Apply for Access Reg D Private Placements & Pre-IPO Opportunities for Investors Exclusively for accredited investors (Rule 501) seeking disciplined exposure to private markets, Reg D private placements, and select pre‑IPO investment opportunities.

Reg D Private Placements & Pre-IPO Opportunities for Investors

SOME FACTS

Invest Like a Private Equity Professional

PreIPO Street provides accredited investors with access to select private market investments typically reserved for institutional investors, including venturescale growth rounds, issuerled Reg D Private Placements, and curated preIPO investment opportunities.

Built by the leadership behind Compliance Exchange Group (CXG), our platform applies brokerdealer operational rigor and regulatory insight to investor onboarding, deal access, and the subscription process. We do not provide investment advice. We provide a structured path for qualified investors to evaluate opportunities and participate through issuerapproved offering documents

Pre-IPO Investment

What Is a Pre-IPO Investment?

A preIPO investment generally involves purchasing equity or convertible securities in a private company prior to a potential public listing. “PreIPO” does not mean an IPO is guaranteed or imminent. These private investments can involve significant risk, long holding periods, transfer restrictions, and limited liquidity.

Understanding Private Market Risk

Illiquidity risk

Market risk

Long-term return horizons

Suitability considerations

INVESTOR PROCESS

How the Investor Process Works

Apply

Submit an accredited investor application and initial investor questionnaire.

Suitability Review

Complete investor suitability steps and, when required, accredited investor verification. Onboarding may include KYC / AML checks, identity verification, and sanctions screening / OFAC screening.

Deal Access

Review curated opportunities and issuer‑approved offering documents (and related diligence materials where provided).

Subscription

Execute the subscription agreement, investor representations, and other compliant documentation. Funding instructions are provided through issuer‑approved processes (e.g., escrow or qualified providers, as applicable). Pre‑IPO Street does not custody investor funds and does not act as an escrow agent.
INVESTOR CRITERIA

We work exclusively with investors who meet SEC accredited investor standards and understand private market investment risk.

Investors should be prepared to:

  • Demonstrate accredited investor status under Rule 501 (including thirdparty
    verification when required)
  • Evaluate illiquidity, long holding periods, and long investment horizons
  • Review disclosures, risk disclosure statements, and transfer restrictions carefully
  • Complete compliance onboarding, including KYC/AML and sanctions screening
  • Confirm suitability based on objectives, risk tolerance, and liquidity needs

Join Our Accredited Investor Network

Apply now to begin the onboarding process.

REG D

What Are Reg D Private Placements?

Regulation D (Reg D) is a set of exemptions under the Securities Act of 1933 that allows companies to raise capital without registering securities with the SEC, provided specific conditions are met. For accredited investors, the exemption matters because it determines who may participate, whether general solicitation is permitted, and what accredited investor verification steps may apply.

Two common paths you will encounter in private placements and private markets:

Rule 506(b): Often used for relationshipbased raises. General solicitation is prohibited. Accredited investors typically selfcertify through an investor questionnaire and representations, subject to issuer suitability standards and disclosures.

Rule 506(c): Allows general solicitation, but all purchasers must be verified accredited investors. Verification is completed using “reasonable steps,” often through a qualified third party (CPA, attorney, brokerdealer, or verification provider).

Some offerings may also accept nonU.S. investors under Regulation S (international / offshore) where appropriate, subject to jurisdictional restrictions, offering terms, and investor eligibility. The exact onboarding steps depend on the issuer’s exemption, counsel documentation, and the investor’s profile.

THE INVESTORS

Who Pre‑IPO Street Is For?

PreIPO Street is designed for individuals and entities that meet SEC accredited investor standards (Rule 501) and who understand private market investment risk. Private placements and alternative investments for accredited investors can be appropriate for longterm allocators, but they are generally not a fit for investors who require publicmarket liquidity, daily pricing, or short time horizons.

If you are building an alternatives allocation and can evaluate private marketsoften with the support of your financial, legal, and tax advisorsour objective is to provide a curated, processdriven experience that emphasizes disciplined screening, clear disclosure, and compliance awareness.

TRANSPARENCY

Screening Discipline and Risk Transparency

“Curated” does not mean “guaranteed.” It means we prioritize discipline in how opportunities are presented and how investors are onboarded.

Before an opportunity is made available, we typically assess whether the issuer is prepared to support investor diligence with coherent materials, a credible raise structure, and clear risk disclosure. We also look for alignment between the raise structure and the exemption pathway (for example, Rule 506(b) vs. Rule 506(c)) so that the subscription process can be executed through issuer counsel and the documented regulatory framework.

When opportunities are presented, investors should expect issuerapproved offering documents and a workflow designed to support investor suitability. Investors remain responsible for their own diligence and for confirming that each private placement fits their objectives, risk tolerance, and liquidity horizon.

DEAL FLOW

What You Can Expect From Our Deal Flow

We focus on accredited investor deal flow that aligns with institutional expectations for documentation and process. Availability varies, but opportunities may include:

We emphasize quality and fit rather than volume. Not every deal is appropriate for every investor, and private investing is inherently asymmetric. Investors should conduct independent diligence and consult advisors before subscribing.

KEY STRUCTURES

Understanding Key Structures You May See

Private placements / private markets vary meaningfully in how economics and investor rights are defined. Common structures include:

Equity (common or preferred): Ownership interests; preferred equity often includes negotiated preferences and protective provisions.

Convertible instruments (convertible notes or SAFEs): Designed to convert into equity upon a future priced round or other conversion event, subject to caps, discounts, or related terms.

Debt instruments: Interestbearing obligations with defined maturity and
repayment terms.

Warrants: Rights to purchase equity at a defined price.

SPVs / syndicates: Vehicles that aggregate multiple investors into a single cap table line item, with governance and fee terms defined in SPV documentation.

RISK FACTORS

Risk Factors Investors Should Take Seriously

Illiquidity and transfer restrictions that may prevent resale

Long timelines to potential liquidity and uncertainty around timing of liquidity events

Partial or total loss of investment

Valuation uncertainty and limited price discovery

Information asymmetry and limited reporting obligations versus public issuers

Concentration risk if positions are oversized

Offeringspecific restrictions that can limit secondary transactions

FAQ

FAQs for Investors

Do I need to be an accredited investor?

Yes. We work with investors who meet SEC accredited investor standards under Rule 501. Certain offerings may require additional steps depending on the exemption and jurisdiction.

No. PreIPO Street does not provide investment advice, recommendations, or individualized portfolio guidance.

For offerings that require verification (commonly Rule 506(c)), verification is typically performed by a qualified third party such as a CPA, attorney, brokerdealer, or an accredited verification service using reasonable steps.

Some offerings may accept nonU.S. investors under Regulation S, subject to jurisdictional restrictions, investor eligibility, and offering terms.

Submit an application for access. Once onboarded, you can review opportunities and choose whether to subscribe through issuerapproved offering documents.