Investing in practice
How to read a Form C in 10 minutes
A Form C is the offering statement a company files on SEC EDGAR for a Reg CF raise, made up of a short data form and one or more attached documents that hold the detail. As of 4 Nov 2026, in 10 minutes you can read the target, maximum, deadline, security and financial figures from the form, then go to the attachments for the risks, use of money, valuation, dilution and related parties.
Not investment advice. Early-stage investing is high-risk and illiquid; you may lose all the capital you invest.
Some points here have not been confirmed against a primary source. Each is marked “Not yet verified”, and this page stays out of search until they are.
| Minutes | What to read | Where | What it tells you | Source |
|---|---|---|---|---|
| 0 to 1 | Find the filing | EDGAR, by company name or CIK, form type C | The newest Form C, and any C/A after it | SEC (opens in a new tab) |
| 1 to 3 | The data form | The filing's first document | Target, maximum, deadline, security, price, the platform's pay, employees, two years of figures | Form C (opens in a new tab) |
| 3 to 4 | Who checked the accounts | Question 29 | Certified, reviewed or audited | 201(t) (opens in a new tab) |
| 4 to 6 | Risks and use of money | Questions 8 and 10 | Whether they are specific to this company | 201(f), (i) (opens in a new tab) |
| 6 to 8 | The security | Questions 13 to 23 | Rights, valuation, dilution, what the company can do to you | 201(m) (opens in a new tab) |
| 8 to 9 | Money around the company | Questions 24 to 26 | Debt, past raises, deals with insiders | 201(p), (q), (r) (opens in a new tab) |
| 9 to 10 | History | Question 30, then later filings | Bad-actor events, missed reports, amendments | 227.503 (opens in a new tab) |
How do you find a company's Form C?
On EDGAR, search Companies and Other Filers (opens in a new tab) by name or CIK, then narrow by form type. If you only know the platform or a phrase, full-text search (opens in a new tab) lets you limit by form.
A filing opens on an index page. A live example (opens in a new tab) shows C, Offering Statement, with a file number, a primary_doc.xml and exhibits named document_1.pdf and so on. So the file names tell you nothing, and you may have to open several. Our Reg CF list shows raises open now, if you do not yet have a company in mind.
What is on the data form?
The form's instructions (opens in a new tab) require a fixed set of items as data: the company, the platform, its pay and any interest it holds, the security, the price, the target, whether it takes more than the target, the maximum, the deadline, employees, and two years of selected figures. Those figures cover total assets, cash, receivables, short and long-term debt, revenue, cost of goods sold, taxes and net income.
Everything else may arrive as an exhibit, in question-and-answer or the platform's own format, even as screenshots (opens in a new tab). That is why the data form is the quickest place to start, and why it is not the whole filing.
Three things on the data form (opens in a new tab) repay a closer look:
- Target against maximum. A low target with a high maximum means the raise can close on far less money than the plan assumes. The offering statement (opens in a new tab) must say how the money would be used in each case.
- The platform's pay. The form states what it is paid (opens in a new tab), including any stake. A platform can hold a stake only as pay for the offering, and of the same class and on the same terms (opens in a new tab) as investors.
- Two years of figures. Revenue, debt and net income on one page, before you read any description of the business.
Not yet verified The form and the attached statement are separate documents. In filings we read in October 2026 they sometimes disagreed on the maximum and on oversubscription, and a later Form C/A may explain why, but we have no primary source saying how common that is.
Who checked the accounts?
The figures are only as good as the check behind them, and the level of check depends on the amount offered (opens in a new tab), including what the company sold under Reg CF in the prior 12 months.
| Amount | What is required | Source |
|---|---|---|
| Up to US$124,000 | Statements certified by an officer, with tax figures | 201(t) (opens in a new tab) |
| Over US$124,000 to US$618,000 | Reviewed by an independent accountant | 201(t) (opens in a new tab) |
| Over US$618,000 to US$1,235,000, first Reg CF sale | Reviewed | 201(t) (opens in a new tab) |
| Over US$618,000, after an earlier Reg CF sale | Audited | 201(t) (opens in a new tab) |
| Over US$1,235,000 | Audited | 201(t) (opens in a new tab) |
The test uses the maximum, not the target (opens in a new tab). So a new company with a US$50,000 target and a US$1m maximum needs a review. A reviewed report with modifications, or an audit opinion that is qualified, adverse or disclaimed, does not comply (opens in a new tab), and statements must follow US GAAP. After 120 days from the year-end, they must cover the two most recently completed years.
How do you read the risks and the use of money?
Look for specifics. Question 8 (opens in a new tab) tells companies to avoid generalised statements, so a risk section that could describe any start-up has not done what the form asks. The use of proceeds must be reasonably detailed (opens in a new tab), and cover any money above the target too.
