Form D

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
SORENSON CAPITAL PARTNERS III-A, LP
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
2013

Previous Name(s)
Entity Type
LIMITED PARTNERSHIP

Item 2 Issuer Principal Place of Business and Contact Information

3400 N. ASHTON BOULEVARD, SUITE 400
LEHI, UT 84043
 Phone Number: subscription required

Item 3. Related Persons

Name
FRASER BULLOCK
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • PROMOTER
Clarification of Response

Item 3. Related Persons

Name
TIM LAYTON
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • PROMOTER
Clarification of Response

Item 3. Related Persons

Name
RONALD MIKA
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • PROMOTER
Clarification of Response

Item 3. Related Persons

Name
LUKE SORENSON
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • PROMOTER
Clarification of Response

Item 3. Related Persons

Name
MARK LUDWIG
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • PROMOTER
Clarification of Response

Item 4. Industry Group

POOLED INVESTMENT FUND - PRIVATE EQUITY FUND

Item 5. Issuer Size

Revenue Range (for issuer not 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

New Notice
Date of First Sale in this Offering:
First Sale Yet to Occur

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
No

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 12. Sales Compensation

Recipient
INEO CAPITAL, LLC
Recipient CRD Number
143262
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
2127 BRICKELL AVENUE, SUITE 1802
MIAMI, FL 33129
States of Solicitation
  • NY
  • CT
  • OH
  • FL
  • MO

Item 13. Offering and Sales Amounts

Total Offering Amount
400000000
Total Amount Sold
0
Total Remaining to be Sold
400000000
Clarification of Response
THE GENERAL PARTNER OF THE ISSUER RESERVES THE RIGHT TO OFFER A GREATER OR LESSER AMOUNT OF LIMITED PARTNER INTERESTS.

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:
0

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0 Is an estimate
Finders' Fees
0.0 Is an estimate
Clarification of Response
PLACEMENT AGENT FEES TO BE PAID BASED UPON A PERCENTAGE OF TOTAL EQUITY RAISED. SUCH FEES ARE OFFSET AGAINST THE MANAGEMENT FEES PAYABLE BY THE ISSUER.

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 Is an estimate
Clarification of Response
THE GENERAL PARTNER IS ENTITLED TO A PERFORMANCE ALLOCATION. THE INVESTMENT MANAGER IS ENTITLED TO A MANAGEMENT FEE. THE PERFORMANCE ALLOCATION AND MANAGEMENT FEE ARE FULLY DISCUSSED IN THE ISSUER'S CONFIDENTIAL OFFERING MATERIALS.

Signature and Submission

Issuer Name
SORENSON CAPITAL PARTNERS III-A, LP
Issuer Signature
/S/ BRIAN DUNN
Signer Name
BRIAN DUNN
Signer Title
CHIEF FINANCIAL OFFICER
Signature Date
10/07/2014

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