Form C-W Files Dataset

The Form C-W Files Dataset is a packaged, machine-readable corpus of every Regulation Crowdfunding offering-statement withdrawal filed on EDGAR — both Form C-W (withdrawal of a previously filed Form C offering statement) and Form C/A-W (withdrawal of a Form C/A amendment). One record represents one withdrawal event, identified by its 18-digit EDGAR accession number and tied back to a specific prior Reg-CF offering through the 020-XXXXX EDGAR file number it carries. The filer is always the issuer that previously submitted the Form C — typically a small, U.S.-organized, non-reporting startup raising capital from retail investors through a registered funding portal or broker-dealer. The dataset's earliest sample date is June 1, 2016, the same month the Form C series went live on EDGAR following the May 16, 2016 effective date of Regulation Crowdfunding. Records are distributed as monthly ZIP containers covering the full history from June 2016 to the present.

Update Frequency
Daily
Updated at
2026-05-08
Earliest Sample Date
2016-06-01
Total Size
2.1 MB
Total Records
1,118
Container Format
ZIP
Content Types
XML, JSON, PDF, HTML
Form Types
C-W, C/A-W

Dataset APIs

Programmatically retrieve the full list of dataset archive files, download URLs and dataset metadata.

Dataset Index JSON API

Download the entire dataset as a single archive file.

Download Entire Dataset:

Download a single container file (e.g. monthly archive) from the dataset.

Download Single Container:

Dataset Files

117 files · 2.1 MB
Download All
2026-05.zip4.0 KB5 records
2026-04.zip9.6 KB13 records
2026-03.zip8.5 KB6 records
2026-02.zip7.1 KB5 records
2026-01.zip7.2 KB5 records
2025-12.zip9.8 KB7 records
2025-11.zip4.2 KB3 records
2025-10.zip5.7 KB4 records
2025-09.zip5.6 KB4 records
2025-08.zip10.0 KB7 records
2025-07.zip4.1 KB3 records
2025-06.zip6.9 KB5 records
2025-05.zip8.4 KB6 records
2025-04.zip18.3 KB13 records
2025-03.zip22.6 KB16 records
2025-02.zip7.3 KB5 records
2025-01.zip2.9 KB2 records
2024-12.zip9.8 KB7 records
2024-11.zip5.6 KB4 records
2024-10.zip4.3 KB3 records
2024-09.zip7.2 KB5 records
2024-08.zip7.0 KB5 records
2024-07.zip2.8 KB2 records
2024-06.zip19.3 KB14 records
2024-05.zip25.0 KB18 records
2024-04.zip27.8 KB20 records
2024-03.zip15.4 KB11 records
2024-02.zip12.6 KB9 records
2024-01.zip19.4 KB14 records
2023-12.zip2.8 KB2 records
2023-11.zip14.0 KB10 records
2023-10.zip8.3 KB6 records
2023-09.zip11.1 KB8 records
2023-08.zip16.9 KB12 records
2023-07.zip12.5 KB9 records
2023-06.zip11.2 KB8 records
2023-05.zip18.4 KB13 records
2023-04.zip25.4 KB18 records
2023-03.zip31.1 KB22 records
2023-02.zip16.9 KB12 records
2023-01.zip28.1 KB20 records
2022-12.zip27.0 KB19 records
2022-11.zip18.4 KB13 records
2022-10.zip36.5 KB26 records
2022-09.zip43.9 KB31 records
2022-08.zip39.4 KB28 records
2022-07.zip19.6 KB14 records
2022-06.zip20.8 KB15 records
2022-05.zip21.0 KB15 records
2022-04.zip19.4 KB14 records
2022-03.zip40.5 KB29 records
2022-02.zip14.0 KB10 records
2022-01.zip14.0 KB10 records
2021-12.zip26.5 KB19 records
2021-11.zip33.4 KB24 records
2021-10.zip598.3 KB22 records
2021-09.zip24.9 KB18 records
2021-08.zip26.3 KB19 records
2021-07.zip18.0 KB13 records
2021-06.zip18.0 KB13 records
2021-05.zip18.0 KB13 records
2021-04.zip20.9 KB15 records
2021-03.zip23.8 KB17 records
2021-02.zip23.7 KB17 records
2021-01.zip23.6 KB17 records
2020-12.zip14.0 KB10 records
2020-11.zip6.9 KB5 records
2020-10.zip25.1 KB18 records
2020-09.zip31.9 KB23 records
2020-08.zip14.0 KB10 records
2020-07.zip16.7 KB12 records
2020-06.zip2.9 KB2 records
2020-05.zip14.1 KB10 records
2020-04.zip25.1 KB18 records
2020-03.zip15.3 KB11 records
2020-02.zip15.3 KB11 records
2020-01.zip9.8 KB7 records
2019-12.zip9.8 KB7 records
2019-11.zip11.3 KB8 records
2019-10.zip13.9 KB10 records
2019-09.zip5.7 KB4 records
2019-08.zip7.1 KB5 records
2019-07.zip5.8 KB4 records
2019-06.zip7.2 KB5 records
2019-05.zip8.6 KB6 records
2019-04.zip7.0 KB5 records
2019-03.zip8.4 KB6 records
2019-02.zip7.1 KB5 records
2019-01.zip2.9 KB2 records
2018-12.zip10.1 KB7 records
2018-11.zip1.4 KB1 records
2018-10.zip7.3 KB5 records
2018-09.zip2.9 KB2 records
2018-08.zip11.7 KB8 records
2018-07.zip5.6 KB4 records
2018-05.zip4.3 KB3 records
2018-04.zip14.1 KB10 records
2018-03.zip7.1 KB5 records
2018-02.zip9.9 KB7 records
2018-01.zip4.3 KB3 records
2017-12.zip7.1 KB5 records
2017-11.zip7.1 KB5 records
2017-10.zip4.2 KB3 records
2017-09.zip5.6 KB4 records
2017-08.zip1.4 KB1 records
2017-07.zip2.8 KB2 records
2017-06.zip13.5 KB10 records
2017-05.zip5.8 KB4 records
2017-04.zip4.2 KB3 records
2017-03.zip5.5 KB4 records
2017-02.zip5.5 KB4 records
2017-01.zip4.5 KB3 records
2016-12.zip4.2 KB3 records
2016-11.zip15.3 KB11 records
2016-10.zip2.9 KB2 records
2016-08.zip2.9 KB2 records
2016-06.zip1.4 KB1 records

