Federal rules require every funding portal to educate investors about how Regulation Crowdfunding works — the process, the limits, the risks, and your rights. This page is IPO Wallet’s educational material. Please read it carefully before making any investment commitment.
Equity crowdfunding lets private companies raise capital online from the general public in exchange for securities — typically shares of stock, convertible notes, or SAFEs. Unlike rewards crowdfunding (where backers receive a product), equity crowdfunding makes you a part-owner of, or a lender to, the business.
Regulation Crowdfunding (“Reg CF”), adopted under the JOBS Act, is the SEC framework that governs these offerings. Companies may raise up to $5 million in a rolling 12-month period, and anyone — not just wealthy “accredited” investors — may participate, subject to investment limits. All Reg CF offerings must run through an SEC-registered intermediary: either a broker-dealer or a FINRA-member funding portal like IPO Wallet.
Every offering is documented on Form C, filed publicly with the SEC. Form C contains the offering terms, the company’s financial statements, risk factors, use of proceeds, and ownership structure. Read it before you invest — every time.
The mechanics of a Reg CF investment, start to finish.
Read the issuer’s pitch, its Form C on the SEC’s EDGAR system, the financial statements, and all risk factors. Ask questions on the offering’s public discussion channel — issuers must respond publicly so all investors see the same information.
Commit an amount within your legal investment limit. Your funds are transferred to a qualified third-party escrow agent — never to the issuer directly, and never held by IPO Wallet.
You may cancel your commitment for any reason until 48 hours before the offering deadline. If the issuer makes a material change to the offering, you must reconfirm your investment or it is automatically cancelled and your funds returned.
If the offering reaches its target minimum by the deadline, the closing occurs: escrowed funds are released to the issuer and you receive your securities. If the target is not reached, all funds are returned to investors in full.
Reg CF securities generally cannot be resold for one year (with limited exceptions, such as transfers to family or accredited investors). After that, there may still be no market to sell into. Treat every Reg CF investment as long-term risk capital.
Non-accredited investor limits under Reg CF, per the SEC’s current inflation-adjusted thresholds, apply across all Reg CF offerings over any 12-month period.
| IF YOUR ANNUAL INCOME OR NET WORTH IS | YOU CAN INVEST (PER 12 MONTHS, ALL REG CF OFFERINGS) |
|---|---|
| Less than $124,000 | The greater of $2,500, or 5% of the greater of your annual income or net worth |
| $124,000 or more (both income and net worth) | 10% of the greater of your annual income or net worth, capped at $124,000 |
| Accredited investors | No Reg CF investment limit |
Net worth excludes the value of your primary residence. Spouses may calculate limits jointly. Thresholds are adjusted by the SEC for inflation and may change; the figures above are current as of mid-2026.
Early-stage investing is speculative. These are the principal risks of any Reg CF investment.
Diversify across many small investments rather than one large one. Read every Form C in full. Only invest what you can afford to lose completely. And remember: no one at IPO Wallet will ever advise you to make, or not make, any particular investment — we are a funding portal, not an investment adviser.
Plain-language answers to the questions investors ask most.
Anyone 18 or older, U.S. or international (subject to local law). You do not need to be wealthy or accredited. Non-accredited investors are subject to the investment limits shown above; accredited investors have no Reg CF limit.
Whatever security the issuer is offering — most commonly common or preferred stock, a SAFE (Simple Agreement for Future Equity), a convertible note, or a revenue-sharing note. The security type, price, and rights are spelled out in the issuer’s Form C. Different securities carry very different rights, so read the terms carefully.
Typically only through a “liquidity event”: the company is acquired, goes public through an IPO, or buys back shares. Some debt or revenue-share securities pay periodic returns. Most equity investments return nothing for years — and many never do.
Yes — for any reason, up until 48 hours before the offering deadline stated in the offering materials. After that, your commitment is final unless the issuer makes a material change, in which case you must actively reconfirm or your money is returned.
In escrow with a qualified third-party financial institution. IPO Wallet never holds, manages, or touches investor funds. If the offering fails to reach its target, the escrow agent returns your money in full.
The offering is cancelled and 100% of your committed funds are returned to you from escrow. Issuers only receive money if the minimum target is met by the deadline.
No. Reg CF securities are restricted from resale for one year, except to the issuer, an accredited investor, a family member, or in certain other limited cases. Even after one year, these are private securities with no public trading market — you may hold them indefinitely.
Form C is the offering document every Reg CF issuer must file publicly with the SEC before raising money. It contains the business description, offering terms, use of proceeds, risk factors, financial statements, and ownership details. It is your primary source of truth — always read it on the SEC’s EDGAR system before investing.
Before formally filing, a company may legally gauge public interest in a potential offering. Expressions of interest are non-binding — no money changes hands and no securities are sold. On IPO Wallet, issuers run a 30-day Test the Waters campaign, and only proceed to a live offering if genuine interest is demonstrated. If you express interest during this phase, you have made no commitment of any kind.
Issuers must file an annual report (Form C-AR) with financial statements. However, this obligation can lawfully end — for example, if the company has fewer than 300 holders of record or repays/repurchases the securities. You may eventually receive little or no ongoing information about your investment.
IPO Wallet does not charge investors a fee to invest. IPO Wallet is compensated by issuers through a flat platform fee and a commission on funds raised, which is disclosed in each offering. Payment processors or escrow agents may charge incidental transaction costs, disclosed at checkout.
No. As a funding portal, IPO Wallet is legally prohibited from offering investment advice or recommendations. Conducting background checks and hosting an offering is not an endorsement of its merits. The decision — and the responsibility — to invest is entirely yours.
Both are SEC-registered intermediaries that may host Reg CF offerings. A broker-dealer can also recommend investments, solicit purchases, and handle customer funds. A funding portal like IPO Wallet cannot do any of those things — it provides the platform, required disclosures, and communication channels, while a third-party escrow agent handles all money.
IPO Wallet appears on FINRA’s public list of registered funding portals (finra.org), and its filings are available on the SEC’s EDGAR system under CIK# 0001753710.
Our team answers investor questions in plain language — no jargon, no pressure, and never any advice on what to buy.