StartEngine vs Wefunder
Two of the major US Reg CF funding portals — both with low retail minimums, broad non-accredited eligibility, parallel Reg D 506(c) SPV structures, and May 2022 FINRA AWCs at their funding-portal subsidiaries (now formally resolved). The structural divergence is in what each platform has built around its Reg CF core. StartEngine operates five regulated subsidiaries spanning Reg CF, Reg A+, accredited-only Reg D 506(c) Series for pre-IPO secondary access, the Secondary ATS, and a fractional collectibles fund. Wefunder operates three coordinated entities focused on Reg CF with a Wefunds LLC Reg D 506(c) SPV side-car for accredited allocations to the same companies raising on Reg CF.
Guide Thesis
Multi-exemption stack vs Reg CF-focused portal.
Both platforms operate FINRA-registered Reg CF funding portals at their core. StartEngine has built horizontally across exemptions — adding Reg A+, accredited-only Reg D 506(c) Series for pre-IPO secondary, the Secondary ATS, and a collectibles fund. Wefunder has built vertically into Reg CF depth — same-company Wefunds SPV side-cars allowing accredited investors to allocate alongside Reg CF rounds. The platforms solve different problems for different investor profiles.
Both operate FINRA-registered Reg CF funding portals. The structural divergence is what each platform has built around that core.
Five-subsidiary multi-exemption stack with pre-IPO Reg D Series and the Secondary ATS vs three-entity Reg CF-anchored portal with Wefunds same-company SPV side-car.
Important distinction
This guide compares StartEngine and Wefunder primarily as Reg CF funding portals. StartEngine's Reg D 506(c) Series is a separate pre-IPO secondary product line (standalone access to marquee names like Anthropic, OpenAI, Kraken) and should not be treated as equivalent to Wefunder's Wefunds LLC SPV side-car (same-company accredited allocation alongside a Reg CF round). The two Reg D structures serve different investor purposes; the comparison hub below makes the distinction explicit.

The Core Decision
Two Reg CF funding portals, two different builds around the core.
Wefunder is the longer-tenured Reg CF specialist — founded May 2016 as the first SEC-registered Reg CF funding portal, described in the FINRA AWC as the largest participant in the crowdfunding space by capital raised as of May 2022, with the Wefunds LLC SPV side-car enabling accredited investors to allocate alongside Reg CF rounds in the same companies (with different fees, securities, and tax documents). StartEngine offers structurally distinctive multi-exemption breadth in one corporate family — Reg CF through Capital LLC, Reg A+ through Primary LLC, accredited-only Reg D 506(c) Series through Adviser LLC for pre-IPO secondary access to marquee names (Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity, others), the Secondary ATS for resales, and the Collectibles Fund I LLC for fractional collectibles. Both platforms' funding-portal subsidiaries settled FINRA AWCs in May 2022 covering early-period conduct, both formally resolved, both remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement — the StartEngine fine was $350K (3 named issuer violations, ~14-month conduct period); the Wefunder fine was $1.4M (5 categories of violations, ~5.5-year conduct period).
Corporate Structure
5 vs 3
StartEngine: five regulated subsidiaries (Capital LLC, Primary LLC, Secure LLC, Adviser LLC, Collectibles Fund I LLC) under parent StartEngine Crowdfunding Inc. Wefunder: three coordinated entities (Wefunder Portal LLC, Wefunder Inc, Wefunds LLC). Multi-exemption breadth vs Reg CF-focused depth.
Pre-IPO Secondary
Only StartEngine
StartEngine: Secondary ATS via Primary LLC plus 93 Reg D 506(c) Series under Adviser LLC for marquee pre-IPO secondary names. Wefunder: explicitly Reg CF-focused; no pre-IPO secondary marketplace, no Series fund product line, no Secondary ATS.
Funding-Portal AWC
Both, May 2022
StartEngine Capital LLC: $350K fine, three named issuer violations during 2016-2018 (Matter 2017055183101). Wefunder Portal LLC: $1.4M fine, five categories of violations during 2016-2021 ($20M cap-circumvention aggregate; AWC No. 2021071940801). Both resolved; both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement.
Decision shortcut
Pick your action in 10 seconds
For investors evaluating Reg CF allocation or broader multi-exemption private-market access, the decision splits on product breadth, same-company side-car availability, and pre-IPO secondary access needs.
If you want Reg CF + same-company accredited side-car
Wefunder
Longest Reg CF track record (May 2016 launch), 3,000+ lifetime offerings, Wefunds LLC SPV side-car allowing accredited investors to allocate to the same Reg CF issuer at 5% mgmt + 10% carry with senior preferred securities. Same company, two vehicles, transparent terms.
If you want multi-exemption breadth & pre-IPO secondary
StartEngine
Reg CF + Reg A+ + accredited-only Reg D 506(c) Series for pre-IPO secondary names (Anthropic, OpenAI, Kraken, Polymarket) + Secondary ATS + Collectibles Fund — all under one platform login. Calculate the principal-trading wedge per Series before subscribing.
If you only need retail Reg CF startup exposure
Both work
Reg CF mechanics are broadly comparable — both have low retail minimums (typically $100 on Wefunder, $250-$2,500 on StartEngine), both non-accredited eligible, both 12-month statutory restriction, both K-1-free for direct equity. The choice often comes down to which platform hosts the specific issuer you're targeting.
$1.4M
Wefunder Portal LLC FINRA AWC settlement (May 2022)
5 categories of violations during May 2016 - October 2021 — 39 offerings circumventing Reg CF maxima (~$20M aggregate), ~$290K dormant escrow, 1M+ emails violating solicitation rules. AWC No. 2021071940801. Resolved.
$350K
StartEngine Capital LLC FINRA AWC settlement (May 2022)
3 named issuer violations during Nov 2016 - Jan 2018 — misleading communications on offering pages, supervisory failures. Matter 2017055183101. Resolved. Primary LLC and Adviser LLC: zero comparable disclosures.
~2.3%
Wefunder offerings reaching $1M+ across the full ~3,000-listing universe
AltStreet analysis of 254 closed Wefunder offerings with parseable Form C-U: median $283K, mean $619K, 21% of closed deals raise $1M+. Universe-adjusted, ~2.3% of all initiated offerings reach the $1M+ tier.
$149.2M
StartEngine Adviser LLC private-fund AUM — $4.79M below the $150M RIA threshold
Form ADV 2026-03-31. Full SEC IA registration would trigger Part 2A Brochure disclosures on conflicts, custody, and fee allocation. March 14, 2026 Vinovest acquisition (~$97M pre-acquisition AUM) closed before the ADV filing but is not yet reflected in Schedule D.
Final read
Bottom Line Up Front
StartEngine and Wefunder are direct competitors in US Reg CF funding-portal infrastructure with materially different platform architectures around the same regulatory core. Both run FINRA-registered Reg CF funding portals (Capital LLC and Wefunder Portal LLC), both offer low retail minimums with broad non-accredited eligibility, both subject to the same SEC Reg CF rules (12-month statutory resale restriction, Form C/C-U/C-AR reporting, $5M Reg CF cap), and both settled May 2022 FINRA AWCs at their funding-portal subsidiaries covering early-period conduct. The structural divergence is in product breadth and what each platform has built around the Reg CF core: StartEngine builds horizontally across exemptions (Reg CF + Reg A+ + Reg D 506(c) Series + Secondary ATS + Collectibles Fund under five subsidiaries); Wefunder builds vertically into Reg CF depth with same-company Wefunds LLC SPV side-cars for accredited allocations to Reg CF issuers.
For Reg-CF-specific retail exposure, the two platforms are broadly comparable — the choice often comes down to which platform hosts the specific issuer being targeted. For accredited investors evaluating same-company SPV side-cars (Reg CF Common Stock + senior preferred via SPV), Wefunder's Wefunds LLC structure is more transparent: $10K issuer setup fee, 0% on Reg CF direct, 5% mgmt + 10% carry on Wefunder-sourced SPV investors, with the same-issuer parallel disclosed in both offering documents. For investors wanting multi-exemption breadth (Reg CF + Reg A+ + pre-IPO secondary Reg D Series + Secondary ATS) under a single platform login, StartEngine offers a structurally distinctive multi-asset stack that Wefunder does not match.
Neither platform is risk-free. Reg CF as an asset class produces seed-stage venture outcome distributions (~60-70% of investments produce <1x return), with cap-table subordination through subsequent priced rounds being the consistent pattern in the small subset of issuers that successfully graduate to Reg A+ or institutional rounds. The Boxabl case study illustrates this — Reg CF investors hold Series A preferred beneath approximately $812M of senior preferred raised through subsequent Reg A+ rounds. Both platforms' funding-portal subsidiaries have documented historical FINRA AWCs (StartEngine Capital LLC $350K resolved; Wefunder Portal LLC $1.4M resolved); both remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement. Underwrite Reg CF positions as long-duration (5-10+ year) venture-stage risk capital regardless of platform.
