A short notice a company files with the SEC after selling securities in a private offering exempt from registration under Regulation D. It is due within 15 days of the first sale.

Does a Form D mean a company closed a venture round?

Not always. It reports an offering and how much has been sold so far: that can be venture equity, but also convertible notes, debt, or money from friends and family.

What is the difference between "sold" and "offering amount"?

Sold is what investors have actually paid in so far. The offering amount is the total the company set out to raise. The gap is the part of the round still open.

How to read a Form D

A Form D is one page of boxes, and three of them carry almost all the meaning. Here is what each number is, and where people misread them.

The two amounts

Total amount sold is money investors have actually paid in. This is the figure worth trusting.
Total offering amount is what the company set out to raise. "Indefinite" means they did not commit to a number.
The gap between them is the part of the round still open. A company that has sold $2M of a $5M offering is still raising, and on this site that is marked on the raise.

The dates

Date of first sale is when the first investor's money arrived, which can be months before the filing. Filed is when the notice reached the SEC. The notice is due within 15 days of that first sale, so a filing usually means the round is live right now, not that it just closed.

Amendments

A Form D/A updates an earlier notice, most often because more has been sold. That is why a company can appear several times. The main lists here show new notices only; every amendment is on the company's own page, so you can see a round growing over time.

What it does not tell you

Not the valuation. Form D never carries one.
Not who invested. It names the company's own executives, directors and promoters, not its investors. No Form D ever tells you who put the money in.
Not necessarily equity. The securities box distinguishes equity from debt, options and convertible notes — worth checking before calling something a Series A.
Not every raise. Some companies use other exemptions, some file late, some never file.

The exemption box

Almost every filing claims Rule 506(b) or 506(c), and the difference changes whether a company can be approached about its round at all. That is its own page.

Numbers that are obviously wrong

Amounts are self-reported and occasionally have extra zeros. Filings above $10B are kept on the company's page but left out of every total on this site, because one typo can otherwise swamp a month.

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