Form 1-A POS Files Dataset

The Form 1-A POS Files Dataset is a complete collection of post-qualification amendments to Regulation A offering statements filed with the SEC on EDGAR. Each record is a single Form 1-A POS submission keyed by its 18-digit accession number, carrying the structured EDGAR XML cover page, the SEC's XSL-rendered HTML view, the amended offering circular covering Parts II and III of Form 1-A, every exhibit the issuer attached, and a derived metadata.json describing the EDGAR header and document manifest. The issuer of the previously qualified Regulation A offering files Form 1-A POS to reflect fundamental changes to the offering or to satisfy the Rule 252(f) twelve-month financial-statement refresh required for continuous or delayed offerings. Coverage begins October 1, 2015 — aligned with the effective date of the SEC's modern Regulation A+ regime under Title IV of the JOBS Act — and extends to the present, distributed as monthly ZIP containers under a year/year-month.zip hierarchy.

Dataset APIs

Dataset Files

What This Dataset Contains

The dataset is built from every Form 1-A POS submission accepted by EDGAR since October 2015. Form 1-A POS is a post-qualification amendment to an offering statement originally filed on Form 1-A under Regulation A of the Securities Act of 1933, as expanded by Title IV of the JOBS Act and the SEC's Regulation A+ rules that became effective June 19, 2015. A POS amendment is filed after the offering statement has already been qualified by the SEC. It is required whenever the issuer must reflect a fundamental change in the previously qualified information, and at least every twelve months under Rule 252(f) to refresh the financial statements. Substantively, a POS filing is a fully restated offering circular that supersedes prior versions of the same offering's disclosure, together with any new, amended, or re-filed exhibits.

Regulation A distinguishes two tiers: Tier 1 offerings up to $20 million in a 12-month period (subject to state blue-sky coordination) and Tier 2 offerings up to $75 million (raised from $50 million effective March 15, 2021), which are federally preempted from state registration but subject to audited financial statements and ongoing periodic reporting on Forms 1-K, 1-SA, and 1-U. Each POS record belongs to one tier; the summaryInfo/indicateTier1Tier2Offering value in primary_doc.xml flags it explicitly.

The dataset is packaged as monthly ZIP containers organized by year and year-month (<YYYY>/<YYYY>-<MM>.zip); each ZIP expands to a month folder whose children are accession subdirectories keyed by the undashed accession number. For each accession, the dataset includes every text-form component of the EDGAR submission — XML, HTML, JSON, TXT, and PDF where applicable — with image attachments and the concatenated full-submission .txt file deliberately excluded.

Content Structure of a Single Record

What one record represents

One record in the Form 1-A POS Files Dataset is a single Form 1-A POS submission to EDGAR, keyed by its 18-digit accession number. On disk, a record is a per-accession folder that carries the complete text-form payload of the post-qualification amendment: the structured EDGAR XML cover page, the SEC's XSL-rendered HTML view of that XML, the amended offering circular HTML body covering Parts II and III of Form 1-A, every exhibit the issuer attached, and a derived metadata.json describing the EDGAR header and document manifest. Each accession folder is self-contained and sufficient to reconstruct the amended offering statement as it was filed, except for image attachments.

Ordered content of a single record

Every accession folder contains at minimum four canonical components:

1. metadata.json — a single JSON object carrying EDGAR header metadata, filer identification, and an ordered manifest of every document in the original submission.
2. primary_doc.xml — the structured EDGAR submission XML; the machine-readable Form 1-A cover page plus offering economics.
3. xsl1-A_X01/primary_doc.xml — an XHTML file produced by the SEC's XSL transform of (2), rendering the same fields as the human-readable "Form 1-A Issuer Information" page styled against /css/REGA_1A_print.css.
4. Exactly one HTML document of EDGAR document-type PART II AND III — the amended offering circular body itself, which is the narrative and financial core of the filing.

On top of these four, zero or more exhibit HTML files accompany the amendment, each wrapped in an EDGAR SGML <DOCUMENT> envelope. The count and identity of exhibits varies sharply by issuer: a thinly amended offering may ship only the primary XML and the Part II/III body, while asset-backed issuers (series-LLC single-family rental programs, art-backed investment vehicles, alternative-asset platforms) often package tens of per-property or per-series contract exhibits under one accession.

Image files (GRAPHIC entries in the manifest, typically JPG and PNG) are deliberately omitted from the folder, as is the concatenated full-submission .txt file. Every other text-form component of the EDGAR submission is preserved under the accession folder.

metadata.json

The metadata file is a flat JSON object derived from the EDGAR submission header. Principal fields:

• formType — always the literal "1-A POS".
• accessionNo — the dashed EDGAR accession number (for example, 0001493152-25-025175).
• filedAt — ISO-8601 timestamp with Eastern Time offset, reflecting EDGAR acceptance.
• description — a short form-level label.
• linkToFilingDetails, linkToTxt, linkToHtml, linkToXbrl — EDGAR URLs for the rendered primary document, the concatenated submission text, the filing index page, and the XBRL index (the XBRL link is empty for Form 1-A POS because the form does not carry XBRL data).
• id — a 32-character hex identifier unique per record.
• documentFormatFiles — the ordered manifest of every document EDGAR received in the submission. Each element carries sequence, size, documentUrl, type (the EDGAR document-type code and the primary key for exhibit classification), and a free-text description. Recurring type values are catalogued in the exhibits subsection below.
• entities — an array (typically length one) with the filer's header fields: cik, companyName (with a role suffix such as (Filer)), type (the form type), act (33, the Securities Act), fileNo (the offering file number in the 024- series that EDGAR assigns to each Regulation A offering), irsNo, filmNo, fiscalYearEnd (MMDD), stateOfIncorporation, and sic (the four-digit SIC code plus industry label).
• seriesAndClassesContractsInformation — an array, typically empty for Form 1-A POS.
• dataFiles — an array, empty for Form 1-A POS because these submissions do not carry XBRL data files.

primary_doc.xml — the structured offering header

The root element is <edgarSubmission xmlns="http://www.sec.gov/edgar/rega/oneafiler">, with two top-level children: <headerData> and <formData>.

