Rule 506(b) Private Placements
Rule 506(b) is the most common Regulation D exemption. Companies can raise unlimited capital without SEC registration, but cannot use general solicitation or advertising. Up to 35 sophisticated non-accredited investors may participate.
327,332
506(b) Filings
$23035.3B
Offering Amounts
What is Rule 506(b)?
Rule 506(b) under Regulation D allows companies to raise unlimited capital from accredited investors without registering with the SEC. Key requirements:
- No General Solicitation: Cannot advertise or publicly market the offering
- Unlimited Accredited Investors: No limit on accredited investor participation
- Up to 35 Non-Accredited: May include up to 35 sophisticated non-accredited investors
- Disclosure Requirements: Must provide disclosure documents to non-accredited investors
- Bad Actor Rules: Certain "bad actors" are disqualified from using this exemption
Rule 506(b) - This Page
- No general solicitation allowed
- Up to 35 non-accredited investors
- Self-certification of accreditation
- Most commonly used exemption
Rule 506(c)
- General solicitation allowed
- Only accredited investors
- Must verify accreditation
- Growing in popularity
Recent Rule 506(b) Filings
| Company | Industry | Offering | Date |
|---|---|---|---|
| 20 Bio, Inc. | Biotechnology | $6.0M | 2026-02-13 |
| 259 East Broadway Owner LLC | Other Real Estate | $4.0M | 2026-02-13 |
| Aalo Atomics Jan 2026 a Series of CGF2021 LLC | Pooled Investment Fund | $1.4M | 2026-02-13 |
| Accumulator Liquidity I Dnipro LLC | Pooled Investment Fund | N/A | 2026-02-13 |
| Adgentek AI a Series of CGF2021 LLC | Pooled Investment Fund | $368K | 2026-02-13 |
| AI INFRASTRUCTURE FUND 1 a Series of FOG Ventures Fund III LLC | Pooled Investment Fund | $547K | 2026-02-13 |
| AI INNOVATION FUND II LLC | Pooled Investment Fund | N/A | 2026-02-13 |
| All Street II a Series of SLRTE I LLC | Pooled Investment Fund | $35K | 2026-02-13 |
| American Ventures LLC, Series IV Power US | Pooled Investment Fund | $6.0M | 2026-02-13 |
| AN-0604 Fund I, a series of Roll Up Vehicles, LP | Pooled Investment Fund | $52K | 2026-02-13 |
| ANOMALY-PH-0115 Fund I, a series of Platform Funds 2026, LP | Pooled Investment Fund | $942K | 2026-02-13 |
| AQR Flex 1 Series LLC - Series A34 | Pooled Investment Fund | N/A | 2026-02-13 |
| AQR Flex 1 Series LLC - Series D5 | Pooled Investment Fund | N/A | 2026-02-13 |
| AQR Flex 1 Series LLC - Series E9 | Pooled Investment Fund | N/A | 2026-02-13 |
| AQR Flex 1 Series LLC - Series J1 | Pooled Investment Fund | N/A | 2026-02-13 |
| AQR Flex 1 Series LLC - Series J2 | Pooled Investment Fund | N/A | 2026-02-13 |
| Astro Investment VII a Series of Astro Funds LLC | Pooled Investment Fund | $229K | 2026-02-13 |
| AT-1125 a Series of SLRTE I LLC | Pooled Investment Fund | $51K | 2026-02-13 |
| B4 Capital FFA LP | Pooled Investment Fund | $7.8M | 2026-02-13 |
| Bengal 2 Partners, LP | Pooled Investment Fund | N/A | 2026-02-13 |
| Best Food Trucks, Inc. | Other | $300K | 2026-02-13 |
| Blackstone Private Real Estate Credit & Income Fund (Offshore Feeder Fund) L.P. | Pooled Investment Fund | N/A | 2026-02-13 |
| Boom SuperSonic Dec 2025 a Series of CGF2021 LLC | Pooled Investment Fund | $500K | 2026-02-13 |
| Brotherhood Movie a series of Craftsman Ventures, LLC | Pooled Investment Fund | $1.0M | 2026-02-13 |
| CAPITAL ALLOCATION STRATEGIES IV LLC | Pooled Investment Fund | N/A | 2026-02-13 |
| CCM SPV II, LP | Pooled Investment Fund | N/A | 2026-02-13 |
| Centrilix Capital LLC | Pooled Investment Fund | $100K | 2026-02-13 |
| CFV Protein Pints 2 LLC | Pooled Investment Fund | $774K | 2026-02-13 |
| CircNova Jan 2026 a Series of CGF2021 LLC | Pooled Investment Fund | $54K | 2026-02-13 |
| CNLI ICHMN REIT LLC | REITS and Finance | $125K | 2026-02-13 |
| Colbeck Strategic Income I Master Fund (Unlevered) LP | Pooled Investment Fund | N/A | 2026-02-13 |
| DB-5 Marathon Fund I a Series of Marathon Life Fund LLC | Pooled Investment Fund | $446K | 2026-02-13 |
| DCP STRIPE XVII a Series of CGF2021 LLC | Pooled Investment Fund | $269K | 2026-02-13 |
| Defense XI, a Series of E1 Funds, LLC | Pooled Investment Fund | N/A | 2026-02-13 |
| Disket Inc | Other Technology | $5.7M | 2026-02-13 |
| EGV Energy XV a Series of CGF2021 LLC | Pooled Investment Fund | $2.1M | 2026-02-13 |
| EKA SOLUTIONS, INC. | Other Technology | $1.0M | 2026-02-13 |
| Etna Capital CodeRoad SPV LP | Pooled Investment Fund | N/A | 2026-02-13 |
| EV GREENHOUSE, LP | Commercial | $13.0M | 2026-02-13 |
| Examedi B a Series of CGF2021 LLC | Pooled Investment Fund | $129K | 2026-02-13 |
| F3C Daybreak Fund I, LP | Pooled Investment Fund | $4.0M | 2026-02-13 |
| Fara Homidi Collection Inc. | Other | $4.0M | 2026-02-13 |
| FC 210 Bears JV LLC | Commercial | $3.0M | 2026-02-13 |
| FINTEC II a Series of FOG Ventures Fund III LLC | Pooled Investment Fund | $412K | 2026-02-13 |
| FirstThen Inc | Other Technology | N/A | 2026-02-13 |
| Foundation Jan 2026 a Series of CGF2021 LLC | Pooled Investment Fund | $217K | 2026-02-13 |
| Framework II, a Series of E1 Funds, LLC | Pooled Investment Fund | N/A | 2026-02-13 |
| Full Circle REIT Holdings I, LLC | REITS and Finance | $125K | 2026-02-13 |
| General Robotics A a Series of What If Ventures Master LLC | Pooled Investment Fund | $288K | 2026-02-13 |
| GeniPhys, Inc. | Other Health Care | $5.5M | 2026-02-13 |