Form 253G1 Files Dataset

The Form 253G1 Files Dataset is a complete archive of Regulation A offering-circular supplements filed to EDGAR under Rule 253(g)(1) of the Securities Act of 1933. Each record represents a single Form 253G1 submission — the moment a Regulation A issuer files the completed offering circular that fills in the pricing-dependent information (public offering price, underwriting discounts and commissions, proceeds to the issuer, delivery dates, and related terms) previously omitted from its qualified Form 1-A under Rule 253(b). Filers are Regulation A issuers themselves, never underwriters, placement agents, or investors, and the filing must be submitted within two business days of price determination or first use. The dataset begins with the first wave of qualified Regulation A+ issuers reaching the pricing stage in February 2016 — Form 253G1 as a distinct EDGAR submission type dates from the Regulation A+ rulemaking that took effect June 19, 2015 (implementing Title IV of the JOBS Act) — and is distributed as monthly ZIP containers holding HTML offering-circular documents alongside a normalized metadata.json header.

Update Frequency
Daily
Updated at
2026-05-09
Earliest Sample Date
2016-02-01
Total Size
28.8 MB
Total Records
288
Container Format
ZIP
Content Types
HTML, JSON
Form Types
253G1

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Dataset Files

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What This Dataset Contains

The Form 253G1 Files Dataset captures every EDGAR submission carrying the 253G1 cover type, scoped strictly to supplements filed under Rule 253(g)(1). Rule 253(g)(2) supplements (Form 253G2, material changes) and Rule 253(g)(3) supplements (Form 253G3, post-qualification pricing or continuous-offering supplements) are not mixed in. The unit of observation is the filing: one 253G1 accession maps to one record folder, which in turn maps to one offering-circular supplement filed under Rule 253(g)(1) of Regulation A.

Form 253G1 sits near the end of the Regulation A offering lifecycle. The issuer first submits Form 1-A for qualification of a preliminary offering circular; under Rule 253(b) the issuer is permitted to omit pricing-dependent information from that qualified circular (the public offering price, underwriting discounts and commissions, dealer concessions, delivery dates, and other terms dependent on the offering price). Once the price is determined — or the circular is first used after qualification — Rule 253(g)(1) requires the issuer to file the supplemented circular with the Commission within two business days of the earlier of those two dates. The 253G1 filing is how that disclosure is discharged. In practice, filers almost always upload the entire finalized offering circular as the 253G1 document rather than a narrow delta limited to the previously omitted items. One record therefore typically contains a complete Regulation A offering circular — Tier 1 or Tier 2 — with the final pricing terms integrated throughout.

The dataset is distributed as monthly ZIP archives. File types inside the record folders are HTML and JSON: the normalized metadata header and the textual documents from the EDGAR submission. Image assets (JPG, GIF, PNG) and the consolidated SGML submission text file are excluded even though they are enumerated in the metadata's original document manifest.

Content Structure of a Single Record

1. What one record represents

One record in the Form 253G1 Files Dataset is a single Form 253G1 submission to EDGAR, keyed by its accession number and packaged as a self-contained folder. Each record couples a normalized metadata.json header describing the filing with the textual documents that comprise the EDGAR submission as filed — principally the primary offering-circular HTML and any additional textual exhibits. Image assets referenced by the HTML are not included in the record folder even though they are enumerated in the metadata.

2. Container layout

Records are delivered as monthly ZIP archives organized by filing year and month, following the path convention form-253g1-files/<year>/<year>-<month>.zip. Each archive decompresses into a top-level folder named after the month. Inside that folder, one subdirectory exists per filing, named with the EDGAR accession number in zero-padded, dashless form (for example 000149315225016654 for accession 0001493152-25-016654). The subfolder is the atomic record.

An accession subfolder contains:

  • metadata.json — the normalized filing header, always present.
  • One primary HTML document carrying the offering circular, typically named along the lines of form-253g1.htm or a filer-specific equivalent.
  • Zero or more additional textual or HTML exhibit documents from the original EDGAR submission.

The file-types found in the dataset are HTML and JSON. The consolidated SGML submission text file (the *.txt aggregate that EDGAR indexes) and any image files (JPG, GIF, PNG) referenced by the HTML are excluded from the folder even though they appear in the metadata's documentFormatFiles list. Consequently, <IMG> tags inside the HTML will resolve to missing local resources when rendered, but all textual and tabular content is preserved.