StartEngine's structural advantages
Multi-exemption breadth (Reg CF + Reg A+ + Reg D 506(c) Series + Secondary ATS + Collectibles Fund) under one corporate family, pre-IPO secondary access to marquee names (Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity) not available on Reg CF, in-house transfer agent (Secure LLC, 283 issuer accounts / 379,665 securityholders per FY2025 TA-2), smaller funding-portal AWC ($350K vs $1.4M) with narrower conduct period (~14 months vs ~5.5 years). Tradeoffs: 29-194% principal-trading wedge on Reg D Series, ERA-not-RIA disclosure regime, five-hat principal-control concentration.
Wefunder's structural advantages
Longest Reg CF track record (May 2016 first SEC-registered funding portal), described in the FINRA AWC as the largest participant in the crowdfunding space by capital raised as of May 2022, ~3,000 lifetime offerings on the platform, transparent Wefunds LLC same-company SPV side-car structure (5% mgmt + 10% carry, disclosed flat), $10K transparent issuer setup fee, focused Reg CF specialization with a longer observable Reg CF filing history. Tradeoffs: larger documented FINRA AWC ($1.4M, 5 violation categories, ~5.5-year conduct period), no pre-IPO secondary marketplace, no comparable Reg A+ product line, no Secondary ATS.
Counter-balance
When each platform makes sense
Unlike pre-IPO secondary comparisons where the platforms solve materially different problems, StartEngine and Wefunder genuinely compete in the same retail Reg CF market. The honest framing is: the two platforms are broadly comparable on Reg CF retail mechanics, and the choice often comes down to deal-flow availability (which platform hosts the specific issuer) or to whether the investor needs the multi-exemption stack alongside Reg CF.
Wefunder fits when
The target Reg CF issuer is on Wefunder (deal-flow availability is the most common decider). Accredited investors evaluating a same-company SPV side-car (Reg CF Common Stock + senior preferred via Wefunds SPV). Investors wanting focused Reg CF depth without the corporate-family complexity of a five-subsidiary platform. Long-form Reg CF marketing materials and a deeper offering history on the funding portal are useful for diligence.
StartEngine fits when
The target Reg CF issuer is on StartEngine. Investors who also want Reg A+ exposure under the same platform login (Wefunder does not operate Reg A+). Accredited investors wanting pre-IPO secondary access to marquee names (Anthropic, OpenAI, Kraken, Polymarket) via Reg D Series — calculate the principal-trading wedge per Series. Investors who want the StartEngine Secondary ATS for potential post-Reg-CF resale, or the Collectibles Fund product line.
Both work equally well for
Pure retail Reg CF startup investing at low retail minimums. Investors building diversified positions across 10-30 startups over multiple vintage years (consider using both platforms to capture issuer availability). Non-accredited investors subject to SEC Rule 100(a)(2) annual investment limits (mechanics are identical across platforms). Investors expecting K-1-free tax treatment on direct Reg CF equity positions (Common Stock issuance is structurally similar on both).
Neither is a good fit when
Income or distribution expectations — Reg CF generates zero cash distributions during 5-10+ year holds on both platforms. Liquidity needs within 1-5 years — the 12-month statutory restriction is only the floor; Wefunder has no platform-operated secondary market, and StartEngine's Secondary ATS resale optionality is conditional on issuer listing, buyer demand, and platform availability. Investors expecting platform-level investment-quality vetting — both platforms perform FINRA funding-portal compliance review but neither underwrites for investment merit.
Many sophisticated Reg CF investors use both platforms to capture issuer availability across the broader US equity-crowdfunding market — the platforms are not mutually exclusive. The deeper question is whether the investor needs the multi-exemption stack (StartEngine) or is focused specifically on Reg CF with same-company SPV side-car optionality (Wefunder).
Comparison hub
The comparison broken down by category
Two platforms, three decision dimensions: corporate structure & product breadth, regulatory history at the funding-portal subsidiary, and SPV side-car mechanics.
StartEngine and Wefunder genuinely compete in US Reg CF markets — they are not structurally opposite the way pre-IPO secondary platforms are. The three sections below isolate where the meaningful differences lie.
Multi-exemption stack vs Reg CF-focused portal
Corporate Structure & Product Breadth
Both platforms operate FINRA-registered Reg CF funding portals as their core retail-investor product. The structural divergence is in what each has built around that core. StartEngine operates five regulated subsidiaries under parent StartEngine Crowdfunding Inc — Capital LLC (Reg CF funding portal, CIK 0001665160), Primary LLC (broker-dealer CRD 291773, operates Secondary ATS), Secure LLC (transfer agent, file 084-06572; 283 issuer accounts / 379,665 securityholders per FY2025 Form TA-2), Adviser LLC (Exempt Reporting Adviser CRD 329465, $149.2M private-fund AUM running 93 Reg D 506(c) Series for pre-IPO secondary access), and Collectibles Fund I LLC (Reg A+ fractional collectibles). Wefunder operates three coordinated entities — Wefunder Portal LLC (FINRA-registered funding portal, CIK 0001670254), Wefunder Inc (parent corporate entity, CIK 0001641389), and Wefunds LLC (Reg D 506(c) SPV series sponsor, CIK 0001855033, 96 SPV series documented totaling $60.1M aggregate Form D capital).
Practical answer
Use Wefunder for focused depth on Reg CF and the Wefunds SPV side-car for the same issuer. Use StartEngine if you want multi-exemption breadth in one platform login — Reg CF, Reg A+, pre-IPO Reg D Series, and the Secondary ATS — recognizing each pathway has different disclosure standards and investor protections.
| Decision factor | What changes |
|---|---|
| Funding-portal subsidiary | StartEngine: Capital LLC (CIK 0001665160). Wefunder: Portal LLC (CIK 0001670254). Both FINRA-registered Reg CF funding portals with no subsequent disclosed FINRA enforcement. |
| Subsidiary count | StartEngine: 5 (Capital LLC, Primary LLC, Secure LLC, Adviser LLC, Collectibles Fund I LLC). Wefunder: 3 (Portal LLC, Inc, Wefunds LLC). |
| Product lines | StartEngine: Reg CF + Reg A+ + Reg D 506(c) Series (pre-IPO secondary) + Collectibles Fund + Secondary ATS. Wefunder: Reg CF + Wefunds LLC Reg D 506(c) SPV side-car. |
| Pre-IPO secondary | StartEngine: yes — 93 Reg D Series for marquee pre-IPO names (Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity, others) + Secondary ATS. Wefunder: no pre-IPO secondary marketplace; Reg CF positions explicitly disclosed as illiquid with no secondary market. |
| Transfer agent | StartEngine: in-house Secure LLC (FY2025 Form TA-2 reports 283 issuer accounts and 379,665 securityholders). Wefunder: third-party transfer agent. |
| Founded | StartEngine: 2014 (Howard Marks, no relation to Oaktree). Wefunder: May 2016 — first SEC-registered Reg CF funding portal. |
Two May 2022 FINRA AWCs — different conduct, both resolved
Regulatory History at the Funding-Portal Subsidiary
Both platforms' funding-portal subsidiaries settled FINRA AWCs in May 2022, both addressed conduct from the platform's first five years of operation, both are formally resolved with no subsequent disclosed FINRA enforcement in approximately four years. The conduct categories and magnitudes differ. StartEngine Capital LLC (Matter 2017055183101, accepted May 4, 2022): $350,000 civil penalty plus censure for misleading communications on offering pages and supervisory failures during November 2016 - January 2018. Three named issuer violations: a home robot offering raising $200K after red flags about non-functionality, a basketball league offering raising over $100K for games never played, and misleading investor-count trackers double-counting individuals. Wefunder Portal LLC (AWC No. 2021071940801, settled May 2022): $1,400,000 civil penalty for five categories of violations during May 2016 - October 2021 — 39 offerings circumventing Reg CF maxima via Reg D redirection (~$20M aggregate), ~$290K dormant escrow not transmitted/returned, supervisory failures, more than 1 million emails violating funding portal solicitation rules, and former-executive account access. AltStreet identified six confirmed AWC pattern candidates in Wefunder's pre-2022 data including Heroic Enterprises (4.67× Reg CF maximum overshoot), Rad Technologies (3.88×), DRONEDEK (3.25×), and Pencilish Animation (2.05×).
