The Milestone Real Estate Group LP

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The Milestone Real Estate Group LP
CRD #161957
SEC #801-75957
CIK #
AUM 2,429.3 M (2026-04-23)
Employees 33 (39% Investors, 0% Brokers)
Fees
Minimum
Phone214-442-8150
Address8333 Douglas Avenue
Dallas, TX 75225
Source [IAPD] [Website]
Total AUM ($B)
3.02.41.81.20.60.02010201520212027
Fees and Compensation — Form ADV Part 2A (4/23/2026) [Brochure]
Item 5: Fees and Compensation

The Funds

TMREG is generally entitled to an annual management fee with respect to each Fund, paid
quarterly in advance, calculated as follows: until the expiration of the respective Fund’s investment
period or such earlier time upon the occurrence of certain events as set forth in the Governing
Documents (the “Stepdown Date”), a management fee based on a percentage of aggregate
commitments, and thereafter, a percentage based on aggregate amounts of net equity invested
(which generally equals a Fund’s aggregate investment contributions plus any amounts borrowed
under the relevant Fund’s credit facility (including interest expense) to fund all or a portion of a
portfolio investment), in each case for investments that have not been permanently written-down
(and where such permanent write-down has not been reversed in the General Partner’s discretion
in accordance with the applicable Governing Documents), disposed of, completely written off, or
permanently written down (such investments, “Impaired Value Investments”). Investors
participating in a closing after a Fund’s initial closing date bear the management fee from the initial
closing date, generally in addition to an interest component payable to TMREG or an affiliate. Due
to differences in criteria set forth in their respective Governing Documents, in the event that more
than one Fund participates in an investment, there is the possibility that an investment will become
an Impaired Value Investment for purposes of one Fund’s Governing Documents but not those of
another Fund’s.

Under the Governing Documents, where the fair market value of an investment exceeds the total
amount of investment contributions relating to such investment, post-investment period
management fees will not be calculated based upon such appreciated value, and will instead
continue to be calculated based on the amount of applicable investment contributions. Conversely,
the Governing Documents do not require Management Fees to be reduced or refunded following
the occurrence of a writedown, decrease (including a significant decrease) in fair value or other
event not constituting a permanent write-down, complete write-off or complete realization, such
as a partial sale or disposition, reorganization, recapitalization (including recapitalizations
involving dividends), roll-over investment in connection with a sale or dividend distribution,
except in the case of investments meeting the relevant Impaired Value Investment standard under
the Governing Documents. For the avoidance of doubt, following the Stepdown Date if the fair
market value of an Impaired Value Investment is less than the total amount of investment
contributions relating to such Impaired Value Investment, then the amount of Management Fees
otherwise payable relating to such investment will be reduced solely based on the ratio of the fair
market value of each relevant remaining investment(s) as compared against the amount of total
investment contributions relating to such investment(s).

As a result, and as is generally the case for private equity funds, the amount of management fees
generally will not correspond with fluctuations in the net asset value of individual investments or
of a Fund, including following the relevant investment period, and will not be reduced in
connection with any write downs, except in the case of Impaired Value Investments. Except where
the Governing Documents expressly provide to the contrary, management fees will not be reduced
(in whole or in part) in the case of partial sales or dispositions, distributions (e.g., those resulting
from a dividend recapitalization) or reorganizations, restructurings, roll-over investments,

extraordinary dividends or similar transactions or partial sales of investments, in each case in
circumstances that do not result in the complete disposition of the relevant Fund’s interest therein,
and even in cases where the value of the Fund’s investment or the Fund’s ownership percentage
in such investment has been reduced (including substantially reduced) as a result of such
transaction.

The Governing Documents set forth the method for calculating the management fees and vary by
Fund and the full list of terms under which management fees will be reduced, offset or otherwise
be limited. Consequently investors should expect to bear the full specified management fee rate in
the Governing Documents until they are reduced in the circumstances and on the date(s) specified
therein.

The Funds pay annual asset management fees to TMREG or an affiliate for advisory services. Fees
vary by Fund and are paid on the first business day of each quarter.

The Funds expect to engage third parties to provide reasonable and customary services provided
by brokers or other agents, the costs of which will be borne by the Funds. The Funds are also
authorized to engage affiliates of TMREG to provide such services. Services provided by affiliates
may include, but are not limited to, property management, construction management and
accounting services. To the extent that there are affiliate transactions or fees payable to affiliates
of TMREG by a Fund, the applicable Fund will disclose such transactions and fees to the limited
partners in the Fund’s annual audited financial statements. As of the date of this Brochure, neither
TMREG nor any of its affiliates provides such services or collects such fees.

TMREG neither deducts fees from a Fund’s assets nor bills a Fund directly. Fees are payable by
the Fund on the terms provided for in the applicable Fund’s governing documentation and offering
memoranda and are generally drawn-down from the capital commitments of the investors in a
Fund.

