how your own debt profile fits.
What is a small-bay flex industrial park?
Small-bay flex describes industrial buildings divided into modest units that combine warehouse space with a small office or showroom area. Tenants tend to be local trades, contractors, distributors and service businesses. Income arrives through many smaller leases rather than one credit tenant, which spreads tenant risk across more parties but requires continuous leasing and rolls over more often.
Why does the minimum investment differ between sources?
The Form D reports a $1,000 minimum accepted from an outside investor, while Cove's materials for this offering cite a $100,000 minimum. The two do not reconcile. Form D minimums are sometimes stated broadly; the binding figure is the one in the offering documents and the subscription agreement.

In the news

Sources

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DST interests are illiquid private securities. You may lose some or all of your investment. Distributions, tax treatment, and exit timing are not guaranteed. Review the current offering documents before investing.