Practical answer
Both subsidiaries have documented and resolved May 2022 FINRA AWCs addressing conduct during their early operating years. The Wefunder fine was 4× the StartEngine fine and covered a broader conduct period (5+ years vs ~14 months) with more violation categories (5 vs effectively 2-3). Neither matter is currently active; both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement. Investors should review the primary-source AWC documents directly on FINRA BrokerCheck.
| Decision factor | What changes |
|---|---|
| AWC matter | StartEngine: FINRA AWC Matter 2017055183101 (Capital LLC). Wefunder: FINRA AWC No. 2021071940801 (Portal LLC). |
| Settlement date | Both: May 2022. StartEngine accepted May 4, 2022. |
| Civil penalty | StartEngine: $350,000. Wefunder: $1,400,000 (4× StartEngine). |
| Conduct period | StartEngine: November 2016 - January 2018 (~14 months). Wefunder: May 2016 - October 2021 (~5.5 years, covering the platform's first five years of operation). |
| Violation categories | StartEngine: misleading communications on offering pages + supervisory failures (effectively 2-3 named issuer violations). Wefunder: 5 categories — Reg CF cap circumvention via Reg D (~$20M aggregate, 39 offerings), dormant escrow handling (~$290K), supervisory failures, solicitation-rule violations (1M+ emails), former-executive account access. |
| Current status | Both: formally resolved; both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement. |
| Other subsidiary records | StartEngine: Primary LLC (CRD 291773) and Adviser LLC (CRD 329465) report zero comparable disclosures. Wefunder: single funding-portal subsidiary; AWC is the documented matter. |
Same-company side-car vs standalone pre-IPO secondary product
Reg D 506(c) SPV Side-Car Mechanics
Both platforms operate Reg D 506(c) SPV structures alongside their Reg CF portals, but they function very differently. Wefunds LLC operates a same-company side-car structure where accredited investors can allocate to the same issuer raising on Reg CF, but through an LLC membership interest in a Wefunds-managed SPV that typically holds preferred securities (often senior to the Common Stock issued to Reg CF investors). The Reg CF investor receives Common Stock at 0% fee with no K-1; the Wefunds SPV investor receives preferred securities at 5% management fee + 10% carry with annual partnership K-1. Same company, two vehicles, different terms. StartEngine Adviser LLC operates 93 Reg D 506(c) Series under a structurally different model: standalone pre-IPO secondary access to marquee private-company names not raising on Reg CF — investors purchase Membership Interests in a Delaware Series LLC that holds (directly or indirectly) shares acquired by affiliate StartEngine Crowdfunding LLC at a marked-up price, with the principal-trading wedge ranging from 29.12% to 194.12% (median ~43%) across 48 Series with disclosed pricing.
Practical answer
Use Wefunder's Wefunds SPV when you want senior-preferred accredited-investor allocation alongside a Reg CF round (same company, different vehicle). Use StartEngine's Reg D Series when you want pre-IPO secondary access to marquee private companies not available on Reg CF — recognizing the principal-trading wedge is structurally different from Wefunds' transparent 5%/10% fee structure.
| Decision factor | What changes |
|---|---|
| SPV product purpose | Wefunds LLC: same-company side-car running concurrent with a Reg CF round; accredited allocation in the same issuer. StartEngine Reg D Series: standalone pre-IPO secondary access to marquee private-company names not raising on Reg CF. |
| Securities issued | Wefunds SPV: typically senior preferred (often senior to the Common Stock issued to Reg CF investors in the same round). StartEngine Series: Membership Interests in a Delaware Series LLC holding (directly or indirectly) underlying private-company shares. |
| Fee structure | Wefunds LLC: 5% management fee + 10% carry on Wefunder-sourced SPV investors; 0% on founder-direct invitees. StartEngine Reg D Series: 29-194% principal-trading wedge (median ~43%) embedded in entry pricing + per-Series management/carry. |
| Same-issuer parallel? | Wefunds: yes — Reg CF Common Stock for retail at 0% fee runs alongside Wefunds SPV preferred for accredited at 5%/10%; same issuer, different vehicles. StartEngine: no — the Reg D Series is a separate pre-IPO product, not a parallel SPV for Reg CF issuers. |
| Scale | Wefunds LLC: 96 SPV series documented in Form D filings, $60.1M aggregate Reg D capital raised; six dual-track issuers identified. StartEngine Adviser LLC: 93 Reg D Series under Adviser, $149.2M private-fund AUM (Form ADV 2026-03-31). |
Scenario Analysis
$1,000 · Single Reg CF position · Both platforms
What the structural similarity and divergence actually look like when a retail investor deploys the same dollar across the two platforms' Reg CF rails.
Same investor. Same capital. Reg CF mechanics are broadly comparable.
Reg CF as a regulatory regime imposes the same retail-investor mechanics on both platforms — low retail minimums (typically $100 on Wefunder and $250-$2,500 on StartEngine depending on issuer), accredited and non-accredited eligibility, 12-month statutory restriction, and practical illiquidity after the statutory lockup (with StartEngine offering conditional Secondary ATS resale optionality and Wefunder offering no platform-operated secondary market), K-1-free direct equity. The differences below are platform-level, not Reg-CF-level.
| Metric | StartEngine ($1K Reg CF position) | Wefunder ($1K Reg CF position) |
|---|---|---|
| Minimum investment | $250-$2,500 typical Reg CF minimum; varies by issuer | $100 typical Reg CF minimum; varies by issuer |
| Investor-side fee on Reg CF | Typically $0 on direct Reg CF investors (fees charged to issuer) | 0% on Reg CF direct equity investors (Wefunder fees charged to issuer as $10K setup) |
| Securities issued | Typically Common Stock or SAFE notes directly from issuer; Reg CF investor on cap table directly | Typically Common Stock or SAFE notes directly from issuer; Reg CF investor on cap table directly |
| Tax form expected | No K-1 on direct Reg CF equity; gain/loss reported only at sale | No K-1 on direct Reg CF equity; gain/loss reported only at sale |
| Statutory hold restriction | 12 months under SEC Rule 501 (Reg CF regulatory floor); applies on both platforms | 12 months under SEC Rule 501 (Reg CF regulatory floor); applies on both platforms |
| Realistic hold to liquidity | 5-10+ years to any issuer-level liquidity event; most positions never produce one | 5-10+ years to any issuer-level liquidity event; most positions never produce one |
| Post-12-month secondary market | StartEngine Secondary ATS operated by Primary LLC — conditional on issuer listing and buyer demand | No platform-operated secondary market; per Wefunder offering materials, "securities will likely be highly illiquid" |
| Reg D 506(c) side-car available? | Yes — StartEngine Reg D Series (pre-IPO secondary, separate product, not a same-company side-car); 93 Series under Adviser LLC | Yes — Wefunds LLC same-company SPV side-car at 5% mgmt + 10% carry; accredited only |
| Cap-table position | Typically junior in cap table (Common Stock); subordinated to subsequent senior preferred rounds | Typically junior in cap table (Common Stock); subordinated to subsequent senior preferred rounds (Boxabl case study: Reg CF beneath $812M senior preferred) |
StartEngine Reg CF
Wefunder Reg CF
At the $1,000 single-position scale, the platforms are functionally similar on retail Reg CF mechanics. The differences become structurally meaningful when an investor wants multi-exemption breadth (StartEngine), a same-company SPV side-car (Wefunder Wefunds), pre-IPO secondary access to marquee names (StartEngine Reg D Series), or post-12-month resale optionality (StartEngine Secondary ATS).
Before you invest
Most investors miss these — and they matter more than headline access
The questions below are what matter most when evaluating either platform. Most investors only ask them after committing capital.
Has the platform's funding portal had FINRA enforcement?
Yes, both. StartEngine Capital LLC: FINRA AWC Matter 2017055183101, settled May 4, 2022, $350K civil penalty for misleading communications and supervisory failures during November 2016 - January 2018 (three named issuer violations). Wefunder Portal LLC: FINRA AWC No. 2021071940801, settled May 2022, $1.4M civil penalty for five categories of violations during May 2016 - October 2021 (39 offerings circumventing Reg CF maxima via Reg D redirection ~$20M aggregate, ~$290K dormant escrow, supervisory failures, 1M+ emails violating solicitation rules, former-executive account access). Both matters resolved; both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement in ~4 years on either platform.
What's the Reg D 506(c) side-car structure?
Wefunds LLC: same-company side-car running concurrent with a Reg CF round. Accredited investors purchase LLC membership interests in a Wefunds-managed SPV that typically holds senior preferred securities in the same underlying issuer raising on Reg CF. 5% management + 10% carry on Wefunder-sourced SPV investors; 0% on founder-direct invitees. K-1 issued annually. StartEngine Adviser LLC Reg D Series: standalone pre-IPO secondary product for marquee names (Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity, others) not raising on Reg CF. Different structural model: principal-trading wedge of 29-194% (median ~43%) across 48 Series with disclosed pricing.
Does either platform have pre-IPO secondary access?
StartEngine yes, Wefunder no. StartEngine operates the StartEngine Secondary ATS through broker-dealer Primary LLC (CRD 291773) for post-12-month Reg CF resales and other secondary transactions, plus 93 Reg D 506(c) Series under Adviser LLC for accredited-investor access to marquee pre-IPO secondary names. Wefunder is explicitly Reg CF-focused — per Wefunder offering materials, 'The Securities have numerous transfer restrictions and will likely be highly illiquid, with no secondary market on which to sell them.' This is one of the clearer structural differentiators between the two platforms.
Is the platform's adviser registered as a full RIA or as an Exempt Reporting Adviser?
StartEngine Adviser LLC: registered as an Exempt Reporting Adviser under Rule 203(m)-1, not as a full SEC Investment Adviser. ERA filings exclude Part 2A Brochure disclosures on advisory business, fees, principal-trading conflicts, custody, and code of ethics. The 2026-03-31 Form ADV shows $149.2M AUM — $4.79M below the $150M threshold that would force RIA registration. The March 14, 2026 Vinovest acquisition (~$97M pre-acquisition AUM) closed before the ADV filing but is not yet reflected in Schedule D. Wefunder: no central adviser comparable to StartEngine Adviser LLC; Wefunds LLC operates as SPV sponsor under Reg D 506(c) without an equivalent advisory-firm registration footprint.
