- Regulation D
Definition of Regulation D, the private placement exemption, the difference between Rule 506(b) and 506(c), and what each allows a company to say in public.
- Why "mini IPO" is a total misnomer for Reg A+
The phrase promises a ticker, a market, and an exit. Reg A+ offers none of those by default, and it attracts the wrong investors.
- Should you run a Reg A+ and a Reg D at the same time?
Usually yes, and most companies do not. Your public campaign already reaches accredited investors who will never use a retail checkout.
- Who actually regulates equity crowdfunding?
Not one regulator but several, each with a different job. A map of the SEC, FINRA, the states, the FTC, and the ad platforms, and what each can do to a raise.
- The forms a Reg CF offering files, from Form C to Form C-TR
Form C opens a Reg CF raise, C/A amends it, C-U reports progress, C-AR is the annual report, C-TR ends it. Each has a deadline and a marketing consequence.
- Testing the waters: how to build the audience before you can take a dollar
Every raise has weeks or months before it may accept money. Testing the waters is how to spend them building the list that decides the first week.
- What is Reg A+, and what does it mean for your marketing?
Reg A+ lets a company sell stock to the general public once the SEC qualifies the offering. What you may say at each stage, and to whom.
- What is Reg S, and what does it change about your ads?
You probably do not need one. Foreign investors can often join your domestic offering already, and Reg S is a US safe harbor, not a global one.
- How the advertising rules differ across Reg CF, Reg A+, and Reg D
Reg CF limits an ad that mentions terms to a short notice. Reg A+ allows real public advertising once qualified. Reg D depends on 506(b) or 506(c).
- What is blue sky preemption, and why does it decide your campaign?
Blue sky preemption means a Tier 2 Reg A+ offering skips state-by-state review. It is what lets you run one national campaign instead of fifty.
- What a $150M Tier 2 cap would change
A House bill would double the Reg A+ Tier 2 cap to $150M and index it to inflation. For most issuers the cap was never the thing stopping them.
- Is there a difference between Reg A+ and Reg A?
No. Same exemption. The plus is a market nickname for Regulation A after the JOBS Act expanded it, and the SEC never uses it.
- Should you do a Reg A+ if you have never done a Reg CF?
A Reg A+ without proof that strangers will invest is a bet. A Reg CF is the cheapest way to get that proof. When to run one first, and when to skip it.
- Who is on the team for a Reg CF or Reg A+ raise, and what to ask each of them
A raise is run by six to nine outside parties, some required, some bundled under one roof. The roster, the order they enter, and the questions to ask.
- HookVerb
What HookVerb is, who founded it, how it advises issuers on an equity crowdfunding offering and builds the technology under it, the services it offers, and the issuers it works with.
- Equity crowdfunding vs traditional ways to raise money
Venture, debt, friends and family, a private placement, or a public raise. The real difference is what each asks of the company, not how much it pays.
- The CRM and email system for an equity crowdfunding raise
A raise needs one record of each person's stage and a message that fits it. The hard part is syncing the intermediary's investment status.
- Rule 241: testing the waters before choosing an exemption
Rule 241 lets an issuer gauge interest before choosing Reg CF, Reg A, or another exemption. Its state-law and filing consequences need planning.
- Why counsel needs to stay on call for the whole offering
The filing is the start of an offering, not the end of the legal work. Keep counsel available for changes, filings, and public communications.
- The highest performing funding platforms going into 2026
Data on 3,525 Reg CF raises. The platforms with the best numbers are the ones where issuers bring their own audience.
- The offering page on a phone: speed decides who reads the pitch
A slow mobile page loses prospective investors before they read the offering. Here is what to fix and how to test it before buying traffic.
- Oversubscription in a raise: what happens after you hit the target
Hitting the target is not the same as filling a raise. Plan the maximum, allocation, closing, and investor communication before demand arrives.
- Reg A+ testing the waters: Rule 255 before and after Form 1-A
Reg A interest testing can continue through SEC review. Rule 255 changes when Form 1-A is publicly filed and ends at qualification.
- Reg CF testing the waters: Rule 206, clause by clause
Rule 206 lets a Reg CF issuer ask for interest before filing Form C. Here are its three statements, filing duty, and the line at launch.
- Reservation setups for a raise: your page or the portal
A testing-the-waters page can start with the issuer or the portal. The choice changes control, data access, and the move to a live offering.
- Securities offering exemptions compared
A side-by-side comparison of Reg CF, Reg A+ Tier 1 and Tier 2, Rule 506(b), Rule 506(c), Regulation S, and Rule 241 by limit, investors, advertising, filings, and state law.
- Accredited investor
Definition of an accredited investor under Rule 501(a) of Regulation D, the income, net worth, and credential tests, and how accredited status affects which offerings a person can join.
- Blue sky laws
Definition of blue sky laws, the state securities laws that regulate offerings alongside federal law, and which exempt offerings are preempted from state registration.
- Broker-dealer
What a broker-dealer is, how it registers with the SEC and FINRA, and the roles it plays in Reg CF, Reg A+, and Reg D offerings.
- Testing the waters legends: what every page, ad, email and video must say
The required testing the waters statements under Reg CF, Reg A and Rule 241, with practical guidance for pages, ads, email and video.
- Testing the waters materials: what to keep and what gets filed
Reg CF and Reg A testing the waters materials can become public filings. Here is what to archive, what counsel files and how to avoid gaps.
