Syndication basics
Private Real Estate Minimums: Form D Data Study
Study at a glance
- Offerings
- 4,172 new Form D notices
- Period
- Oct 1, 2025 to Sep 30, 2026
- Median minimum
- $50,000
- Middle half
- $25,000 to $100,000
- No minimum stated
- 17.7%
- Filed under Rule 506(c)
- 29.3%
SEC Form D data sets, pulled Oct 20, 2026. Relli analysis.
The short answer
The typical real estate minimum investment in a private offering is $50,000, according to Relli's analysis of 4,172 U.S. real estate Form D offerings. The offerings were filed with the SEC between October 1, 2025 and September 30, 2026. The middle half of stated minimums ran from $25,000 to $100,000, and 17.7% of offerings stated no minimum.
Study at a glance
- Offerings
- 4,172 new Form D notices
- Period
- Oct 1, 2025 to Sep 30, 2026
- Median minimum
- $50,000
- Middle half
- $25,000 to $100,000
- No minimum stated
- 17.7%
- Filed under Rule 506(c)
- 29.3%
SEC Form D data sets, pulled Oct 20, 2026. Relli analysis.
- $50,000 is the typical minimum. It is the median stated minimum across 4,172 real estate Form D offerings, Oct 2025 to Sep 2026.
- Half ask for $25,000 or less. That counts the 17.7% stating no minimum, while 24.8% ask for $100,000 or more.
- Seven in ten cannot advertise. 69.9% filed under Rule 506(b), which bars general solicitation; 29.3% used Rule 506(c).
- The $200,000 route is still uncommon. 9.3% of Rule 506(c) offerings set a $200,000+ minimum, up from 6.7% before the SEC staff's March 2025 letter.
In this guide · 16 sections
- What is the typical minimum investment for private real estate?
- How did Relli build this study?
- What is a Form D filing, and how do you search for one?
- How common are $25,000 and $100,000 minimums?
- Which minimums do sponsors choose most often?
- Do 506(b) and 506(c) offerings set different minimums?
- How many 506(c) offerings use the $200,000 minimum?
- Has the typical minimum changed since 2024?
- Do minimums differ by property type?
- What do multifamily syndications ask for?
- How do offering minimums compare with platform minimums?
- How big are real estate offerings, and how many investors join early?
- How often do real estate offerings report sales commissions?
- What can Form D data not tell you?
- How do you cite or download this data?
- Is a stated minimum firm, and how often is the study updated?
Key findings
What is the typical minimum investment for private real estate?
The typical minimum investment for a private real estate offering is $50,000. That figure is the median stated minimum for U.S. real estate offerings that filed a new Form D with the Securities and Exchange Commission (SEC). The window is the year to September 30, 2026, and the median counts offerings that set a minimum above $0.
Based on 4,172 new Form D filings for U.S. real estate offerings filed with the SEC between October 1, 2025 and September 30, 2026. Relli built the dataset from the SEC's quarterly extracts and checked a random sample against the original filings. The main results:
- The median stated minimum was $50,000, and the middle half ran from $25,000 to $100,000.
- 17.7% of offerings stated a $0 minimum, meaning no minimum or none set at filing.
- 50.2% asked for $25,000 or less (counting the $0 group), and 24.8% asked for $100,000 or more.
- $50,000 was the most common single figure, used by 21.3% of offerings.
- 69.9% filed under Rule 506(b), which bars general advertising, and 29.3% under Rule 506(c), which allows it.
- 9.3% of Rule 506(c) offerings (114 of 1,220) set a minimum of $200,000 or more. That is up from 6.7% in the year before the SEC staff's March 2025 letter on that amount.
- The median minimum was $50,000 in each of the ten quarters from April 2024 to September 2026.
- The median offering size was $5.0 million, with a median of 13 investors at first filing.
- 10.4% of offerings reported sales commissions or finder's fees, at a median of 5.0% of the offering amount.
Study method
How did Relli build this study?
Relli built this study from the SEC's Form D data sets. These are quarterly files that the SEC's Division of Economic and Risk Analysis publishes from every Form D submitted on EDGAR. The files were pulled on October 20, 2026.
