What is Form D?

June 12, 2024

Form D is a notice of an exempt offering of securities that is required to be filed with the SEC by Regulation D.

Form D is filed on the SEC’s electronic filing system called “EDGAR.” Before filing a Form D, the company conducting the Regulation D offering must have an EDGAR account. The SEC does not charge any fees to open or maintain an EDGAR account or to file a Form D notice or amendment.

After filing, the company’s Form D will be publicly available on EDGAR.

When Do I file a Form D?

Companies must file Form D within 15 days after the first sale of securities.

An amendment to Form D is required annually if the offering is ongoing for more than 12 months or if certain information changes.

How Do I file a Form D?

Step 1. Obtain an EDGAR account

A company must have an account on the SEC’s EDGAR system. Each EDGAR account is assigned a unique SEC identification number called a “Central Index Key” or “CIK” number, which is required for a company to file a Form D.

Does the company have an EDGAR account (with a CIK number)?

Yes → Go to Step 2

No → On behalf of the company, complete and submit the Form ID application online through the EDGAR Filer Management website. Follow the Form ID instructions and the requirements of the EDGAR Filer Manual, Volume I. For more information, including current processing times for Form ID, see the How Do I Prepare and Submit my Form ID Application guide.

Allow sufficient time for the SEC staff to process the Form ID application. Consider submitting the Form ID as soon as you determine that the company intends to raise money under Regulation D. Please note, if the application is granted, some information from Form ID will become publicly available such as the filer’s business and mailing addresses.

If the Form ID application is granted, EDGAR will email the account administrators listed on the Form ID the new CIK number. Those account administrators will be authorized to manage and make filings for the account on the EDGAR Filer Management website.

Unsure?

To determine if a company has an EDGAR account, enter the company name in the Company CIK Lookup.

Need to regain access to an EDGAR account?

For information about regaining access to an EDGAR account and access codes, see How Do I Understand and Utilize EDGAR CIKs, Passphrases, and Access Codes.

Step 2. Comply with EDGAR Next Requirements

To avoid interruption in the company’s ability to make electronic filings on its EDGAR account, the company should enroll in EDGAR Next before September 15, 2025, the compliance date for EDGAR Next.

Is the company’s EDGAR account in compliance with EDGAR Next?

Yes → Go to Step 3

No → Ensure that the company’s EDGAR account is in compliance with the SEC’s EDGAR Next rulemaking.

Unsure?

If the company had an existing EDGAR account as of March 24, 2025, the account must be enrolled in EDGAR Next by September 15, 2025, to avoid interruption in the ability to file.  For more information about how to enroll, see How Do I Enroll in EDGAR Next.

If the company applied for and was granted access to EDGAR through submission of Form ID after March 24, 2025, then the company’s EDGAR account is in compliance with EDGAR Next.

Step 3. Use Login.gov to log into EDGAR

Do you have Login.gov individual account credentials?

Yes → Go to Step 4

No → To obtain Login.gov individual account credentials, on the EDGAR Filer Management website, select “Sign in with Login.gov” and follow the steps to create an account. For more information, consult How Do I Obtain Login.gov Individual Account Credentials or view the Obtaining individual account credentials video on the SEC YouTube channel.

Note that you should provide an email address to Login.gov that you intend to use for EDGAR and other business purposes. Use the same email address to obtain Login.gov individual account credentials that you provided on Form ID. This email address will be used to identify you on EDGAR and send you EDGAR notifications. It will also be visible to others on the EDGAR Filer Management dashboard, such as the company’s account administrators, so you should not use a personal email address that you wish to remain nonpublic.

Step 4. Company Authorization

Are you authorized by the company to make submissions on its behalf?

Yes → Go to Step 5

No → Ask the company’s account administrator(s) to invite you as a user or account administrator, or to delegate an EDGAR account for which you are a user or account administrator. For more information, see How Do I Invite, Remove, and Change the Roles of Individuals.

Step 5. File Form D

Go to the EDGAR Online Forms website and log in. Choose “Form D” under “Make a Filing.”

After you complete and submit the Form D, an email message will notify you of the status of the submission.

Questions about the filing process?

→ Contact Filer Support at (202) 551-8900 and choose option #4.

Questions about the Form D information requirements?

→ Check out these resources:

→ Contact the SEC’s Office of Small Business Policy at (202) 551-3460.

Get Ready for Changes to Form D Filing Now!

On September 15, 2025, filers must comply with all EDGAR Next rule and form amendments in order to file on EDGAR

On September 15, 2025, EDGAR Next will require that Login.gov individual account credentials be presented to access and file on EDGAR.

While filers may continue to file on EDGAR using the existing process through September 12, 2025, consider enrolling in EDGAR Next now to avoid an interruption in the ability to file.

Filers may continue to enroll in EDGAR Next through December 19, 2025, but they will be unable to file on EDGAR until they enroll. After December 19, 2025, filers must submit an amended Form ID to request access to their existing EDGAR account.

Enroll in EDGAR Next Now!

→ Check out these resources:

Have suggestions on additional educational resources? Email smallbusiness@sec.gov.

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Last Reviewed or Updated: Aug. 15, 2025