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
Expires:August 31, 2015
Estimated average burden
hours per response:4.00

1. Issuer's Identity

CIK (Filer ID Number)Previous Names
XNone
Entity Type
0002144551
Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
XOther (Specify)

Name of Issuer
DX SB Industrial I DST
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
XOver Five Years Ago
Within Last Five Years (Specify Year) 
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
DX SB Industrial I DST
Street Address 1Street Address 2
116 CHESTNUT STREETSUITE 102
CityState/Province/CountryZIP/PostalCodePhone Number of Issuer
RED BANKNEW JERSEY07701732-388-3000

3. Related Persons

Last NameFirst NameMiddle Name
Denholtz Wealth Exchange LLCN/A
Street Address 1Street Address 2
116 Chestnut StreetSuite 102
CityState/Province/CountryZIP/PostalCode
Red BankNEW JERSEY07701
Relationship:XExecutive OfficerDirectorPromoter

Clarification of Response (if Necessary):

Sponsor of the Issuer
Last NameFirst NameMiddle Name
DX SB Industrial I Manager LLCN/A
Street Address 1Street Address 2
116 Chestnut StreetSuite 102
CityState/Province/CountryZIP/PostalCode
Red BankNEW JERSEY07701
Relationship:XExecutive OfficerDirectorPromoter

Clarification of Response (if Necessary):

Manager and Signatory Trustee of the Issuer
Last NameFirst NameMiddle Name
DX SB Industrial I Depositor LLCN/A
Street Address 1Street Address 2
116 Chestnut StreetSuite 102
CityState/Province/CountryZIP/PostalCode
Red BankNEW JERSEY07701
Relationship:XExecutive OfficerDirectorPromoter

Clarification of Response (if Necessary):

Depositor of the Issuer
Last NameFirst NameMiddle Name
DenholtzSteven
Street Address 1Street Address 2
116 Chestnut StreetSuite 102
CityState/Province/CountryZIP/PostalCode
Red BankNEW JERSEY07701
Relationship:XExecutive OfficerDirectorPromoter

Clarification of Response (if Necessary):

Chairman
Last NameFirst NameMiddle Name
CassidyStephen
Street Address 1Street Address 2
116 Chestnut StreetSuite 102
CityState/Province/CountryZIP/PostalCode
Red BankNEW JERSEY07701
Relationship:XExecutive OfficerDirectorPromoter

Clarification of Response (if Necessary):

Managing Partner

4. Industry Group

 Agriculture
Banking & Financial Services
 Commercial Banking
 Insurance
 Investing
 Investment Banking
 Pooled Investment Fund
 Hedge Fund
 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 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
XOther Real Estate
 
Retailing
 
Restaurants
Technology
 Computers
 Telecommunications
 Other Technology
Travel
 Airlines & Airports
 Lodging & Conventions
 Tourism & Travel Services
 Other Travel
 
Other

5. Issuer Size

Revenue RangeORAggregate 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
XDecline 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))
   Investment Company Act Section 3(c)
   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)
   Rule 504 (b)(1)(i)
   Rule 504 (b)(1)(ii)
   Rule 504 (b)(1)(iii)
   Rule 505
   Rule 506(b)
XRule 506(c)
   Securities Act Section 4(a)(5)
  

7. Type of Filing

XNew NoticeDate of First Sale2025-11-18   First Sale Yet to Occur
   Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
   YesXNo

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

XEquity   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?
   YesXNo

Clarification of Response (if Necessary):

 

11. Minimum Investment

Minimum investment accepted from any outside investor$100,000USD

12. Sales Compensation

Recipient
Recipient CRD Number   None
Peter Marzo4716444
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Metric Financial, LLC33324
Street Address 1Street Address 2
1180 West Peachtree St. NWSuite 1910
CityState/Province/CountryZIP/Postal Code
AtlantaGEORGIA30309
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Ryan Finch6379871
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Emerson Equity, LLC130032
Street Address 1Street Address 2
9250 E Costilla AvenueSuite 105
CityState/Province/CountryZIP/Postal Code
Greenwood VillageCOLORADO80112
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Lawrence Karp7807108
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
1031 Securities, Inc.326590
Street Address 1Street Address 2
Boca Mizner Park, 433 Plaza RealSuite 275
CityState/Province/CountryZIP/Postal Code
Boca RatonFLORIDA33432
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Eugene Ma7607199
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
FNEX Capital, LLC166316
Street Address 1Street Address 2
2958 Columbia St 
CityState/Province/CountryZIP/Postal Code
TorranceCALIFORNIA90503
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Reed Haimson5533993
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Great Point Capital, LLC114203
Street Address 1Street Address 2
200 West Jackson Blvd.Suite 1000
CityState/Province/CountryZIP/Postal Code
ChicagoILLINOIS60606
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Skyler Stokes6225303
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Emerson Equity, LLC130032
Street Address 1Street Address 2
120 Birmingham DriveSuite 250B
CityState/Province/CountryZIP/Postal Code
CardiffCALIFORNIA92007
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Sid Jain2306031
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Emerson Equity, LLC130032
Street Address 1Street Address 2
155 Bovet RoadSuite 725
CityState/Province/CountryZIP/Postal Code
San MateoCALIFORNIA94402
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Bradley Wetherby7617059
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Realta Equities, Inc.23769
Street Address 1Street Address 2
29122 Rancho Viejo RoadSuite 111
CityState/Province/CountryZIP/Postal Code
San Juan CapistranoCALIFORNIA92675
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Thomas Olsen7338381
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
FNEX Capital, LLC166316
Street Address 1Street Address 2
2958 Columbia St 
CityState/Province/CountryZIP/Postal Code
TorranceCALIFORNIA90503
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
William LaPiana4580411
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Ausdal Financial Partners, Inc.7995
Street Address 1Street Address 2
1430 Broadway, 21st FloorSuite 100
CityState/Province/CountryZIP/Postal Code
New YorkNEW YORK10018
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

Recipient
Recipient CRD Number   None
Benjamin Carmona5120428
(Associated) Broker or Dealer   None
(Associated) Broker or Dealer CRD Number   None
Realta Equities, Inc.23769
Street Address 1Street Address 2
29122 Rancho Viejo RoadSuite 111
CityState/Province/CountryZIP/Postal Code
San Juan CapistranoCALIFORNIA92675
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount$18,539,860USD
or   Indefinite
Total Amount Sold$10,463,897USD
Total Remaining to be Sold$8,075,963USD
or  Indefinite

Clarification of Response (if Necessary):

Regarding Item 11, the Issuer may accept smaller investments in the Sponsor?s sole discretion.

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:
25

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$1,761,287USD
XEstimate
Finders' Fees$0USD
   Estimate

Clarification of Response (if Necessary):

Sales Commissions include estimates of the maximum amount of Selling Commissions, Managing Broker-Dealer Fees, Wholesaling Fees and Marketing/Due Diligence Expense Allowances that may be paid out of Offering proceeds.

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.

$781155USD
XEstimate

Clarification of Response (if Necessary):

Item 16 is an estimate of offering expenses and acquisition/facilitation fees that may accrue to one or more Related Persons.

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 it 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 Rule 505 exemption, the issuer is not disqualified from relying on Rule 505 for one of the reasons stated in Rule 505(b)(2)(iii) 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.

IssuerSignatureName of SignerTitleDate
DX SB Industrial I DST/s/Stephen CassidyStephen CassidyAuth Signatory of the Mgr & Signatory Ttee of the Issuer2026-07-13

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.