- Ten quarters of filings. The data runs from April 2024 to September 2026. The headline window is October 1, 2025 to September 30, 2026. Earlier quarters feed only the trend table.
- Offerings, not filings. Filings were grouped by SEC file number, which stays the same through amendments. Each offering is counted once, using the values in its original notice.
- Real estate only. The issuer chose the Residential, Commercial, REITs and Finance, or Other Real Estate industry group. Primary issuers only; test filings dropped.
- Three groups set aside. 710 offerings that are not typical investor deals are out of the headline but flagged in the CSV. The 553 small real estate investment trust (REIT) preferred offerings were used to reach the 100-shareholder rule. The others are 87 EB-5 immigrant investor offerings and 70 tax credit funds sold mainly to banks and companies.
- How minimums were measured. $0 is its own group. Medians and quartiles use the inclusive method on minimums above $0. They leave out eight impossible entries: six of $10 million or more and two larger than the offering.
- Spot check. Ten random records were compared with the original Form D on EDGAR, and all ten matched on minimum, size, exemption, industry group and investor count.
Two sensitivity checks left the headline unchanged. Counting one offering per issuer name (3,635 offerings) gave the same $50,000 median and $25,000 and $100,000 quartiles. Adding the excluded groups back also gave $50,000.
What is a Form D filing, and how do you search for one?
A Form D is a short notice that a company selling securities under a Regulation D exemption files with the SEC. It is due within 15 calendar days of the first sale, the date the first investor is irrevocably committed to invest. There is no federal filing fee, and every notice is public on EDGAR.
The form lists the issuer, the people who run it, its industry group and the exemption it claims. It also gives the minimum accepted from any outside investor, the amounts offered and sold, the investor count and any sales commissions. It is a notice, not a review: the SEC's investor bulletin says "Form D does not represent SEC approval or registration."
To read one, type the issuer or deal entity into EDGAR company search and filter to Form D. You can also search a name in EDGAR full-text search with Filing Types set to D. The deal-finding guide shows how to search Form D filings on EDGAR when you are looking for sponsors.
The spread
How common are $25,000 and $100,000 minimums?
Minimums of $25,000 or less are about as common as everything above them, at 50.2% of offerings. That share counts the 17.7% that stated $0. At the top, 24.8% asked for $100,000 or more, and 14.3% set exactly $100,000.
| Stated minimum | Offerings | Share | Share at or below |
|---|---|---|---|
| $0 (none stated) | 739 | 17.7% | 17.7% |
| $1 to $9,999 | 406 | 9.8% | 27.5% |
| $10,000 to $24,999 | 418 | 10.0% | 37.5% |
| $25,000 to $49,999 | 606 | 14.6% | 52.1% |
| $50,000 to $99,999 | 962 | 23.1% | 75.2% |
| $100,000 to $249,999 | 698 | 16.8% | 92.0% |
| $250,000 or more | 335 | 8.0% | 100% |
Which minimums do sponsors choose most often?
Sponsors choose $50,000 most often, and they usually pick round numbers. Of minimums above $0, 79.9% are exactly $1,000, $5,000, $10,000, $25,000, $50,000, $100,000, $250,000, $500,000 or $1 million. The most common entries, as a share of all 4,172 offerings:
- $50,000: 21.3% (890 offerings)
- $0, no minimum: 17.7% (739)
- $100,000: 14.3% (596)
- $25,000: 12.7% (528)
- $10,000: 5.4% (227)
The average (mean) of minimums above $0 is about $132,000, pulled up by a few very large minimums. That is why the median is the better guide to a typical offering.
506(b) and 506(c)
Do 506(b) and 506(c) offerings set different minimums?