An affiliate of TMREG may also earn a performance-based fee (for more information on
performance-based fees, see Item 6).

Expenses

The Funds will pay organizational and offering expenses, including legal fees, marketing fees and
...
Account Minimums and Types of Clients — Form ADV Part 2A (4/23/2026) [Brochure]
Item 7: Types of Clients

TMREG provides discretionary investment advice to pooled investment vehicles operating as
private investment funds. Each investor in the Funds must meet the eligibility requirements
discussed in Item 4 above. The investors participating in the Funds generally include individuals,
banks or thrift institutions, other investment entities, university endowments, sovereign wealth
funds, family offices, pension and profit-sharing plans, trusts, estates or charitable organizations
or other corporations or business entities and often include, directly or indirectly, principals or
other personnel of TMREG and its affiliates and members of their families, or other service
providers (including suppliers, vendors, consultants, lenders, law firms (including Fund or
transaction counsel), transaction service providers and their respective affiliates, personnel and
related investment vehicles (together, the “Service Providers”)) retained by TMREG or a Fund.
Type Form D Funds Date Sold AUM
RE Milestone Real Estate Investors VI LP [2025-03-26] 0.1 M 579.3 M
Offered $125,000 · Filed 2024-12-23 (D) · Exemption 506(b), 3(c), 3(c)(7) · Minimum $1,000 · Duration One year or less · Commission $6,250 · Revenue Decline to Disclose
RE Milestone Real Estate Investors V LP [2021-03-24] 750.0 M 1,604.1 M
Filed 2021-05-25 (D/A) · Exemption 506(b), 3(c), 3(c)(7) · Remaining Indefinite · Duration One year or less · Revenue Decline to Disclose
RE Milestone Real Estate Investors IV LP [2017-03-28] 47.8 M 245.9 M
Filed 2016-09-12 (D/A) · Exemption 506(b), 3(c), 3(c)(7) · Minimum $250,000 · Remaining Indefinite · Duration One year or less · Net Assets Decline to Disclose
RE Milestone III REIT LLC [2014-03-31] 23.9 M 31.8 M
Offered $250,000,000 · Filed 2012-08-10 (D) · Exemption 506, 3(c), 3(c)(7) · Remaining $226,150,000 · Duration One year or less · Commission $35,500 · Net Assets Decline to Disclose
RE MREI III Investors LP [2014-03-31] 23.9 M 350.5 M
Offered $250,000,000 · Filed 2012-08-10 (D) · Exemption 506, 3(c), 3(c)(7) · Remaining $226,150,000 · Duration One year or less · Commission $35,500 · Net Assets Decline to Disclose
RE Milestone Real Estate Investors III LP [2013-04-02] 23.9 M 350.5 M
Offered $250,000,000 · Filed 2012-08-10 (D) · Exemption 506, 3(c), 3(c)(7) · Remaining $226,150,000 · Duration One year or less · Commission $35,500 · Net Assets Decline to Disclose
RE Milestone Multifamily Investors LP 2012-03-30 1,073.9 M
RE Milestone Real Estate Investors II LP 2012-03-30 34.5 M
AUM Breakdown Accounts AUM ($B)
By Client Type
(a) Individuals (other than high net worth individuals) 0 0.0
(b) Individuals (high net worth individuals) 0 0.0
(c) Banking or thrift institutions 0 0.0
(d) Investment companies 0 0.0
(e) Business development companies 0 0.0
(f) Pooled investment vehicles 3 2.4
(g) Pension and profit sharing plans 0 0.0
(h) Charitable organizations 0 0.0
(i) State or municipal government entities 0 0.0
(j) Other investment advisers 0 0.0
(k) Insurance companies 0 0.0
(l) Sovereign wealth funds and foreign official institutions 0 0.0
(m) Corporations or other businesses not listed above 0 0.0
(n) Other 0 0.0
Total 3 2.4
By Discretionary
Discretionary 3 2.4
Non-Discretionary 0 0.0
Total 3 2.4
By Non-United States Persons
Non-United States Persons 0.0
United States Persons 2.4
Total 3 2.4
Form D Directors Role # Filings # Firms 2011 - 2026
Jeffrey Goldberg Executive Officer 49 2
Robert Landin Executive Officer 43 2
John Ascenzo Executive Officer 15 2
The Milestone Real Estate Group LP Director 2 2
Tmg Investors GP LLC Director 2 2
The Milestone Group LLC Director 2 2
Mrei GP III LLC Director 2 2
Milestone Investors LP Director 2 2
Mrei III Investors GP LLC Director 1 1
Firm Profile (Form ADV)
Discretionary AUM$0.4B
ServesInstitutional
Fund TypesReal Estate
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