Form D Updates

Updated by Sanjay Vora

In this article, we provide information for fund managers on how to update their own Form D with the SEC. Form D updates should be done annually to ensure that your latest fund information is filed.

Steps to update your Form D

  1. Go to Edgar login page
  2. Enter your CIK number & password that was provided by the SEC for your filing. Your CIK and password can be found by going to Reports / Fund Setup Report on the Avestor manager portal. At the bottom of the report, you will find a section called Edgar filings. Avestor has provided your credentials to quickly access the site.
  3. After logging in, on the left navigation bar, under Information Exchange, select "File Form D."
  4. On the page, select the option "Amendment to a previous Form D filing:
  5. You will then be requested to put in your Accession Number.
  6. Fill in the Form D Issuer's Information - put in your name, phone number, & email address
  7. Go through each section and update with any changes. Items to definitely look for updates:
    1. Section 1, 2 & 3 - make sure information is still accurate.
    2. Section 4 - unlikely to change.
    3. Section 5 - change to "Decline to Disclosure" for Aggregate Net Asset Value Range unless you want to disclose the current size of your fund.
    4. Section 6 - no change unless it is a correction.
    5. Section 7 - include your Date of first sale to the first date you took investor capital into your fund.
    6. Section 8 - should say "Yes."
    7. Section 9 - no change unless it is a correction.
    8. Section 10 - should be "No"
    9. Section 11 - no change unless you changed the minimum investment amount in your PPM.
    10. Section 12 - no change unless it is a correction.
    11. Section 13 - update total amount sold to the latest amount of capital that you have raised for your fund. Only change offering size if you are concurrently updating your PPM with an updated offering size.
    12. Section 14 - 506b funds - if you have taken on non-accredited investors, check the first box. In 2nd box, list the total number of investors in your fund.
    13. Section 15 - should remain $0 unless you have paid out sales commissions or finders fees to broker-dealers.
    14. Section 16 - if you have taken any funds from the raise as income for fund managers, list that amount, otherwise $0
  8. After completing all the sections with updates, select View/Print to print and save a copy. The View/Print opens up a separate browser window, so you need to find the original window which allows you to then submit the transmission.
  9. Make sure you hit Submit Transmission. You will go to a confirmation page where you will need to hit Submit Transmission again.
  10. A confirmation page will be shown with a new accession number. Save/print a copy for your records.
  11. Wait one week and go to the Edgar search site, put in your fund name and check to see if the updated filing is available.

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