Form 1-SA

The Securities Act of 1933, as amended (the “Securities Act”), generally requires that a registration statement be filed with the Securities and Exchange Commission (the “Commission”) disclosing prescribed information before securities may be offered for sale to the public. While the Securities Act already authorizes the Commission to exempt certain securities and transactions from registration, Section 401 of the Jumpstart Our Business Startups Act added Section 3(b)(2) to the Securities Act, creating a new exemption from registration. The Commission has adopted various rules (collectively, “Regulation A”) establishing a limited offering exemption from the registration requirements of the Securities Act. Regulation A provides an exemption for offerings that satisfy certain conditions, such as filing an offering statement with the Commission, limiting the dollar amount of the offering and, in certain instances, filing ongoing reports with the Commission. Form 1-SA is filed with the Commission under Regulation A. The purpose of Forms 1-SA is to better inform the public about companies that have conducted Tier 2 offerings under Regulation A. Form 1-SA provides semiannual, interim financial statements and information about the issuer’s liquidity, capital resources and operations after the issuer’s second fiscal quarter. The Commission will use very little of the collected information itself, except on an occasional basis in the enforcement of federal securities laws.

The latest form for Form 1-SA expires 2028-12-31 and can be found here.

SEC filings made via the EDGAR database are searchable on SEC.report, along with a feed of the latest filings for OMB 3235-0721: Form 1-SA filings .