The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0002084704
   Corporation
X Limited Partnership
   Limited Liability Company
   General Partnership
   Business Trust
   Other (Specify)

Name of Issuer
HC2 APP STATE LOAN LP
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
   Over Five Years Ago
X Within Last Five Years (Specify Year) 2025
   Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
HC2 APP STATE LOAN LP
Street Address 1 Street Address 2
8235 DOUGLAS AVENUE SUITE 818
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
DALLAS TEXAS 75225 214-217-7805

3. Related Persons

Last Name First Name Middle Name
Conner Doug
Street Address 1 Street Address 2
8235 Douglas Ave Suite 818
City State/Province/Country ZIP/PostalCode
Dallas TEXAS 75225
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

The Related Person is a member of HC2 Capital, LLC, the managing member of HC2 App State Loan GP, LLC, Issuer's GP.
Last Name First Name Middle Name
Hou Tina
Street Address 1 Street Address 2
8235 Douglas Ave Suite 818
City State/Province/Country ZIP/PostalCode
Dallas TEXAS 75225
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

The Related Person is a member of HC2 Capital, LLC, the managing member of HC2 App State Loan GP, LLC, Issuer's GP.
Last Name First Name Middle Name
Crigler James
Street Address 1 Street Address 2
8235 Douglas Ave Suite 818
City State/Province/Country ZIP/PostalCode
Dallas TEXAS 75225
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

The Related Person is a member of HC2 Capital, LLC, the managing member of HC2 App State Loan GP, LLC, Issuer's GP.
Last Name First Name Middle Name
Hidalgo Gabriel
Street Address 1 Street Address 2
8235 Douglas Ave Suite 818
City State/Province/Country ZIP/PostalCode
Dallas TEXAS 75225
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

The Related Person is a member of HC2 Capital, LLC, the managing member of HC2 App State Loan GP, LLC, Issuer's GP.
Last Name First Name Middle Name
HC2 App State Loan GP, LLC -
Street Address 1 Street Address 2
8235 Douglas Ave Suite 818
City State/Province/Country ZIP/PostalCode
Dallas TEXAS 75225
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

General Partner of the Issuer

4. Industry Group

   Agriculture
Banking & Financial Services
   Commercial Banking
   Insurance
   Investing
   Investment Banking
X Pooled Investment Fund
   Hedge Fund
X Private Equity Fund
   Venture Capital Fund
   Other Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
   Yes X No
   Other Banking & Financial Services
   Business Services
Energy
   Coal Mining
   Electric Utilities
   Energy Conservation
   Environmental Services
   Oil & Gas
   Other Energy
Health Care
   Biotechnology
   Health Insurance
   Hospitals & Physicians
   Pharmaceuticals
   Other Health Care
   Manufacturing
Real Estate
   Commercial
   Construction
   REITS & Finance
   Residential
   Other Real Estate
  
Retailing
  
Restaurants
Technology
   Computers
   Telecommunications
   Other Technology
Travel
   Airlines & Airports
   Lodging & Conventions
   Tourism & Travel Services
   Other Travel
  
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
   No Revenues    No Aggregate Net Asset Value
   $1 - $1,000,000    $1 - $5,000,000
   $1,000,001 - $5,000,000    $5,000,001 - $25,000,000
   $5,000,001 - $25,000,000    $25,000,001 - $50,000,000
   $25,000,001 - $100,000,000    $50,000,001 - $100,000,000
   Over $100,000,000    Over $100,000,000
X Decline to Disclose    Decline to Disclose
   Not Applicable    Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

   Rule 504(b)(1) (not (i), (ii) or (iii))
   Rule 504 (b)(1)(i)
   Rule 504 (b)(1)(ii)
   Rule 504 (b)(1)(iii)
X Rule 506(b)
   Rule 506(c)
   Securities Act Section 4(a)(5)
X Investment Company Act Section 3(c)
X Section 3(c)(1)    Section 3(c)(9)  
   Section 3(c)(2)    Section 3(c)(10)
   Section 3(c)(3)    Section 3(c)(11)
   Section 3(c)(4)    Section 3(c)(12)
   Section 3(c)(5)    Section 3(c)(13)
   Section 3(c)(6)    Section 3(c)(14)
   Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2025-06-13    First Sale Yet to Occur
   Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
   Yes X No

9. Type(s) of Securities Offered (select all that apply)

X Equity X Pooled Investment Fund Interests
   Debt    Tenant-in-Common Securities
   Option, Warrant or Other Right to Acquire Another Security    Mineral Property Securities
   Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security    Other (describe)