What This Dataset Contains

The dataset packages every EDGAR submission of Form C-W and Form C/A-W — the two administrative withdrawal notices defined under Regulation Crowdfunding (17 CFR Part 227), the rule set the SEC adopted to implement Section 4(a)(6) of the Securities Act under Title III of the JOBS Act of 2012. Form C-W is filed when an issuer abandons a previously filed Form C offering statement and asks the Commission to take it off the active books; Form C/A-W is the analogous withdrawal of a Form C/A amendment. Both are notice-only filings — they do not restate offering economics such as target amount, maximum amount, deadline, share price, security type, intermediary identification, financial statements, risk factors, use-of-proceeds narrative, or officer biographies. The withdrawal carries only what is needed to identify the issuer, point at the EDGAR file number being closed out, and record the authorized signature giving the withdrawal legal effect.

The dataset covers the entire population of Form C-W and Form C/A-W filings on EDGAR from June 2016 forward. Records are grouped into monthly container ZIPs (<year>/<year>-<month>.zip) under a single top-level folder named after the month, and each record materializes as one accession-numbered folder containing exactly two files: primary_doc.xml (the filer-submitted EDGAR Form C XML carrying the withdrawal notice) and metadata.json (a normalized, filing-level descriptor produced by sec-api). The file types found in the dataset are XML, JSON, PDF, and HTML, although a Form C-W or Form C/A-W submission almost always consists of just primary_doc.xml plus the metadata.json descriptor; PDF and HTML attachments are uncommon because withdrawals carry no exhibits in normal practice.

Content Structure of a Single Record

1. What one record represents

One record in the Form C-W Files dataset corresponds to a single EDGAR submission of either Form C-W (withdrawal of a previously filed Regulation Crowdfunding offering statement) or Form C/A-W (withdrawal of an amendment to such an offering statement). On disk, that record materializes as one accession-numbered folder whose name is the 18-digit EDGAR accession number with dashes stripped — accession 0001821982-25-000008 becomes folder 000182198225000008/. Each folder contains exactly two files: primary_doc.xml (the filer-submitted EDGAR Form C XML carrying the withdrawal notice) and metadata.json (a normalized, filing-level descriptor produced by sec-api). The record unit is therefore a single withdrawal event, identified uniquely by its accession number and tied back to a specific prior Reg-CF offering through the EDGAR file number it carries.

2. The underlying filing: Form C-W and Form C/A-W

Form C-W and Form C/A-W are administrative withdrawal notices defined under Regulation Crowdfunding (17 CFR Part 227), the rule set the SEC adopted to implement Section 4(a)(6) of the Securities Act of 1933 — the crowdfunding exemption added by Title III of the Jumpstart Our Business Startups (JOBS) Act of 2012. Reg CF became effective on May 16, 2016, which is also the earliest date at which Form C-series filings appear in EDGAR.

The substantive Reg-CF filing is Form C, the offering statement an issuer files before launching a crowdfunding campaign through a registered intermediary (a broker-dealer or funding portal); Form C/A is an amendment to a previously filed Form C. Form C-W is filed when an issuer abandons the offering and asks the Commission to take the Form C off the active books; Form C/A-W is the analogous withdrawal of an amendment. Both are notice-only filings: they do not restate any of the offering economics — no target amount, maximum amount, deadline, share price, security type, intermediary identification, financial statements, risk factors, use-of-proceeds narrative, or officer/director biographies that populate a substantive Form C. The withdrawal carries only what is needed to identify the issuer, point at the EDGAR file number being closed out, and record the authorized signature giving the withdrawal legal effect.