What's the realistic Reg CF outcome distribution?
Reg CF as an asset class produces seed-stage venture outcome distributions on both platforms — approximately 60-70% of investments produce <1x return, with rare outliers driving aggregate gains. AltStreet's Wefunder top-200 outcome analysis (representing ~$141M analyzed capital) found 55% of capital in companies with distressed structural signals, 15% declining, 13% stable, 17% growing (only ~30% of growing cohort with genuine profitability). A comparable structured analysis for StartEngine Reg CF/A+ outcomes is on AltStreet's roadmap but not yet published. Investors evaluating either platform should treat Reg CF positions as venture-stage risk capital subject to professional venture investors' 5-10% portfolio allocation discipline.
What happens to a Reg CF position if the issuer graduates to Reg A+ or institutional rounds?
Structural subordination through subsequent priced rounds is the consistent pattern on both platforms. When a Reg CF issuer raises capital through Reg A+ or institutional rounds, new investors typically receive senior preferred securities with liquidation preferences senior to the original Reg CF position (typically Common Stock). The Boxabl case study illustrates: Boxabl raised on Wefunder Reg CF in late 2020 at the $1.07M cap, then raised approximately $812M in senior preferred across Series A-1, A-2, and A-3 through subsequent Reg A+ offerings. Original Reg CF investors hold Series A preferred beneath that $812M of senior basis. Boxabl's pending $3.5B SPAC merger would need to clear the $812M senior basis before Reg CF investors participate meaningfully. The dynamic is structural — it applies to Reg CF investing regardless of platform.
How do the corporate structures and product breadth differ?
Short answer
Both platforms operate FINRA-registered Reg CF funding portals at their core, but the corporate architecture differs substantially. StartEngine operates five regulated subsidiaries under parent StartEngine Crowdfunding Inc (CIK 0001661779): Capital LLC (Reg CF funding portal, CIK 0001665160), Primary LLC (broker-dealer CRD 291773, operates Secondary ATS), Secure LLC (transfer agent, file 084-06572; 283 issuer accounts / 379,665 securityholders per FY2025 Form TA-2), Adviser LLC (Exempt Reporting Adviser CRD 329465, $149.2M private-fund AUM running 93 Reg D 506(c) Series for pre-IPO secondary access), and Collectibles Fund I LLC (Reg A+ fractional collectibles). Wefunder operates three coordinated entities under parent Wefunder Inc (CIK 0001641389): Wefunder Portal LLC (FINRA-registered Reg CF funding portal, CIK 0001670254) and Wefunds LLC (Reg D 506(c) SPV series sponsor, CIK 0001855033, 96 SPV series with $60.1M aggregate Form D capital raised). StartEngine builds horizontally across exemptions and product lines; Wefunder builds vertically into Reg CF depth with same-company accredited side-car optionality.
The corporate-structure difference is where the two platforms diverge most clearly. Both run FINRA-registered Reg CF funding portals as their retail-investor anchor product, but what each has built around that anchor is structurally different. StartEngine's five-subsidiary architecture creates breadth across exemptions — Reg CF for non-accredited investors via Capital LLC, Reg A+ via Primary LLC, accredited-only Reg D 506(c) Series via Adviser LLC, transfer agency via Secure LLC, fractional collectibles via Collectibles Fund I LLC — at the cost of corporate-family complexity and disclosure asymmetry across pathways (different exemption regimes have different disclosure standards).
Wefunder's three-entity structure creates focused depth in Reg CF. The Wefunder Portal LLC funding portal is the core retail-investor product; Wefunds LLC operates as a parallel Reg D 506(c) SPV sponsor running same-company accredited side-cars alongside Reg CF rounds. The same underlying issuer can be available through both Reg CF (Common Stock at typically $100 minimum, 0% fee, no K-1) and Wefunds SPV (senior preferred at higher minimum, 5% mgmt + 10% carry, annual K-1). The structural choice is disclosed in offering materials but is not surfaced comparatively for investor convenience.
Wefunder is the longer-tenured Reg CF specialist — founded May 2016 as the first SEC-registered Reg CF funding portal (effective with Title III of the JOBS Act), described in the FINRA AWC as the largest participant in the crowdfunding space by capital raised as of May 2022. Approximately 3,000 lifetime offerings have launched on the platform, with AltStreet's analysis covering 4,738 SEC EDGAR filings tracing the platform's full ~10-year offering history. StartEngine was founded in 2014 (Howard Marks, no relation to Oaktree) and operates a more recent multi-exemption architecture — the Reg D 506(c) Series product for pre-IPO secondary access scaled materially in 2024-2025.
| Structural Factor | StartEngine | Wefunder |
|---|---|---|
| Parent entity | StartEngine Crowdfunding Inc (CIK 0001661779) | Wefunder Inc (CIK 0001641389) |
| Subsidiary count | 5 (Capital LLC, Primary LLC, Secure LLC, Adviser LLC, Collectibles Fund I LLC) | 3 (Portal LLC, Wefunder Inc, Wefunds LLC) |
| Funding portal subsidiary | StartEngine Capital LLC (CIK 0001665160) | Wefunder Portal LLC (CIK 0001670254) |
| Reg A+ | Yes — operated via Primary LLC broker-dealer; also Collectibles Fund I LLC Reg A+ Tier 2 | No comparable Reg A+ product line — Wefunder is Reg CF-focused; issuers may later pursue Reg A+ outside the Wefunder funding-portal pathway |
| Pre-IPO Reg D Series | Yes — 93 Reg D 506(c) Series under Adviser LLC for marquee pre-IPO names (Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity, others) | No — Wefunds Reg D side-car is structurally same-company SPV alongside Reg CF, not a pre-IPO secondary product |
| Secondary ATS | Yes — operated by Primary LLC (broker-dealer, CRD 291773) | No — per offering materials, "securities will likely be highly illiquid" |
| Transfer agent | In-house Secure LLC (file 084-06572; 283 issuer accounts / 379,665 securityholders per FY2025 TA-2) | Third-party transfer agent |
| Founded | 2014 (Howard Marks, no relation to Oaktree) | May 2016 — first SEC-registered Reg CF funding portal (effective with Title III of the JOBS Act) |
What does the regulatory history look like at each platform's funding-portal subsidiary?
Short answer
Yes, both platforms' funding-portal subsidiaries settled FINRA AWCs in May 2022 addressing conduct from the platforms' early operating years. Both are formally resolved; both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement in approximately four years on either platform. The conduct categories and magnitudes differ. StartEngine Capital LLC (Matter 2017055183101): $350K civil penalty plus censure for misleading communications on offering pages and supervisory failures during November 2016 - January 2018 (~14 months), three named issuer violations including a home robot offering raising $200K after red flags about non-functionality, a basketball league offering raising over $100K for games never played, and misleading investor-count trackers double-counting individuals. Wefunder Portal LLC (AWC No. 2021071940801): $1.4M civil penalty for five categories of violations during May 2016 - October 2021 (~5.5 years) — 39 offerings circumventing Reg CF maxima via Reg D redirection (~$20M aggregate), ~$290K dormant escrow not transmitted/returned, supervisory failures, more than 1 million emails violating funding portal solicitation rules, and former-executive account access. Wefunder fine is 4× StartEngine fine; conduct period is ~5x longer; violation categories are more comprehensive.
Both platforms have documented and resolved FINRA enforcement at their funding-portal subsidiaries. This is a notable structural parallel — both subsidiaries settled in May 2022, both for conduct occurring during the platforms' first five years of operation, both remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement. Treating one as a fundamentally clean record and the other as a fundamentally compromised record is not consistent with the documented facts. The honest framing is: both have documented, remediated, and currently operating funding-portal subsidiaries; the magnitudes and conduct categories differ.
The StartEngine Capital LLC matter (FINRA AWC Matter 2017055183101, accepted May 4, 2022) addressed conduct during a narrower window — November 2016 to January 2018, approximately 14 months. Three named issuer violations: a home robot offering raising $200,000 after red flags about non-functionality became apparent, a basketball league offering raising over $100,000 for games that were never played, and misleading investor-count trackers that double-counted individuals. The penalty was $350,000 plus censure. The matter is resolved; the censure is not active. Importantly, this is at the Capital LLC funding-portal subsidiary only — StartEngine Primary LLC (broker-dealer, CRD 291773) shows zero disclosures across approximately seven years on FINRA BrokerCheck, and StartEngine Adviser LLC reports zero events on Form ADV Item 11.
