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GET A PIECE OF GIFT OF COLLEGE

Let's end student loan debt

Nearly every American is touched by the high cost of higher education and crushing weight of student loan debt that results from not planning ahead for these costs. The Gift of College crowdfunding platform streamlines the process for friends, family, and employers to conveniently make contributions toward 529 college savings and student loan accounts to break the devastating cycle of multi-generational educational debt. By connecting gift-givers and receivers through a suite of carefully designed solutions, including gift cards (online and retail), and through an at-work solution, the burden can be eased for millions of Americans.

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This Reg CF offering is made available through StartEngine Capital, LLC. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment.
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REASONS TO INVEST

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We’ve already helped eliminate $15 million in student loan debt and boosted college savings account balances by $10 million
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43 million Americans have student loan debt, 60M children lack a 529 account, and tens of millions of potential gift givers have loved ones in these situations
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Gift of College is a profitable company supported by a passionate team with years of experience helping families prepare for the cost of higher education

TEAM

Wayne Weber

Wayne Weber • CEO

Wayne Weber, CEO and Founder of GiftofCollege.com, is an entrepreneur dedicated to fighting one of the greatest multigenerational financial crises of our time – student loan debt, which is topping nearly $1.6 trillion in the U.S.

Wayne has been a higher education savings advocate at the forefront of providing simple and streamlined solutions for families and employers to help save and pay for college and eliminate the unbearable burden of student loan debt. In 2008, he developed GiftofCollege.com – a leading crowdfunding platform aimed at eradicating student debt and helping Americans save for higher education. Its suite of products includes Gift of College Gift Cards (available online and at over 3000 retailer locations including select Target, Save Mart, Lucky, and H-E-B stores) and Gift of College At-Work, an employee benefit program offering payroll deduction and employer match technology.

To learn more about the Gift of College platform or student loan repayment/college savings as an employee benefit, contact: wayne@giftofcollege.com

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Patricia Roberts

Patricia Roberts • COO

Patricia Roberts has helped tens of thousands of families prepare for the cost of higher education through her leadership in nearly every aspect of the 529 college savings arena over the past 20 years. She is currently Chief Operating Officer at Gift of College, Inc. where innovations are created to engage friends, family and employers to help individuals save for college and pay down student loan debt. Prior to this, she held key legal, product and 529 program management roles at major financial services firms and she designed and launched several first-of-their-kind philanthropic programs through which families received seed money for college savings accounts along with valuable financial education and incentives to help them save on their own. In her favorite role of all, she made it a priority to save a little at a time for her son’s higher education expenses by directing contributions from her paycheck into 529 college savings accounts. After 18 years of saving, she will be proud to see him graduate debt-free from college in 2021.

Patricia is also a motivational speaker and writer and holds a B.A. in Philosophy and Political Science from Duquesne University and a J.D. from Brooklyn Law School. 

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Dr. Kristine Sickels

Dr. Kristine Sickels • CMO

Dr. Kristine Sickels has a successful track record in turnaround management, brand building, and strategy development. She is a transformational business leader who is known for a strategic focus on getting results. 

Throughout her marketing career, Kristine has led the marketing strategy for an impressive portfolio of global consumer brands such as Rubbermaid, Crockpot, Mr. Coffee, Oster, Calphalon, and more. She is an advocate for innovation and communication approaches grounded in consumer insights. 

Kristine is the CEO and Founder of a marketing consulting agency where she brings executive level thinking and partnership to small & medium sized businesses. Operating as a virtual CMO, she works with brands such as Kimball International, Jess Ekstrom, Nexus Project, to help them grow their businesses with great marketing. She focuses on organizational and personal branding, strategy, innovation along with coaching & mentorship.  

Kristine is also the Co-Founder, Director, Corporate Secretary & Chief Marketing Officer of Gift of College Inc. College loan debt has become the number one form of consumer debt in the US. Gift of College helps students and families save for college tuition, taking away the stress and worry of college loan debt. 

Kristine holds a Bachelor of Science in Marketing from Indiana University; a Master of Business Administration from the University of Michigan’s prestigious Ross School of business; and a Doctor of Business Administration from Georgia State University.