3. The metadata.json file

The metadata JSON normalizes the EDGAR header and filing-index information into a single object. Its top-level fields include:

  • formType — always "253G1" in this dataset.
  • accessionNo — the EDGAR accession number in canonical dashed form (e.g. 0001493152-25-016654).
  • filedAt — the ISO-8601 timestamp with timezone offset recording EDGAR acceptance.
  • description — the short EDGAR description line, often just the bare form type.
  • linkToFilingDetails — absolute URL on sec.gov pointing to the primary 253G1 HTML document.
  • linkToHtml — absolute URL to the EDGAR filing-index page (*-index.htm).
  • linkToTxt — absolute URL to the consolidated SGML submission text file on EDGAR.
  • linkToXbrl — absolute URL to an XBRL instance if one exists; empty for 253G1 because Regulation A offering circulars are not subject to XBRL.
  • id — an opaque internal identifier uniquely keying the record.
  • documentFormatFiles — an array enumerating every document in the original EDGAR submission, including items excluded from the ZIP. Each element carries sequence (EDGAR sequence number as a string; the aggregate submission text file uses a blank " "), description (EDGAR description, such as "253G1", "GRAPHIC", "EX-1A-12 OPN CNSL", or "Complete submission text file"), type (the EDGAR document type, matching the form type for the primary document and the description for graphics), documentUrl (absolute URL on sec.gov), and size (byte size as a string).
  • entities — an array of filing entities. For 253G1 this is almost always a single issuer/filer object carrying companyName (with a parenthetical role suffix such as (Filer)), cik, irsNo, stateOfIncorporation, act (typically "33" for the Securities Act of 1933), fileNo (the Regulation A file number in the format 024-#####), filmNo (EDGAR's internal film number), sic (SIC industry code with name), and type (form type associated with the entity). The 024- file-number prefix is the hallmark identifier of a Regulation A filing and links the 253G1 back to its parent Form 1-A qualification.
  • seriesAndClassesContractsInformation — array used for investment-company series/class data; empty for ordinary 253G1 issuers.
  • dataFiles — array for structured data exhibits; empty for 253G1 because Regulation A circulars do not carry structured data.

4. The primary 253G1 document

The primary HTML document is delivered as it was submitted to EDGAR, wrapped in the standard EDGAR SGML document envelope. The opening of the file carries the header lines

1 <DOCUMENT>
2 <TYPE>253G1
3 <SEQUENCE>1
4 <FILENAME>...
5 <DESCRIPTION>253G1
6 <TEXT>
7 <HTML>

and closes with </HTML></TEXT></DOCUMENT>. The <TYPE>, <SEQUENCE>, <FILENAME>, and <DESCRIPTION> tag values correspond directly to the matching fields inside metadata.json.documentFormatFiles. Any additional exhibit files in the accession folder follow the same single-<DOCUMENT> wrapper convention, one document per file.

Inside <TEXT>, the offering circular is authored as HTML with inline styling rather than external CSS. It uses heavily styled <P>, <DIV>, and <TABLE> elements, nested <FONT> tags, HTML entities (&ldquo;, &rsquo;, &nbsp;), and SGML-style pagination comments of the form <!-- Field: Page; Sequence: N --><!-- Field: /Page --> that EDGAR uses to drive the paginated preview. Inline <IMG SRC="..."> tags reference graphics that live alongside the HTML on EDGAR but are omitted from the dataset.

Cover annotations and finalized offering terms

The top of the circular carries the documentary markers that identify the filing as a Rule 253(g)(1) supplement:

  • A cover annotation Filed Pursuant to Rule 253(g)(1) together with the Regulation A file number File No. 024-#####, which mirrors entities[0].fileNo in the metadata.
  • A bold cover heading of the form OFFERING CIRCULAR DATED <date>.
  • The issuer name, website, and logo (the logo is an <IMG> reference whose target file is excluded from the record).
  • The headline offering terms: security name, maximum offering amount, minimum offering amount (if any), per-unit price or pricing increment, and a plain-language description of the offering basis (best efforts, continuous, minimum/maximum, firm commitment). This block is where information previously omitted under Rule 253(b) surfaces in final form — public offering price, underwriting discounts and commissions, dealer concessions, selling-agent fees, delivery dates, and other pricing-dependent terms that had been bracketed or left blank in the preliminary qualified circular.
  • A prominent pointer to the Risk Factors section and, for Tier 2 offerings, the Regulation A investor-suitability legend capping purchases by non-accredited natural persons at the greater of 10% of annual income or 10% of net worth, with the accredited-investor carve-out. Tier 1 offerings do not carry this investor-suitability cap but remain subject to state Blue Sky review, and the cover typically carries the corresponding state-exemption disclosure block.