3. Content layers of a single record

A single record has two layers:

  1. The packaged-record layer — an accession folder holding primary_doc.xml plus metadata.json. The folder name is the dash-stripped accession number, and records are grouped into monthly container ZIPs (<year>/<year>-<month>.zip) under a single top-level folder named after the month (for example 2025-07/).
  2. The source-document layer — the EDGAR Form C XML inside primary_doc.xml, organized as <headerData> and <formData> children of a single <edgarSubmission> root.

metadata.json is not part of the original SEC filing. It is a filing-level descriptor that flattens header-parsed identifiers, EDGAR access URLs, and a per-document inventory into a stable JSON shape so each record can be joined to other sec-api datasets by accessionNo.

4. The metadata.json descriptor

metadata.json is a flat JSON object describing the filing. The top-level fields are:

  • formType — the EDGAR form type, either "C-W" or "C/A-W".
  • accessionNo — the dashed accession number, e.g. "0001821982-25-000008".
  • description — a human-readable label, e.g. "Form C-W - Offering Statement Withdrawal".
  • filedAt — the EDGAR acceptance timestamp as ISO-8601 with timezone, e.g. "2025-07-25T11:50:49-04:00".
  • linkToFilingDetails — direct URL to primary_doc.xml on edgar.sec.gov.
  • linkToTxt — URL of the full-submission .txt wrapper on EDGAR.
  • linkToHtml — URL of the EDGAR filing-index HTML page.
  • linkToXbrl — empty string (Form C-series filings carry no XBRL component).
  • id — a sec-api internal hash identifier, e.g. "5887a71f987df34fbb779fa84dc72ca8".
  • documentFormatFiles[] — an array describing the documents in the EDGAR submission. For a typical Form C-W there are two entries: primary_doc.xml (sequence "1", type "C-W", ~1.3 KB) and the bundled complete-submission .txt wrapper (sequence and type set to " ", ~2.3 KB).
  • dataFiles[] — an array reserved for ancillary data attachments; empty for Form C-W and Form C/A-W in normal practice.
  • seriesAndClassesContractsInformation[] — an array used by series/class-bearing forms; empty for crowdfunding withdrawals.
  • entities[] — an array of filer-entity records associated with the submission. For Form C-W and Form C/A-W this normally contains a single entry — the issuer that is withdrawing — with sub-fields:
    • companyName — the issuer name with an EDGAR-derived " (Filer)" role suffix, e.g. "TR Hospitality Group, LLC (Filer)".
    • cik — the issuer CIK in zero-stripped form, e.g. "2019862".
    • fileNo — the EDGAR file number, always prefixed 020- for Regulation Crowdfunding (e.g. "020-34068"). Form C-W reuses the file number originally assigned to the Form C being withdrawn, making this field the canonical key for tying a withdrawal back to its underlying offering.
    • irsNo — the issuer's IRS Employer Identification Number (EIN), e.g. "832348145". May appear as the placeholder "000000000" when the issuer never recorded an EIN with EDGAR.
    • stateOfIncorporation — two-letter state or territory code, e.g. "DE", "FL", "SC".
    • act"33", denoting the Securities Act of 1933 under which Reg-CF offerings are exempt.
    • type — the EDGAR form type, mirroring formType ("C-W" or "C/A-W").
    • filmNo — the EDGAR film number for the submission, e.g. "251150264".

The 020- prefix on fileNo deserves emphasis. EDGAR uses the 020- series exclusively for Regulation Crowdfunding offerings, and because the same file number is carried from the Form C through any Form C/A amendments to the eventual Form C-W or Form C/A-W, this field is the join key for reconstructing the underlying offering from the separately distributed Form C dataset. Joining on accession number alone will not link a withdrawal to its offering.

5. The primary_doc.xml source document — EDGAR Form C XML schema

primary_doc.xml is the filer-supplied Form C XML, declared under the namespace http://www.sec.gov/edgar/formc. The root element is <edgarSubmission>, with two children: <headerData> (EDGAR transmission control) and <formData> (substantive content). For Form C-W and Form C/A-W the substantive section is intentionally minimal — issuer identification plus signatures.

5.1 <headerData>

Carries EDGAR submission-control fields, not business content:

  • <submissionType> — the form type as transmitted to EDGAR. Holds C-W or C/A-W for this dataset.
  • <filerInfo> — wrapper around filer identification and submission flags:
    • <filer><filerCredentials> — contains <filerCik> (zero-padded 10-digit CIK, e.g. 0002019862) and <filerCcc> (the filer's CCC password, always written as XXXXXXXX in the archived public copy; the real value is never recoverable from EDGAR).
    • <filer><fileNumber> — the same 020-XXXXX Reg-CF file number that appears in metadata.json entities[].fileNo.
    • <liveTestFlag> — typically LIVE, distinguishing production filings from EDGAR test submissions.
    • <flags> — a small group of boolean flags including <confirmingCopyFlag>, <returnCopyFlag>, and <overrideInternetFlag>, typically all false for production withdrawals.

