Stonepeak-Plus Infrastructure Fund LP 8-K

What Happened
Stonepeak-Plus Infrastructure Fund LP (the “Fund”) filed an 8‑K disclosing that on January 2, 2026 it sold unregistered limited partnership units (“Units”) to third‑party investors for aggregate consideration of approximately $35,950,007. The purchase prices were based on the Fund’s Transactional NAV per Unit as of December 31, 2025; the number of Units sold was finalized on January 30, 2026 after the Transactional NAV calculation. The sale was part of the Fund’s continuous private offering and was exempt from registration under Section 4(a)(2) and Regulation D of the Securities Act.

Key Details

• Units sold on Jan 2, 2026 (rounded):
  • Class A‑1a: 1,043,983 Units for $32,147,667
  • Class A‑1c: 18,139 Units for $559,340
  • Class I‑1: 104,174 Units for $3,243,000
• The offering included sales to third parties via Stonepeak‑Plus Infrastructure Fund (TE) LP for investors with specific tax characteristics (e.g., tax‑exempt and non‑U.S. investors).
• SP+ INFRA (the Fund and affiliated vehicle) sold interests for ~$57,314,523 in January 2026; since inception (May 2, 2025) through the filing date it has sold interests aggregating ~$1,023,264,331 (consisting of $823,278,403 cash and $199,985,928 in affiliate‑contributed assets exchanged for Class X Units).
• Reported amounts do not reflect any subsequent unit redemptions, repurchases, or units issued under dividend reinvestment plans.

Why It Matters
This filing shows the Fund continues to raise capital through its continuous private offering, using Transactional NAV pricing and relying on private placement exemptions rather than a registered public sale. For existing and prospective investors, the disclosure provides concrete figures on new unit issuances, the classes sold, and the broader fundraising activity of SP+ INFRA since inception—information relevant to assessing fund growth, unit supply, and recent investor demand.