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ABOUT

HEADQUARTERS
24005 Ventura Boulevard
Calabasas, CA 91302
WEBSITE
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Nearly every American is touched by the high cost of higher education and crushing weight of student loan debt that results from not planning ahead for these costs. The Gift of College crowdfunding platform streamlines the process for friends, family, and employers to conveniently make contributions toward 529 college savings and student loan accounts to break the devastating cycle of multi-generational educational debt. By connecting gift-givers and receivers through a suite of carefully designed solutions, including gift cards (online and retail), and through an at-work solution, the burden can be eased for millions of Americans.

PRESS

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Good Housekeeping

10 Best Gift Cards for When You Just Can't Decide

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ABC News

ABC7 News talks with Wayne Weber, CEO, Gift of College

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Inc.

Want to Pay Off Your (Crushing) Student Loan Debt in 2020?

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Fox Business

Giving the gift of financial well-being at the holidays

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The Today Show

Student debt woes: What to do before your kid applies to college

ALL UPDATES

04.03.21

Notice of Funds Disbursement

[The following is an automated notice from the StartEngine team].

Hello!

As you might know, Gift of College has exceeded its minimum funding goal. When a company reaches its minimum on StartEngine, it's about to begin withdrawing funds. If you invested in Gift of College be on the lookout for an email that describes more about the disbursement process.


This campaign will continue to accept investments until its indicated closing date.


Thanks for funding the future.

-StartEngine

12.29.20

GiftCards.com shouts out Gift of College as a unique gift card to give this holiday season

GiftCards.com shares its 2020 round-up of anything-but-ordinary gift cards—and our Gift of College card made the list! 


Unique Gift Cards to Try this Holiday Season 2020

12.11.20

Gift of College CEO featured in Medium - Authority Magazine

5 Things I Wish Someone Told Me Before I Became CEO


Get a behind-the-scenes look at Gift of College and CEO Wayne Weber's vision for a debt-free future in Authority Magazine.



12.08.20

Gift of College selected for ADP Health and Wealth Bundle

Gift of College is excited to have been selected to be part of the Health and Wealth bundle from ADP Marketplace, providing a new way for employers to engage their workforce. And in our initial launch we added over a dozen new companies to our growing list of clients.


Learn more at adp.com/TakeCareofYourpeople


ADP Marketplace is a digital HR storefront that allows clients to create a highly customized, fully integrated HR ecosystem, with ADP® and third-party solutions. With hundreds of HR apps available, ADP Marketplace is the first and largest digital storefront for HR buyers today.


12.03.20

Gift of College Featured in Forbes again this Holiday Season

"Studies and trends have found that younger generations value experiences over material possessions. Kids don’t need fancy gifts; they need something that means something and adds real value to their lives."  Proud to be featured in this excellent article from Forbes


Forbes Press: Why You Should Give the Gift of College This Holiday Season

12.01.20

Press Release: Online 529 Education Gifting Programs Fulfill Families’ Ecommerce Needs for the Holidays

This holiday season 529 Education Gifting Programs like GiftofCollege.com are meeting the needs of families and friends looking to ecommerce channels for holiday gifts from the comfort of their homes. Having grown in availability and popularity over the last several years, online gifting tools, crowdfunding platforms, and e-gift cards make higher education savings as convenient as online shopping for material gifts, according to members of the *College Savings Foundation.


We are proud to be featured by the College Savings Foundation: 

http://www.prweb.com/releases/online_529_education_gifting_programs_fulfill_families_ecommerce_needs_for_the_holidays_college_savings_foundation_says/prweb17554824.htm 


*The College Savings Foundation (CSF) is a Washington, D.C.- based not-for-profit organization helping American families achieve their education savings goals.

11.25.20

Partner Spotlight: Innovetive Petcare

Innovetive Petcare, a veterinary management company of 21 animal practices across six states gives its employees a sense of security towards their education.  Launching last March, every new mother and father employed by Innovetive Petcare receives a Gift of College gift card with an initial contribution to start their own 529 college savings plan.


“Innovetive Petcare wanted to partner with Gift of College to blaze the trail for other employers in the veterinary industry and create a movement to alleviate the student loan epidemic and lessen the emotional, professional, and financial stressors faced by veterinarians,” said Malia Rivera, Vice President of Innovetive Petcare. “By partnering with Gift of College, Innovetive Petcare employees can create automatic payroll deductions, they can easily pay down their student loans and contribute to their 529 college savings account.”




11.24.20

Notice of Material Change in Offering

[The following is an automated notice from the StartEngine team].