Table of contents and body sections

A hyperlinked Table of Contents drives the body. A typical Tier 2 offering circular includes, roughly in order: Third Party Data; Trademarks and Copyrights; Cautionary Statement Regarding Forward-Looking Information; State Law Exemption and Purchase Restrictions; Offering Circular Summary; The Offering; Selected Historical Consolidated Financial Data; Risk Factors; Dilution; Use of Proceeds; Investment Company Act Limitations (where relevant); Management's Discussion and Analysis of Financial Condition and Results of Operations; Our Business; Organizational Structure; Management; Compensation of Executive Officers and Directors; Security Ownership of Certain Beneficial Owners and Management; Interest of Management and Others in Certain Transactions; Description of the Securities; Indemnification of Directors and Officers; Plan of Distribution; Certain U.S. Federal Income Tax Considerations; Appointment of Auditor; Legal Matters; Experts; Where You Can Find Additional Information; and Index to Financial Statements. Tier 1 circulars follow the same general outline but omit Tier 2-specific elements such as the investor-suitability cap legend and the Tier 2 ongoing-reporting references tied to Form 1-K, Form 1-SA, and Form 1-U obligations.

"The Offering" section carries the terms-sheet-style summary of final pricing parameters and is the block most directly responsive to the Rule 253(g)(1) purpose. "Plan of Distribution" presents the finalized underwriting arrangement — underwriter, placement-agent, and broker-dealer names, commissions, dealer-manager fees, selling-agent arrangements, FINRA filing status, and delivery and closing mechanics. "Use of Proceeds" contains one or more tables allocating net proceeds across scenarios (typically at maximum offering size, often paired with a minimum-raise scenario). "Risk Factors" is a long narrative enumeration of issuer-, securities-, and offering-specific risks.

Embedded financial statements

The financial-statements section at the back of the document carries its own sub-table of contents and typically presents a Balance Sheet, Statement of Operations, Statement of Changes in Stockholders' Equity (or Members' Equity for LLC issuers), Statement of Cash Flows, and Notes to Financial Statements, preceded by a Report of Independent Registered Public Accounting Firm where an audit has been performed. Each statement is rendered as styled HTML tables inside the same primary HTML file; no financials exhibit and no machine-readable financial exhibit accompanies the circular. Tier 2 issuers are required to include audited financial statements prepared in accordance with U.S. GAAP; Tier 1 issuers may present unaudited financial statements depending on their qualification posture.

Signatures and back matter

When the 253G1 restates the full offering circular, back matter commonly includes a "Where You Can Find Additional Information" notice directing readers to EDGAR for the qualified Form 1-A and any supplements, plus references to the legal-counsel opinion and auditor consent. Unlike a Form 1-A, Form 253G1 does not itself carry the issuer, principal executive officer, principal financial officer, controller, and majority-of-directors signature block of a Regulation A registration; operative signatures live with the underlying Form 1-A qualification package. A 253G1 supplement is effective by virtue of filing under Rule 253(g)(1) rather than via a separate Commission qualification event.

5. Included content

Each record includes metadata.json and all non-image documents from the EDGAR submission. In nearly all cases this means the primary 253G1 HTML offering-circular document is present in full — complete text, tables, risk factors, financial statements, and finalized pricing disclosures. Additional textual exhibits that accompanied the cover (legal-counsel opinions in the EX-1A-12 series, underwriting or placement-agent agreements in the EX-1A-1 series, auditor consents in EX-1A-11, escrow agreements, subscription-agreement forms, and similar) are packaged in the same accession folder as their own SGML-wrapped files. The normalized metadata preserves, for every document that was originally part of the submission, its EDGAR sequence, type, description, byte size, and canonical URL, so the full original manifest remains inspectable even for items not physically packaged.

6. Excluded or separate content

Image files (JPG, GIF, PNG) referenced by the offering-circular HTML are excluded from the record. These are typically issuer logos, property photographs, organizational-chart graphics, and management headshots; their absence does not affect the substantive disclosure content but leaves <IMG> tags pointing to missing local resources. The consolidated SGML submission text file (<accession>.txt) — which aggregates every document in EDGAR's native SGML wrapper — is also omitted because its content duplicates the per-document HTML files.

Content that is merely incorporated by reference — the qualified Form 1-A itself, prior 253G supplements on the same file number, and Tier 2 ongoing-reporting filings such as Form 1-K (annual report), Form 1-SA (semiannual report), and Form 1-U (current report) — is not embedded in the 253G1 record. Those documents live as their own EDGAR submissions under the same 024-##### file number and must be retrieved separately if the full disclosure chain is required.

