# What can I, and what can I not say, when talking about my Reg CF campaign?

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Crowdfunding marketing differs from traditional. Engage community, comply with SEC. Pre-launch TTW, post-launch terms communication allowed.

Source: https://help.startengine.com/en_us/what-can-i-and-what-can-i-not-say-when-talking-about-my-reg-cf-campaign-r1bd6OAzK

Last updated: 2025-06-06T22:57:50.948Z

Crowdfunding marketing is a completely different beast from traditional marketing. You need to keep your community actively engaged, encouraging them to spread the word within their own networks. It also requires a lot of work and organization.

That being said, running a Regulation Crowdfunding campaign is very different than conducting a rewards based campaign, especially as it relates to marketing and advertising your offering. **The SEC is very strict about what you can, and can't say,** when it comes to your talking about your raise.

Crowdcheck, a company that specializes in company due diligence, disclosure and compliance for online capital formation, wrote an in-depth memo about how to stay within the guidelines of the Reg CF rules, while still being able to successfully market your campaign. We have pulled out a number of important points to keep in mind, but we strongly recommend that you review the entire [Communication Guidelines](https://drive.google.com/file/d/1zvpL3R6kbWTFtLW2SIV2SBblHgB_kVXv/view?usp=sharing) document before beginning your marketing efforts..

**What can I say about my raise _before_ my launch?** 

As of the [new rules](https://www.sec.gov/rules/final/2020/33-10884.pdf) that went into effect on March 15, 2021, companies considering making a crowdfunding offering may “test the waters” (TTW) in order to decide whether to commit to the time and expense of making an offering. TTW is the only way you can make any offers of securities for your REG CF campaign, either publicly or privately, before you file your Form C with the SEC. 

In order to test the waters, you must remain in compliance with the TTW rules, as these rules are essential for being able to go forward with an offering under Regulation CF. Any non-compliant communication made prior to filing the Form C could prevent you from being able to use Regulation CF, Rule 506, or Regulation A in the future.

To learn more about TTW, please read the TTW section on the [Communication Guidelines](https://drive.google.com/file/d/1zvpL3R6kbWTFtLW2SIV2SBblHgB_kVXv/view?usp=sharing) document. 

 **What can I say about my raise _after_ my launch?**

There are two types of communications that are permitted by the SEC in regards to marketing your raise post-launch:

All Reg CF marketing materials must include the following disclosure: “This Reg CF offering is made available through StartEngine Primary LLC, member FINRA/SIPC. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment.” Marketing materials must also include a direct link to the company’s campaign page on StartEngine.

_Communications that don’t mention the “terms of the offering”_ 

_Communications that just contain “tombstone” information (__**only**_ _the terms of the offering)_

**Terms Communication (Tombstone)**

**Non-Terms Communication** 

Defined Terms

*   The amount of securities offered
    
*   The nature of the securities (i.e., whether they are debt or equity, common or preferred, etc.)
    
*   The price of the securities
    
*   The closing date of the offering period.
    
*   The use of proceeds (i.e. “With your investment we will do \[X\]”); and
    
*   The issuer progress towards meeting its funding goal
    

Implied Terms

*   Offering Goal in Dollars
    
*   End date, number of days left in a campaign
    
*   Mention of total funding goal 

  

*   Regular communications and advertising (e.g., press releases, ads, newsletters, etc.) that do not mention any terms.
    
*   Offering-related communications that do not mention any terms.
    

  

The biggest thing to note here, is while there are two different types of communications, you _**cannot mix both non-terms communication with Tombstone communication**_

****What can I say about future results?**  
**Any statements about future performance or projections must be reasonable, supported by factual assumptions, and include appropriate disclaimers. For example:  
“This communication may contain forward-looking statements which involve uncertainties and actual results may differ materially.