To “file for an exemption” means you are telling the SEC: “I am selling ownership in my company, but because I’m following specific rules (Regulation D), I don’t need to go through the massive, multi-million dollar process of ‘registering’ like a public company (IPO).”
For a $300,000 raise, you aren’t asking for permission; you are notifying them that you’ve already started. Here is exactly how the process works in 2026.
1. Choose Your Exemption “Rule”
Before you file, you must decide which sub-rule of Regulation D you are using. This dictates who you can take money from:
- Rule 506(b) [The “Quiet” Way]: Most common. You can raise from an unlimited number of Accredited Investors. You cannot advertise the deal publicly (no tweeting about the raise).
- Rule 506(c) [The “Loud” Way]: You can advertise everywhere, but you must take extra steps to verify that every single investor is truly “Accredited” (e.g., reviewing their tax returns or a letter from their CPA).
2. The Filing: “Form D”
The actual document you file is called Form D. It is a short, 8-10 page digital form.
The Deadline: You must file within 15 calendar days of the “date of first sale” (the day the first investor signs the contract and sends the funds).
3. Step-by-Step Filing Process
The SEC uses a system called EDGAR. It’s a bit “90s tech,” so give yourself a few days of lead time.
- Step 1: Get your IDs (Form ID). You first apply for a CIK (Central Index Key) and a CCC (CIK Confirmation Code). This identifies GonenCorp in the SEC system.
- Note: This often requires a notarized signature, so don’t wait until day 14!
- Step 2: Log into the “Online Forms Management” Portal. Use your CIK/CCC to log in.
- Step 3: Fill out Form D. You will need to provide:
- Names/addresses of company “Related Persons” (Directors and Officers).
- The total amount of the offering ($300,000).
- How much has been sold so far.
- Whether you are paying any sales commissions (find-fees).
- Step 4: Submit. There is $0 fee to file with the SEC.
- If your investor lives in New York, you have to file a notice with NY and pay their fee (which can be up to $1,200).
- If they live in California, the fee is around $300.
- Each state has its own portal (usually through the NASAA system).
| Task | Timing | Cost |
|---|---|---|
| Apply for CIK/CCC codes | 1-2 weeks before closing | $0 |
| Collect Investor “Accreditation” proof | Before signing | $0 |
| File SEC Form D | Within 15 days of first check | $0 |
| File State “Blue Sky” notices | Within 15 days of first check | $100 – $1,200 per state |
Pro-Tip: Many founders use services like Clerky or Carta to automate these filings. It costs a few hundred dollars but saves you from a massive headache (and potential legal fines) if you miss a state deadline.
Would you like me to help you draft the “Use of Proceeds” section for your Form D? (This explains exactly what that $300k will be spent on.)
| Category | Allocation | Goal / Milestone |
|---|---|---|
| Product & Tech | $120,000 (40%) | Finalize MVP (Minimum Viable Product) and launch Beta. |
| Sales & Marketing | $90,000 (30%) | Acquire first 50-100 paying customers or 5 enterprise pilots. |
| Key Hires | $60,000 (20%) | Hire 1 Lead Engineer or 1 Head of Growth. |
| Ops & Legal | $30,000 (10%) | SEC filings, IP protection (patents/trademarks), and rent/cloud fees. |
3. Three “Golden Rules” for Your $300k Budget
- The 18-Month Runway: Investors want to see that $300,000 lasts you at least 12–18 months. If you spend it all in 6 months, you’ll be fundraising again before you’ve proven the business works.
- Avoid “Lifestyle” Expenses: At this stage, do not use the money for fancy offices or high-end perks. Every dollar should be mapped to a KPI (Key Performance Indicator), like user growth or revenue.
- The “Safety Net”: Always keep a 10% “Cushion” for unexpected costs (legal hiccups, server crashes, or market shifts).
Summary Checklist
- [ ] Calculate your “Burn Rate”: How much cash will GonenCorp spend every month?
- [ ] Define the “Flip” point: What specific milestone (e.g., $10k Monthly Recurring Revenue) will you hit with this $300k that makes the company worth 5x more?
- [ ] Check the “Estimate” box: On Form D, always mark payments to yourself as an estimate to give yourself legal flexibility.
Would you like me to help you calculate your “Runway” based on your current monthly expenses at GonenCorp?