Security Campaign Builder - 7 - SEC Form D - Issuers

Security Campaign Builder - Screen 7 - SEC Form D


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The campaign filing creation wizard will walk you through the required fields for a Form D. You can access a downloadable version of the official Form D here. The wizard duplicates the same fields in a format that can be filed through the Umergence platform to the SEC’s EDGAR filing system.

The first page of the Form D deals with who the Issuers are that are selling their securities through the campaign to investors. The issuer is typically the company (not a person) you are creating the campaign for, however under some circumstances there may be multiple issuers involved.

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If you have previously filed a form with the SEC and the form you are creating through Umergence will need to reference this previous filing, you can add the File Number to associate the forms with each other. This field can be skipped when the current form does not need to reference a previously filed form.

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The Primary Issuer is the company you have created the campaign with. Most of this information will be automatically populated from the information previously provided when the company profile was created on Umergence. However, you may need to add some additional fields.

The CIK is an identification key given to your company by the SEC. This key identifies your company in every filing you make with the SEC. With a CIK, you can generate a CCC which is a security code you can use to upload filings to the SEC’s system. If you have not previously requested this information, you can find out more about the process and where to begin here.

If you have not yet gotten a CIK or CCC, use a placeholder such as 1234567890 for a CIK and 1234567# for a CCC. This will allow you to continue through the campaign builder without an official CIK and CCC. You can add your real CIK and CCC later.

The Jurisdiction of Incorporation is the legal jurisdiction where your business was established. For example, if you incorporated in Delaware and filed for this with the State of Delaware Division of Corporations, your Jurisdiction of Incorporation would be Delaware.

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If there are more issuers involved in your offering besides the Primary Issuer , each additional issuer can be added in the Additional Issuers section. The instructions for each field in this section are the same as if the issuer was a Primary Issuer.

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The Related Persons section lists people associated with the offering that are either Executive Officers, Directors, or Promoters. Each of these terms has a specific legal definition within the context of this form. You can learn more about these definitions here.

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The Form D groups businesses by Industry Type . Use this dropdown to select the choice that best fits your business.

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The Form D categorizes businesses by their Revenue Range. This field cannot be left blank - however, you can decline to disclose your revenues by selecting that choice from the drop-down if you choose.

This tutorial continues for the next section of the campaign builder here.