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Extract data from SEC Form D filings

Form D is the short notice a company files with the SEC when it raises money in a private placement exempt from registration under Regulation D. It is not an annual or quarterly disclosure; it is a one-time filing, with amendments, that tells the regulator an exempt offering happened, who ran it, how much was sold, and under which exemption. A seed-stage or growth-stage issuer files it within 15 days of the first sale. Investors, fund administrators, and diligence teams pull it to confirm the round: the amount raised, whether the offering was limited to accredited investors, and whether the issuer relied on Rule 506(b) or 506(c). Cirrus Robotics Inc., a Delaware corporation with CIK 0001889234, filed a Form D on 2026-06-15 for a 12,000,000 USD equity offering under the 506(c) exemption, open to accredited investors only, with 18 investors committed and a 250,000 USD minimum investment. The use-of-proceeds breakdown allocates 6,000,000 USD (50%) to research and development, 3,600,000 USD (30%) to sales and marketing, and 2,400,000 USD (20%) to working capital, which foots to the 12,000,000 USD raised. A placement agent, Keystone Securities LLC, is listed under sales compensation for a 600,000 USD fee. The offering carries no bad-actor disqualification under Rule 506(d) and is not an offshore offering. Talonic reads the Form D and returns the issuer block (name, CIK, state of incorporation), the offering block (securities type, exemption, use of proceeds), and the investor block (accredited status, count) as fields, with the securities offered, the sales compensation, and the use-of-proceeds breakdown as tables. Because a Form D is a notice of an exempt raise rather than a periodic report, it does not carry the audited financials of a 10-K or the events of an 8-K. Talonic captures what the notice states, checks the total against the use-of-proceeds breakdown so the allocations reconcile to the offering size, and makes no judgment about whether the exemption was properly claimed.

What gets extracted from SEC Form D filings

Filing Number021-458392
Issuer NameCirrus Robotics Inc.
Issuer CIK0001889234
Total Offering Amount12,000,000 USD
Regulation ExemptionRule 506(c)
Accredited StatusAccredited investors only
Investor Count18
Minimum Investment250,000 USD
Filing Date2026-06-15

How extraction works for SEC Form D filings

Form D filings come off the SEC EDGAR system as XML and as rendered PDFs, and the values sit in numbered items most readers skip. Talonic classifies the filing and maps it to the securities-notice schema in the Field Registry, so issuer.name, issuer.cik, total_amount, offering.regulation_exemption, and investor.count each resolve to a discrete field rather than a line in an item box. The securities_offered and use_of_proceeds_breakdown tables load per row, the amount is typed as a number in USD, and the 506(c) exemption and accredited-only status are captured as enums. The 2026-06-15 filing date and the offering end date parse to ISO 8601. Confidence scores and source-region pointers travel with every value under DIN SPEC 91491, so a diligence analyst can verify the 12,000,000 USD raise or the 18-investor count against the filed notice. Talonic extracts the notice as written and does not assess exemption eligibility.

Sample extraction

A Form D notice for a 506(c) private placement

{
  "document_number": "021-458392",
  "document_date": "2026-06-15",
  "issuer.name": "Cirrus Robotics Inc.",
  "issuer.cik": "0001889234",
  "issuer.state_of_incorporation": "Delaware",
  "issuer.country_of_incorporation": "USA",
  "total_amount": 12000000,
  "currency": "USD",
  "offering.securities_type": "equity",
  "offering.regulation_exemption": "506c",
  "offering.use_of_proceeds": "Research and development, sales and marketing, and working capital",
  "offering.is_test_transaction": false,
  "investor.accredited_status": "accredited_only",
  "investor.count": 18,
  "minimum_investment": 250000,
  "is_amendment": false,
  "has_bad_actor_disqualification": false,
  "is_offshore_offering": false,
  "governing_law": "Delaware",
  "securities_offered": [
    {
      "security_id": "S-1",
      "securities_type": "equity",
      "description": "Series B Preferred Stock",
      "amount_offered": 12000000
    }
  ],
  "use_of_proceeds_breakdown": [
    {
      "proceeds_id": "UP-1",
      "category": "Research and development",
      "amount": 6000000,
      "percentage": 50
    },
    {
      "proceeds_id": "UP-2",
      "category": "Sales and marketing",
      "amount": 3600000,
      "percentage": 30
    },
    {
      "proceeds_id": "UP-3",
      "category": "Working capital",
      "amount": 2400000,
      "percentage": 20
    }
  ],
  "sales_compensation": [
    {
      "compensation_id": "SC-1",
      "paid_to": "Keystone Securities LLC",
      "amount": 600000,
      "compensation_type": "placement_fee"
    }
  ]
}

Frequently asked

Is a Form D the same as an S-1 or a 10-K?

No. A Form D is a notice that an exempt private placement occurred under Regulation D. It is not a registration statement like an S-1 and not a periodic report like a 10-K or 10-Q, so it carries no audited financials.

Does it read the use-of-proceeds breakdown?

Yes. The use_of_proceeds_breakdown table returns each category with its amount and percentage, and the rows are checked to foot to the total offering amount, so the 6,000,000 USD, 3,600,000 USD, and 2,400,000 USD lines reconcile to the 12,000,000 USD raised.

How is the 506(b) versus 506(c) exemption captured?

The offering.regulation_exemption field returns the claimed exemption as an enum (506b, 506c, or other), so a 506(c) offering that generally solicits accredited investors is distinguished from a 506(b) offering that does not.

Does Talonic confirm the exemption was valid?

No. Talonic extracts the exemption the issuer claimed and the facts the notice states. Whether the offering actually qualified under Regulation D is a legal question for counsel, not the extraction.

Author note

Reviewed by Talonic engineering, securities schema review · last reviewed 2026-07-08