Hello! Recently, a change was made to the Gift of College offering. Here's an excerpt describing the specifics of the change:


Gift of College removed Dan Schatt as board member


When live offerings undergo changes like these on StartEngine, the SEC requires that certain investments be reconfirmed. If your investment requires reconfirmation, you will be contacted by StartEngine via email with further instructions.

11.18.20

Buy Gift Cards AND Pay Down Your Student Loans

Have you explored our new app, Cashback for College? 


Shop with Cashback for College and receive cashback to save or pay for college when you purchase gift cards at popular merchants like Walmart, CVS, Home Depot, Bed Bath & Beyond, Sephora, Foot Locker, and many more.


Earnings can be directed into any 529 college savings plan, student loan or 529 ABLE account via GiftofCollege.com.


“Our mission is to help families take control of their financial futures by making it easy to contribute to a college savings plan account or pay down student debt,” said Wayne Weber, CEO and founder, Gift of College. “Finding small and simple savings solutions that are already a part of everyday life can add up in a big way. When it comes to saving for college, every dollar counts.”


Available for both iOS and Android.

https://apps.apple.com/us/app/cashback-for-college/id1474130975

https://play.google.com/store/apps/details?id=com.riseapps.cardcash.giftofcollege&hl=en_US



11.12.20

Gift of College Helps Families Just Like the Limas

Gift of College believes everyone deserves an education and a future without student loan debt and that families don’t need to go it alone.  Since 2008 Gift of College has helped thousands of individuals just like you save millions for advanced education and pay down their student loan debt faster.  We are inspired by stories of how Gift of College has helped individuals and families plan for a better future.  


MEET THE LIMAS --- a family of 5 who started using Gift of College in 2014 when their first two children were little.  They’ve consistently received contributions from their family as gifts for holidays and other special occasions.  When planning birthday and other celebrations, they always remember to include the shareable GiftofCollege.com profile link in invitations.  Every year the kids receive almost $500 college savings contributions each from friends and extended family.


Gift of College is honored to help families just like the Limas, but they aren’t the only ones.  Each one of you has a story of determination to create a future without student loan debt.  It’s inspiring.


Hear what the Limas have to say about Gift of College:


Thank you for reviewing our company and for your questions. 




REWARDS

Multiple investments in an offering cannot be combined to qualify for a larger campaign reward.
Venture Club

Venture Club

Venture Club Members earn 10% bonus shares on top of this and all eligible investments for an entire year. Not a member? Sign up at checkout ($275/year).

$500

Tier 1

Invest $500 and receive a $25 Gift of College Gift Card.

$1,000

Tier 2

Invest $1,000 and receive a $75 Gift of College Gift Card.

$2,500

Tier 3

Invest $2,500 and receive a $100 Gift of College Gift Card.

$5,000

Tier 4

Invest $5,000 and receive a $100 Gift of College Gift Card and 5% bonus shares.

$10,000

Tier 5

Invest $10,000 and receive a $100 Gift of College Gift Card and 10% bonus shares.

JOIN THE DISCUSSION

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Hitesh Gupta

2 years ago

Hello, Could you share any latest developments within the company? Haven't heard anything since 2021 (the time when I made the investments). Thanks!

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Wesley Jackson

4 years ago

When do you plan to send out the gifts for investors?

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Wayne Weber

Gift of College

4 years ago

Hi Wesley, We have bonus perks set to go out June 1st. They will arrive in your email so be sure to check your spam folder if you do not see them.

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Bryan Edwards

4 years ago

Admittedly I am concerned or if not simply confused. This seems to be a forward looking product to solve a future issue instead of primary payback of the said $1.6T US. Not bad, but existing debt is a primary concern and re-programming of future intent secondary. Aside, are the gift cards tax deductible for the purchaser or does whomever redeems to their account gain the tax benefit?

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Wayne Weber

Gift of College

4 years ago

Thank you for your question. It is most certainly a balance between addressing debt and the the savings solution to avoid it. A tough balance. The tax benefit is for the owner of the 529 account not the purchaser.

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Michael Williams

4 years ago

Do the gift cards accrue interest?

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Wayne Weber

Gift of College

4 years ago

They do not. They can be redeemed into 529 college savings plans where they can earn investment income.

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Dana Carstensen

4 years ago

Yes there's an incredible amount of student loan debt but from what I've read 529 plans designed for money to be saved and spent on qualified expenses such as tuition and books as one moves along in education to avoid the collection of debt. I cannot find anything that says that money in a 529 plan can be spent making monthly payments to a loan servicers contracted by the U.S. Department of Education. If money in a 529 plan can't be used to make payments to loan servicers then I don't see how it's a solution to the $1.6 trillion bucket of debt.