Rule 506(b) and Rule 506(c) offerings share the same $50,000 median minimum. The Rule 506(c) offerings are less likely to have no minimum and more likely to ask for $100,000 or more. Rule 506(c) allows advertising, and every buyer must be an accredited investor whose status the issuer takes reasonable steps to verify. Rule 506(b) bars general solicitation.
| Exemption | Offerings | No minimum | Median | Middle half | $100,000 or more |
|---|---|---|---|---|---|
| Rule 506(b) | 2,915 | 21.7% | $50,000 | $20,000 to $100,000 | 22.2% |
| Rule 506(c) | 1,224 | 7.8% | $50,000 | $25,000 to $100,000 | 31.6% |
| All offerings | 4,172 | 17.7% | $50,000 | $25,000 to $100,000 | 24.8% |
The split has barely moved: Rule 506(c) offerings were 28% to 32% of new real estate offerings in every quarter since April 2024. The syndication guide explains 506(b) vs 506(c) from the investor's side.
How many 506(c) offerings use the $200,000 minimum?
9.3% of real estate Rule 506(c) offerings set a minimum of $200,000 or more between October 2025 and September 2026. That is 114 of the 1,220 with a usable minimum. On March 12, 2025, SEC staff issued a no-action letter on verification. It says a Rule 506(c) issuer can treat verification as done when three conditions are met:
- The minimum is at least $200,000 for individuals ($1 million for entities).
- The buyer confirms in writing that it is accredited and is not using third-party financing for the deal.
- The issuer knows nothing to the contrary.
The share has climbed from 6.7% in the year before the letter (April 2024 to March 2025) to 11.5% in the third quarter of 2026. Still, nine in ten Rule 506(c) offerings use standard verification. For comparison, 9.1% of Rule 506(b) offerings, which carry no such duty, also ask for $200,000 or more.
As of October 20, 2026, the letter was still in place. It is a staff view, not a rule. The sponsor guide covers the 506(c) $200,000 minimum rule.
Has the typical minimum changed since 2024?
The typical minimum has not changed: the median was $50,000 in every quarter from April 2024 to September 2026. The share with no minimum stayed between 16.6% and 20.7%.
| Quarter | Offerings | Under 506(c) | No minimum | Median minimum | 506(c) at $200,000+ |
|---|---|---|---|---|---|
| 2024 Q2 | 1,040 | 28.3% | 18.5% | $50,000 | 8.2% |
| 2024 Q3 | 1,078 | 32.2% | 19.4% | $50,000 | 6.3% |
| 2024 Q4 | 1,068 | 28.5% | 17.2% | $50,000 | 5.9% |
| 2025 Q1 | 985 | 32.0% | 19.6% | $50,000 | 6.7% |
| 2025 Q2 | 870 | 31.5% | 18.7% | $50,000 | 9.1% |
| 2025 Q3 | 1,158 | 29.3% | 20.7% | $50,000 | 7.7% |
| 2025 Q4 | 1,040 | 29.4% | 19.5% | $50,000 | 7.9% |
| 2026 Q1 | 1,101 | 30.3% | 17.3% | $50,000 | 8.4% |
| 2026 Q2 | 1,088 | 29.5% | 16.6% | $50,000 | 10.0% |
| 2026 Q3 | 943 | 27.9% | 17.4% | $50,000 | 11.5% |
Property types
Do minimums differ by property type?
Minimums barely differ by property type on Form D: the Commercial, Residential and Other Real Estate groups all have a $50,000 median. The exceptions are REITs and finance issuers, at $17,500, and Delaware statutory trust (DST) and tenant-in-common offerings, at $100,000.
| Group | Offerings | No minimum | Median | Middle half |
|---|---|---|---|---|
| Commercial | 1,681 | 13.1% | $50,000 | $25,000 to $100,000 |
| Residential | 957 | 16.3% | $50,000 | $25,000 to $100,000 |
| Other Real Estate | 1,343 | 22.3% | $50,000 | $25,000 to $100,000 |
| REITs and Finance | 191 | 33.0% | $17,500 | $3,000 to $50,000 |
| DST or tenant-in-common | 218 | 6.9% | $100,000 | $25,000 to $100,000 |
| Pooled fund interests | 540 | 26.7% | $50,000 | $25,000 to $100,000 |
For commercial real estate, the typical minimum is $50,000 across 1,681 offerings, and the mean is about $116,000. Industry groups are the issuer's own choice and overlap in practice. Across them, single properties sit alongside land, debt funds, DSTs and some operating companies.
