U.S. Regulation A Offerings Filed per Quarter

## What this measures

How many companies filed a new offering statement under Regulation A in the quarter: the count of original Form 1-A filings. Regulation A lets a company sell securities to the public (up to the Tier 1 or Tier 2 limit a year) with lighter disclosure than a full registration.

## Why it matters

Regulation A sits between crowdfunding and a full IPO. Real estate funds, consumer brands and early-stage companies use it to raise from ordinary investors. The count of new filings is a read on demand for public small-company capital outside the exchanges.

## How to read it

Higher means more companies are preparing mini-IPOs. Compare a quarter with the same quarter a year earlier, and with the qualifications count (reg_a.us.qualified.quarterly), which shows offerings cleared to sell.

## What it does not say

A filed offering statement is not a completed raise: the SEC must qualify it first, and many qualified offerings sell little. The structured amounts sold on Forms 1-K and 1-Z are too inconsistent to sum reliably, so there is no money-raised series. The Tier 2 limit rose from $50 million to $75 million on 15 March 2021. Values are as filed and unaudited; the SEC says it cannot guarantee the accuracy of the data sets.

## How it's built

Palanor counts original Form 1-A offering statements (form type "1-A") by the date they were filed. Amendments (1-A/A), post-qualification amendments (1-A POS), annual reports (1-K) and exit reports (1-Z) are not counted, so each offering counts once, when it is first filed. The amount sought is the total aggregate offering on that first filing (issuer plus selling securityholders). Quarters start in 2015 Q3, the first full quarter after the amended Regulation A ("Reg A+") took effect on 19 June 2015. A quarter appears once the SEC has posted its file.

## Source

U.S. Securities and Exchange Commission, Regulation A Data Sets (sec.gov/data-research/sec-markets-data/regulation-data-sets): quarterly files extracted from every Form 1-A, 1-A/A, 1-A POS, 1-K and 1-Z filed on EDGAR, as filed. Palanor loads each quarter's file when the SEC posts it. Public domain: "Information presented on sec.gov is considered public information and may be copied or further distributed by users of the web site without the SEC's permission" (SEC website dissemination policy, sec.gov/about/privacy-information).