Regulation D Rule 506 Offerings
Regulation D Rule 506 offerings provide companies—especially early-stage and growing businesses—with a flexible and efficient way to raise private capital while maintaining compliance with federal securities laws. Under Rule 506, issuers can secure unlimited investment from accredited investors and, in some cases, from a limited number of non-accredited investors, without undergoing the burdens of a public offering
On March 12, 2025, the Securities and Exchange Commission (the “ SEC ”) Division of Corporation Finance issued a no-action letter providing SEC guidance as to Rule 506(c) of Regulation D of the Securities Act of 1933 (the “Securities Act”). The SEC g…
Read MoreEach offer and sale of a security must be (a) registered with the Securities and Exchange Commission (SEC); or (b) subject to an exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”). Both private and publicl…
Read MoreEach offer and sale of a security must be (a) registered with the Securities and Exchange Commission (SEC); or (b) subject to an exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”). The offer and sale of se…
Read MoreWhile the Securities and Exchange Commission (the “ SEC “) regulates and enforces the federal securities laws, each state has its own securities regulator that enforces what is known as “blue sky” laws. If a company is selling securities, it must com…
Read MoreSecurities offerings must be registered with the Securities and Exchange Commission (“ SEC ”) or exempt from registration. Private placements are unregistered, non-public securities offerings that rely on an available exemption from registration. Unr…
Read MoreBoth public and private companies may conduct securities offerings using Rule 506. The exemption provides a valuable tool for enabling issuers to obtain shareholders in connection with a going public transaction particularly issuers electing to go pu…
Read MoreIf you want to learn more about Regulation D Rule 506 offerings and how they can support your company’s capital-raising goals, explore the additional resources provided below.
