# Issuance

> Issuance is a technology platform used by companies raising capital under Regulation A, or under Rule 506(b) or 506(c) of Regulation D. Regulation CF offerings are made through its subsidiary, Issuance Express (Jumpstart Micro, Inc.), a funding portal registered with the SEC and a member of FINRA. Issuance, Inc. is not a broker-dealer, investment adviser, or funding portal, and does not provide investment, legal, or tax advice.

Key facts:

- Offering Types: Regulation A (Tier 1 up to $20M, Tier 2 up to $75M in a 12-month period; sales after SEC qualification; accredited and non-accredited investors, with limits for certain Tier 2 purchases), Regulation D 506(b) (no federal dollar cap; accredited investors and up to 35 sophisticated non-accredited purchasers in any 90-calendar-day period; no general solicitation), Regulation D 506(c) (no federal dollar cap; general solicitation permitted; accredited purchasers only and reasonable verification steps), and Regulation CF through Issuance Express (up to $5M in a 12-month period).
- What issuers get: a branded deal page, a mobile investor checkout with integrated KYC/AML, an issuer dashboard for deal operations and reporting, and plug-ins for the broker-dealer, agency, or transfer agent of their choice. Escrow is optional.
- Investor checkout: under 60 seconds, from account creation to a signed commitment, when an investor has their details ready. Payments by card, Apple Pay, Google Pay, ACH, wire, and stablecoins where eligible.
- What issuers do: lead their own audience and outreach, and work with their own securities counsel and partners. Issuance does not promise investor demand or fundraising results, and does not list or recommend offerings.
- Pricing: a monthly license plus processing fees; transparent pricing, without hidden fees.
- Track record: over $300 million in transaction volume; more than 150,000 investors have participated in private offerings through Issuance; well over 100 customers.
- Company: Issuance, Inc., founded in 2018. Co-Founder and CEO: Darren Marble. Mailing address: 9800 Wilshire Blvd., Beverly Hills, CA 90212, USA.
- Contact: sales (sales@issuance.com), support (support@issuance.com), general (hello@issuance.com); request a demo at https://issuance.com/forms/platform-demo.

## Pages

- [Home](https://issuance.com/): What Issuance is, who it serves, the exemptions at a glance, how a raise runs, and how to start.
- [Platform](https://issuance.com/companies/platform-tech): How a Reg A+ or Reg D raise runs on Issuance: the five steps, who does what, the investor checkout, the issuer dashboard, partners and integrations, how Issuance compares, and pricing (monthly license plus processing fees).
- [Offering Types](https://issuance.com/companies/use-cases): Regulation A+, Regulation D 506(b) and 506(c), and Regulation CF compared: who can invest, outreach rules, limits, filings, typical timelines, and where each runs.
- [Customer stories](https://issuance.com/companies/customers): Companies that raised on Issuance (Reg A, Reg D) and through Issuance Express (Reg CF), with results.
- [Enterprise](https://issuance.com/companies/enterprise): White-label and API: build, launch, and operate a branded deal marketplace supported by Issuance.
- [About](https://issuance.com/resources/about-us): The company, what Issuance is and is not, milestones since 2018, leadership, and contact details.
- [Request a demo or contact Issuance](https://issuance.com/forms/platform-demo): One page for platform demos, enterprise and partnership inquiries, and general questions.
- [Blog: News & Insight](https://issuance.com/resources/issuance---blog-articles): Articles on marketing and running Reg A+, Reg D, and Reg CF raises, plus company news.
- [Issuer Guide](https://issuance.com/resources/issuer-guide): Issuer education on Reg A, Rule 506(b), Rule 506(c), Reg S, digital assets, and offering preparation, with primary sources and publication dates.

## Offering type guides

- [Regulation A+](https://issuance.com/companies/use-cases#regulation-a)
- [Regulation D 506(b) and 506(c)](https://issuance.com/companies/use-cases#regulation-d)
- [Regulation CF via Issuance Express](https://issuanceexpress.com/)

## Issuer education library

General issuer education, not legal, tax, or investment advice. Each guide links to primary rules and official guidance. Regulation S coverage is educational, not a promise of a particular cross-border workflow. Reg CF inquiries belong with Issuance Express.

