Katelynn's Report

Katelynn's Report

(US Market)

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FORM D

What is it: Form D is filed by small capital company to offer securities without having to register the securities with SEC. It gives small companies access to capital markets without having to bear the costs of SEC registration. However, the offering registered under Form D is available only to accredited investors and a limited (up to 35) number of unaccredited investor. The securities are also restricted from resale for at least two years without registering the transaction. General solicitation or advertising to sell the securities is not allowed.

Filing Time:

Related Form(s):
Form REGDEX: Paper filing of Form D. The SEC has required Form D be filed electronically beginning March 16, 2009. However, REGDEX filings can still be found after 2009 in very rare occasions.

Tips: About 20,000 Form D are filed each year by about 20,000 different issuers (2010~2014 statistics).