The Wefunder Portal LLC matter (FINRA AWC No. 2021071940801, settled May 2022) addressed conduct over a broader 5.5-year window — May 2016 to October 2021, covering essentially the platform's entire first five years of operation. The penalty was $1,400,000 and addressed five categories of violations: (1) 39 offerings circumventing the Reg CF $5M maximum via Reg D redirection, totaling approximately $20M aggregate in caps overshoot; (2) approximately $290K in dormant escrow accounts not properly transmitted or returned; (3) supervisory failures; (4) more than 1 million emails violating funding portal solicitation rules; (5) former-executive account access. AltStreet's analysis of pre-2022 Wefunder data identified six confirmed AWC pattern candidates including Heroic Enterprises (4.67× Reg CF maximum overshoot), Rad Technologies (3.88×), DRONEDEK (3.25×), and Pencilish Animation (2.05×), with aggregate documented overshoot of approximately $10.54M (~53% of FINRA's stated $20M aggregate finding). Wefunder filed a corrective action statement describing remediation beginning early 2021; no subsequent disclosed FINRA enforcement has occurred in the four years since.
| Regulatory Factor | StartEngine | Wefunder |
|---|---|---|
| AWC matter number | FINRA AWC Matter 2017055183101 (Capital LLC) | FINRA AWC No. 2021071940801 (Portal LLC) |
| Settlement date | May 4, 2022 (accepted) | May 2022 (settled) |
| Civil penalty | $350,000 plus censure | $1,400,000 (4× StartEngine) |
| Conduct period | November 2016 - January 2018 (~14 months) | May 2016 - October 2021 (~5.5 years; first five years of operation) |
| Violation categories | Misleading communications on offering pages + supervisory failures (3 named issuer violations) | 5 categories — Reg CF cap circumvention via Reg D (39 offerings, ~$20M aggregate), dormant escrow handling (~$290K), supervisory failures, solicitation-rule violations (1M+ emails), former-executive account access |
| AWC pattern candidates (AltStreet-identified) | Three named in AWC: home robot offering ($200K raised after red flags), basketball league ($100K+ for games never played), investor-count tracker double-counting | Six identified: Heroic Enterprises (4.67×), Rad Technologies (3.88×), DRONEDEK (3.25×), Pencilish Animation (2.05×), Subverse, PIROUETTE PHARMA; aggregate ~$10.54M (~53% of FINRA's $20M finding) |
| Subsequent enforcement (post-settlement) | Capital LLC remains FINRA-registered with no subsequent disclosed FINRA enforcement in ~4 years | Wefunder Portal LLC remains FINRA-registered with no subsequent disclosed FINRA enforcement in ~4 years |
| Other subsidiary records | Primary LLC (CRD 291773) and Adviser LLC (CRD 329465): zero comparable disclosures | Single funding-portal subsidiary; AWC is the documented matter |
Investors should review the primary-source AWC documents directly on FINRA BrokerCheck for both Capital LLC (StartEngine) and Wefunder Portal LLC. Both subsidiaries filed corrective action statements describing remediation programs. Neither matter is currently active; both are formally resolved; both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement.
How do the Reg D 506(c) SPV side-car structures compare?
Short answer
Both platforms operate Reg D 506(c) SPV structures alongside their Reg CF portals, but they function very differently. Wefunds LLC operates a same-company side-car structure where accredited investors allocate to the same issuer raising on Reg CF, through an LLC membership interest in a Wefunds-managed SPV that typically holds senior preferred securities (often senior to the Common Stock issued to Reg CF investors). The Reg CF investor gets Common Stock at 0% Wefunder fee with no K-1; the Wefunds SPV investor gets preferred securities at 5% management + 10% carry on Wefunder-sourced investors (0% on founder-direct invitees), with annual partnership K-1. Same company, two vehicles, different terms. StartEngine Adviser LLC operates 93 Reg D 506(c) Series under a structurally different model: standalone pre-IPO secondary access to marquee private-company names not raising on Reg CF — investors purchase Membership Interests in a Delaware Series LLC that holds (directly or indirectly) shares acquired by affiliate StartEngine Crowdfunding LLC at a marked-up price, with principal-trading wedges ranging from 29.12% to 194.12% (median ~43%) across 48 Series with disclosed pricing. The Wefunds structure runs in parallel to a Reg CF round; the StartEngine Series is a separate product, not a same-company parallel.
Both platforms have Reg D 506(c) layers operating alongside their Reg CF portals, but the structural purposes of those layers are very different — they solve different investor problems. Wefunds LLC operates as a same-company side-car: when an issuer raises capital through Wefunder, accredited investors can allocate to that same issuer through a Wefunds-managed SPV at different terms than the Reg CF retail track. The same company is available through two parallel vehicles with different fees, different securities, and different tax document obligations. This creates an explicit structural choice for accredited investors evaluating a Wefunder issuer.
StartEngine Adviser LLC operates 93 Reg D 506(c) Series under a structurally different purpose: pre-IPO secondary access to marquee private-company names not raising on Reg CF. The Series LLC structure is not a parallel to a concurrent Reg CF round — it's a standalone product offering exposure to companies like Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity, and others that exist on the StartEngine platform only through the Reg D Series channel. Series investors purchase Membership Interests in a Delaware Series LLC that holds (directly or indirectly) underlying private-company shares, with affiliate StartEngine Crowdfunding LLC having first acquired and held those shares at one price before resale through the Series LLC at a marked-up price. The principal-trading wedge ranges from 29.12% (Series OpenAI-IRA) to 194.12% (Series Sambanova-QP-1) across 48 Series with disclosed pricing, with a median around 43%.
For an accredited investor evaluating which platform's Reg D layer to engage: the choice often depends on what the investor is trying to access. Wefunds is the right product when the investor wants senior-preferred allocation to a specific company already raising on Wefunder Reg CF. StartEngine Reg D Series is the right product when the investor wants pre-IPO secondary exposure to marquee names not available on Reg CF. These are structurally different value propositions, not directly substitutable products.
| SPV Side-Car Factor | StartEngine Reg D Series | Wefunds LLC SPV |
|---|---|---|
| Product purpose | Standalone pre-IPO secondary access to marquee private-company names | Same-company side-car running concurrent with a Reg CF round (accredited allocation in same issuer) |
| Underlying companies | Pre-IPO secondary names: Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity, others — not Reg CF issuers | Same companies raising on Wefunder Reg CF; 6 dual-track issuers identified (Subverse, LiquidPiston, Neurohacker, Experience Tech, misterb&b, PIROUETTE PHARMA) |
| Securities issued | Membership Interests in Delaware Series LLC holding underlying shares directly or via SPV interposition | LLC membership interests in Wefunds-managed SPV holding typically senior preferred securities |
| Fee structure | 29-194% principal-trading wedge (median ~43%) embedded in entry pricing + per-Series mgmt/carry (commonly 0% mgmt + 20% carry, or 0% mgmt + 10% carry on QP variants) | 5% management fee + 10% carry on Wefunder-sourced SPV investors; 0% on founder-direct invitees; $10K setup fee paid by issuer (covers SPV formation) |
| Scale | 93 Reg D Series under Adviser LLC (Form ADV 2026-03-31); $149.2M private-fund AUM | 96 Wefunds LLC SPV series in Form D filings; $60.1M aggregate Reg D capital raised |
| Adviser registration | StartEngine Adviser LLC: Exempt Reporting Adviser (CRD 329465, SEC file 802-132889); $149.2M AUM = $4.79M below RIA threshold | Wefunds LLC operates as Reg D 506(c) SPV sponsor without an equivalent central-adviser registration footprint |
| Tax form | Schedule K-1 for Series Membership Interests; fund-of-funds Series likely require tax extension filing | Schedule K-1 for Wefunds SPV interests; platform materials reference timing "around February" with low explicit signal on extension requirements |
Full Comparison
Side-by-side reference table
The complete structural comparison across corporate, regulatory, operational, financial, and disclosure dimensions.