- [Reg A vs. Reg D vs. Reg S: choosing an offering path](https://issuance.com/resources/issuer-guide/choose-offering-exemption) (updated 2026-10-17): Your offering path determines who can invest, how you can reach them, and what your company must do before and after the raise. Start with those decisions, then choose technology that supports the plan.
- [Common stock, preferred stock, notes, and SAFEs: an issuer's guide](https://issuance.com/resources/issuer-guide/choosing-your-security) (updated 2026-10-17): The security defines what investors receive; the exemption defines how the offering can proceed. Choose the instrument by its actual rights and obligations, then confirm that the issuer, exemption, and operating setup can support it.
- [Valuation, dilution, and your cap table: worked examples for issuers](https://issuance.com/resources/issuer-guide/valuation-dilution-cap-table) (updated 2026-10-17): Valuation and the number of securities issued determine ownership in a simple priced equity round. Model the share count before and after the raise, then account separately for conversion rights, options, preferences, and other terms that affect the result.
- [Regulation A: an issuer's guide to raising from the public](https://issuance.com/resources/issuer-guide/reg-a) (updated 2026-10-17): Regulation A lets eligible companies offer securities to the public after SEC qualification. It can include accredited and non-accredited investors, with different requirements for Tier 1 and Tier 2.
- [Regulation A Tier 1 vs. Tier 2: how issuers should compare them](https://issuance.com/resources/issuer-guide/reg-a-tier-1-vs-tier-2) (updated 2026-10-17): Tier 1 permits up to $20 million and Tier 2 up to $75 million in a 12-month period. The decision also depends on state qualification, audits, investor limits, and the reporting obligations your company can sustain.
- [Form 1-A: what issuers prepare for a Regulation A offering](https://issuance.com/resources/issuer-guide/reg-a-form-1-a) (updated 2026-10-17): Form 1-A is the offering statement used for Regulation A. It includes issuer information, an offering circular with financial statements, and exhibits, and it must be qualified by the SEC before sales.
- [Testing the waters for Regulation A: interest before investment](https://issuance.com/resources/issuer-guide/reg-a-testing-the-waters) (updated 2026-10-17): Regulation A permits issuers to gauge public interest before SEC qualification, including before filing Form 1-A. The process requires specific disclosures and cannot involve collecting money or purchase commitments.
- [Regulation A reporting: what continues after your raise](https://issuance.com/resources/issuer-guide/reg-a-ongoing-reporting) (updated 2026-10-17): Tier 2 Regulation A issuers generally file annual, semiannual, and specified current reports after qualification, even after fundraising ends. Tier 1 issuers file an offering exit report rather than that periodic reporting series.
- [Regulation D explained for issuers](https://issuance.com/resources/issuer-guide/reg-d) (updated 2026-10-17): Regulation D provides exemptions that let companies sell securities without registering the offering with the SEC. For Rule 506 offerings, your audience and marketing plan help determine whether 506(b) or 506(c) fits.
- [Rule 506(b) vs. 506(c): choosing a fundraising approach](https://issuance.com/resources/issuer-guide/506-b-vs-506-c) (updated 2026-10-17): Rule 506(b) prohibits general solicitation and can include a limited number of sophisticated non-accredited purchasers. Rule 506(c) allows general solicitation, but all purchasers must be accredited and the issuer must take reasonable verification steps.
- [Rule 506(b): planning a private securities offering](https://issuance.com/resources/issuer-guide/rule-506-b) (updated 2026-10-17): Rule 506(b) permits unlimited capital raising without general solicitation. It allows accredited investors and up to 35 sophisticated non-accredited purchasers in any 90-calendar-day period, with additional disclosure requirements for non-accredited participation.
- [Rule 506(c): raising capital with public solicitation](https://issuance.com/resources/issuer-guide/rule-506-c) (updated 2026-10-17): Rule 506(c) lets issuers publicly advertise an offering with no federal dollar cap. All purchasers must be accredited investors, and the issuer must take reasonable steps to verify their accredited status.
- [Accredited investor verification for Rule 506(c) issuers](https://issuance.com/resources/issuer-guide/accredited-investor-verification) (updated 2026-10-17): Rule 506(c) requires reasonable steps to verify that every purchaser is accredited. The verification method depends on the investor and available evidence, and the rule provides several nonexclusive methods for natural persons.
- [Form D and state notice filings: an issuer's planning guide](https://issuance.com/resources/issuer-guide/form-d-state-notices) (updated 2026-10-17): A Rule 506 issuer must file Form D with the SEC within 15 calendar days after the first sale, subject to the weekend and holiday adjustment. State notice filings and fees can also apply, and Form D is a notice rather than SEC approval.