5.2 <formData>

Carries the substantive (and, for a withdrawal, deliberately minimal) content. Two branches:

  • <issuerInformation><issuerInfo> — contains a single <nameOfIssuer> element naming the entity that is withdrawing the offering. Unlike a substantive Form C, there is no nested block for legal status, jurisdiction of organization, principal place of business, website, security details, target/maximum amounts, intermediary identification, or financial statements. The withdrawal does not restate the offering; it merely identifies the issuer.
  • <signatureInfo> — the authorized-signature block that gives the withdrawal legal effect:
    • <issuerSignature> with three sub-elements: <issuer> (the issuer name, repeated), <issuerSignature> (the human signer's name as written on the form), and <issuerTitle> (the signer's role at the issuer, e.g. Manager, CEO, Co-Founder and CEO).
    • <signaturePersons> containing one or more <signaturePerson> records, each with <personSignature>, <personTitle>, and <signatureDate>. The <signatureDate> is written in MM-DD-YYYY format (e.g. 07-25-2025), not ISO-8601 — a notable inconsistency with metadata.json's filedAt.

That is the entirety of a Form C-W payload. There are no risk factors, offering terms, intermediary block, broker-dealer or funding-portal identification, financial statements, beneficial-ownership disclosures, or use-of-proceeds narrative — none of the substantive disclosure components that define a Form C offering statement. Form C/A-W shares the same schema; only <submissionType> differs.

6. Included content

Each record bundles the filer-submitted EDGAR XML in full plus a sec-api descriptor that flattens the most useful header identifiers into JSON. Concretely, what the dataset record contains is:

  • the dash-stripped accession folder name as the record key,
  • the complete primary_doc.xml exactly as accepted by EDGAR, including the <headerData> control fields and the minimal <formData> issuer/signature block,
  • the metadata.json descriptor with form type, accession number, EDGAR acceptance timestamp, EDGAR access URLs, document-format inventory, and a single entities[] record carrying the issuer's CIK, EIN, state of incorporation, EDGAR file number with the 020- Reg-CF prefix, EDGAR film number, and the Securities Act act code.

7. Excluded or separate content

Several categories of content are structurally outside the scope of a Form C-W record:

  • The original Form C offering statement being withdrawn is not part of this dataset. To reconstruct the underlying offering — its target and maximum amounts, deadline, security type, intermediary identification, financial statements, and risk factors — match the EDGAR file number (020-XXXXX) on the Form C-W against the separately distributed Form C dataset.
  • Image files from the original EDGAR submission are excluded from the packaged record by design.
  • The filer CCC password in <filerCcc> is always redacted to XXXXXXXX in EDGAR's public copy and is therefore never recoverable.
  • dataFiles[] and linkToXbrl carry no content, since the Form C-series filings have never used XBRL or accompanying data files.

8. Schema stability over time

Regulation Crowdfunding became effective on May 16, 2016, and the Form C series — including the C-W withdrawal variant — was introduced as part of that rule package. Because the form is a notice-only withdrawal with a tightly constrained schema (issuer name plus signature block), it has been structurally stable from inception to the present. SEC amendments to Reg CF since 2016 — most notably the November 2020 amendments that raised the offering cap to $5 million, expanded testing-the-waters and special-purpose vehicles, and refined investor-limit calculations — affected the substantive Form C and Form C/A but did not materially alter the Form C-W or Form C/A-W content schema, since a withdrawal does not restate offering terms.

Form C and its withdrawal variants have been XML-only on EDGAR since their introduction in June 2016. There is no ASCII-era or HTML-era predecessor format for this filing type, so the record format has been consistent across the full time span: a single primary_doc.xml instance document conforming to the http://www.sec.gov/edgar/formc schema, accepted into the EDGAR system and wrapped in the standard complete-submission .txt envelope.

9. Interpretation and extraction notes

  • The EDGAR file number is the canonical cross-dataset key. Carried unchanged from the original Form C through any Form C/A amendments to the eventual Form C-W or Form C/A-W, the 020-XXXXX value in entities[].fileNo and <headerData>/<filer><fileNumber> is what links a withdrawal to the offering it terminates.
  • The XML's <signatureDate> is in MM-DD-YYYY form, distinct from the ISO-8601 filedAt timestamp in metadata.json. The two values can also differ by one or more days, since the signature date reflects when the issuer executed the withdrawal and filedAt reflects EDGAR acceptance.
  • Issuer names in entities[].companyName carry an EDGAR-style " (Filer)" role suffix that should be stripped to obtain a clean issuer name; the same name appears without the suffix inside the XML's <nameOfIssuer>.
  • Signature formatting in <issuerSignature> and <personSignature> is not normalized: some filings use the "/s/ Name" convention while others write the signer's name plain, and trailing whitespace inside these elements is preserved verbatim from the filer's input.
  • irsNo may hold the placeholder "000000000" when the issuer never recorded an EIN with EDGAR; this should be treated as an EDGAR-side default rather than a missing-data error.
  • Form C/A-W (withdrawal of an amendment) shares the same XML schema and the same metadata.json shape as Form C-W. The values that routinely differ between the two are <submissionType>, formType, and entities[].type.
  • Each XML is on the order of one to two kilobytes and the form is structurally simple, so the dataset is small enough to scan exhaustively. Any analysis that needs to combine withdrawals with offering-level economics must perform the entities[].fileNo join into the Form C dataset; nothing in the C-W record itself describes the offering being closed out.