- Testing the waters vs a live offering: what changes when it opens
An indication of interest is not an investment. See how Reg CF and Reg A change at filing or qualification, and how to contact the list.
- What is a testing the waters offering? Everything an issuer needs to know
Testing the waters measures interest before an investment is possible. Here is how Reg CF, Reg A, and Rule 241 differ and what an issuer can do.
- Escrow
How investor funds are held in escrow during a Reg CF or Reg A+ offering, who may hold them, and when they are released or returned.
- FINRA
What FINRA is, whom it regulates, and where it appears in Regulation Crowdfunding, Regulation A+, and other exempt offerings.
- Form 1-A
What Form 1-A is, the offering statement for a Regulation A offering, its three parts, how it is filed and reviewed, and what it means for the campaign.
- Form D
What Form D is, who files it, the fifteen-day deadline after the first sale, amendments, and the state notice filings that follow a Regulation D offering.
- General solicitation
Definition of general solicitation in securities law, which offerings permit public advertising and which forbid it, and why it decides what a raise can market.
- Indication of interest
Definition of an indication of interest in an exempt securities offering, what a response form may collect, why it is non-binding, and how raises measure it.
- Investment cancellation
The investor's right to cancel a Reg CF investment commitment, the 48-hour cutoff, reconfirmation after a material change, and what happens to the funds.
- Offering circular
What an offering circular is, the disclosure document in a Regulation A offering, the preliminary and final versions, delivery rules, and supplements.
- Oversubscription
What oversubscription means in a Reg CF or Reg A+ offering, the difference between the target and the maximum, and how excess demand is allocated.
- Reg A qualification
What qualification means in a Regulation A offering, how SEC review reaches it, how long it takes, and what changes for the campaign on the day it arrives.
- Reg A tiers
The two tiers of Regulation A compared, their offering limits, investor limits, audit and reporting obligations, and state preemption, and why most campaigns choose Tier 2.
- Rolling close
What a rolling close is, how it lets a company take funds before an offering ends, and the conditions that apply under Reg CF and Reg A+.
- Rule 241
Definition of Rule 241, the generic solicitation of interest rule that lets a company test the waters before it has chosen which securities exemption to use.
- Rule 255
Definition of Rule 255 of Regulation A, the rule that lets a company test the waters before and after filing Form 1-A until qualification, with its required statements and filing duty.
- Transfer agent
What a transfer agent does for a company with many shareholders, when an SEC-registered one is required, and why crowdfunded companies use one.
- The best equity crowdfunding platforms, ranked for issuers
Our 2026 ranking of six major fundraising platforms, with the evidence and tradeoffs an issuer should test before signing.
- Campaign updates and material changes during a live raise
What an issuer can say to investors mid-raise, when a change needs an amendment, and how reconfirmation and cancellation rights work.
- How to manage a cap table with thousands of investors
A registered transfer agent, the right holding structure, and current reports keep a crowd cap table clean and keep you clear of Exchange Act registration.
- Escrow, rolling closes, and missing your target
Where investor money sits during a raise, when a company can close early or in stages, and what happens if the minimum target is not met.
- Investor perks and bonus shares, and how to set them before launch
Tiered perks, early-bird and volume bonus shares can move a raise. They must be in the offering documents and are hard to change after launch.
- When can crowdfunding investors sell their shares?
Reg CF shares are locked for a year, Reg A+ shares are free to trade but rarely have a market. What to tell investors who ask when they can sell.
- What goes on an offering page, and what makes it convert
An offering page that converts covers the pitch, video, team, traction, use of proceeds, terms, and risk factors, all matching the filing.
- How to raise again from your existing investors
Your first round's investors are the cheapest, warmest audience for the next one. How to keep them informed, segment them, and plan the follow-on.
- What a Reg A+ company owes the SEC after the raise
Tier 2 files Form 1-K yearly, 1-SA at the half year, and 1-U for big events. Tier 1 files one exit report. Missing them costs you the next raise.
- How Reg A+ qualification works, from Form 1-A to the first sale
Reg A+ qualification runs from a Form 1-A filing through SEC comment rounds to a notice of qualification. What happens at each stage, and what marketing may do.
- Rule 506(c): advertising a raise to accredited investors only
Rule 506(c) lets a company advertise a private raise publicly, if every buyer is accredited and verified. How that changes the ads and the funnel.
- Why your crowdfunding raise needs a single person running it
A raise takes many hands but needs one Raise Owner, someone who can drop everything and answer in minutes, so launch and mid-raise decisions never stall.
- How long does a crowdfunding raise take, from Day 0 to the close?
Plan on about 90 days before launch, then about three months live for a typical Reg CF raise. Reg A+ runs closer to ten months. Here is the calendar.
- Is crowdfunding right for your company? Take the fanbase test
Equity crowdfunding pays off when a crowd of investors is worth more to you than their money. If a fanbase does nothing for you, raise somewhere else.
- Convertible note
What a convertible note is, how it differs from a SAFE, how it converts into shares, and what happens when it reaches maturity.
- The 17 decisions to make before your crowdfunding raise launches
Raise amount, exemption, valuation, perks, platform, budget, and more. Every decision a raise needs before launch, and where to read up on each.
- Use of funds
What use of funds means in a securities offering, what Reg CF and Reg A+ require a company to disclose, and how it shapes the marketing of a raise.
- Should you run a Reg CF and a 506(c) side by side?
Sometimes. A parallel 506(c) fits when you have an accredited network or must raise more than Reg CF allows. Give it better terms and a bigger minimum.