<headerData> establishes the submission-level envelope:

• <submissionType> — fixed as 1-A POS.
• <filerInfo> — a liveTestFlag and a <filer> block with <issuerCredentials> (CIK plus a CCC that EDGAR masks as XXXXXXXX in the archived copy), <offeringFileNumber> (the 024- series number that identifies the offering across all of its amendments), and <flags> such as <returnCopyFlag>.

<formData> encodes the cover-page fields required by Part I of Form 1-A:

• <employeesInfo> — issuerName, jurisdictionOrganization, yearIncorporation, cik, sicCode, irsNum, fullTimeEmployees, partTimeEmployees.
• <issuerInfo> — mailing address (street1, street2, city, stateOrCountry, zipCode), phoneNumber, contact (connectionName), industryGroup, and a compact financial snapshot reproducing Form 1-A Item 6 balance-sheet and income-statement line items: cashEquivalents, investmentSecurities, accountsReceivable, propertyPlantEquipment, totalAssets, accountsPayable, longTermDebt, totalLiabilities, totalStockholderEquity, totalLiabilitiesAndEquity, totalRevenues, costAndExpensesApplToRevenues, depreciationAndAmortization, netIncome, earningsPerShareBasic, earningsPerShareDiluted, and nameAuditor.
• <commonEquity>, <preferredEquity>, <debtSecurities> — per-class capital structure with className, outstanding-share/amount fields, CUSIP fields, and publicly-traded flags.
• <issuerEligibility> and <applicationRule262> — the boolean certifications that the issuer is eligible under Rule 251 and that no "bad actor" disqualification applies under Rule 262.
• <summaryInfo> — the structured core of the offering economics. Fields include the tier indicator indicateTier1Tier2Offering (Tier1 or Tier2), financialStatementAuditStatus, securitiesOfferedTypes, a battery of Y/N flags (offerDelayedContinuousFlag, offeringYearFlag, offeringAfterQualifFlag, offeringBestEffortsFlag, solicitationProposedOfferingFlag, resaleSecuritiesAffiliatesFlag), share counts and pricing (securitiesOffered, outstandingSecurities, pricePerSecurity), aggregate offering figures (issuerAggregateOffering, securityHolderAggegate, qualificationOfferingAggregate, concurrentOfferingAggregate, totalAggregateOffering), paired service-provider name/fee fields (underwriters*, salesCommissions*, findersFees*, auditor*, legal*, promoters*, blueSky*), estimatedNetAmount available to the issuer, and free-text clarificationResponses.
• <juridictionSecuritiesOffered> — repeated <issueJuridicationSecuritiesOffering> children enumerating the US state and territory codes (plus, occasionally, foreign-country codes in the A0–B0 and Z4 ranges) where the offering is being made.
• <securitiesIssued> — a summary of recently issued securities: securitiesIssuerName, securitiesIssuerTitle, securitiesIssuedTotalAmount, securitiesPrincipalHolderAmount, and securitiesIssuedAggregateAmount.
• <unregisteredSecuritiesAct> — a <securitiesActExcemption> narrative citing the exemption under which recent prior issuances were made (commonly Section 4(a)(2)).

xsl1-A_X01/primary_doc.xml — the rendered view

Despite the .xml extension, this file is an XHTML document with an <!DOCTYPE html> declaration, produced by the SEC's XSL transform of the sibling primary_doc.xml. It references /css/REGA_1A_print.css and is the "Form 1-A Issuer Information" cover page that appears on the EDGAR filing-detail view. It is redundant with primary_doc.xml for programmatic consumers but mirrors the filer-facing EDGAR rendition.

The PART II AND III HTML body — the amended offering circular

Exactly one HTML document per accession carries the amended offering circular body. Filenames are issuer-specific (partiiandiii.htm, <slug>_1apos.htm, <slug>_1aposa2.htm, ea<id>-1aposa4_<slug>.htm, tm<id>_partiiandiii.htm, and similar patterns), but the EDGAR document type is always PART II AND III. This file reproduces the Offering Circular and is organized around the Part II narrative disclosures and the Part III exhibit index and financial statements.

The Part II content follows the narrative structure prescribed by Form 1-A and typically walks through:

• The offering circular cover page, with the issuer's name, the title and amount of securities offered, the tier designation, the price or price range, and the Rule 253(g) offering legend.
• Summary and risk factors.
• Dilution.
• Plan of distribution and selling securityholders.
• Use of proceeds to issuer.
• Description of business.
• Description of property.
• Management's discussion and analysis of financial condition and results of operations.
• Directors, executive officers, and significant employees.
• Compensation of directors and executive officers.
• Security ownership of management and certain securityholders.
• Interest of management and others in certain transactions.
• Securities being offered — the full terms of the class, including voting, dividend, liquidation, redemption, conversion, and transfer-restriction provisions.
• Financial statements prepared under the Part F/S instructions (audited annual statements for Tier 2 issuers; reviewed or unaudited statements for Tier 1 issuers), together with notes.
• The signature block at the end of the offering circular, naming the issuer and the individuals signing in each capacity required by the form (principal executive officer, principal financial officer, principal accounting officer, and a majority of directors).