10. Business Combination Transaction

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

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $800,000 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
Jinan Fanmei Consultancy Co., Ltd. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 1702, Sino Centre 582-592 Nathan Road
City State/Province/Country ZIP/Postal Code
Mong Kok, Kowloon HONG KONG 000000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
PKF China Consulting Co., Ltd. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
42F Tower 1 Century Center of Excellence No. 2030
City State/Province/Country ZIP/Postal Code
Futian District CHINA 518000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
SHANGHAI NEWPORT BEACH BUSINESS CONSULTING CO., LTD None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 901,International Financial Service 268 E. Minan Road, Yinzhou District
City State/Province/Country ZIP/Postal Code
Ningbo, Zhejiang CHINA 315000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
MZ International Consulting Limited None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 517 New City Centre 2 Lei Yue Mum Road
City State/Province/Country ZIP/Postal Code
Kwun Tong KL HONG KONG 999077
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Beijing Noah New Hong Investment Consulting Co., Ltd None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 1702, Building D SOHO Office Building, Sanlitun
City State/Province/Country ZIP/Postal Code
Chaoyang District, Beijing CHINA 050001
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Wecan (Shanghai) Private Exit and Entry Service., LTD None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 1208, Tian An Center No. 338 West Nanjing Road
City State/Province/Country ZIP/Postal Code
Huangpu District Shanghai CHINA 200001
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Greenway LEGEND CAPITAL (HONG KONG) CO., LIMITED None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
2916, 29/F, HO KING COMMERCIAL CENTRE 2-16 FA YUEN ST MONKOK
City State/Province/Country ZIP/Postal Code
KOWLOON HONG KONG 000000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Hang Zhou MyWay Exit & Entry Service Co. Ltd None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 4001, Tower A, Erqing Builiding No.398, Yan?an Road
City State/Province/Country ZIP/Postal Code
Hangzhou CHINA 242332
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
CY Investment CY Investment (SG) PTE. Ltd None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Tower C 21/F China Overseas International Center, Tiaozi Avenue
City State/Province/Country ZIP/Postal Code
Hi-tech Zone Chengdu CHINA 610041
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Double Profit Development Limited None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 80 Block A 3/F Chuan Yuan Factory Building,342-344 Kwun
City State/Province/Country ZIP/Postal Code
Tong Rd Kwun Tong, Kowloon HONG KONG 999077
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
JPJ Shanghai None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
RM 2914, 29/F Ho King Commercial Center 2-16 FA Yuen Street
City State/Province/Country ZIP/Postal Code
Monkok HONG KONG 000000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
JPJ Nanjing None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
RM D, 10/F Tower A Billion Center 1 Wang Kwong Road
City State/Province/Country ZIP/Postal Code
Kowloon Bay HONG KONG 000000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Wonderful (HK) International Consultation Limited. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 1705, 17/F, No. 319 Fu Hua Road Zhaobangji Financial Building
City State/Province/Country ZIP/Postal Code
Futian District Shenzhen City CHINA 518026
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Landolt Securities, Inc. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
900 North Shore Drive Suite 279
City State/Province/Country ZIP/Postal Code
Lake Bluff ILLINOIS 60044
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

Recipient
Recipient CRD Number X None
Jiangsu Golden Sunshine Overseas Affairs Service Center Co.,Ltd. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
Room 605 #2 Julinguoji, No. 5 Guangzhou Road
City State/Province/Country ZIP/Postal Code
Nanjing, China CHINA 210008
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Metropolitan International Migration Business Co., Ltd. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
10th Floor, No. 102 Dunhua North Road Zongzheng Li, Songshan District
City State/Province/Country ZIP/Postal Code
Taipei City TAIWAN 105405
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Shenzhen Arkworld Investment Consulting Services Co.,Ltd. None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
No 2030 Jin Tian Road, ZhuoYueShiJi Building 4, Room 1402, Futian District
City State/Province/Country ZIP/Postal Code
Shenzhen CHINA 518000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Shenzhen Indolly Business Services Co., Ltd None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
25F, No 381 Middle Huahai Road Huang Pu District
City State/Province/Country ZIP/Postal Code
Shanghai CHINA 200040
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount USD
or X Indefinite
Total Amount Sold $1,950,000 USD
Total Remaining to be Sold USD
or X Indefinite

Clarification of Response (if Necessary):

14. Investors

  
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
3

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $0 USD
   Estimate
Finders' Fees $0 USD
   Estimate

Clarification of Response (if Necessary):

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. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
   Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
HC2 APP STATE LOAN LP /S/ Doug Conner Doug Conner Vice President 2025-09-17

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.