Form C/A-W Filings

What Is SEC Form C/A-W?

SEC Form C/A-W is a filing used in connection with Regulation Crowdfunding (Reg CF) offerings under the Securities Act Section 4(a)(6) and Regulation Crowdfunding. It allows an issuer to withdraw an amendment to its offering statement that was previously filed on Form C/A.

This form is typically filed when an issuer decides not to proceed with the amended disclosure, or when the amendment is otherwise no longer needed. The submission type is recognized in EDGAR as “Amendment to Offering Statement Withdrawal.”

Form C/A-W provides a clear regulatory record that the amendment has been withdrawn from the issuer’s Reg CF filing history. Researchers following crowdfunding offering activity can review these withdrawals alongside other offering updates to understand how an issuer’s disclosure record changes during the fundraising process.

Key elements typically found in SEC Form C/A-W include:

• Name of the issuer and offering information
• Identification of the specific amendment being withdrawn
• EDGAR submission type designation (C/A-W)
• Filing date of the withdrawal
• Confirmation that the amendment to the offering statement is being withdrawn

The withdrawal relates specifically to a previously submitted Form C/A, which is used to amend disclosures contained in an issuer’s Regulation Crowdfunding offering statement.

SEC Form C/A-W Filing Deadlines

SEC Form C/A-W does not have a fixed statutory deadline. It is an event-driven filing submitted when an issuer determines to withdraw a previously filed Form C/A amendment. The timing should be coordinated with the issuer’s offering status and any related disclosures on the intermediary platform.

The underlying Form C remains the primary Regulation Crowdfunding offering statement. Withdrawing a Form C/A amendment through Form C/A-W does not itself replace or withdraw that original offering statement.

Key Things to Know About Form C/A-W Filing Rules

• Withdrawal Applies to an Amendment: Form C/A-W is used to withdraw a previously filed Form C/A amendment, not to amend or replace the original Form C.
• Event-Driven, Not Calendar-Based: The filing is submitted based on issuer action and offering circumstances rather than a recurring reporting deadline.
• EDGAR Submission Type Matters: The correct submission type, C/A-W, is used to reflect an amendment withdrawal in the issuer’s Reg CF filing history.
• Coordinate With Related Reg CF Filings: Depending on the circumstances, issuers may also file or update other Reg CF submissions, such as Form C, Form C/A, or Form C-W, to keep the offering record consistent.
• Offering Status and Disclosure Still Matter: Withdrawing an amendment does not, by itself, determine whether an offering is ongoing or terminated. The issuer’s broader filing record should continue to reflect the actual status of the offering.

Researchers comparing Regulation Crowdfunding withdrawals with other SEC filing events can use the insights of SEC Filings to explore broader filing patterns, amendment activity, and issuer disclosure behavior.