Part III follows the Part II narrative within the same HTML document and contains the exhibit index required by Item 17 of Form 1-A, listing each exhibit attached to the filing by number and description. The exhibit files themselves sit alongside this document as separate HTML files (see the Exhibits subsection below).

Because a POS is a post-qualification amendment, the Part II content typically reads as a fully restated offering circular rather than a delta. Changes flow through the rewritten narrative and refreshed financials rather than being called out as edits.

Exhibits

Exhibit files sit as siblings to the Part II/III document. Each is wrapped in the EDGAR SGML <DOCUMENT> envelope: a short header with <TYPE>, <SEQUENCE>, <FILENAME>, and <DESCRIPTION> lines, then a <TEXT> tag inside which the inner HTML is nested, and closing </TEXT> and </DOCUMENT> tags. Consumers must strip this wrapper before handing the inner HTML to a browser-grade parser.

The EDGAR exhibit type-code vocabulary that appears in documentFormatFiles for Form 1-A POS filings follows the Form 1-A exhibit schedule in Part III, Item 17:

• PART II AND III — the amended offering circular body itself.
• ADD EXHB — a generic "additional exhibit" bucket used when the filer does not tag the attachment with a more specific Form 1-A exhibit code. In practice, some issuers file entire Exhibit 6 contract suites, Exhibit 11 consents, and Exhibit 12 legal opinions under this umbrella type, so ADD EXHB is not a reliable indicator of exhibit substance on its own.
• EX1A-2A CHARTER and EX1A-2B BYLAWS — the issuer's charter and bylaws (Exhibits 2A and 2B).
• EX1A-3 HLDRS RTS — instruments defining the rights of securityholders (Exhibit 3).
• EX1A-4 SUBS AGMT — the form of subscription agreement (Exhibit 4); ubiquitous for continuous Tier 2 offerings sold directly to investors.
• EX1A-6 MAT CTRCT — material contracts (Exhibit 6). Asset-backed and series-LLC issuers frequently attach large numbers of these: property purchase-and-sale agreements, assignment agreements, asset-management agreements, operating agreements for individual series, license agreements, and similar operational contracts.
• EX1A-11 CONSENT — consents of auditors, engineers, or other experts named in the offering circular (Exhibit 11).
• EX1A-12 OPN CNSL — the legality opinion of counsel (Exhibit 12), addressing the valid issuance of the securities being offered.
• EX1A-13 TST WTRS — "testing the waters" solicitation materials (Exhibit 13).
• EX1A-15 ADD EXHB and occasional ex99-* entries — additional exhibits that do not fit any of the numbered Form 1-A exhibit categories.
• GRAPHIC — image attachments (JPG, PNG). Listed in documentFormatFiles but excluded from the dataset.

The free-text description on each documentFormatFiles entry often names the specific party or instrument more precisely than the type code (for example, CONSENT OF PRAGER METIS CPAS, LLC, OPINIONS RE: LEGALITY, MATERIAL CONTRACTS) and is valuable for disambiguation when the type collapses into the generic ADD EXHB bucket.

Included content

Each record includes, on disk, every text-form component of the EDGAR submission: metadata.json, primary_doc.xml, the XSL-rendered XHTML under xsl1-A_X01/, the single PART II AND III amended offering circular HTML, and every exhibit HTML document filed under the accession. The documentFormatFiles manifest in metadata.json is the authoritative list of submitted documents in EDGAR's receipt order, including the entries that are referenced but not materialized on disk.

Excluded or separate content

Two categories of submitted files are deliberately excluded from the per-accession folder:

• Image files (GRAPHIC entries in documentFormatFiles), typically JPGs or PNGs referenced from the offering circular HTML. They appear in the manifest but are not written to disk.
• The concatenated EDGAR full-submission .txt file. Its URL is preserved as linkToTxt, but the physical file is not included because its contents are fully represented by the constituent XML and HTML files that are included.

Structurally separate from any given POS record are the issuer's previously qualified offering statement (the original Form 1-A) and any earlier 1-A/A or 1-A POS amendments; each amendment is its own accession and its own record. The offeringFileNumber inside primary_doc.xml (and the mirrored fileNo in metadata.json) ties successive amendments together across the 024- file-number series but must be used externally to stitch an offering's full amendment history. Periodic reports filed by Tier 2 issuers on Forms 1-K, 1-SA, and 1-U are also outside this dataset and are only referenced indirectly where the offering circular incorporates their contents by reference.