7. Interpretation and extraction notes

Several practical points matter when working with these records:

  • Although Rule 253(g)(1) is framed as a mechanism to disclose previously omitted pricing information, filers routinely upload the complete finalized offering circular as the 253G1 document rather than a narrow addendum. Readers should expect a full offering circular, not a short amendment, in the overwhelming majority of records.
  • The Regulation A file number in entities[].fileNo (format 024-#####) is the linking identifier that ties a 253G1 back to the qualifying Form 1-A and to any sibling 253G2 and 253G3 supplements. Joining records across those form types requires matching on this file number rather than on CIK alone, because a single issuer can have multiple qualified offerings.
  • Amendments to previously filed 253G1s are rare because the form is itself a supplement rather than a registration; substantive changes are generally effected by filing a subsequent 253G2 (material changes) or 253G3 (continuous offering pricing supplement) rather than by amending the 253G1 itself.
  • Because image files are excluded, extraction pipelines that rely on visual elements (charts, property photos, org-chart graphics, scanned signatures) will not find them; all textual, numerical, and tabular content in the offering circular, however, is preserved in the HTML.
  • The HTML uses heavy inline formatting, nested <FONT> tags, and EDGAR-generated page-break comments. Downstream text extractors should normalize or strip these artifacts and should treat <!-- Field: Page; Sequence: N --> markers as pagination hints rather than content.
  • Financial statements are embedded inline as HTML tables within the same primary document; there is no structured financial exhibit to parse separately.
  • The entities array occasionally contains additional parties (co-issuers, guarantors, master-fund or feeder-fund entities, or sponsors) beyond the primary filer; most 253G1 filings list only a single issuer-filer entity, but multi-entity filings do occur and should be handled by iterating the array rather than assuming a single element.
  • The SIC code in entities[].sic provides a useful industry segmentation over the dataset; Regulation A has been heavily used by small real-estate sponsors, fintech issuers, and crypto-adjacent token offerings, which is reflected in the distribution of SIC codes present across records.

Who Files or Publishes This Dataset, and When

Who files the record

Each Form 253G1 record is an offering circular supplement filed to EDGAR by a Regulation A issuer after its offering has been qualified by the SEC. The filer is the issuer itself, never an underwriter, placement agent, selling shareholder, or investor, even though underwriting discounts and selling terms are often the very information being added.

Eligible filers are limited by Rule 251(b) (17 CFR 230.251(b)) to issuers organized in and with a principal place of business in the United States or Canada, and exclude SEC reporting companies, registered investment companies, business development companies, blank check companies, and other disqualified issuers. In practice, the 253G1 population is dominated by smaller non-reporting domestic operating companies, early-stage growth companies, and Regulation A sponsored vehicles (including real estate and alternative-asset offerings). Tier 2 issuers file most 253G1 supplements because Tier 2 offerings are larger and more often continuous; Tier 1 issuers use the same form under the same rule, without any form-level distinction.

An issuer can only generate a 253G1 record after the SEC has qualified its offering statement on Form 1-A. Before qualification, there is no qualified offering circular to supplement.

Regulatory framework

Form 253G1 operates under Regulation A, the Securities Act exemption authorized by Section 3(b)(2) of the Securities Act of 1933 and implemented in 17 CFR 230.251 through 230.263. Two rules drive the filing:

  • Rule 253(b) permits an issuer to omit pricing-dependent items from the qualified offering circular — the public offering price, underwriting discounts and commissions, proceeds to the issuer, and related price-dependent selling terms.
  • Rule 253(g)(1) is the mechanism by which the issuer later files a completed offering circular that differs from the qualified version only by including that previously omitted Rule 253(b) information.

Form 1-A establishes the qualified offering circular, Rule 253(b) lets pricing-dependent items be left out of it, and Rule 253(g)(1) is how the completed circular is subsequently filed. A 253G1 supplement is not separately qualified and does not undergo SEC review before use.

When the filing is triggered

A 253G1 filing is triggered when the issuer is ready to use a final offering circular that varies from the most recent qualified circular only by filling in Rule 253(b) pricing-dependent information. Under Rule 253(g)(1), the supplement must be filed no later than two business days after the earlier of:

  • the date the offering price (or other pricing-dependent term) is determined, or
  • the date the completed offering circular is first used after qualification.

This makes Form 253G1 event-driven, not periodic. A single offering may generate multiple 253G1 records over its life if pricing is updated or if the issuer puts successive completed circulars into use. The filing reflects the pricing or first-use event; it does not by itself indicate that a sale has occurred.