| Dimension | StartEngine | Wefunder |
|---|---|---|
| Corporate Structure | ||
| Parent entity | StartEngine Crowdfunding Inc (CIK 0001661779) | Wefunder Inc (CIK 0001641389) |
| Subsidiary count | 5 (Capital LLC, Primary LLC, Secure LLC, Adviser LLC, Collectibles Fund I LLC) | 3 (Wefunder Portal LLC, Wefunder Inc, Wefunds LLC) |
| Founded | 2014 (Howard Marks, no relation to Oaktree) | May 2016 — first SEC-registered Reg CF funding portal |
| Recent corporate event | Vinovest acquisition closed March 14, 2026 (~$14M consideration, ~$97M pre-acquisition AUM); not yet reflected in 2026-03-31 ADV | No major recent corporate events disclosed |
| Funding-Portal Subsidiary | ||
| Reg CF funding portal entity | StartEngine Capital LLC (CIK 0001665160) | Wefunder Portal LLC (CIK 0001670254) |
| FINRA registration | Capital LLC: FINRA-registered funding portal | Wefunder Portal LLC: FINRA-registered funding portal |
| FINRA AWC history | Capital LLC: May 2022 AWC, $350K (Matter 2017055183101). Resolved. | Portal LLC: May 2022 AWC, $1.4M (No. 2021071940801). Resolved. |
| AWC conduct period | Nov 2016 - Jan 2018 (~14 months) | May 2016 - Oct 2021 (~5.5 years, first five years of operation) |
| Current FINRA standing | Capital LLC: FINRA-registered with no subsequent disclosed FINRA enforcement | Portal LLC: FINRA-registered with no subsequent disclosed FINRA enforcement |
| Product Breadth | ||
| Reg CF | Yes — via Capital LLC; $250-$2,500 typical minimum | Yes — via Wefunder Portal LLC; $100 typical minimum |
| Reg A+ | Yes — via Primary LLC + Collectibles Fund I LLC (Tier 2) | No comparable Reg A+ product line — Wefunder is Reg CF-focused; issuers may later pursue Reg A+ outside the Wefunder funding-portal pathway |
| Reg D 506(c) pre-IPO secondary | Yes — 93 Reg D Series under Adviser LLC for marquee pre-IPO names (Anthropic, OpenAI, Kraken, Polymarket, others) | No — Wefunds Reg D is same-company side-car to Reg CF, not pre-IPO secondary |
| Reg D 506(c) same-company SPV | Not a structural same-company side-car for Reg CF issuers | Yes — Wefunds LLC SPV side-car at 5% mgmt + 10% carry |
| Secondary ATS | Yes — operated by Primary LLC | No — per offering materials, "securities will likely be highly illiquid" |
| Collectibles / fractional asset product | Yes — Collectibles Fund I LLC (Reg A+ Tier 2, going concern qualifications FY2021-FY2025) | No — Wefunder is Reg CF-focused |
| Reg D Adviser | ||
| Adviser entity | StartEngine Adviser LLC (CRD 329465, SEC file 802-132889) | Wefunds LLC operates as SPV sponsor without comparable central-adviser footprint |
| Adviser registration type | Exempt Reporting Adviser (ERA), not full RIA | N/A |
| Disclosed AUM | $149.2M ($4.79M below $150M Rule 203(m)-1 threshold per Form ADV 2026-03-31) | Not separately disclosed in comparable format |
| Reg CF Mechanics & Outcomes | ||
| Minimum investment (Reg CF) | $250-$2,500 typical | $100 typical |
| Investor-side Reg CF fee | Typically 0% on direct Reg CF investors (fees charged to issuer) | 0% on Reg CF direct equity investors; $10K issuer setup fee |
| Lifetime offering volume | Multi-exemption breadth; aggregate not disclosed in single comparable format | ~3,000 lifetime offerings; described in FINRA AWC as largest participant in crowdfunding space by capital raised as of May 2022 |
| Outcome data depth (AltStreet analysis) | Structured outcome analysis on Reg D Series wedge mechanics; Reg CF outcome analysis on roadmap | 254 closed offerings analyzed: median $283K, mean $619K, ~2.3% of universe reaches $1M+; top-200 outcome classification: 55% distressed, 15% declining, 13% stable, 17% growing |
| Tax & Liquidity | ||
| Reg CF direct equity tax | No K-1; 1099-B at disposition for most C-corp issuers | No K-1; gain/loss reported at sale |
| Reg D SPV tax | K-1 for Reg D Series Membership Interests; FoF Series likely require tax extension | K-1 for Wefunds SPV; timing "around February" per platform materials with low explicit signal on extension requirements |
| Statutory Reg CF hold | 12 months under SEC Rule 501 (regulatory floor) | 12 months under SEC Rule 501 (regulatory floor) |
| Realistic hold to liquidity | 5-10+ years; most positions never produce liquidity event | 5-10+ years; most positions never produce liquidity event |
| Post-restriction secondary market | StartEngine Secondary ATS — conditional on issuer listing and buyer demand | No platform-operated secondary market |
Data Integrity
How this comparison was built
StartEngine analysis is synthesized from primary-source SEC EDGAR filings (Form ADV 2026-03-31 for StartEngine Adviser LLC; Form TA-2 fiscal year 2025 for Secure LLC; Form Funding Portal annuals 2016-2022 for Capital LLC; FOCUS reports for Primary LLC; Form 1-K annuals 2021-2025 for Collectibles Fund I; Form 10-K/10-Q for parent StartEngine Crowdfunding Inc), 118 individual Reg D Form D filings across known StartEngine sub-entity CIKs, FINRA BrokerCheck and Disciplinary Actions Online (FINRA AWC Matter 2017055183101 accepted May 4, 2022), direct platform scraping of 134 active StartEngine offerings as of June 2026, IAPD Form ADV PDF dated 2026-03-31 (343 pages reviewed), and the March 14, 2026 Vinovest acquisition announcement.
Wefunder analysis is synthesized from 4,738 Wefunder-associated SEC EDGAR filings across Form C, Form C-A, Form C-U, Form C-AR, Form C-TR, and Form D tracing the platform's full ~10-year offering history, the Wefunder Portal LLC FINRA Acceptance, Waiver and Consent No. 2021071940801 settled May 2022, Wefunder platform materials (wefunder.com), the June 15, 2026 Wefunder dossier, Boxabl's Q1 2026 Form 10-Q for the canonical graduated-cohort case study, and AltStreet's structured outcome classification analysis of 254 closed offerings with parseable Form C-U progress updates and top-200 outcome classification by realized capital.
Updated June 16, 2026
StartEngine data sources
SEC EDGAR (118 Form D filings, 5 Form 1-K filings, 2 Form 10-K, 6 Form 10-Q, 8 Form TA-2, 16 Form CFPORTAL, 7 FOCUS reports, 1 Form ADV as of 2026-03-31). Direct platform scrape: 134 active deals, deal-page Terms sections captured June 2026. FINRA BrokerCheck and Disciplinary Actions Online retrieved June 13, 2026. Principal-trading wedge data from 48 Reg D Series with disclosed pricing.
Wefunder data sources
SEC EDGAR (4,738 Wefunder-associated filings across Form C/C-A/C-U/C-AR/C-TR/Form D), FINRA AWC No. 2021071940801 settled May 2022 ($1.4M civil penalty, five categories of violations), Wefunder platform materials (wefunder.com), June 15, 2026 Wefunder dossier, Boxabl Q1 2026 Form 10-Q (graduated-cohort case study), 254 closed offerings with parseable Form C-U realized funding amounts, top-200 outcome classification analysis (~$141M analyzed capital), 96 Wefunds LLC SPV series Form D analysis ($60.1M aggregate).
FINRA AWC parallel methodology
Both platforms' funding-portal subsidiary AWCs reviewed as primary-source documents on FINRA BrokerCheck. StartEngine Capital LLC matter (2017055183101): conduct period Nov 2016 - Jan 2018, three named issuer violations. Wefunder Portal LLC matter (2021071940801): conduct period May 2016 - Oct 2021, five violation categories, six AltStreet-identified AWC pattern candidates (Heroic Enterprises 4.67×, Rad Technologies 3.88×, DRONEDEK 3.25×, Pencilish Animation 2.05×, Subverse, PIROUETTE PHARMA). Both matters resolved; both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement.
Editorial principles
Hedged language where sample sizes are limited; direct labeling when structural facts are disclosed in primary-source filings; public regulatory facts cited with date, dollar amount, and matter number where applicable; intent not inferred from threshold positions. AltStreet has no compensated relationship with either platform — no affiliate, sponsored, or paid links. Not an endorsement of either platform.
Final View
Multi-exemption stack and Reg CF-focused portal compete in the same retail crowdfunding market with different architectures.
The honest framing for this comparison: StartEngine and Wefunder are direct competitors in US Reg CF funding-portal infrastructure with structurally different platform architectures around a shared regulatory core. Both operate FINRA-registered Reg CF funding portals at their anchor product, both have low retail minimums with broad non-accredited eligibility, both have parallel Reg D 506(c) SPV layers (functioning very differently — Wefunder same-company side-car; StartEngine standalone pre-IPO secondary), and both settled May 2022 FINRA AWCs at their funding-portal subsidiaries covering early-period conduct (StartEngine Capital LLC $350K, Wefunder Portal LLC $1.4M; both resolved, both remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement). StartEngine builds horizontally across exemptions (Reg CF + Reg A+ + Reg D 506(c) Series + Secondary ATS + Collectibles Fund); Wefunder builds vertically into Reg CF depth with same-company Wefunds SPV side-cars.
For Reg-CF-specific retail exposure, the two platforms are broadly comparable on mechanics — the choice often comes down to which platform hosts the specific issuer being targeted. For accredited investors evaluating same-company SPV side-cars, Wefunds' structure is more transparent (5% mgmt + 10% carry, disclosed flat, parallel to Reg CF round). For investors wanting multi-exemption breadth with pre-IPO secondary access (StartEngine's Reg D Series for Anthropic, OpenAI, Kraken, others) and post-12-month resale optionality (Secondary ATS), StartEngine offers a structurally distinctive stack Wefunder does not match. AltStreet's full reviews provide the deeper decision frameworks: the StartEngine review covers the wedge calculation methodology, ERA disclosure regime, the May 2022 Capital LLC AWC context, and the Vinovest acquisition monitoring framework; the Wefunder review covers the top-200 outcome classification analysis, cap-table subordination through subsequent rounds (Boxabl case study), the dual Reg CF + Wefunds SPV structural choice, and the May 2022 Portal LLC AWC context.