Evolution of required content and structure

Regulation A in its modern form, and therefore Form 1-A POS in its modern form, took shape with the SEC's Regulation A+ rulemaking effective June 19, 2015. Dataset coverage begins in October 2015, so every record sits under the amended Regulation A regime rather than the pre-2015 "old" Regulation A. A few structural shifts within the dataset window are worth noting:

• Tier bifurcation (Tier 1 issuers up to $20 million, Tier 2 issuers initially up to $50 million in 12 months) was established in 2015. The <summaryInfo>/indicateTier1Tier2Offering element in every record reflects the applicable tier.
• The Tier 2 ceiling was raised from $50 million to $75 million effective March 15, 2021. POS amendments filed after that date occasionally reflect higher maximum offering amounts in issuerAggregateOffering, totalAggregateOffering, and the Part II cover-page headline figures.
• Rule 257 periodic reporting (Forms 1-K, 1-SA, 1-U) was introduced for Tier 2 issuers in 2015. POS amendments for Tier 2 issuers accordingly refresh Part F/S financials to stay current with the twelve-month refresh obligation under Rule 252(f), and incorporation-by-reference language can point to previously filed 1-K reports.
• The Rule 262 "bad actor" certification is a stable feature throughout the window; <applicationRule262> captures it in each record.
• Form 1-A's exhibit schedule under Part III, Item 17 has remained broadly stable since 2015, which keeps the EX1A-* type-code vocabulary consistent across the dataset's time range. The main operational variation is filer discretion in how granularly exhibits are categorized: some filers use specific EX1A-* codes, others fall back to the generic ADD EXHB bucket.

Evolution of data format

Form 1-A under the post-2015 regime has always been filed electronically on EDGAR as HTML plus a structured XML cover page. There is no legacy ASCII layout to account for within the dataset window, and Form 1-A POS has never carried XBRL or inline XBRL data, which is why the XBRL index link is empty and dataFiles is an empty array in every record. The data-format anatomy is accordingly stable:

• The primary_doc.xml schema under the http://www.sec.gov/edgar/rega/oneafiler namespace has been the structured carrier of cover-page data throughout the window. Its element set (employees info, issuer info, summary info, jurisdiction list, securities-issued summary, exemption narrative) has not materially changed for POS amendments.
• The XSL rendering under xsl1-A_X01/ has been produced for every filing in the window.
• The Part II and III offering circular has always been filed as HTML (never plain text), and exhibits have always been wrapped in the EDGAR SGML <DOCUMENT> envelope around an inner HTML payload.

The main dimension of variation is packaging granularity: single-series operating companies may file only a minimal set of HTML files per POS, while series-LLC and asset-backed programs bundle tens of per-series or per-property exhibits under a single accession, producing much larger record folders without any change in the underlying format.

Interpretation notes

• The EDGAR SGML envelope around each exhibit HTML is load-bearing. Parsers that pipe an exhibit file directly into an HTML parser without stripping the <DOCUMENT>, <TYPE>, <SEQUENCE>, <FILENAME>, <DESCRIPTION>, and <TEXT> lines will emit spurious text nodes ahead of the <HTML> element.
• The ADD EXHB type code is intentionally broad. Exhibit classification should combine the type code, the description string, and the filename slug (for example, ex6-11, ex11-1, ex12-1) to route exhibits into the correct Form 1-A exhibit-schedule bucket; relying on any single signal is brittle.
• The xsl1-A_X01/primary_doc.xml file is XHTML, not strict XML, despite its extension. For programmatic access to structured cover-page data, the sibling primary_doc.xml at the accession root is the authoritative source.
• A POS is a full restatement of the offering circular, not an incremental edit. Diff-based analysis of amendment content must be performed externally against prior 1-A, 1-A/A, or earlier 1-A POS filings sharing the same 024- offering file number.
• The CCC field inside <issuerCredentials> is always masked as XXXXXXXX in the archived primary XML. This is expected and not a data-integrity issue.
• The financial snapshot inside <formData>/<issuerInfo> is a compact cover-page summary, not a substitute for the full Part F/S financial statements embedded in the Part II/III HTML. Analytical use of the structured figures should be cross-checked against the narrative financials, particularly for earnings-per-share and auditor-name values.
• The <securitiesIssued> element and the <unregisteredSecuritiesAct>/<securitiesActExcemption> narrative describe prior unregistered placements by the issuer, not the Regulation A offering covered by the current form. They are a distinct disclosure track required by Part I of Form 1-A.
• Jurisdiction codes in <juridictionSecuritiesOffered> use two-letter US state and territory codes and occasional foreign-country codes. For Tier 2 offerings, federal preemption of state blue-sky registration means the jurisdiction list is informational rather than the basis for state-level filing obligations.
• The offering file number in the 024- series is the stable cross-amendment key: accessionNo is unique per submission, while fileNo links each POS to its original qualification and to sibling amendments filed over the life of the offering.
• A small number of documentFormatFiles entries are structural rather than substantive: the first entry may duplicate sequence 1 to point at the XSL-rendered view, and the trailing concatenated submission .txt entry carries a blank sequence and a blank document-type code. Consumers iterating the manifest should expect these sentinels.

Who Files or Publishes This Dataset, and When

Who files the record

Each record is a post-qualification amendment filed by the issuer whose offering statement was previously qualified by the SEC's Division of Corporation Finance under Regulation A of the Securities Act of 1933. The filer is the operating entity itself; its principal executive officer, principal financial officer, principal accounting officer or controller, and a majority of its board (or persons performing similar functions) sign the form but are not separate filers.

Eligible filers are the same population permitted to use Regulation A under Rule 251(a):

• Companies organized in and with a principal place of business in the United States or Canada. Foreign private issuers are ineligible.
• Non-Exchange Act reporting companies (or voluntary Reg A reporters). Full 1934 Act registrants typically use S-1/S-3/S-11, not Reg A.
• Issuers not excluded under Rule 251(b) or disqualified under Rule 262: no blank check companies, registered investment companies, BDCs, or issuers of fractional oil/gas/mineral interests; no "bad actors."
• Tier 1 issuers (offerings up to $20M / 12 months, with $6M selling-shareholder sublimit) and Tier 2 issuers (up to $75M / 12 months, with $22.5M selling-shareholder sublimit).

