What is a ‘Material Change’?

The SEC requires that changes to the Form C that are ‘material’ in their nature be relayed to each investor. The investor is required to reconfirm their investment within five days of the change communicated.

Examples of material change include:

• Deal-related changes, such as maximum offering amount, terms of the security, or offering deadline. 
• Company-related changes, such as new or removed directors or officers and financial updates. 

This list is not exhaustive. We recommend that you discuss with your counsel and broker-dealer when considering a change to ensure proper information is disclosed and filed.