Who Files or Publishes This Dataset, and When

Who files the record

The filer is always the issuer that previously submitted a Form C (offering statement) or Form C/A (amendment) under Regulation Crowdfunding. Issuers in this dataset are overwhelmingly small, U.S.-organized, non-reporting operating companies — typically early- or development-stage startups, LLCs, or recently incorporated C-corps — raising capital from retail investors through a registered funding portal or broker-dealer intermediary. The filing is signed by the issuer's principal executive officer (or equivalent authorized signatory). The intermediary's platform usually facilitates the EDGAR submission mechanically, but the legal filer of record is the issuer, not the portal.

Filing population

The population is narrow and defined entirely by prior Form C activity:

  • Section 4(a)(6) eligible issuers only. U.S. non-reporting, non-investment-company issuers that are not bad-actor disqualified. Foreign private issuers, Investment Company Act registrants, and Exchange Act reporting companies are statutorily excluded from Reg CF and therefore from this dataset.
  • Issuers, not intermediaries. The funding portal or broker-dealer that hosted the offering is operationally essential but does not sign or file the C-W.
  • Not insider filings. Form C-W is an issuer-level offering action; no officer, director, or beneficial-owner filings are involved.
  • Reg CF lane only. Reg A issuers withdraw via Form 1-A-W; registered-offering issuers use Form RW or AW; Reg D issuers have no withdrawal filing. Form C-W does not appear in any of those regimes.

Regulatory framework

  • Title III of the JOBS Act of 2012 authorized securities-based crowdfunding.
  • Section 4(a)(6) of the Securities Act of 1933 is the offering exemption, capping issuer raises and per-investor commitments and requiring intermediary use.
  • Regulation Crowdfunding (17 CFR Part 227) is the SEC's implementing rulebook. It prescribes the Form C family: Form C (offering statement), Form C/A (amendment), Form C-U (progress update), Form C-AR (annual report), Form C-TR (termination of reporting), Form C-W (withdrawal of the offering statement), and Form C/A-W (withdrawal of an amendment).
  • EDGAR has accepted Reg CF filings since the rules took effect May 16, 2016. Reg CF has always been electronic-only; no pre-EDGAR analog exists.

What triggers Form C-W

Form C-W is voluntary and event-driven. There is no statutory deadline, no periodic schedule, and no SEC consent requirement (unlike Securities Act Form RW, which is subject to non-objection under Rule 477). The trigger is purely the issuer's decision to pull a previously filed Form C offering off EDGAR.

Typical real-world reasons:

  • weak investor demand before the offering deadline,
  • pivot to another capital channel (priced round, SAFE, Reg D, Reg A+),
  • material changes that make existing disclosures stale, where withdrawal is preferred over further amendment,
  • termination of the intermediary relationship without re-listing,
  • abandonment or wind-down of the issuer.

Once filed, the C-W takes the offering out of "live" status. The hosting portal must remove the offering from public display, and the issuer cannot continue to accept commitments under the withdrawn Form C.

What triggers Form C/A-W

Form C/A-W is the narrower variant: it withdraws a specific Form C/A amendment, not the underlying Form C. Issuers use it when an amendment was filed in error, the amended terms are no longer accurate, or the issuer wants to revert to the prior state of the record. C/A-W does not by itself kill the underlying offering; the original Form C remains unless a separate C-W is filed. C/A-W appearances are noticeably rarer than C-W and often sit alongside corrective filings.

Timing and cadence

Because withdrawal is voluntary, filings have no periodic cadence. They cluster around natural lifecycle moments of a crowdfunding raise:

  • shortly after launch when traction is weak,
  • near the offering deadline when the minimum target will not be met,
  • after a prolonged quiet period when the raise is abandoned,
  • alongside a strategic pivot to a different exemption.

There is no due date, no filer-status calendar, and no acceleration rule. The issuer files when it decides to abort.

Important distinctions

  • C-W vs. C-TR. C-W withdraws a pending or live offering before/while it is open. C-TR terminates the issuer's ongoing annual reporting obligation (Form C-AR) after a successful raise. Different lifecycle stage, different effect — do not conflate.
  • C-W vs. C/A-W. C-W pulls down the entire offering statement. C/A-W pulls down only a specific amendment. Both appear in this dataset.
  • Withdrawal vs. expiration. An issuer is not required to file C-W if the offering simply expires unfunded; many lapse without any withdrawal filing. The dataset therefore captures only those aborted offerings where the issuer affirmatively chose to withdraw.
  • Issuer files, portal removes. The intermediary takes the offering off its platform upon withdrawal but is never the EDGAR filer.
  • No SEC consent. Form C-W is effective on filing; the SEC does not adjudicate withdrawal as it does under Rule 477 for registered offerings.
  • Regime-exclusive. Form C-W exists only in the Reg CF / Section 4(a)(6) lane and has no counterpart in Reg A, Reg D, or registered-offering withdrawals.

How This Dataset Differs From Similar Datasets or Filings

Form C-W is a terminating administrative filing inside the Regulation Crowdfunding (Reg CF) family. Its closest neighbors are the other Form C variants that span the offering lifecycle, the parallel withdrawal forms in adjacent exemption and registration regimes, and the bundled exempt-offering datasets. Most neighbors carry far more content per record; C-W is a thin lifecycle-status signal that gains value when joined to substantive filings.

