What’s Included in an S-1 Filing?

By | 09/02/2021 | 9:54 am ET

The Form S-1 is the primary SEC registration statement that is required when registering or offering securities for sale by public companies in the United States.  We will discuss what should be included in an S-1 along with when it should become effective.

The Form S-1 should include the following, as prepared by your attorney, internal team, and auditors:

  • How the company plans to use capital
  • A detailed account of your company’s business model
  • Information on competitors
  • A prospectus of the security, including the offer price and dilution (if there are existing securities)

There are two major sections of the S-1, the prospectus and an optional section.

In the prospectus, your team provides historical and financial information about the company, when it will issue shares, and key information investors look for.

In the second, optional section, companies can provide information about unregistered securities.

How Do You Know if an S-1 Is Effective?

After the SEC completes its review of an S-1 registration, it declares the form effective. Once a company receives SEC approval, the company can move forward with issuing stock. Additionally, shareholders cannot sell registered securities until the SEC approves the S-1.

Hopefully, with the new 15c2-11 rules and the phenomenal job the OTC Markets have done at self-regulation, the OTC Pink will receive wider recognition as a legitimate securities market.

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