Neither platform is risk-free. Reg CF as an asset class produces seed-stage venture outcome distributions (~60-70% <1x return) with cap-table subordination through subsequent priced rounds the consistent pattern in graduated issuers. Both platforms' funding-portal subsidiaries have documented and resolved FINRA AWCs; both remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement. Underwrite Reg CF positions as long-duration (5-10+ year) venture-stage risk capital regardless of platform choice.
AltStreet verdict
For pure retail Reg CF, the two platforms are broadly comparable — issuer availability often decides. For multi-exemption breadth with pre-IPO secondary, StartEngine. For same-company SPV side-car transparency, Wefunder.
The asymmetry between the two platforms is structural, not editorial — different platform architectures around a shared regulatory core. Both are legitimate, regulated, and operationally functional. Many sophisticated Reg CF investors use both platforms to capture issuer availability across the broader US equity-crowdfunding market.
Related Resources
StartEngine platform review
Full review of the five-subsidiary corporate family: Reg CF Capital LLC, Reg A+ Primary LLC, Secondary ATS, ERA Adviser LLC ($149.2M AUM running 93 Reg D Series), and Collectibles Fund I LLC. Includes 29-194% principal-trading wedge calculation across 48 Series, the May 2022 FINRA AWC context, and the Vinovest acquisition monitoring framework.
Wefunder platform review
Full review of the longest-tenured US Reg CF funding portal: three coordinated entities (Wefunder Portal LLC, Wefunder Inc, Wefunds LLC), top-200 outcome classification analysis (55% distressed, 17% growing with ~30% genuinely profitable), 96 Wefunds SPV series totaling $60.1M aggregate, Boxabl cap-table subordination case study, and the May 2022 FINRA AWC No. 2021071940801 ($1.4M, five violation categories).
StartEngine vs Wefunder vs Republic
Three-platform comparison of the largest US Reg CF funding portals across Reg CF mechanics, SPV side-car structures, fee disclosures, and regulatory histories. The full retail-crowdfunding market landscape.
StartEngine vs EquityZen comparison
Parallel structural comparison on the pre-IPO secondary axis: StartEngine principal-trading Reg D Series vs Morgan Stanley-owned agency-intermediated SPVs. 2.5% transparent fees vs 29-194% wedge mechanics, single-BD structure vs five-subsidiary corporate family.
StartEngine vs Hiive comparison
Parallel structural comparison on the pre-IPO secondary axis: StartEngine principal-trading Reg D Series vs Hiive live order-book marketplace. Bid/ask discovery vs marked-up resale; bilateral commissions vs embedded wedge.
How to Invest in Reg CF: Complete Guide
Deep dive on Reg CF as an asset class — outcome distributions (60-70% <1x return), cap-table subordination dynamics, the 12-month statutory restriction, K-1 mechanics on SPV side-cars, and how to evaluate Reg CF platforms beyond individual deal selection.
Reg CF Cap-Table Subordination Framework
How original Reg CF positions become structurally subordinated to senior preferred through subsequent priced rounds. The Boxabl case study (Reg CF beneath $812M senior preferred) and how to evaluate likely subsequent fundraising path before investing.
Crowdfunding & pre-IPO category hub
All US Reg CF, Reg A+, and pre-IPO secondary platforms in one place. Structural frameworks for evaluating funding portals, agency intermediation, and principal-trading models.
Alternative Assets Due Diligence Guide
Framework for evaluating crowdfunding and pre-IPO platforms: fee structure analysis, regulatory record review (including FINRA AWC primary-source review), and how to triangulate platform marketing against SEC EDGAR primary sources.
Frequently Asked Questions
1. What is the core structural difference between StartEngine and Wefunder?
Both operate FINRA-registered Reg CF funding portals at their core (StartEngine Capital LLC, Wefunder Portal LLC) — the Reg CF retail-investor mechanics are broadly comparable, with low retail minimums (typically $100 on Wefunder and $250-$2,500 on StartEngine depending on issuer), 12-month statutory resale restrictions, and practical illiquidity after the statutory lockup — with StartEngine offering conditional Secondary ATS resale optionality and Wefunder offering no platform-operated secondary market. The structural divergence is what each platform has built around that Reg CF core. StartEngine operates a five-subsidiary corporate family — Capital LLC (Reg CF portal), Primary LLC (broker-dealer running the Secondary ATS), Secure LLC (transfer agent), Adviser LLC (Exempt Reporting Adviser running 93 Reg D 506(c) Series for pre-IPO secondary access to names like Anthropic, OpenAI, Kraken), and Collectibles Fund I LLC — under parent StartEngine Crowdfunding Inc. Wefunder operates a three-entity structure — Wefunder Portal LLC (the FINRA-registered Reg CF funding portal), Wefunder Inc (parent), and Wefunds LLC (Reg D 506(c) SPV side-car sponsor that pools accredited investors alongside the same Reg CF rounds). StartEngine builds horizontally across exemptions; Wefunder builds vertically into Reg CF depth.
2. Do both platforms have FINRA enforcement history?
Yes, both have May 2022 FINRA Acceptance, Waiver and Consent (AWC) settlements at their funding-portal subsidiaries — different conduct, different magnitudes, both formally resolved with no subsequent enforcement disclosed in approximately four years since settlement. StartEngine Capital LLC: FINRA AWC Matter 2017055183101 settled May 4, 2022, $350,000 fine plus censure for misleading communications on offering pages and supervisory failures during November 2016 - January 2018 (three named issuer violations including a home robot offering and a basketball league offering). Wefunder Portal LLC: FINRA AWC No. 2021071940801 settled May 2022, $1,400,000 fine for five categories of violations during May 2016 - October 2021 (39 offerings circumventing Reg CF maxima via Reg D redirection totaling approximately $20M aggregate, approximately $290K dormant escrow not transmitted/returned, supervisory failures, more than 1 million emails violating funding portal solicitation rules, and former-executive account access). Both subsidiaries remain FINRA-registered funding portals with no subsequent disclosed FINRA enforcement. The Wefunder fine was 4x the StartEngine fine and covered a broader conduct period and more violation categories; the StartEngine matter was narrower in scope.
3. How do Reg CF fees compare between the two platforms?
On Reg CF specifically, the two platforms charge similarly to issuers and zero or near-zero to direct retail investors, but Wefunder's structure is more transparently disclosed. Wefunder Portal LLC charges a $10,000 per-offering setup fee to the issuer (covers SPV formation when applicable, entity setup, legal documents, banking, blue sky filings, K-1 preparation when applicable) and 0% fee on Reg CF investors purchasing direct issuer securities. StartEngine Capital LLC issuer fees vary by deal type and are not publicly disclosed in a single flat-rate format the way Wefunder's setup fee is — typically structured as success-based percentage fees on capital raised in the 7-12% range. On Reg D side-cars: Wefunds LLC charges 5% management fee + 10% carry on Wefunder-sourced SPV investors (0% on founder-direct invitees). StartEngine's Reg D 506(c) Series carry a principal-trading wedge of 29-194% (median ~43%) embedded in Membership Interest entry pricing plus per-Series management/carry — but the StartEngine Reg D Series is a separate pre-IPO secondary product, not a same-company side-car to Reg CF rounds.
4. Does either platform offer pre-IPO secondary market access?
StartEngine yes, Wefunder no. StartEngine operates the StartEngine Secondary ATS through broker-dealer subsidiary Primary LLC (CRD 291773) and offers 93 Reg D 506(c) Series funds under Adviser LLC providing accredited-investor access to marquee pre-IPO secondary names including Anthropic, OpenAI, Kraken, Groq, Polymarket, Perplexity, and others (with per-Series wedges of 29-194%, median ~43%, across 48 Series with disclosed pricing). Wefunder is explicitly Reg CF-focused — per Wefunder offering materials, 'The Securities have numerous transfer restrictions and will likely be highly illiquid, with no secondary market on which to sell them.' Wefunder does not operate a pre-IPO secondary marketplace, does not offer Reg D 506(c) Series for marquee pre-IPO names, and does not have a Secondary ATS. The Wefunds Reg D SPV side-car is a same-company accredited-investor allocation alongside a Reg CF round, not a secondary marketplace product.
5. Which platform has better outcome data transparency?
AltStreet has completed more granular outcome analysis on Wefunder than on StartEngine to date. The Wefunder data layer covers 4,738 SEC EDGAR filings tracing the platform's full ~10-year offering history, 254 successfully closed offerings with parseable Form C-U realized funding amounts (median $283K, mean $619K, 21% raising $1M+), top-200 outcome classification by realized capital (55% distressed financial signals, 15% declining, 13% stable, 17% growing with only ~30% of the growing cohort showing genuine profitability), 96 Wefunds LLC SPV series documenting $60.1M aggregate Reg D capital, and 6 confirmed AWC pattern candidates from the 2016-2021 conduct period. Neither platform publishes aggregate outcome distributions in their own marketing — this is consistent with Reg CF industry norms (no Reg CF platform publishes outcome distributions). The AltStreet asymmetry reflects analysis-depth-to-date, not a platform difference. A comparable structured outcome analysis of StartEngine Reg CF/Reg A+ deals is on AltStreet's roadmap.