Important distinctions

  • Form 253G2 (Rule 253(g)(2)) — used for post-qualification circulars that reflect substantive changes or additions beyond simply filling in Rule 253(b) omissions. If the supplement does more than complete pricing-dependent information, 253G2 is the correct cover, not 253G1.
  • Form 253G3 (Rule 253(g)(3)) — a summary cover used when the issuer is relying on information already contained in a previously filed circular or supplement.
  • Form 1-A/A (post-qualification amendment) — required for material changes to the terms of the offering or to information of the type that required qualification. A 1-A/A must itself be qualified by the staff before use, unlike any 253G supplement.
  • Rule 424 prospectus supplements (Forms 424B1–424B8) — the analogous mechanism for fully registered offerings. Registered issuers do not file 253G1; Regulation A issuers do not file 424B.
  • Foreign private issuers, SEC reporting companies, investment companies, and blank check companies fall outside Regulation A eligibility under Rule 251(b) and do not appear as 253G1 filers.
  • Amendments to a prior 253G1 are uncommon; the regime contemplates a new supplement for each pricing or first-use event rather than an amended one.

EDGAR coverage

Form 253G1 as a distinct EDGAR cover type dates from the Regulation A+ rulemaking that took effect June 19, 2015 (implementing Title IV of the JOBS Act). The earliest records in this dataset are from February 2016, reflecting the first wave of qualified Regulation A+ issuers reaching the pricing stage. There is no pre-2015 analogue under this form designation.

How This Dataset Differs From Similar Datasets or Filings

Form 253G1 occupies a narrow slot in the Regulation A lifecycle: the post-qualification supplement that fills in pricing-dependent terms an issuer was permitted to omit from its qualified offering circular. Understanding what this dataset is requires separating it cleanly from the other 253G supplements, from the Form 1-A qualification documents it attaches to, from ongoing Reg A reporting, and from the Rule 424(b) prospectus-supplement regime that plays an analogous role in registered offerings.

Form 253G2 — material-update supplements (Rule 253(g)(2))

Same filer population, same document shell, different trigger. A 253G1 is filed under Rule 253(b) solely to supply information omitted from the qualified circular because it depended on pricing — public offering price, underwriting discounts, proceeds, delivery dates, price-contingent conversion terms — within two business days of price determination or first use. A 253G2 supplements the circular for material changes that were not previously omitted under 253(b): updated risk factors, revised plan of distribution, management changes, interim developments. Practically, 253G1 filings are short and pricing-centric; 253G2 filings are longer and narrative-heavy. Use 253G1 for priced deal economics; use 253G2 for post-qualification disclosure drift.

Form 253G3 — post-qualification amendment supplements (Rule 253(g)(3))

Filed only after a Form 1-A/A has itself been re-qualified by staff. A 253G3 attaches to the newly re-qualified circular and can carry either pricing or non-pricing updates. It is the smallest of the three populations and signals that the offering has been meaningfully restructured after initial qualification. A 253G1, by contrast, always supplements the originally qualified circular and is limited to pricing information omitted under 253(b).

Form 1-A and 1-A/A — the qualification documents

Form 1-A is the full Reg A offering statement (Part I issuer information, Part II offering circular, Part III exhibits) and is the disclosure context a 253G1 presupposes. A 253G1 is meaningless without the underlying 1-A; it fills the gaps Rule 253(b) permitted the 1-A to leave blank. Form 1-A/A covers amendments — pre-qualification responses to staff comments and, post-qualification, the re-qualification vehicle for material changes too significant for supplementation. The practical hierarchy: 1-A / 1-A/A qualify the offering, 253G2 supplements material non-pricing updates, 253G1 supplies omitted pricing, 253G3 supplements after re-qualification. A 253G1 cannot be used in place of a 1-A/A when changes are substantively material.

Rule 424(b) prospectus supplements — the registered-offering analog

424(b) supplements serve the same structural function for registered offerings under Section 5 that 253G filings serve for Reg A offerings under Section 3(b)(2). The cleanest pairwise mapping:

  • 424B4 is the direct functional analog to 253G1: it supplies pricing information previously omitted under Rule 430A, paralleling the 253(b) / 253(g)(1) deferral-and-supply mechanism.
  • 424B1 carries information not in the registration statement at effectiveness and overlaps with 253G1 when the omitted content is pricing.
  • 424B2 is the shelf-takedown supplement, common for debt and continuous programs.
  • 424B3 carries substantive prospectus updates and maps to 253G2, not 253G1.
  • 424B5 carries offering-specific updates to an already-filed prospectus.

Regime differences matter. 424(b) supplements attach to an effective registration statement (S-1, S-3, F-1, F-3) under full Section 5 registration and liability. 253G filings attach to a qualified Reg A offering statement with capped offering size (Tier 2 at $75 million) and a tailored liability and reporting regime. Filer populations differ: 424(b) filers skew larger and seasoned; 253G1 filers skew smaller and earlier-stage. 424B4 and 253G1 are comparable for cross-regime pricing analysis but should not be pooled. (Note: 424B8 covers the balance of the Rule 424(b) family.)