Reg CF filings (same family)

Form C — the underlying offering statement. Form C carries the substantive disclosure: business description, officers and directors, ownership, target and maximum offering amounts, deadline, intermediary, financials (reviewed or audited by size), risk factors, and use of proceeds. Form C-W references the original Form C accession number and retires it, but contains essentially none of that content. The two are complementary: C-W is best read as a status flag layered on the Form C population.

Form C/A — offering-statement amendment. Form C/A modifies a live Form C (target, deadline, financials, disclosure language). The dataset's sibling Form C/A-W withdraws an amendment, not the underlying offering — the prior version of the Form C can remain in effect. C/A-W is therefore not equivalent to C-W for offering-status analysis: a C/A-W issuer may still be raising capital, while a C-W issuer is not.

Form C-U — progress update. C-U is event-driven and reports amounts raised at target, close, or other milestones. It is the success-side counterpart to C-W's abandonment-side signal; together they bookend exits from a live offering. Use C-W to identify offerings that did not close via crowdfunding; use C-U to identify those that funded or partially funded.

Form C-AR — annual report. C-AR is the ongoing yearly disclosure that attaches after a successful offering. C-W occurs before any C-AR obligation could exist for the same offering cycle, so the populations effectively do not overlap.

Form C-TR — termination of reporting. The form most easily confused with C-W, and the distinction is critical: C-TR ends the ongoing C-AR reporting stream after a completed offering; C-W withdraws the offering itself before close. C-TR presupposes a completed offering with an active reporting obligation; C-W presupposes a live, unclosed offering statement. Conflating them will distort any analysis of offering outcomes or reporting lifecycle.

Withdrawal forms in adjacent regimes

Form 1-A-W — Reg A offering-statement withdrawal. The structural analog to C-W in the Reg A (Tier 1 / Tier 2) space. Both are short administrative withdrawals, but Reg A offerings are larger, must be qualified by SEC staff before sales (Form C statements become effective without staff review), and the underlying Form 1-A is a much heavier disclosure document than Form C. A cross-exemption "abandoned offerings" dataset can combine C-W and 1-A-W, but the regime distinction must be preserved.

Forms RW and AW — registered-offering withdrawals. RW withdraws a registration statement (S-1, S-3, F-1, etc.) before effectiveness; AW withdraws an application or amendment. These cover full Securities Act registrations rather than exempt offerings, with categorically larger issuers, dollar amounts, and disclosure depth. RW activity is dominated by abandoned IPOs in poor market windows; C-W is dominated by small issuers missing target by deadline. Same withdrawal function, different layer of the capital-raising stack.

Bundled exempt-offering datasets

Form D Files Dataset. Form D notices Rule 504 / 506(b) / 506(c) Reg D sales — a different exempt regime, filed after sales begin, with no SEC withdrawal form because Form D is a notice rather than a status-bearing offering statement. The meaningful comparison is Form C versus Form D as parallel small-issuer exempt-offering disclosures, not C-W versus Form D.

Form 1-A Files Dataset. The substantive Reg A corpus underlying Form 1-A-W: full offering circulars, financials, and exhibits. Useful as the disclosure-rich neighbor for cross-regime analysis; not a substitute for C-W.

Form C bundled datasets (C / C/A / C-U / C-AR). The natural complements to C-W. Joined on the original-offering accession number, they convert C-W's status flag into a fully contextualized record of a withdrawn offering.

Boundary summary

Form C-W is narrow on every axis: regime (Reg CF only), lifecycle position (pre-close abandonment only), content (administrative notice, minimal substance). It does not substitute for completion data (C-U), ongoing reports (C-AR), reporting termination (C-TR), or any substantive disclosure dataset. Its distinct value is as the canonical signal of a withdrawn, never-completed Reg CF offering — a status that cannot be reliably inferred from the absence of a C-U or from a lapsed deadline. For what an offering contained, join the original Form C and any C/A amendments; for whether and how it ended, C-W is the precise, low-noise source.

Who Uses This Dataset

Form C-W and Form C/A-W records mark withdrawn or abandoned Regulation Crowdfunding offerings, so the dataset is consulted by professionals tracking attrition, compliance status, and outcome data in the Reg CF market. Across roles, the load-bearing fields are cik, nameOfIssuer, formType (C-W vs. C/A-W), the 020- fileNo linking back to the original Form C, the filedAt timestamp, and the accession number.

Reg CF Securities Counsel

Lawyers advising small issuers use the dataset as a precedent library for executing clean withdrawals on EDGAR. They compare cover-page metadata and the elapsed time between the original Form C filedAt and the corresponding C-W filedAt to decide whether a straight withdrawal or an amend-then-withdraw sequence fits the client's facts, and to draft the withdrawal package itself.

Funding Portal Compliance Teams

Registered intermediaries reconcile their internal "offering withdrawn" ledger against EDGAR by matching each hosted issuer's cik and original 020- fileNo to a corresponding C-W. The filedAt date drives escrow release/return procedures, platform status reporting, and FINRA examination prep.