Check how much goes to people rather than the product. The related-party rule (opens in a new tab) covers deals above 5% of what the company has raised under Reg CF in 12 months, including this raise, with directors, officers, holders of 20%, promoters of companies under three years old, and their families. Those are Question 26 (opens in a new tab), and the people themselves are under Questions 4 to 6 and 20.
How do you read the terms, valuation and dilution?
Questions 13 to 16 (opens in a new tab) cover the terms and voting, and Question 18 asks how the rights may be limited, diluted or qualified. Question 21 asks how the securities are valued, and Questions 22 and 23 cover the risks of being a minority holder and what the company can do later, such as issue new shares, buy back or sell itself.
The SEC's glossary (opens in a new tab) says dilution occurs when a company issues new shares, and that valuations are often expressed as pre-money. If the security is a SAFE or note there may be no price per share at all, and SAFE vs equity vs convertible note in crowdfunding shows how a cap or discount works.
What about debt, past raises and bad actors?
Question 24 (opens in a new tab) lists debt, Question 25 exempt offerings in the past three years, and Question 30 events that would disqualify the company or its people, or that happened before 16 May 2016 and must be disclosed instead. The bad-actor rule (opens in a new tab) covers the company, directors, officers, holders of 20%, promoters and paid solicitors.
Item (x) of the rule (opens in a new tab) asks whether it has missed reports before. A company that has failed to file two years of annual reports cannot raise again (opens in a new tab) under Reg CF until it files them.
What other forms should you look for?
The first filing is not the last word, as the rules (opens in a new tab) require more as a raise goes on.
- Form C/A. An amendment. A material change means reconfirming within five business days (opens in a new tab), or your commitment is cancelled.
- Form C-U. A progress update (opens in a new tab) at 50% and 100% of target, unless the platform posts its own, with a final one if the company takes more than its target.
- Form C-AR. The annual report (opens in a new tab), within 120 days of the year-end and on the company's website, with no audit or review required unless already available.
- Form C-TR. Ends the reporting duty (opens in a new tab), for one of the reasons the rule lists (opens in a new tab), which include having under 300 holders of record after one report.
- Form C-W. EDGAR labels it (opens in a new tab) an offering statement withdrawal. SEC staff say it gives no reason (opens in a new tab), and some are failed offerings.
What does the form not tell you?
Whether it is a good deal. The form itself (opens in a new tab) warns against investing unless you can afford to lose your entire investment, and says the SEC does not pass on the merits or on the accuracy or completeness of any offering document. How to evaluate a crowdfunding deal sets out the rest of the checks.
We track 416 live Reg CF raises, among all US raises, and our platform directory lists the portals they run on. Our BeatBox case shows what one Form C/A said about the security sold. Reg CF investment limits for 2026 covers how much of your own money any of them can take.
Frequently asked questions
Is a Form C approved by the SEC?
No. The form says (opens in a new tab) no federal or state securities regulator has approved these securities, and that the SEC has made no independent determination that they are exempt.
What is the difference between a Form C and a campaign page?
The Form C is filed with the SEC (opens in a new tab) and on the platform, and has to answer set questions. A campaign page is the pitch, and is written by the company and platform.
Why does the filing have so many PDFs?
The rules let a company attach (opens in a new tab) almost everything as exhibits. Exhibit names like document_1.pdf say nothing, so you may need to open each.
How old can the financial statements be?
Once 120 days have passed (opens in a new tab) since the year-end, they must cover the two most recently completed fiscal years.
Do Form C rules apply to every crowdfunding raise?
Only to Reg CF. Other regimes have their own document: What is equity crowdfunding? compares them.
Sources
- SEC, Form C (opens in a new tab)
- SEC, How do I use EDGAR? (opens in a new tab)
- SEC, EDGAR full-text search FAQ (opens in a new tab)
- SEC, Regulation Crowdfunding: guidance for issuers (opens in a new tab)
- 17 CFR 227.201, what the offering statement must say (opens in a new tab)
- 17 CFR 227.202, annual reports (opens in a new tab)
- 17 CFR 227.203, amendments, updates and termination (opens in a new tab)
- 17 CFR 227.100, who may raise (opens in a new tab)
- 17 CFR 227.300, what a platform may hold (opens in a new tab)
- 17 CFR 227.304, reconfirming a commitment (opens in a new tab)
- 17 CFR 227.503, bad actors (opens in a new tab)
- SEC, a live Form C on EDGAR: filing index (opens in a new tab)
- SEC, a Form C-W on EDGAR: filing index (opens in a new tab)
- SEC, Cutting through the jargon: a glossary (opens in a new tab)
- SEC staff, Report to the Commission: Regulation Crowdfunding, 2019 (opens in a new tab)