Many real estate funds file under the Pooled Investment Fund industry instead and sit outside the headline. Relli found 411 such notices in the window whose names point to real estate. Of those, 73.0% listed $0, and the rest had a $100,000 median.
What do multifamily syndications ask for?
Multifamily offerings ask for the same typical minimum as the rest of the market. Among the 135 headline offerings with "apartment" or "multifamily" in the issuer's name, the median stated minimum was $50,000. The middle half ran from $25,000 to $100,000, and 20.7% stated $0. 34.1% filed under Rule 506(c), and the median size was $7.75 million.
Form D has no multifamily category, so this is a name match that misses some apartment deals and includes 12 DSTs. The guide to apartment syndications covers how those deals work.
Platforms
How do offering minimums compare with platform minimums?
Platform minimums are usually far lower than the minimums sponsors state on Form D. Most low-minimum platforms sell shares of their own pooled funds or Regulation A offerings, not a stake in one sponsor's private placement.
| Where | What you buy | Who can invest | Minimum |
|---|---|---|---|
| Fundrise | Fundrise's own funds | Anyone | $10 via plans; prospectuses list more |
| Arrived | Shares of rental homes | Anyone | From $100 |
| Crowd Street (formerly CrowdStreet) | Large managers' funds and REITs | Accredited only | Typically from $5,000 |
| EquityMultiple | Notes and offerings | Accredited only | $5,000 for notes; offerings higher |
| Relli | Offerings from independent sponsors | Mostly accredited | From $25,000, set by each sponsor |
| Sponsor offerings on Form D | Single deals and funds | Depends on the exemption | Median $50,000 |
The order reflects entry price only. A $10 or $100 purchase buys a slice of one manager's fund or one house, while the Form D figure describes direct private placements. The guide to choosing a real estate investment platform also compares fees, eligibility and getting money out.
Size and fees
How big are real estate offerings, and how many investors join early?
The median real estate offering on Form D was $5.0 million, with a median of 13 investors at first filing. Half of those with a dollar amount fell between $2.0 million and $15.0 million. 8.8% listed their size as "Indefinite," mostly open-ended funds. Rule 506(c) offerings ran larger than Rule 506(b) ones, with a $9.5 million median against $4.5 million.
| Offering amount | Offerings | Share |
|---|---|---|
| Under $1 million | 443 | 11.6% |
| $1 million to $4.9 million | 1,361 | 35.8% |
| $5 million to $9.9 million | 638 | 16.8% |
| $10 million to $24.9 million | 719 | 18.9% |
| $25 million or more | 645 | 16.9% |
Investor counts are an early snapshot, since the form is due within 15 days of the first sale. The median offering reported 13 investors, and 34.4% reported none yet. Sponsors building that list can use the guide on how sponsors find investors for a raise. 20.7% of Rule 506(b) offerings said they may sell to non-accredited investors.
Texas issuers filed the most offerings (14.4%), ahead of California (10.2%) and Florida (7.5%). The state is the issuer's address, not the property's.
How often do real estate offerings report sales commissions?
One in ten real estate offerings (10.4%) reported paying, or planning to pay, sales commissions or finder's fees. Where a fee and an offering amount were both given, the median fee was 5.0% of the offering amount (middle half 3.0% to 7.0%).
| Group | Report a fee | Median fee |
|---|---|---|
| All offerings | 10.4% | 5.0% |
| Rule 506(b) | 7.7% | 5.0% |
| Rule 506(c) | 17.1% | 6.0% |
| DST or tenant-in-common | 75.2% | 6.0% |
The form asks only about commissions and finder's fees paid to people who sell the offering. Of the reported amounts, 70% are estimates for the full raise. Acquisition, asset management and promote fees are not on it, so this is not a measure of total sponsor fees.
Limits
What can Form D data not tell you?