Academic Researchers in Entrepreneurial Finance

Researchers join C-W and C/A-W records to the broader Form C and C-U universe by cik and fileNo to separate completed, abandoned, and never-launched offerings. filedAt supplies survival-analysis timestamps; formType distinguishes withdrawals of original offerings from withdrawals of amendments. Outputs include papers on Reg CF success rates, time-to-withdrawal distributions, and disclosure-quality effects.

Early-Stage Investment Research Analysts

Analysts at seed and micro-VC desks treat C-W filings as a survivorship signal for the pre-seed pipeline. They track nameOfIssuer, cik, the gap between original Form C and C-W filedAt, and sector clusters to flag founders likely to re-emerge under a new entity and to calibrate Reg CF deal-flow models.

Securities Regulators and Policy Analysts

Staff at federal and state securities regulators and self-regulatory organizations overseeing funding portals run aggregate counts of C-W and C/A-W filings over time, cluster them by originating intermediary via the 020- fileNo, and use filedAt series to test whether rule changes shift withdrawal rates. The data feeds rulemaking studies, annual small-business capital-formation reports, and examination prioritization for portals with elevated withdrawal frequency.

Data Journalists Covering Retail Capital Markets

Reporters covering startup capital formation and retail-investor protection use nameOfIssuer, cik, filedAt, and the chronological link to the original Form C to build timelines on abandoned campaigns, especially when a heavily marketed issuer pulls back. The data supports investigative reporting and beat coverage of overall Reg CF withdrawal rates.

RegTech and Compliance Engineering Teams

Product and engineering teams building EDGAR-based compliance tools ingest the C-W feed to flip "offering status" from active to withdrawn in downstream APIs and dashboards. They rely on the accession number, formType, cik, fileNo, and filedAt for deterministic event pipelines, client alerts, and QA against ground-truth submissions.

Private-Market Data Vendors

Startup intelligence and cap-table vendors enrich issuer profiles with Reg CF withdrawal events keyed by cik and nameOfIssuer, attaching a dated "withdrew Reg CF offering" record to subscriber-facing company timelines and improving entity-matching between EDGAR and private-market identifiers.

Small-Cap M&A and Distressed Origination Desks

Boutique M&A advisers and opportunistic acquirers screen for issuers that attempted Reg CF and pulled back as a capital-distress signal. They use issuer identifier fields, the gap between original Form C and C-W filedAt, and any narrative attachments to build outbound origination lists and roll-up theses in fragmented sectors.

Synthesis

Counsel and portal compliance teams use the dataset for transactional execution and reconciliation; regulators and academics use it for policy and survival analysis; journalists and investment analysts use it for signal generation; engineers and vendors use it to keep downstream products accurate. In every case, the workflow turns on the same compact field set: cik, nameOfIssuer, formType, the 020- fileNo, filedAt, and accession.

Specific Use Cases

Concrete workflows that the Form C-W / C/A-W dataset directly supports. Each turns on the same small set of fields: accessionNo, formType, entities[].cik, entities[].fileNo (the 020- Reg-CF key), nameOfIssuer, and filedAt.

  • Building a withdrawn-offering join table for Reg CF outcome studies. Pull every C-W record, strip the 020- fileNo, and left-join into the Form C / C/A / C-U corpus on that file number to label each historical Reg CF offering as completed, abandoned, or open. The resulting table is the basis for time-to-withdrawal survival models, intermediary-level success-rate comparisons, and SEC small-business capital-formation report inputs.

  • Funding-portal escrow reconciliation. A registered intermediary's compliance team runs a nightly job that matches each hosted issuer's cik and original 020- fileNo to any C-W with filedAt in the last 24 hours, then triggers escrow-return workflows, status flips on the platform, and an audit-log entry referencing the C-W accession number. The deterministic accession + filedAt pair anchors FINRA examination evidence packages.

  • Active-offering status flag in EDGAR-derived APIs. RegTech engineers ingest the monthly C-W ZIPs, key on entities[].fileNo, and write a status = WITHDRAWN record (with C-W accession and filedAt) into the offering-status table that powers downstream dashboards and customer alerts. Because C-W reuses the original Form C's file number, the flip is exact and avoids false positives from C/A-W (amendment-only withdrawals).

  • Distinguishing C-W from C/A-W in lifecycle analytics. Analysts split the dataset on formType: C-W records terminate the underlying offering, while C/A-W records only retract a prior amendment and leave the offering live. This split feeds clean cohort definitions for academic papers, regulator dashboards, and any "did this raise actually end" question that cannot be answered by the absence of a C-U.

  • Intermediary-level withdrawal-rate monitoring for examination prioritization. Regulator and SRO staff aggregate C-W counts over rolling windows by joining 020- fileNo back to the intermediary identified on the original Form C, producing a per-portal withdrawal rate. Portals with anomalous spikes get bumped up the examination queue; the same series is rerun before and after rule changes to test policy effects.

  • Distressed-origination and re-emergence screens. Small-cap M&A and seed-stage analysts pull issuers whose cik appears on a C-W and whose elapsed time between original Form C filedAt and C-W filedAt is short, then watch for the same founders surfacing under new CIKs. The output is an outbound list of capital-distressed issuers and a watchlist for serial-founder deal flow.

