So, you successfully raised capital through Regulation Crowdfunding (Reg CF). The campaign is over, the funds are in your account, and your startup is ready to grow. But your compliance responsibilities didn’t end when the raise closed.

If you raised money through Reg CF, you’re required to file a Form C-AR — an annual report — with the SEC. This ongoing obligation helps maintain transparency with your investors and stays in line with federal securities laws.

In this article, we’ll explain:

• What a Form C-AR is

• What information it includes

• When (and how often) you need to file it

• When you can stop filing

  
  

What Is a Form C-AR?

Form C-AR is an annual report that companies must file with the Securities and Exchange Commission (SEC) after raising funds under Regulation Crowdfunding (Reg CF).

It’s a public disclosure that updates investors and regulators on the company’s financial condition, performance, and other key business info — typically covering the previous fiscal year.

Think of it as a "yearly check-in" that ensures transparency and accountability to your investors.

What Does Form C-AR Include?

The Form C-AR contains many of the same disclosures you provided during your original Reg CF offering (when you filed the Form C), including:

Key contents of a Form C-AR:

• Business update: Any major changes since your offering

• Discussion of financial condition: Brief narrative explaining your financial performance

• Updated ownership & cap table

• Related party transactions

• Legal proceedings (if any)

• New risk factors (if applicable)

• Two years of GAAP financial statements

  • No need for CPA review — self-prepared is acceptable

Importantly, you don’t need updated investor information or re-file offering terms — this is a reporting document, not a new offering.

When Do You File Form C-AR?

You must file Form C-AR annually, no later than 120 days after the end of your fiscal year.

For example:

• If your fiscal year ends on December 31, your C-AR is due by April 30.

You must file your first Form C-AR in the calendar year following your raise, and you must continue filing annually until you're officially exempt (more on that below).

What Happens If You Don’t File?

Failing to file a Form C-AR can result in:

• Loss of eligibility to raise funds through Reg CF in the future

• Regulatory penalties or investor complaints

• Damaged credibility with your current and potential investors

Bottom line: Missing your C-AR filing isn't just a box unchecked — it can seriously limit your company’s fundraising options.

When Can You Stop Filing Form C-AR?

Good news: You don’t have to file it forever.

You may stop filing Form C-AR if any one of the following conditions is met:

You’ve filed C-ARs for three consecutive years, and:

• You have fewer than 300 shareholders AND

• You have less than $10 million in total assets

You’ve repurchased or bought out all securities sold in the Reg CF offering

Your company has been dissolved or gone out of business

In each case, you must file a Form C-TR (Termination of Reporting) to notify the SEC that you’re done filing future C-ARs.

Final Thoughts

Form C-AR isn’t just paperwork — it’s part of building long-term trust with your investors and staying in good standing with regulators. While the initial raise gets most of the attention, your post-raise responsibilities are just as important.

By planning ahead and maintaining good records, you can make your annual filings painless — and keep your company eligible for future Reg CF campaigns.

At Highlander AI, we support our issuers beyond the raise — including reminders, resources, and tools to help you file Form C-AR and stay compliant. If you're unsure when your C-AR is due or how to complete it, we're here to help.