When the record is created or required

Form 1-A POS is event-driven, not calendar-fixed. It must be filed and re-qualified before sales on amended terms may proceed. Two categories of trigger drive every filing:

1. Fundamental change to the qualified offering statement. Required when the qualified offering circular becomes materially inaccurate or incomplete, including changes to:

• Offering price, size, securities offered, or minimum/maximum subscription
• Use of proceeds, plan of distribution, or offering structure
• Risk factors, management, compensation, related-party transactions, or beneficial ownership
• Addition of new classes of securities or changes to rights, preferences, or privileges
• Resumption, extension, or continuation of a suspended or expiring offering

2. Rule 252(f) annual financial-statement update. Issuers conducting continuous or delayed offerings under Rule 251(d)(3) must file a post-qualification amendment to keep financials within the age limits of Part F/S of Form 1-A. In practice this means refreshing audited (Tier 2) or reviewed (Tier 1) statements at least every 12 months after qualification if the offering is to continue without interruption.

Qualification, not effectiveness, controls timing. Unlike a post-effective amendment to a registered offering, a Form 1-A POS does not go live on filing. It enters staff review, may attract comment letters, and only becomes operative when the staff issues a new notice of qualification. The originally qualified circular remains usable on its original terms during review, but sales on the amended terms must wait.

Regulatory framework

Regulation A is an exemption from Section 5 registration authorized by Securities Act Section 3(b)(2) and expanded by Title IV of the JOBS Act of 2012 (the rules commonly called Reg A+, adopted March 2015 and effective June 19, 2015). The mechanics sit in Rules 251-263 of the Securities Act rules, with post-qualification amendment obligations defined in Rule 252(f). Signatories attest under Securities Act liability, including Sections 12(a)(2) and 17(a).

Important distinctions

• Form 1-A POS vs Form 1-A/A. Form 1-A/A is a pre-qualification amendment filed during initial staff review, before the offering is first qualified. Form 1-A POS is a post-qualification amendment filed after the initial notice of qualification has issued. The two are never interchangeable.
• Form 1-A POS vs Rule 253(g) supplement. A Rule 253(g) offering circular supplement handles non-fundamental updates (for example, pricing information within an already-qualified range, minor clarifications) and does not require re-qualification. Form 1-A POS is reserved for fundamental or material changes and for the 252(f) financial refresh.
• Form 1-A POS vs Reg A periodic reports. Form 1-K (annual report, 120 days after fiscal year end), Form 1-SA (semiannual, 90 days), Form 1-U (current report, 4 business days), and Form 1-Z (exit) update the market but do not amend the qualified offering terms. A POS does not satisfy Tier 2 periodic reporting, and periodic reports do not amend the circular.
• Reg A vs registered offerings. Post-effective amendments to S-1, S-3, S-11, or F-1 registrations are filed under Rule 462 and related provisions, not as Form 1-A POS.
• Tier 1 vs Tier 2. Both tiers use Form 1-A POS. The 252(f) annual-refresh trigger applies to continuous or delayed offerings in either tier; Tier 2 audited financials often flow from the Form 1-K into the next POS.
• One-time offerings. Issuers that close a short-window offering quickly after qualification may never file a POS. Recurring POS filings concentrate among issuers running continuous Tier 2 raises.
• EDGAR coverage. All Form 1-A, 1-A/A, and 1-A POS filings are filed electronically on EDGAR. Because Reg A+ took effect June 19, 2015, the earliest Form 1-A POS filings date from late 2015; the pre-2015 "old Reg A" regime (capped at $5M) produced few post-qualification amendments and falls outside the modern disclosure structure captured here.

How This Dataset Differs From Similar Datasets or Filings

Form 1-A POS sits in a cluster of Regulation A filings and has looser analogs in registered offerings (S-1, 424(b)), crowdfunding (Form C), and other exempt-offering notices (Form D). The comparisons below isolate what is filed, by whom, when it is triggered, and why the datasets are not substitutes.

Form 1-A (initial offering statements)

Form 1-A is the parent filing: the original offering statement an issuer submits to qualify a Tier 1 or Tier 2 Regulation A offering. It contains the baseline offering circular, Part I XML, and exhibits before any sales can occur. Form 1-A POS is filed only after SEC qualification, to incorporate a fundamental change or satisfy the Rule 252(f) twelve-month financial update. The two datasets share document structure but cover opposite sides of qualification: 1-A is the pre-qualification baseline, 1-A POS is the post-qualification replacement. Neither stands in for the other on a given accession.

Form 1-A/A (pre-qualification amendments)

Form 1-A/A is the amendment filed during SEC staff review, typically in response to comments, before the offering is qualified. It documents the back-and-forth that shapes the final qualified disclosure. Form 1-A POS sits past that point: it only exists after qualification and governs how a live, qualified offering changes. Use 1-A/A to study the review process; use 1-A POS to study post-qualification disclosure evolution.

Rule 253(g)(2) and 253(g)(3) offering circular supplements

Rule 253(g) permits issuers to update a qualified offering circular through supplements rather than a full post-qualification amendment. Rule 253(g)(2) covers substantive but non-fundamental changes; Rule 253(g)(3) covers pricing. Form 1-A POS is required for fundamental changes, annual financial refreshes under Rule 252(f), or any case where the issuer restarts the qualified disclosure document. The split is materiality-driven: minor or pricing-only updates route to 253(g); fundamental or annual updates route to 1-A POS. A full disclosure history of a Reg A offering typically requires both.