  • Drafting precedent retrieval for withdrawal filings. Reg CF counsel filter C-W records by stateOfIncorporation, signer <issuerTitle>, and the gap between the original Form C filedAt and the C-W filedAt, then open the matching primary_doc.xml to model their own signature block, title conventions, and timing rationale. The thin XML payload makes the dataset usable as a direct precedent library rather than a search index.

Dataset Access

Dataset Index JSON API: https://api.sec-api.io/datasets/form-cw-files.json Returns the dataset manifest with metadata such as name, description, last update timestamp, earliest sample date (2016-06-01), form types covered (C-W, C/A-W), container format (ZIP), and included file types (XML, JSON, PDF, HTML). The response also lists every container file with its key, size, lastModified timestamp, and download URL, alongside the full dataset download URL. Poll this endpoint to detect which monthly containers have changed in the latest refresh and selectively download only the updated ones. This endpoint does not require an API key.

Example
1 {
2 "datasetId": "1f13365b-9ae0-699f-92c9-d2c6f28a9469",
3 "datasetDownloadUrl": "https://api.sec-api.io/datasets/form-cw-files.zip",
4 "name": "Form C-W Files Dataset",
5 "updatedAt": "2026-04-22T03:02:02.527Z",
6 "earliestSampleDate": "2016-06-01",
7 "totalRecords": 1103,
8 "totalSize": 2112252,
9 "formTypes": ["C-W", "C/A-W"],
10 "containerFormat": "ZIP",
11 "fileTypes": ["XML", "JSON", "PDF", "HTML"],
12 "containers": [
13 {
14 "downloadUrl": "https://api.sec-api.io/datasets/form-cw-files/2026/2026-03.zip",
15 "key": "2026/2026-03.zip",
16 "size": 18432,
17 "records": 4,
18 "updatedAt": "2026-04-22T03:02:02.527Z"
19 }
20 ]
21 }

Download Entire Dataset: https://api.sec-api.io/datasets/form-cw-files.zip?token=YOUR_API_KEY Retrieves the complete dataset as a single compressed archive containing every monthly container from June 2016 to the present. This endpoint requires an API key.

Download Single Container: https://api.sec-api.io/datasets/form-cw-files/2026/2026-03.zip?token=YOUR_API_KEY Downloads one monthly container, keyed as <year>/<year>-<month>.zip, which is useful for incremental syncing or backfilling specific months. This endpoint requires an API key.

Frequently Asked Questions

What forms does this dataset cover?

The dataset covers Form C-W (withdrawal of a previously filed Regulation Crowdfunding offering statement) and Form C/A-W (withdrawal of a Form C/A amendment). Both are administrative notice-only filings defined under Regulation Crowdfunding (17 CFR Part 227); the dataset includes the entire EDGAR population of both form types from June 2016 forward.

What does one record in this dataset represent?

One record represents a single EDGAR submission of Form C-W or Form C/A-W — that is, one withdrawal event by one issuer. On disk it is an accession-numbered folder (the 18-digit EDGAR accession number with dashes stripped) containing exactly two files: primary_doc.xml (the filer-submitted EDGAR Form C XML) and metadata.json (a sec-api filing-level descriptor).

Who is required to file Form C-W?

The filer is always the issuer that previously submitted a Form C or Form C/A under Section 4(a)(6) of the Securities Act. Filing is voluntary and event-driven — there is no statutory deadline, no periodic schedule, and no SEC consent requirement — so the issuer files when it decides to abort the offering. The funding portal or broker-dealer that hosted the offering is operationally essential but is never the EDGAR filer of record.

What time period does the dataset cover?

The dataset's earliest sample date is June 1, 2016, immediately following the May 16, 2016 effective date of Regulation Crowdfunding. Coverage runs continuously from there to the present, distributed as monthly ZIP containers keyed <year>/<year>-<month>.zip.

What file format is the dataset distributed in?

The dataset is distributed as monthly ZIP containers. Inside each container, every record is an accession-numbered folder containing primary_doc.xml and metadata.json. The dataset's declared file types are XML, JSON, PDF, and HTML, but a Form C-W or Form C/A-W submission is almost always limited to the XML plus the JSON descriptor — PDF and HTML attachments are uncommon because withdrawals carry no exhibits in normal practice.

Use the EDGAR file number — the 020-XXXXX value carried in metadata.json entities[].fileNo and in the XML's <headerData>/<filer><fileNumber>. EDGAR uses the 020- series exclusively for Regulation Crowdfunding, and the same file number is carried unchanged from the original Form C through any Form C/A amendments to the eventual Form C-W or Form C/A-W. Joining on accession number alone will not link a withdrawal to its offering.

How does Form C-W differ from Form C-TR?

Form C-W withdraws a pending or live Reg CF offering statement before it closes — it terminates the offering itself. Form C-TR terminates the issuer's ongoing annual reporting obligation (Form C-AR) after a successful offering. The two forms operate at different lifecycle stages on different objects and should not be conflated in any analysis of offering outcomes or reporting status.