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Wayne Weber

Gift of College

4 years ago

Thank you for your interest and question. The primary purpose of a 529 plan is to save for a future student’s educational expenses. The earlier a parent, loved one, or employer begins contributing to a 529 plan, the longer period of time is available for contributions to compound and grow. No matter when contributed, however, every dollar saved on behalf of a student is that much less that they will need to borrow and repay with interest in the future. 529s are one part of a long-term solution to avoid or minimize student loan debt. Great call out on what about now. Recently through the Secure Act (December 2019) the permissible use of 529 plans was expanded to enable account owners to withdraw funds tax-free to pay down $10,000 in student loan debt per beneficiary and per sibling of a beneficiary. Also, because of a 2020 year-end provision in the Consolidated Appropriations Act, 2021, we are seeing an increased number of employers contribute directly to student loan accounts as a tax-advantaged employee benefit which directly addresses the existing student loan debt. The Gift of College platform is helpful both for those saving in advance for higher education and those needing support with repaying student loans after the fact. The platform allows contributions by friends, family and employers to 529 plan OR student loan accounts.

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Kelly Washington

5 years ago

Where are you with making your giftcards available at more locations? You used to be in Barnes in Noble but no longer. Are there any plans to get into a location like Kroger and their other brand stores? Office supply stores, schoool supply stores or even college campus stores? There just aren't any options for your $500 giftcards where I live and sometimes I want to make a bigger purchase on one card versus having to buy multilpes that are only $50 or $100 each.

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Wayne Weber

Gift of College

5 years ago

We are working on adding more locations in 2021 including grocery and pharmacy. We were disappointed Barnes and Noble stopped carrying third party gift cards all together last year. It was a great fit! Denominations are selected by the individual retailer. We will definitely announce our arrival at new retailers!

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Kelly Washington

5 years ago

Are your giftcards offered through any credit card company reward programs? Also, when does your CF campaign end?

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Wayne Weber

Gift of College

5 years ago

Thanks for another great question. And investing in us! Not yet but it is on the horizon. In 2020 we focused on our employer products including getting the cards into employee rewards and recognition programs. In 2021 our goal is to be added to both credit card reward programs and baby registries. Our campaign is currently scheduled until mid-April.

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Steven Leinard

5 years ago

Thank you for answering my questions. I invested today. Sorry but I cannot tell you my employer, non disclosures etc forbid me from discussing them publically but you should have my information now if you would like to e-mail me. There is a huge untapped market for this and I believe you will do well. I am new to crowdfunding so my investment was small (hundreds). However, if there is an avenue to learn more about the company and how investors may eventually see a return, more details on your long term plan, I would be open to investing more (10's of thousands) but I'm generally a mutual fund guy. I need to see it to believe it 🙂

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Wayne Weber

Gift of College

5 years ago

Thank you for believing in our mission and your investment! Due to regulations around crowdfunding we can only speak to what is in the offering details. The long term plan is to find the right partner for a strategic acquisition which could present a return for shareholders. Additionally, Start Engine has recently launched an Alternative Trading System where individuals can buy and sell shares of companies on the platform from each other. In the future we hope to be included in that system which presents a second way for shareholders to potentially see a return. Many more updates to come!

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Steven Leinard

5 years ago

I love it and wish my employer would participate. But do the major 401k companies like Fidelity, Vanguard etc offer similar services for 529 employer plans? If so, it seems like it would be alot easier and probably more cost effective for the company to go with whoever is already handling their employee's 401k's and that would keep everything in one place to simplify for their employees as well. If say Fidelity can do the same thing, why use Gift of College instead?

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Wayne Weber

Gift of College

5 years ago

Thank you for the interest and question! It is a great one. 
Yes - there are some fund companies that manage 401k assets and also serve as program or investment managers for particular state 529 plans. Their offerings to employers, however, would be limited to the particular state plan(s) with which they are involved and that approach is often considered too limited for employers with employees in multiple states or those employers that wish to offer a more open architecture of 529 plan options for employees. By way of background, while the federal tax treatment of 529 plans is consistent across all states, the state tax treatment is not. In fact, 34 states have additional tax benefits for residents and in most cases, those benefits are offered only for investment in a particular state’s 529 plan. Thus, while a 529 plan managed by a particular investment company may be an appropriate offering for an employer with residents in that particular state, it may not be the right fit for an employer with employees in various states – who would miss out on special state tax benefits by not being offered their own state’s plan. With that, a 529 employer solution, like Gift of College, that works with ALL 529 plans can be a better fit. This page has a map of all 529 plans and once a state is clicked the first thing you see is that state’s specific tax advantage. https://giftofcollege.com/saving-with-a-529/  

From a cost perspective, there is a monthly cost per participant for programs like this which is similar to retirement. This cost exists regardless of benefit provider and ours is competitive. 