Form 1-K, 1-SA, 1-U, and 1-Z (Reg A ongoing reporting)

These are the Tier 2 post-qualification reporting forms:

• 1-K: annual report with audited financials and MD&A.
• 1-SA: semi-annual report with unaudited interim financials.
• 1-U: current report for specified material events.
• 1-Z: exit report terminating Reg A reporting.

All concern the issuer's ongoing status; none amend the offering statement. Form 1-A POS modifies the offering document and the terms under which securities are sold. Financial statements appear in both regimes, but the filing trigger (issuer reporting calendar vs. change to offering terms) and legal role (ongoing disclosure vs. amended offering qualification) are distinct.

Form S-1 and S-1/A (Securities Act Section 5 registration)

Form S-1 and Form S-1/A are the registered-offering analogs of Form 1-A and 1-A/A, but operate under full Section 5 registration rather than the Reg A exemption. S-1 issuers face full prospectus liability, integrated disclosure requirements, and Exchange Act reporting obligations; Reg A issuers operate under a scaled regime. Issuers pick one path; a 1-A POS and an S-1/A cannot describe the same offering. Document types look similar (prospectus vs. offering circular), but the legal framework, filer population, and investor protections differ.

424(b) prospectus supplements

Rule 424(b) supplements deliver final terms, pricing, and updates into a registered prospectus without filing a new S-1. They are the registered-offering parallel to Rule 253(g) supplements, not to 1-A POS. 424(b) attaches to an S-1 or S-3 base registration; 1-A POS attaches to a qualified Form 1-A. The two live under different legal regimes and cannot substitute for each other in any offering.

Form C and Form C/A (Regulation Crowdfunding)

Form C is the offering document under Regulation Crowdfunding, used for small raises conducted through registered funding portals and subject to the Reg CF cap. Form C/A is the amendment. Reg CF and Reg A are both exempt, but they differ in offering size ceiling, disclosure depth, distribution channel, and investor rules. A 1-A POS amends a qualified Reg A offering circular; a C/A amends a Reg CF offering document. The datasets cover non-overlapping issuer populations.

Form D (Regulation D private placements)

Form D is a short notice filing for Rule 504, Rule 506(b), or Rule 506(c) offerings. It contains structured metadata only: no offering circular, risk factors, or financial statements, and the SEC does not qualify or review the underlying offering. Form 1-A POS, in contrast, delivers full amended disclosure documents for an SEC-qualified offering. The two can be combined to survey the exempt-offering landscape, but they are not interchangeable for any question that depends on disclosure content.

Boundary summary

Form 1-A POS is defined by three conjunctive conditions: the offering is under Regulation A, the SEC has already qualified it, and the change is either fundamental or a Rule 252(f) annual update rather than a 253(g) supplement. Adjacent datasets fall outside at least one condition: different stage (1-A, 1-A/A), different update mechanism (253(g)), different reporting track (1-K, 1-SA, 1-U, 1-Z), or different legal regime entirely (S-1, 424(b), Form C, Form D). The Form 1-A POS Files Dataset is the correct source only when the question concerns the amended, qualified Reg A offering document itself.

Who Uses This Dataset

Form 1-A POS records pair a structured XML header with an amended offering circular and an EX1A-* exhibit stack, so different users work different layers.

Securities attorneys advising Reg A issuers

Outside counsel mine the dataset as a corpus of qualified precedents. They pull Part II offering-circular text, EX1A-2A/2B charter and bylaw exhibits, and EX1A-6 material contracts to benchmark risk factors, plan-of-distribution language, escrow mechanics, and subscription procedures. When drafting a post-qualification amendment, they compare peer amendments in the same vertical to calibrate disclosure around price changes, extended offering periods, revised min/max raises, and shifts in use of proceeds, and track how recurring staff comments flow into later filings to anticipate review friction.

Issuer in-house counsel and corporate paralegals

In-house teams use the dataset operationally when they assemble their own 1-A POS. They read primary_doc.xml formData to confirm offering-type tagging, fee tables, and issuer classification; copy exhibit-sequencing patterns from peers; and pull redline-ready language for sections that must be refreshed after twelve months, especially audited financials, MD&A, and officer/director bios. Complete peer exhibit indexes serve as a pre-submission checklist.

Filing-agent and EDGAR submission staff

Filing agents validate submission mechanics. They inspect metadata and primary_doc.xml to verify form-type flags, item selections, and signatures; confirm EX1A-* exhibit naming; and reuse successful prior filings as structural templates. When a client amendment is suspended, they cross-reference similar rejections to diagnose malformed fee exhibits, missing consents, or mis-indexed appendices.

State securities regulators and SRO examiners

Staff at state regulators coordinating Reg A reviews, and SRO examiners overseeing broker-dealers placing Reg A securities, monitor disclosure drift. They track risk-factor language, related-party transactions, escrow terms, officer-and-director backgrounds, and use-of-proceeds across successive amendments. Multiple 1-A POS filings by one issuer that reallocate proceeds or lower the minimum raise feed enforcement referrals and Tier 2 sweep examinations.