Reg A periodic and current reports — 1-K, 1-SA, 1-U

These are post-offering continuous disclosure, not offering documents.

  • Form 1-K is the Tier 2 annual report (audited financials, MD&A, issuer updates; due within 120 days of fiscal year end).
  • Form 1-SA is the Tier 2 semiannual report (unaudited interim financials; due within 90 days of the first half-year).
  • Form 1-U is the Reg A analog to Form 8-K, triggered by specified material events (fundamental changes, bankruptcy, control changes, officer departures, non-reliance on prior financials).

None contains pricing supplements. They tell you how the issuer performed and what happened after the offering; 253G1 tells you what the deal priced at.

Form 8-A — Exchange Act registration

Form 8-A registers a class of securities under Section 12 of the Exchange Act, most often in connection with an exchange listing. Reg A Tier 2 issuers that list typically file Form 8-A around the time of pricing, so the two filings can be temporally adjacent, but they are functionally unrelated: 253G1 finalizes Reg A offering disclosure, while Form 8-A opens Exchange Act reporting (shifting the issuer from 1-K / 1-SA / 1-U onto Form 10-K / Form 10-Q / 8-K).

Boundary summary

The 253G1 dataset is narrow, transactional, and pricing-focused — documenting the moment Reg A issuers locked in the economic terms of a qualified offering. It is not a substitute for the underlying disclosure (1-A, 1-A/A), for material non-pricing updates (253G2), for re-qualification supplements (253G3), for Reg A continuous disclosure (1-K, 1-SA, 1-U), for Exchange Act registration (Form 8-A), or for registered-offering pricing supplements (424B1, 424B4). Its distinct value is as the single cleanest source for actual priced Reg A economics, and it is fully useful only when joined to the parent 1-A and adjacent issuer filings.

Who Uses This Dataset

Form 253G1 captures the pricing-completion moment in the Regulation A lifecycle. Each record locks in the final offering price, underwriting discounts and commissions, selling-agent terms, and the filing timestamp against a qualified 1-A. The users below each draw on a different slice of that record.

Securities lawyers and Reg A disclosure counsel

Practitioners advising Reg A issuers and placement agents benchmark drafting conventions for the items omitted at qualification under Rule 253(b): final public offering price, bracketed price ranges, underwriting discounts, selling-agent fees, expense reimbursements, bonus-share mechanics, and min/max offering amounts. The file number (024-#####) ties each supplement back to its qualified 1-A for precedent lookups. Outputs: templates, know-how libraries, and client memos.

Capital markets bankers and Reg A placement advisers

Bankers at boutique broker-dealers and advisory teams use 253G1 records for comparable-transaction analysis. They focus on underwriting discount percentages, cash versus equity compensation, warrant coverage, and final price relative to pre-qualification indications. The filedAt timestamp minus the 1-A qualification date yields time-to-pricing, a key metric for engagement-letter fee schedules and pitch decks.

SEC and FINRA examination staff

Examiners verify that supplements are filed within the two-business-day window required by Rule 253(g)(1). They rely on filedAt, the 024-##### file number linking supplement to qualified 1-A, the issuer CIK, and the completeness of previously omitted terms. Surveillance workflows flag late filings, scope changes beyond what Rule 253(b) permits, and selling-agent compensation that diverges from FINRA submissions.

Academic researchers on small-issuer capital formation

Finance, law, and policy researchers study post-JOBS Act Reg A using offering price, aggregate offering amount, underwriting discounts, issuer identifiers, and filing timestamps. Because 253G1 filings represent the qualified-to-priced subset, they serve as the completion indicator in longitudinal panels on Tier 1 versus Tier 2 usage and issuance outcomes.

Analysts covering online offering platforms

Strategy and product analysts at crowdfunding and Reg A platforms benchmark pricing and take rates across venues using selling-agent identification, commission structure, and the debt/equity/hybrid mix. Joined with the parent 1-A, these records produce platform-level scorecards on average deal size, fee economics, and time-to-pricing.

Private-market deal trackers and financial journalists

Reporters and analysts covering retail capital formation use 253G1 to distinguish issuers that actually priced from those that only qualified. They pull final offering price, total amount raised, issuer identity, and filedAt for deal trackers, newsletters, and sector reporting where 253G1 is the authoritative anchor for "completed" Reg A offerings.

