In May 2026, FINRA’s Corporate Financing Department launched a new Private Placement Information page that makes selected information from private placement filings publicly available. The data is derived from Rule 5122 and Rule 5123 filings and will be updated periodically. Historically, information collected through FINRA’s private placement filing program was treated as confidential and used solely for regulatory purposes. The publication of selected filing data is part of FINRA Forward, a broader initiative to modernize FINRA’s rules, processes and public engagement.
The data provides insight into a segment of the private markets that has traditionally operated with limited transparency. However, the scope is limited as FINRA Rules 5122 and 5123 apply only to a small subset of private placements. Most private placements, including offerings sold exclusively to institutional investors or conducted without broker-dealer participation, fall outside of FINRA’s filing requirements.
Even within that limited scope, the filing volumes are notable. FINRA reported more than 2,900 private placement filings under Rules 5122 and 5123 during 2025 compared with approximately 1,600 public offering filings reviewed under Rule 5110. Private placement filings have exceeded public offering filings by a substantial margin in recent years reflecting the continued growth of the private markets. Another noteworthy trend is the substantial increase in Rule 5122 filings. Member private offering filings increased from 37 in 2023 to 340 in 2025 a nearly ten-fold increase in just two years. The growth coincides with heightened regulatory attention to private placement practices. In recent Annual Regulatory Oversight Reports, FINRA has repeatedly identified deficiencies involving private placement filings, due diligence procedures and retail sales practices.
The launch of the Private Placement Information page also reflects growing regulatory interest in private markets more generally. Retail investor participation continues to expand through non-traded BDCs, interval funds, tender offer funds and direct private placements. Greater transparency into broker-sold retail offerings appears consistent with FINRA’s broader effort to adapt its regulatory framework to an evolving capital formation landscape. The Private Placement Information page is available here.