- [Regulation S: what issuers need to know about offshore offerings](https://issuance.com/resources/issuer-guide/reg-s) (updated 2026-10-17): Regulation S provides safe harbors for securities offers and sales outside the United States. Issuers must satisfy offshore-transaction requirements, avoid directed selling efforts in the United States, and apply the conditions for their offering category.
- [Raising capital for a crypto business under Reg A or Reg D](https://issuance.com/resources/issuer-guide/digital-asset-offerings) (updated 2026-10-17): A crypto operating company can evaluate Reg A or Reg D for a securities financing, subject to the exemption's requirements. Define the security and the issuing business first, then separately analyze any token, token rights, or network activity.
- [Tokenized securities and USDC payments: different issuer decisions](https://issuance.com/resources/issuer-guide/tokenization-vs-payment) (updated 2026-10-17): Accepting a stablecoin payment does not tokenize the security an investor buys. Tokenization concerns the security's representation and ownership records; payment concerns how the investor funds the purchase.
- [An issuer's checklist before launching a capital raise](https://issuance.com/resources/issuer-guide/offering-readiness) (updated 2026-10-17): Prepare the company, the offering, and the investor process together. A launch-ready page needs accurate documents, a permitted outreach plan, and people assigned to the decisions that software cannot make.
- [Marketing a securities offering: Reg A and Reg D rules](https://issuance.com/resources/issuer-guide/marketing-your-offering) (updated 2026-10-17): Choose your offering path before promoting the investment. Rule 506(b) prohibits general solicitation, Rule 506(c) permits it with accredited-purchaser and verification conditions, and Reg A communications depend on the offering stage.
- [Offering operations: from an investor commitment to a closing](https://issuance.com/resources/issuer-guide/offering-operations) (updated 2026-10-17): An investor commitment, a signed agreement, a received payment, and an accepted investment are different events. Offering operations connects those events to the issuer's review process, closing conditions, and ownership records.
- [What does a Reg A or Reg D offering cost?](https://issuance.com/resources/issuer-guide/offering-costs) (updated 2026-10-17): An offering budget should show what you must spend before launch, what changes with fundraising activity, and what continues after closing. Model usable proceeds at several fundraising outcomes before committing to the campaign.
- [How long does it take to launch a Reg A or Reg D offering?](https://issuance.com/resources/issuer-guide/offering-timeline) (updated 2026-10-17): Launch timing depends on the work your company has already completed and the conditions of its offering. Plan around required milestones and dependencies, then separate launch, first investment, and access to proceeds.
- [Building your offering team: who does what in a Reg A or Reg D raise?](https://issuance.com/resources/issuer-guide/offering-team) (updated 2026-10-17): An offering team needs clear responsibility for legal work, financials, investor review, funds, and ownership records. Issuance supplies technology; your company selects its advisers and assigns the decisions needed to operate the offering.
- [Understanding offering documents: circulars, PPMs, and subscriptions](https://issuance.com/resources/issuer-guide/offering-documents) (updated 2026-10-17): Offering documents explain the business and security, establish investor rights, and record the purchase. The required package depends on the offering; the issuer should keep one consistent set of approved terms across disclosures, agreements, and its offering page.
- [Building an investor offering page that answers the right questions](https://issuance.com/resources/issuer-guide/building-your-offering-page) (updated 2026-10-17): A useful offering page helps a prospective investor understand the business, the investment, and the next step. Build it from approved terms and supported claims, with clear access to the documents and a process appropriate to the offering stage.
- [Measuring your fundraising funnel: visits, commitments, and funded investments](https://issuance.com/resources/issuer-guide/fundraising-funnel) (updated 2026-10-17): Measure the stages between audience attention and an accepted, funded investment separately. Use consistent definitions and time periods so your team can distinguish marketing questions, investor-review work, and payment issues.
- [Accepting investments from companies, trusts, and IRAs](https://issuance.com/resources/issuer-guide/entity-trust-ira-investors) (updated 2026-10-17): The person using checkout may be acting for a company, trust, or retirement account. Identify the legal purchaser, establish authority and eligibility under the applicable rules, and keep the documents, payment arrangements, and ownership records consistent.
- [Planning your next raise: follow-on and concurrent offerings](https://issuance.com/resources/issuer-guide/follow-on-offerings) (updated 2026-10-17): A new raise needs a fresh review of the exemption, audience, documents, and existing investor rights. Coordinate it with prior and concurrent offerings so the communications, eligibility decisions, and records support each offering's requirements.

