Filing the Form D Notice

What this video covers

• What Form D actually is: a notice (not a disclosure document) that identifies the issuer, the exemption relied on, and basic offering details rather than describing the investment
• The 15-calendar-day filing deadline after the first sale, and how it moves to the next business day when the 15th day falls on a weekend or federal holiday
• The electronic filing requirement through the Securities and Exchange Commission's (SEC's) Electronic Data Gathering, Analysis, and Retrieval System (EDGAR), signed by a duly authorized person
• The three amendment triggers: a material mistake, a change in the information provided, and the annual anniversary while the offering continues
• Why any amendment requires updating every item on the form, not just the field that changed
• The two amendment carve-outs: changes after the offering terminates, and changes confined to a closed list of nine minor items including an increase in non-accredited investors staying at or under 35
• The exam distinction between Form D (an SEC filing) and the Financial Industry Regulatory Authority's (FINRA's) separate private-placement filing requirement for member firms