Compliance and regulatory data engineering teams

Data engineers at broker-dealers, transfer agents, clearing firms, and RegTech vendors ingest the structured payload (CIK, file number, issuer name, accession number, filedAt) alongside the HTML exhibit into surveillance, AML, and KYC systems. These feeds update onboarding records when a platform customer becomes an issuer and link securities transactions to the qualified offering.

Quantitative researchers building Reg A datasets

Quants treat 253G1 as the authoritative source for priced-offering fields (final price, share count, gross proceeds, underwriting discount, net proceeds, selling-agent identity) and join them to 1-A, 1-K, 1-SA, and 1-U filings to build issuer-level panels for issuance calendars, liquidity models, and pricing studies.

LLM and RAG developers on SEC filings

Teams building extraction and QA systems use 253G1 as a compact, well-scoped corpus. The short, consistent structure is well-suited for fine-tuning extractors on final price, discount percentages, and selling-agent compensation, and for retrieval indexes that link each supplement to its parent qualified offering circular via the 024-##### file number.

Specific Use Cases

Each use case below ties directly to the content of a 253G1 record — the final offering price, underwriting discounts, selling-agent fees, entities[].fileNo in 024-##### form, filedAt timestamp, issuer cik, and the offering-circular HTML itself.

1. Two-business-day filing-window surveillance

Regulatory and compliance monitors compare metadata.json.filedAt against the price-determination or first-use date of the qualified 1-A (joined on entities[].fileNo 024-#####) to flag 253G1 supplements filed outside the two-business-day window mandated by Rule 253(g)(1). Output: an exceptions queue of late or missing supplements, keyed by accession number and issuer CIK, feeding examiner workpapers and internal compliance dashboards.

2. Reg A underwriting-economics comparables

Capital markets teams parse the "Plan of Distribution" and "The Offering" sections of the primary 253G1 HTML to extract the final public offering price, underwriting discount percentage, dealer-manager fee, warrant coverage, and any non-cash selling-agent compensation. Joined across records by SIC code from entities[].sic and offering size, these feed comparable-transaction tables used in engagement-letter fee schedules, pitch decks, and take-rate benchmarking across Reg A platforms.

3. Qualified-to-priced conversion tracking

Deal trackers and academic panels use the presence of a 253G1 under a given 024-##### file number as the completion indicator that distinguishes issuers that actually priced from those that only qualified a 1-A. Output: issuer-level panels of time-to-pricing (filedAt minus 1-A qualification date), conversion rates by tier and SIC, and league tables of completed Reg A offerings used in newsletters, sector reports, and JOBS Act policy research.

4. Use-of-proceeds and proceeds-allocation extraction

Analysts target the "Use of Proceeds" tables embedded as styled HTML in the primary document to extract net-proceeds allocations across minimum-raise and maximum-raise scenarios. Combined with the final offering price and maximum offering amount from the cover block, these feed gross-to-net bridge models, issuance-calendar forecasts, and platform scorecards comparing how proceeds are split between working capital, acquisitions, debt repayment, and sponsor-related uses.

5. Drafting precedent libraries for Reg A counsel

Securities lawyers index the cover annotations (Filed Pursuant to Rule 253(g)(1), OFFERING CIRCULAR DATED <date>, Tier 2 investor-suitability legend) and the finalized language around bracketed price ranges, bonus-share mechanics, and selling-agent expense reimbursements. Output: searchable precedent libraries keyed by 024-##### and issuer name, used to pull matching clauses when drafting a new 253G1 or responding to staff comments on a 1-A/A.

6. Selling-agent and FINRA cross-checks

Examination staff and broker-dealer compliance teams extract placement-agent and selling-agent names, commission rates, and compensation structures from "Plan of Distribution" and reconcile them against the compensation disclosed in the corresponding FINRA Corporate Financing submission. Divergences — undisclosed tail fees, warrant coverage exceeding FINRA caps, non-cash items absent from the filing — become surveillance flags tied to issuer CIK and accession number.

7. RAG corpus for Reg A pricing-term QA

LLM teams use the accession-keyed record folders as a compact, self-contained corpus for retrieval and extraction. The stable cover structure, consistent Filed Pursuant to Rule 253(g)(1) marker, and tight scope of pricing-related fields make 253G1 records well-suited for fine-tuning extractors on final price, discount percentages, and aggregate offering amount, and for building retrieval indexes that link each supplement to its parent qualified circular through the 024-##### file number.

Dataset Access

The Form 253G1 Files dataset is available through three complementary access methods hosted on api.sec-api.io: a metadata index endpoint, a full-archive download, and per-month container downloads. All download endpoints accept the SEC API key via the token query parameter.