 Some of the reasons why an employer would use Gift of College for 529 payroll deduction versus one particular state 529 plan are…
 • We offer choice by letting employees connect (and letting employers match into) any 529 college savings plan or ABLE account – versus having an employer’s benefits or HR team select just one plan to offer • We offer flexibility by meeting employees where they are on their higher learning journey by allowing the benefit to be not only be used for 529 accounts, but to be used with any student loan account. Because our payroll deduction platform works for 529 college savings, 529 ABLE AND student loan accounts, employers appreciate the flexibility because it enables them to more broadly address employee needs. • We integrate with payroll systems making the product seamless. • Our product is automated. Meaning an employee makes changes to their deduction amount at GiftofCollege.com instead of needing to fill out a form to be handed to another human being in HR.  Who is your employer? We will get them over the hump for your new benefit :)

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Kelly Washington

5 years ago

On your time line it mentions a partnership with Discover. Can you give details on that partnership and how the program works?

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Wayne Weber

Gift of College

5 years ago

Thank you for your question. We have created a Prepaid Card to be connected to an individual's 529 plan aligning the savings with qualified education expenses. Discover is our partner for this product.

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HOW INVESTING WORKS

Cancel anytime before 48 hours before a rolling close or the offering end date.

FAQ Timeline

WHY STARTENGINE?

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DIVERSE INVESTMENTS

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FAQS

With Regulation A+, a non-accredited investor can only invest a maximum of 10% of their annual income or 10% of their net worth per year, whichever is greater. There are no restrictions for accredited investors.

With Regulation Crowdfunding, non-accredited investors with an annual income or net worth less than $124,000 are limited to invest a maximum of 5% of the greater of those two amounts. For those with an annual income and net worth greater than $124,000, they are limited to investing 10% of the greater of the two amounts.

StartEngine makes it easy to invest using your retirement funds. You can open a self-directed IRA account through Equity Trust, a trusted provider fully integrated with our platform. This integration allows for a fast, secure, and seamless investing experience, and includes a special offer on annual feesexclusively for StartEngine investors.

Already have a self-directed IRA with another provider? You can still invest on StartEngine, but please note that the process will be manual and may take longer to complete.

To get started, simply visit our IRA page for more information and step-by-step instructions.

At the close of an offering, all investors whose funds have “cleared” by this time will be included in the disbursement. At this time, each investor will receive an email from StartEngine with their Countersigned Subscription Agreement, which will serve as their proof of purchase moving forward.

Please keep in mind that a company can conduct a series of “closes” or withdrawals of funds throughout the duration of the campaign. If you are included in that withdrawal period, you will be emailed your countersigned subscription agreement and proof of purchase immediately following that withdrawal.

StartEngine assists companies in raising capital, and once the offering is closed, we are no longer involved with whether the company chooses to list shares on a secondary market or what occurs thereafter. Therefore, StartEngine has no control or insight into your investment after the close of the live offering. In addition, we are not permitted to provide financial advice. You may want to contact a financial professional to discuss possible investment outcomes.

For Regulation Crowdfunding, investors are able to cancel their investment at any point throughout the campaign up until 48 hours before the closing of the offering. Note: If the company does a rolling close, they will post an update to their current investors, giving them the opportunity to cancel during this timeframe. If you do not cancel within this 5-day timeframe, your funds will be invested in the company, and you will no longer be able to cancel the investment. If your funds show as ‘Invested’ on your account dashboard, your investment can no longer be canceled.

For Regulation A+, StartEngine allows for a four-hour cancellation period. Once the four-hour window has passed, it is up to each company to set their own cancellation policy. You may find the company’s cancellation policy in the company’s offering circular.

Once your investment is canceled, there is a 10-day clearing period (from the date your investment was submitted). After your funds have cleared the bank, you will receive your refund within 10 business days.