Financial journalists and trade-press reporters

Reporters covering the Reg A+ market use the metadata layer to build time-series counts by industry, then read the amended circular to explain pricing moves, offering extensions, and strategic pivots. Coverage of real-estate Tier 2 issuers, crowdfunding platforms, cannabis operators, and digital-asset issuers leans on amended risk factors and use-of-proceeds sections to flag failed raises or exemption-regime migrations. Material contracts and subscription-agreement forms anchor investigative work on platform economics and promoter ties.

Alternative-data and financial-data vendors

Vendors building private-market data products parse primary_doc.xml for issuer IDs, CIKs, offering amounts, security types, and jurisdictions; run NLP over the circular body to tag risk-factor taxonomies, use-of-proceeds categories, and price changes; and classify exhibits to normalize contract and consent metadata. Output feeds dashboards, APIs, and screening tools. Full backfills from October 2015 matter for training classifiers and benchmarking parsers across the entire post-JOBS-Act cohort.

Academic researchers in securities law and capital formation

Researchers treat the dataset as a census of post-qualification behavior. Linking initial 1-A qualifications to downstream 1-A POS amendments lets them measure amendment frequency, amendment triggers, disclosure evolution, and outcome differences across Tier 1 vs. Tier 2, industry, and intermediary channel. Circular text supports disclosure-complexity studies; exhibit metadata supports work on auditor selection, counsel concentration, and contract-design patterns.

Platform due-diligence teams and private-investor analysts

Due-diligence staff at online Reg A platforms and analysts allocating to qualified offerings vet issuers using the amended circular for offering-term changes, dilution, and management compensation; EX1A-6 material contracts for licensing, IP, and revenue shares; and EX1A-11 auditor consents to confirm audit firm and scope. Diffing successive amendments surfaces material litigation, going-concern language, or downward raise revisions, which drives listing decisions and ongoing surveillance.

Auditors and accounting advisory groups

Audit teams serving Reg A issuers review how their own EX1A-11 consents appear in the submission, benchmark peer-firm consent language, and track auditor concentration in the Reg A market. Transaction-advisory and forensic-accounting groups read amended financials for restatements, accounting-policy changes, and going-concern disclosures to shape advice for clients considering a Reg A offering.

Broker-dealer risk, AML, and KYC teams

Broker-dealers acting as selling or placement agents populate issuer due-diligence files from beneficial-ownership disclosures, officer/director bios, related-party transactions, and litigation sections of the amended circular. They diff successive 1-A POS amendments for the same issuer; material changes to management, capital structure, or use of proceeds re-trigger supervisory approval under firm procedures and SRO private-placement rules.

Specific Use Cases

The Form 1-A POS Files Dataset supports a focused set of workflows that depend on amended Regulation A offering terms, refreshed financials, and the EX1A-* exhibit stack.

Benchmarking post-qualification amendment language for drafting

Securities counsel pull the Part II narrative from the PART II AND III HTML of peer POS filings in the same SIC code, extracting risk factors, plan-of-distribution, and use-of-proceeds sections. The output is a redline-ready clause library used when drafting a client's own POS, calibrated against how comparable qualified issuers describe price changes, extended offering periods, and revised min/max raises.

Tracking offering-term changes across a single offering's amendment history

Analysts group all POS records sharing the same offeringFileNumber (the 024- series in primary_doc.xml), then diff the structured <summaryInfo> fields (pricePerSecurity, issuerAggregateOffering, totalAggregateOffering, securitiesOffered, estimatedNetAmount) across successive accession numbers. The resulting time series flags raise-cap increases, price resets, and reallocated proceeds, feeding platform surveillance alerts and state-regulator enforcement referrals.

Auditor-consent and auditor-concentration monitoring

Accounting advisory groups and market researchers extract EX1A-11 CONSENT exhibits plus the nameAuditor field from <issuerInfo>, joining on CIK and filing date. The output is a ranked table of audit firms active in the Reg A market, with detection of auditor changes between an issuer's prior 1-A and current POS and flags for resignations or going-concern language surfaced in the refreshed Part F/S financials.

Building a material-contracts corpus for series-LLC and asset-backed programs

Data vendors and due-diligence teams harvest every EX1A-6 MAT CTRCT and ADD EXHB entry from documentFormatFiles, strip the EDGAR SGML wrapper, and classify by filename slug (ex6-*) and free-text description. The normalized corpus of purchase-and-sale agreements, asset-management agreements, and per-series operating agreements powers platform-economics research and contract-template benchmarking for real-estate and alternative-asset issuers.

Jurisdiction coverage and blue-sky footprint analysis

Researchers parse the repeated <issueJuridicationSecuritiesOffering> children from primary_doc.xml to build an issuer-by-state matrix, joined with the Tier 1 vs. Tier 2 flag from indicateTier1Tier2Offering. This supports studies of state-level participation patterns in Tier 1 offerings (where blue-sky coordination still applies) and quantifies how Tier 2 issuers use federal preemption to reach a wider state footprint after qualification.

Amendment-frequency and disclosure-evolution research

Academic researchers link initial Form 1-A qualifications to their downstream POS amendments via offeringFileNumber, then count amendments per offering and measure elapsed time between qualification and each POS. Combined with text-level features extracted from the amended circular (word-count deltas, risk-factor additions, MD&A rewrites), this feeds studies on Rule 252(f) annual refresh compliance, fundamental-change triggers, and outcome differences across industry and tier.