Dataset Index JSON API: https://api.sec-api.io/datasets/form-253g1-files.json

This endpoint returns dataset-level metadata (name, description, last update timestamp, earliest sample date, total records and total size, form types, container format, and file types), the download URL for the entire dataset, and the list of monthly container files. Each container entry includes its key, size, record count, last updated timestamp, and a direct download URL. Poll this endpoint to detect which monthly containers changed during the latest refresh run and decide which ones to re-download. No API key is required to call this endpoint.

Example response:

Example
1 {
2 "datasetId": "1f13365b-9ae0-69ee-89d7-86a839606dd2",
3 "datasetDownloadUrl": "https://api.sec-api.io/datasets/form-253g1-files.zip",
4 "name": "Form 253G1 Files Dataset",
5 "updatedAt": "2026-04-21T02:54:04.219Z",
6 "earliestSampleDate": "2016-02-01",
7 "totalRecords": 287,
8 "totalSize": 28723274,
9 "formTypes": ["253G1"],
10 "containerFormat": "ZIP",
11 "fileTypes": ["HTML", "JSON"],
12 "containers": [
13 {
14 "downloadUrl": "https://api.sec-api.io/datasets/form-253g1-files/2025/2025-10.zip",
15 "key": "2025/2025-10.zip",
16 "size": 1048576,
17 "records": 12,
18 "updatedAt": "2026-04-21T02:54:04.219Z"
19 }
20 ]
21 }

Download Entire Dataset: https://api.sec-api.io/datasets/form-253g1-files.zip?token=YOUR_API_KEY

Downloads the complete dataset as a single ZIP archive containing every monthly container from the earliest sample date (2016-02-01) to the latest refresh. This endpoint requires a valid SEC API key passed via the token query parameter.

Download Single Container: https://api.sec-api.io/datasets/form-253g1-files/2025/2025-10.zip?token=YOUR_API_KEY

Downloads a single monthly container using the key value from the index response (for example 2025/2025-10.zip). Use this endpoint to fetch only the months that changed since your last sync. This endpoint requires a valid SEC API key passed via the token query parameter.

Frequently Asked Questions

What form does this dataset cover?

The dataset covers Form 253G1, the EDGAR cover type used to file an offering-circular supplement pursuant to Rule 253(g)(1) of Regulation A under the Securities Act of 1933. It is scoped strictly to the 253G1 cover type and does not include Rule 253(g)(2) supplements (Form 253G2) or Rule 253(g)(3) supplements (Form 253G3).

What does one record in this dataset represent?

One record is a single Form 253G1 submission to EDGAR, keyed by its accession number and packaged as a self-contained folder. Each folder contains a normalized metadata.json header and the textual EDGAR documents as filed — principally the primary offering-circular HTML and any additional textual exhibits such as legal-counsel opinions, placement-agent agreements, or auditor consents.

Who is required to file Form 253G1?

Form 253G1 is filed by the Regulation A issuer itself — never by an underwriter, placement agent, selling shareholder, or investor. Eligible filers are limited by Rule 251(b) to issuers organized in and with a principal place of business in the United States or Canada, and the population excludes SEC reporting companies, registered investment companies, business development companies, and blank check companies.

When must a Form 253G1 be filed?

Under Rule 253(g)(1), the supplement must be filed no later than two business days after the earlier of the date the offering price (or other pricing-dependent term) is determined, or the date the completed offering circular is first used after qualification. The filing is event-driven rather than periodic, and a single offering may generate multiple 253G1 records over its life.

What time period does the dataset cover?

The earliest records in this dataset are from February 2016, reflecting the first wave of qualified Regulation A+ issuers reaching the pricing stage after the Regulation A+ rulemaking took effect on June 19, 2015. There is no pre-2015 analogue under this form designation.

What file format is the dataset distributed in?

The dataset is distributed as monthly ZIP archives following the path convention form-253g1-files/<year>/<year>-<month>.zip. Inside each archive, every record folder contains HTML documents (the offering circular and any textual exhibits) and a metadata.json header. Image files (JPG, GIF, PNG) and the consolidated SGML submission text file are excluded.

How does Form 253G1 differ from Rule 424(b) prospectus supplements?

Form 424B4 is the direct functional analog to 253G1 for fully registered offerings: it supplies pricing information previously omitted under Rule 430A, paralleling the 253(b) / 253(g)(1) deferral-and-supply mechanism. 424(b) supplements attach to an effective Section 5 registration statement (S-1, S-3, F-1, F-3), while 253G filings attach to a qualified Regulation A offering statement under Section 3(b)(2) with a capped Tier 2 offering size of $75 million and a tailored liability regime.