Form D data shows what issuers state when they file, not what investors paid, earned or lost. Keep these limits in mind:
- Self-reported. Issuers fill in the form and the SEC does not check it. The SEC's data notes say it "cannot guarantee the accuracy of the data."
- A stated minimum is a floor the sponsor may waive, and $0 can mean no minimum or none set at filing.
- Not every deal files, and Regulation A, Regulation Crowdfunding and registered non-traded REITs are not in this data.
- Funds and single properties are mixed, and some sponsors file many near-identical notices (the one-per-issuer check did not move the headline).
- Amounts sold and investor counts are as of the first notice, and commissions are often estimates.
- Nothing here measures returns, risk or sponsor quality. A filing shows an offering exists, not that it is a good one.
Cite and download
How do you cite or download this data?
The dataset is free to download and reuse under a Creative Commons Attribution 4.0 license: real-estate-form-d-minimums-2025-2026.csv (CSV, about 1.6 MB, October 20, 2026). One header row covers two kinds of rows, set by the record_type column:
- Aggregate rows hold every table on this page, in table, group, measure, value and unit columns.
- Offering rows hold the public Form D fields used for each of the 5,313 real estate offerings first filed in the window. Fields run from accession number, issuer name and state to minimum, offering amount, investors, commissions and the EDGAR link. Flags mark the 4,172 headline offerings and each exclusion.
The file has no names of individuals, phone numbers or street address fields. Some issuers' legal names include a property address, as filed with the SEC. Suggested citation: Relli, "Private Real Estate Minimums: Form D Data Study," based on SEC Form D data sets for October 1, 2025 to September 30, 2026, published October 20, 2026, https://www.relli.co/learn/private-real-estate-minimums-data-study.
Is a stated minimum firm, and how often is the study updated?
A stated minimum is not always firm, and Relli plans to refresh the study as new quarterly Form D data arrives.
Is a stated minimum firm?
Not always. The Form D figure is the smallest amount the issuer said it would accept when it filed. Many offering documents let the sponsor take less. The minimums guide covers how much you need to invest.
Why do some offerings list $0?
A $0 entry means the issuer set no minimum, or had not set one when it filed. REITs and finance issuers (33.0%) and pooled funds (26.7%) list $0 most often.
Can I see the filing behind a row?
Yes. Every offering row in the CSV carries its EDGAR link, so you can open the original notice and check any figure yourself.
How often is the study updated?
This edition covers October 1, 2025 to September 30, 2026. Relli plans to refresh it as the SEC posts new quarterly Form D data, and dates every changed figure.
Sources
- Form D data sets, SEC Division of Economic and Risk Analysis (period Oct 2025 to Sep 2026 (trend from Apr 2024) | pulled Oct 20, 2026)
- Form D, Notice of Exempt Offering of Securities (OMB 3235-0076), U.S. Securities and Exchange Commission (accessed Oct 20, 2026)
- Filing a Form D notice, U.S. Securities and Exchange Commission (updated Mar 17, 2026 | accessed Oct 20, 2026)
- 17 CFR 230.503, Filing of notice of sales, eCFR (current as of Oct 16, 2026)
- 17 CFR 230.506, Exemption for limited offers and sales without regard to dollar amount of offering, eCFR (current as of Oct 16, 2026)
- No-action letter to Latham & Watkins on Rule 506(c) verification, SEC Division of Corporation Finance (Mar 12, 2025)
- EDGAR company filings search, U.S. Securities and Exchange Commission (accessed Oct 20, 2026)
- EDGAR full-text search, U.S. Securities and Exchange Commission (accessed Oct 20, 2026)
- Private Placements under Regulation D, Updated Investor Bulletin, SEC Office of Investor Education and Advocacy (updated Sep 21, 2026)
- Crowd Street Form CRS (client relationship summary), Crowd Street (May 18, 2026)
- Fundrise Flagship Real Estate Fund prospectus, SEC EDGAR (May 1, 2026)
- How Arrived works, Arrived (accessed Oct 20, 2026)
- EquityMultiple, EquityMultiple (accessed Oct 20, 2026)
- How Relli works, Relli (accessed Oct 20, 2026)