## Customer stories

- [Aptera Motors](https://issuance.com/customers/aptera): Reg A · Reg D · Reg CF via Issuance Express. Aptera raised more than $116M with the help of Issuance’s technology, bringing on over 15,000 individual fans, followers, and pre-order customers as investors in the firm’s high-growth solar-powered EV business model.
- [Surf Lakes](https://issuance.com/customers/surf-lakes): Reg D. By rolling out multiple sequential funding rounds, Surf Lakes generated sustained investor excitement.
- [151 Coffee](https://issuance.com/customers/151-coffee): Reg CF raise through Issuance Express. 151 Coffee is a fast-growing drive-thru coffee brand focused on speed, convenience, and community.
- [Wisdom.io](https://issuance.com/customers/wisdom): Reg CF raise through Issuance Express. Wisdom is a smart home system that uses ambient technology to support older adults living independently.
- [KetoNatural Pet Foods](https://issuance.com/customers/ketonatural): Reg CF raise through Issuance Express. KetoNatural’s community round journey – from a previous CF at the dawn of the industry to a strategic community round on Issuance Express.
- [UgenticAI](https://issuance.com/customers/ugenticai): Reg CF raise through Issuance Express. Ugentic AI is an Agentic AI incubator, acquiring and scaling high-potential AI and SaaS companies.
- [EVII Mission Hills](https://issuance.com/customers/evii): Reg CF raise through Issuance Express. EVII Mission Hills is on a mission to accelerate the transition to electric vehicles.
- [VenHub](https://issuance.com/customers/venhub): Reg CF raise through Issuance Express. After switching to Issuance Express from another platform, VenHub has raised $2.1 million and counting from over 2,200 investors (at time of writing).
- [Because Coffee](https://issuance.com/customers/because-coffee): Reg CF raise through Issuance Express. Because Coffee leveraged an IRA integration between Issuance and Equity Trust Co.