Filing-agent template validation and rejection diagnosis

EDGAR filing-agent staff compare a pending client POS against metadata.json and primary_doc.xml from recent accepted peer filings, checking form-type flags, signature blocks, offering-file-number formatting, and the EX1A-* exhibit-type coverage in documentFormatFiles. When a submission is suspended, they query similar past rejections to pinpoint malformed fee tables, missing EX1A-11 CONSENT attachments, or mis-indexed EX1A-12 OPN CNSL opinions before refiling.

Dataset Access

Dataset Index JSON API: https://api.sec-api.io/datasets/form-1a-pos-files.json

This endpoint returns dataset metadata, the download URL for the full archive, and a list of all container files with per-container size, record count, and last updated timestamp. Use it to monitor which containers were touched in the most recent refresh run and to decide which monthly containers to download on a day-by-day basis. This endpoint does not require an API key.

Example response:

          1
          {
        

          2
            "datasetId": "1f13365b-9ae0-697f-b75d-077b523a953c",
        

          3
            "datasetDownloadUrl": "https://api.sec-api.io/datasets/form-1a-pos-files.zip",
        

          4
            "name": "Form 1-A POS Files Dataset",
        

          5
            "updatedAt": "2026-04-23T02:55:46.811Z",
        

          6
            "earliestSampleDate": "2015-10-01",
        

          7
            "totalRecords": 18032,
        

          8
            "totalSize": 719691211,
        

          9
            "formTypes": ["1-A POS"],
        

          10
            "containerFormat": "ZIP",
        

          11
            "fileTypes": ["XML", "HTML", "JSON", "TXT", "PDF"],
        

          12
            "containers": [
        

          13
              {
        

          14
                "downloadUrl": "https://api.sec-api.io/datasets/form-1a-pos-files/2026/2026-04.zip",
        

          15
                "key": "2026/2026-04.zip",
        

          16
                "size": 8421337,
        

          17
                "records": 42,
        

          18
                "updatedAt": "2026-04-23T02:55:46.811Z"
        

          19
              }
        

          20
            ]
        

          21
          }
        

Example request:

curl https://api.sec-api.io/datasets/form-1a-pos-files.json

Download Entire Dataset: https://api.sec-api.io/datasets/form-1a-pos-files.zip?token=YOUR_API_KEY

Downloads all Form 1-A POS filings since 2015-10-01 as a single ZIP archive containing the monthly container files. This endpoint requires a valid sec-api.io API key passed via the token query parameter.

Example request:

wget "https://api.sec-api.io/datasets/form-1a-pos-files.zip?token=YOUR_API_KEY"

Download Single Container: https://api.sec-api.io/datasets/form-1a-pos-files/2026/2026-04.zip?token=YOUR_API_KEY

Containers are organized under a year/year-month.zip hierarchy, allowing you to pull a single month of filings instead of the full archive. This endpoint requires a valid sec-api.io API key.

Example request:

curl -O "https://api.sec-api.io/datasets/form-1a-pos-files/2026/2026-04.zip?token=YOUR_API_KEY"

Frequently Asked Questions

What form does this dataset cover?

The dataset covers Form 1-A POS, the post-qualification amendment to a Regulation A offering statement originally filed on Form 1-A. It is filed by the issuer after the SEC's Division of Corporation Finance has qualified the initial offering and must itself be re-qualified before sales on amended terms may proceed.

What does one record in this dataset represent?

One record is a single Form 1-A POS submission to EDGAR, keyed by its 18-digit accession number. Each record is a per-accession folder containing metadata.json, the structured primary_doc.xml cover page, the SEC's XSL-rendered XHTML view under xsl1-A_X01/, exactly one PART II AND III HTML amended offering circular, and every exhibit HTML document the issuer attached.

Who is required to file Form 1-A POS?

The issuer of a qualified Regulation A offering files Form 1-A POS — the same population eligible under Rule 251(a), meaning US or Canadian operating companies that are not Exchange Act reporting companies, not excluded under Rule 251(b), and not disqualified under Rule 262. It applies equally to Tier 1 issuers (up to $20M / 12 months) and Tier 2 issuers (up to $75M / 12 months).

When must a Form 1-A POS be filed?

Filing is event-driven, with two triggers: a fundamental change to the qualified offering statement (price, size, use of proceeds, plan of distribution, risk factors, management, and similar material items) and the Rule 252(f) twelve-month financial-statement refresh for continuous or delayed offerings. Non-fundamental updates and pricing-only changes route to a Rule 253(g) supplement instead.

How does Form 1-A POS differ from Form 1-A/A?

Form 1-A/A is a pre-qualification amendment filed during initial staff review, before the SEC first qualifies the offering. Form 1-A POS is a post-qualification amendment filed after qualification has been issued, and it must be re-qualified before amended terms go live. The two are never interchangeable.

What file format is the dataset distributed in?

The dataset is distributed as monthly ZIP containers organized under a year/year-month.zip hierarchy. Inside each ZIP, records sit in accession-keyed subdirectories and contain XML, HTML, JSON, and TXT files as produced by EDGAR; PDF attachments appear where the issuer filed them. Form 1-A POS submissions do not carry XBRL, so dataFiles is empty and the XBRL index link is empty in every record.

What time period does the dataset cover?

Coverage begins October 1, 2015 — shortly after the SEC's Regulation A+ rulemaking became effective on June 19, 2015 — and extends to the present, refreshed as new Form 1-A POS submissions are accepted by EDGAR. Pre-2015 "old Reg A" filings, which operated under a $5M cap and a different disclosure structure, are outside the dataset window.