SEC filings
Form D, Regulation D offering notice
The notice filing for a Regulation D offering, not a registration statement.
- Form
- Form D, Regulation D offering notice
- Deadline
- 15 calendar days after first sale, ET
- Who files
- Regulation D issuers
- State notices
- Company and counsel
- Plan
- Core is in closed beta. Request access
How TakePublic handles Form D
- 01Guided intake
- 02EDGAR XML validated
- 03Counsel signs
- 04Filed to EDGAR
When Form D is due
Weekend and SEC holiday due dates roll forward. A continuing offering gets its annual amendment date on the Company calendar. All deadlines ET.
What Form D reports
- IssuerIdentity and related persons.
- OfferingExemption claimed and offering amounts.
- Investors and compensationInvestor counts and sales compensation.
- Use of proceedsOther notice fields required by the form.
State blue sky notices
- Every stateEvery state where securities are sold requires a notice filing and fee, usually within 15 days after the first sale in that state. Some states, including New York, require filing before the first sale.
- Federal onlyTakePublic prepares and files the federal Form D. The company and its counsel handle the state filings, typically through NASAA's EFD system.
Frequently asked questions
When is a Form D due?
Fifteen calendar days after the date of first sale. Weekend and SEC holiday due dates roll to the next business day. All deadlines ET.
Is Form D a registration statement?
No. Form D is a notice filing for a Regulation D offering. Whether an exemption fits your offering is a question for securities counsel; TakePublic is not a law firm.
Does Form D need audited financial statements?
No. Form D reports the offering and carries no financial statements.
Does TakePublic handle Form D?
Core builds the federal Form D from a guided intake, routes it to your securities attorney for sign-off, and files it to EDGAR; state notices stay with the company and counsel. Monitor and Section 16 track the due date in ET and mark it satisfied from EDGAR.
Official sources
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TakePublic is a technology platform, not a law firm, broker-dealer, or auditor. Forms 3, 4 and 5 prepared in TakePublic file only after the reviewer the company designates, such as its securities counsel, signs off; any other filing prepared in TakePublic files only after a licensed securities attorney signs off.