Sea Sound Apartments
Class A multifamily property in Panama City Beach, FL — sponsored by Passco Companies
Files with the SEC as Passco Sea Sound DST
Minimum investment
$25k
Offering size
$59.3M
How much has sold
None sold yet
Asset type
Class A multifamily property
Location
Panama City Beach, FL
Financing
Leveraged. This offering reports mortgage debt on the property.
Sponsor-reported, from SEC filings and cited sources.
What is this, in one paragraph?
Passco Sea Sound DST is a Delaware statutory trust — a passive co-ownership vehicle whose interests can serve as like-kind replacement property in a 1031 exchange — holding Sea Sound Apartments, a newly built 300-unit Class A apartment community in Panama City Beach, Florida. Multi-Housing News reported Passco Companies bought the property in late 2022 for roughly $92.5 million.1
Show sources (13)Hide sources (13)
These links support the historical public record; individual details may come from different sources.
On a 45-day clock? Find day 45 and day 180 from the sale date, then come back to this record.
What exactly is the property?
Sea Sound was built by a joint venture of The St. Joe Company and Flournoy Development Company, which acquired the 18.97-acre site in January 2020 for $5.1 million and sold the finished community in November 2022 for $92 million, according to St. Joe.2 Multi-Housing News, citing Yardi Matrix, put Passco's purchase at about $92.5 million.1 Passco's release describes a gated property of four four-story buildings at 10400 Panama City Parkway.3
- Reported location
- Panama City Beach, FL
- Property size
- 300 units; average unit size 1,082 square feet
Who is the tenant, and what's the lease?
Sea Sound is an apartment community, so there is no single corporate tenant or master lease in the public record — income comes from hundreds of individual resident leases. Public listings disagree on the operator: Apartments.com names Flournoy Companies as manager.4 A Realtor.com listing for the same address names RPM Living.5
How did it end?
Sold
A ConnectCRE article titled 'Passco Sells Tampa-Area Community for $115M' references the Sea Sound Apartments sale, suggesting the trust disposed of the property, though no returns, hold period, or exact exit date were confirmed in available sources [1][2].
Passco's acquisition and property pages identify Sea Sound Apartments as a newly constructed Class A multifamily property; trade coverage reports an approximately $92.5 million purchase and one-, two- and three-bedroom units. REBusinessOnline states the average unit size is 1,082 square feet. No article located stated that the DST was fully subscribed, sold out or closed.
300 units; average unit size 1,082 square feetSupporting evidence
How is it financed, and what does it pay?
No lender, loan amount or leverage figure for this Trust appears in the SEC filing or in the sponsor and trade coverage reviewed, so whether the Trust holds mortgage debt is not established by the public record.
Who's behind it?
Passco Companies is an Irvine, California sponsor of multifamily real estate; the Form D names Passco Companies, LLC as a promoter alongside Passco Sea Sound Depositor, LLC and Passco Sea Sound Manager, LLC, the affiliates that assemble and manage the Trust.6 Passco's own properties page, labeled current as of June 30, 2026, still lists Sea Sound in Panama City Beach among the portfolio it manages.7
- Sponsor
- Passco Companies
- Legal Trust name
- Passco Sea Sound DST
- May convert to a REIT
- No
- Offerings from this sponsor
- 4 active / 31 total offerings from Passco Companies
Reported by the sponsor. Top1031 does not independently audit sponsor-reported figures.
What does the paperwork say?
The Trust's SEC paperwork consists of a new-offering notice rather than an amendment, and no later filing has followed.6 It may be advertised publicly, but every buyer must be verified as an accredited investor meeting income or net-worth thresholds. Florida's registry lists the Delaware trust as active, filed October 31, 2022.8
- Form D filedFirst and latest filing on record.
- Filings on record
- 1
- How it may be offered
- Rule 506(c)May be advertised publicly. Every buyer’s accredited status must be verified.
- Source filing
- Read the filings on SEC EDGAR
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.
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 Private Placement Memorandum before investing.
Common questions
What happened to Sea Sound Apartments?
Top1031 lists Sea Sound Apartments as historical. It is no longer raising money.
Where does Top1031 get the data for Sea Sound Apartments?
Top1031 builds this record from the sponsor’s own SEC filings and cited sponsor disclosures. Filings can lag what is happening now. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.
Is this Trust still open to new investors?
The public record does not settle it. One Form D notice, filed December 13, 2022, is on record, and it reported that the first sale had not yet taken place as of that date.[6] No amendment or later filing has appeared since, and no article located stated that the DST was fully subscribed, sold out or closed. A 2022 snapshot does not establish the offering's status in 2026.
What exactly does the Trust own?
Sea Sound Apartments, a newly constructed Class A apartment community at 10400 Panama City Parkway in Panama City Beach, Florida, described by Passco as a gated property of four four-story buildings with one-, two- and three-bedroom units.[3]
Who built and sold the property?
The St. Joe Company reported that it sold an 18.97-acre vacant parcel to its joint venture with Flournoy Development Company in January 2020 for $5.1 million, and that the joint venture sold the completed 300-unit community in November 2022 for $92 million.[2] Multi-Housing News, citing Yardi Matrix, reported Passco's purchase at approximately $92.5 million; the two figures are reported as published rather than reconciled.[1]
What was the minimum investment?
The Form D reported a minimum investment of $25,000 and stated that non-accredited investors were not included in the offering.[6]
How is the property managed today?
Unresolved in public sources. Multi-Housing News reported in December 2022 that Flournoy Properties would continue providing property management after the sale, and Apartments.com currently identifies Flournoy Companies.[4] A Realtor.com listing for the same address names RPM Living Properties.[5] Current listings show the property accepting rental applications, which indicates leasing activity but establishes no occupancy figure.
Does the Trust plan a 721/UPREIT exit?
The record shows no such plan. A 721 or UPREIT exit is where a DST's property is contributed to a REIT's operating partnership in exchange for partnership units instead of being sold for cash. The data for this Trust indicates no REIT conversion feature.
Chapter 9Passco Cos. Pays $93M for Florida AssetMulti-Housing News reported Passco's purchase of the recently completed 300-unit Sea Sound multifamily community in Panama City Beach for approximately $92.5 million. CBRE Arranges Sale of 300-Unit Sea Sound Apartment Community in Panama City BeachREBusinessOnline reported the sale of Sea Sound, a 300-unit apartment community at 10400 Panama City Parkway with one-, two- and three-bedroom layouts.