6. What is the SPV side-car difference?
Both platforms operate Reg D 506(c) SPV structures alongside their Reg CF portals, but they function very differently. Wefunds LLC SPV side-car: same-company structure where accredited investors can allocate to the same issuer raising on Reg CF, but through an LLC membership interest in a Wefunds-managed SPV that holds preferred securities (typically senior to the Common Stock issued to Reg CF investors). The Reg CF investor gets Common Stock at 0% fee, no K-1; the SPV investor gets preferred securities at 5% management + 10% carry, with annual K-1. Same company, two vehicles, different terms. StartEngine Adviser LLC Reg D 506(c) Series: standalone pre-IPO secondary product for marquee private-company names not raising on Reg CF — investors purchase Membership Interests in a Delaware Series LLC that holds (directly or indirectly) shares acquired by affiliate StartEngine Crowdfunding LLC at a marked-up price. The StartEngine Series is a different product line than the Reg CF portal, not a parallel SPV for the same issuer.
7. What is the minimum investment on each platform?
Reg CF minimums are low on both platforms but differ by issuer and platform. Wefunder offerings are commonly around $100 minimums, while StartEngine Reg CF offerings are more often in the $250-$2,500 range depending on issuer. The structural similarity reflects Reg CF industry norms — both platforms operate within SEC Rule 100(a)(2) annual investment limits for non-accredited investors (greater of $2,500 or 5% of the lesser of annual income or net worth for income/net worth below $124K; 10% for $124K+). Reg D 506(c) side-car minimums differ. Wefunds LLC SPV: typically $1,000-$10,000+ for accredited-investor allocations alongside a Reg CF round. StartEngine Reg D Series: $5,000-$75,040 across active Series, with most single-company Series at $7,500-$35,000 and QP variants typically $25,000-$50,000+ requiring $5M+ in investable assets. StartEngine Reg A+ offerings: $300-$1,000 typical.
8. Should I use Wefunder or StartEngine for Reg CF startup investing?
For Reg CF-specific exposure, the two platforms are broadly comparable on retail mechanics (both with low retail minimums — typically $100 on Wefunder and $250-$2,500 on StartEngine depending on issuer — both non-accredited eligible, both 12-month statutory restriction, both K-1-free for direct equity). The choice between them often comes down to deal availability — many issuers raise on one platform but not the other, so the specific company being targeted typically determines the platform. Wefunder has the longer Reg CF track record (founded May 2016 as the first SEC-registered funding portal) and was described in the FINRA AWC as the largest participant in the crowdfunding space by capital raised. StartEngine offers Reg A+ alongside Reg CF (Wefunder does not operate a comparable Reg A+ product line), plus the multi-exemption stack with pre-IPO Reg D Series and Secondary ATS for investors who want non-Reg-CF products under the same platform login. For accredited investors evaluating a same-company SPV side-car, Wefunds is more transparent (5% mgmt + 10% carry, disclosed flat); StartEngine's Reg D Series is a different product (standalone pre-IPO secondary, not a same-company side-car).
9. Are there outcome risks specific to Reg CF investing that apply to both platforms?
Yes, and they are asset-class realities rather than platform-specific failings. Reg CF as an asset class produces seed-stage venture outcome distributions: approximately 60-70% of investments produce <1x return, a minority produce modest returns, and a small number of outliers drive aggregate platform gains. AltStreet's Wefunder top-200 outcome analysis found approximately 55% of analyzed capital in companies with distressed structural signals and ~17% in growing-signal companies (of which only ~30% show genuine profitability). The cap-table subordination dynamic is the same on both platforms: when a Reg CF issuer graduates to Reg A+ or institutional rounds, new investors typically receive senior preferred securities with liquidation preferences senior to the original Reg CF position. The Boxabl case study illustrates this — original Reg CF investors hold Series A preferred beneath approximately $812M of senior preferred basis raised through subsequent Reg A+ offerings. These dynamics apply to Reg CF investing structurally, not to a particular platform.
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Important Disclosures
This page is educational and does not constitute investment, tax, or legal advice. Reg CF and Reg D 506(c) crowdfunding investments involve substantial risk including potential loss of entire invested capital, multi-year illiquidity (5-10+ year realistic hold to any liquidity event), sparse outcome data, no guaranteed liquidity timing, K-1 partnership tax complexity on SPV vehicles with potential phantom income and multi-state filing requirements, structural cap-table subordination through subsequent priced rounds, and information asymmetry favoring issuer insiders. Platform fee structures, regulatory status, and ownership can change; verify current terms directly with each platform before committing capital.
AltStreet has no affiliate, sponsored, or paid relationship with StartEngine, Wefunder, Wefunds LLC, Vinovest, or any affiliated entity. All data in this comparison is derived from publicly available platform materials, regulatory filings (SEC EDGAR Form C/C-A/C-U/C-AR/C-TR/Form D/Form ADV/Form 1-K/Form 10-K/Form TA-2/FOCUS reports; FINRA BrokerCheck and Disciplinary Actions Online; IAPD), the FINRA Acceptance, Waiver and Consent documents settled May 2022 for both Capital LLC (Matter 2017055183101) and Wefunder Portal LLC (No. 2021071940801), authenticated platform scraping (StartEngine 134 active offerings as of June 2026; Wefunder full-site dossier June 15, 2026), Boxabl Q1 2026 Form 10-Q for graduated-cohort cap-table case study, and AltStreet's outcome classification analysis. No compensation was received from either platform for inclusion or positioning in this comparison.
Regulatory citations: StartEngine Crowdfunding Inc (SEC CIK 0001661779) operates five regulated subsidiaries: StartEngine Capital LLC (Reg CF funding portal, CIK 0001665160; May 2022 FINRA AWC Matter 2017055183101 — $350K fine for misleading communications and supervisory failures during November 2016 to January 2018, resolved); StartEngine Primary LLC (broker-dealer, CRD 291773); StartEngine Secure LLC (transfer agent, file 084-06572; FY2025 Form TA-2 reports 283 issuer accounts and 379,665 securityholders); StartEngine Adviser LLC (Exempt Reporting Adviser, CRD 329465, SEC file 802-132889; 2026-03-31 Form ADV discloses $149,211,968 in private-fund AUM, $4,788,032 below the $150M Rule 203(m)-1 threshold); StartEngine Collectibles Fund I LLC (Reg A+ Tier 2, continuous going concern qualifications FY2021-FY2025, audited by Haynie & Company). March 14, 2026 Vinovest acquisition (~$14M consideration, ~$97M pre-acquisition AUM) closed before the 2026-03-31 Form ADV filing but is not yet reflected in the Adviser's Schedule D.
Wefunder Inc (SEC CIK 0001641389) operates three coordinated entities: Wefunder Portal LLC (FINRA-registered Reg CF funding portal, CIK 0001670254; May 2022 FINRA AWC No. 2021071940801 — $1.4M civil penalty for five categories of violations during May 2016 to October 2021 including 39 offerings circumventing Reg CF maxima via Reg D redirection ~$20M aggregate, ~$290K dormant escrow not transmitted/returned, supervisory failures, more than 1 million emails violating funding portal solicitation rules, and former-executive account access, resolved); Wefunds LLC (Reg D 506(c) SPV series sponsor, CIK 0001855033; 96 SPV series documented in EDGAR Form D filings, $60.1M aggregate raised, 5% management fee + 10% carry on Wefunder-sourced SPV investors, 0% on founder-direct invitees, $10K per-offering setup fee paid by issuer covering SPV formation when applicable). Wefunder Portal LLC remains a FINRA-registered funding portal with no subsequent disclosed FINRA enforcement. Founded May 2016 as the first SEC-registered Reg CF funding portal effective with Title III of the JOBS Act.
The 29.12% to 194.12% principal-trading wedge range (median ~43%) is calculated across 48 StartEngine Reg D 506(c) Series with disclosed pricing per deal-page Terms sections captured June 2026. The wedge represents the spread between StartEngine Crowdfunding LLC's (affiliate) purchase price for the underlying private-company shares and the investor's Membership Interest entry price. This is a structural observation from primary-source disclosure, not a legal characterization. The Wefunder top-200 outcome classification (55% distressed, 15% declining, 13% stable, 17% growing with ~30% genuinely profitable in the growing cohort) is based on AltStreet's cash-delta-burn methodology applied to Form C-AR financial extractions; the methodology may be revised in future review updates. Six AltStreet-identified AWC pattern candidates from the Wefunder 2016-2021 conduct period (Heroic Enterprises, Rad Technologies, DRONEDEK, Pencilish Animation, Subverse, PIROUETTE PHARMA) represent approximately $10.54M of documented overshoot, or ~53% of FINRA's stated $20M aggregate finding.
Investors should review current offering documents, Form CRS where applicable, Form ADV Part 2A Brochures where applicable, each Reg CF issuer's Form C and Form C-AR disclosures, Wefunds LLC SPV offering materials for accredited side-car evaluation, and work with qualified financial, tax, and legal advisers before committing capital to any private market investment. References to platform status, regulatory standing, fee structure, and operational metrics are based on available data as of June 16, 2026. This review is not an endorsement of either platform.