Refunds that are made through ACH payments can take up to 10 business days to clear. Unfortunately, we are at the mercy of the bank, but we will do everything we can to get you your refund as soon as possible. However, every investment needs to go through the clearing process in order to be sent back to the account associated with the investment.

Both Title III (Regulation Crowdfunding) and Title IV (Reg A+) help entrepreneurs crowdfund capital investments from unaccredited and accredited investors. The differences between these regulations are related to the investor limitations, the differing amounts of money companies are permitted to raise, and differing disclosure and filing requirements. To learn more about Regulation Crowdfunding, click here, and for Regulation A+, click here.

MIN INVEST
$250
VALUATION
$24M

Important Message

IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE ISSUER AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. INVESTMENTS ON STARTENGINE ARE SPECULATIVE, ILLIQUID, AND INVOLVE A HIGH DEGREE OF RISK, INCLUDING THE POSSIBLE LOSS OF YOUR ENTIRE INVESTMENT.

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Unless indicated otherwise with respect to a particular issuer, all securities-related activity is conducted by regulated affiliates of StartEngine: StartEngine Capital LLC, a funding portal registered here with the US Securities and Exchange Commission (SEC) and here as a member of the Financial Industry Regulatory Authority (FINRA), or StartEngine Primary LLC (“SE Primary”), a broker-dealer registered with the SEC and FINRA / SIPC. You can review the background of our broker-dealer and our investment professionals on FINRA’s BrokerCheck here. StartEngine Secondary is an alternative trading system (ATS) regulated by the SEC and operated by SE Primary. SE Primary is a member of SIPC and explanatory brochures are available upon request by contacting SIPC at (202) 371-8300.

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1) Regulation A offerings (JOBS Act Title IV; known as Regulation A+), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Primary, LLC (unless otherwise indicated). 2) Regulation D offerings (Rule 506(c)), which are offered only to accredited investors. These offerings are made through StartEngine Primary, LLC. 3) Regulation Crowdfunding offerings (JOBS Act Title III), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Capital, LLC. Some of these offerings are open to the general public, however there are important differences and risks.

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Investment opportunities posted and accessible through the site will not be offered to Canadian resident investors. Potential investors are strongly advised to consult their legal, tax and financial advisors before investing. The securities offered on this site are not offered in jurisdictions where public solicitation for offerings is not permitted; it is solely your responsibility to comply with the laws and regulations of your country of residence.

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StartEngine Marketplace (“SE Marketplace”) is a website operated by StartEngine Primary, LLC (“SE Primary”), a broker-dealer that is registered with the SEC and a member of FINRA and the SIPC.

StartEngine Secondary (“SE Secondary”) is our investor trading platform. SE Secondary is an SEC-registered Alternative Trading System (“ATS”) operated by SE Primary that matches orders for buyers and sellers of securities. It allows investors to trade shares purchased through Regulation A+, Regulation Crowdfunding, or Regulation D for companies who have engaged StartEngine Secure LLC as their transfer agent. The term “Rapid,” when used in relation to transactions on SE Marketplace, specifically refers to transactions that are facilitated on SE Secondary, This is because, unlike with trades on the StartEngine Bulletin Board (“SE BB”), trades on SE Secondary are executed the moment that they are matched.

StartEngine Bulletin Board (“SE BB”) is a bulletin board platform on which users can indicate to each other their interest to buy or sell shares of private companies that previously executed Reg CF or Reg A offerings not necessarily through SE Primary. As a bulletin board platform, SE BB provides a venue for investors to access information about such private company offerings and connect with potential sellers. All investment opportunities on SE BB are based on indicated interest from sellers and will need to be confirmed. Even if parties express mutual interest to enter into a trade on SE BB, a trade will not immediately result because execution is subject to additional contingencies, including among others, effecting of the transfer of the shares from the potential seller to the potential buyer by the issuer and/or transfer agent. SE BB is distinct and separate from SE Secondary. SE Secondary facilitates the trading of securities by matching orders between buyers and sellers and facilitating executions of trades on the platform. By contrast, under SE BB, SE Primary assists with the facilitation of a potential resulting trade off platform including, by among other things, approaching the issuer and other necessary parties in relation to the potential transaction. The term “Extended”, when used in relation to transactions on SE Marketplace denotes that these transactions are conducted via SE BB, and that these transactions may involve longer processing times compared to SE Secondary for the above-stated reasons.

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