## Articles

- [Beating Consumer Friction – Why 60 Seconds Matters](https://issuance.com/articles/beating-consumer-friction-why-60-seconds-matters) (August 28, 2025): If you’ve ever bought anything online, you know how checkout can make or break the experience. Done well, it’s fast, intuitive, and builds trust. Done poorly, it drives people away. That makes it the most important part of your raise. Today, we’ll explore why 60 seconds matters and how reducing friction can maximize your capital raise.
- [The Value of Testing the Waters: How to Gauge Investor Demand Before You Commit](https://issuance.com/articles/value-testing-the-waters-gauge-investor-demand) (August 21, 2025): If you’ve ever explored raising capital online, you may have come across the term Testing the Waters (TTW). Think of it as a dress rehearsal for your community round — a way to gauge AND build investor interest before you formally start raising. Done well, TTW can validate demand, build momentum, and even shorten your fundraising timeline.
- [Issuance CEO Darren Marble on Schwab Markets - Aug 2025](https://issuance.com/articles/issuance-ceo-on-schwab-markets) (August 19, 2025): Issuance Co-Founder and CEO Darren Marble recently appeared on Schwab Markets, discussing the equity crowdfunding industry, market trends, and how technology like Issuance helps drive efficiency and improve outcomes for founders and investors.
- [Navigating Capital Raises: Get Funded Faster With Reg D](https://issuance.com/articles/navigating-capital-raises-get-funded-faster-with-reg-d) (July 24, 2025): The path to securing capital via equity crowdfunding can come with regulatory hurdles, slow processes, and high costs, often distracting you from what truly matters: building your business. Many founders consider various capital-raising avenues, but often find themselves unsure which path is best for them: An overwhelming burden of legal and compliance documentation? Protracted fundraising timelines that consume valuable time? High legal and administrative expenses that deplete your working capital? If these challenges resonate with your experience, then Regulation D (Reg D) warrants your close consideration as your capital raising pathway or a potential stepping stone to a larger raise. Let’s dig in…
- [The Role of SPVs in Equity Crowdfunding](https://issuance.com/articles/role-of-spvs-in-crowdfunding) (July 16, 2025): Equity crowdfunding has transformed how startups and growing companies raise capital, but managing hundreds or thousands of individual investors can be overwhelming for entrepreneurs. That's where Special Purpose Vehicles (SPVs) are changing the game!
- [How to Market a Reg CF](https://issuance.com/articles/how-to-market-a-reg-c) (September 25, 2023): In this issue of Capital Raising Online, we break down how to think about marketing a Reg CF offering. But first, we will start with choosing the right regulatory route.
- [How to Market a Reg A+](https://issuance.com/articles/how-to-market-a-reg-a) (August 8, 2023): In this issue of Capital Raising Online, we break down how to think about marketing a Reg A+ offering. And as usual, we will start with some definitions.
- [How to Market a Reg D 506(c)](https://issuance.com/articles/how-to-market-a-reg-d-506-c) (June 7, 2023): In 2021, according to a report by the SEC, over $124B was raised through Reg D 506(c). This may sound like a goldmine to issuers looking for capital, however, when you consider that the median total raise was $850K - you realize it’s not quite that simple. In this issue of Capital Raising Online, we break down how to think about marketing a Reg D 506(c). And as usual, we will start with some definitions.
- [The Perils of a “One-Stop-Shop” Approach to Equity Crowdfunding](https://issuance.com/articles/the-perils-of-a-one-stop-shop-approach-to-equity-crowdfunding) (April 24, 2023): Equity crowdfunding can be an incredibly powerful tool to raise growth capital, tap into your existing community, or even IPO, but it can also be a complex process. Whether conducting a Reg Cf, Reg A+, or a Reg D 506(c), the range of service providers required for a successful raise can be intimidating. While some companies claim to be able to do it all by offering a “one-stop-shop” approach to equity crowdfunding, it is ultimately not in the issuer's best interest in the end. But before we dive into that, a little background.
- [What are the Tradeoffs Between “Cost of Capital” and Dilution?](https://issuance.com/articles/what-are-the-tradeoffs-between-cost-of-capital-and-dilution) (January 26, 2023)
- [Why Are Issuers Paying to Build Another Company's Investor Community?](https://issuance.com/articles/why-are-issuers-paying-to-build-another-companys-investor-community): In the equity crowdfunding space, there are two core approaches to capital raising platforms: a “community” or marketplace-based platform and a “white-label” platform. When issuers are considering which type of platform to proceed with for their financing, they should be aware of the Pros and Cons of each type.

## Optional

- [Issuance Express](https://issuanceexpress.com/): the Reg CF funding portal subsidiary; [apply to raise](https://issuanceexpress.com/apply).
- [Issuer platform documentation](https://kb.issuance.com/issuance-documentation)
- [Investor documentation](https://kb.issuance.com/investor-documentation)