FINRA Accredited Investor Exam: A Two-Hour Path Into Private Deals

A Two-Hour Exam Could Do What $1 Million in Net Worth Does Today

The SEC is considering whether passing an accredited investor exam, to be developed by FINRA, should qualify individuals as accredited investors under Rule 501(a)(10) of Regulation D. The SEC issued the notice, Release No. 33-11445 (File No. 4-931), on September 30, 2026. It was published in the Federal Register on October 5, 2026, and comments are due on or before December 4, 2026.

But here is the part the headlines are missing. The SEC is asking for comment on a credential that does not exist yet. According to the SEC's notice, FINRA is still developing the exam, and the Commission's preliminary view depends on how FINRA intends to design it. Under that design, accredited status earned by test would expire after ten years, with no waivers.

Here is what happened, why it matters for anyone raising private capital, and what your leadership team should decide before the comment window closes.

Notice, Not Order: What the SEC Has and Has Not Done

This is a notice and request for comment. It is not a proposed rule, and it is not a final order. Under Note 1 to Rule 501(a)(10), the SEC designates qualifying credentials by order, after notice and an opportunity for public comment. No designation order has been issued. The only credentials currently designated under Rule 501(a)(10) are the Series 7, Series 65 and Series 82 licenses, designated by SEC order in 2020.

That distinction affects your fundraising calendar. No one can qualify as an accredited investor through this exam today. The notice does not set a launch date. Any investor portal or subscription document that treats the exam as a live pathway is wrong.

What the exam is expected to look like

The anticipated design is modeled on FINRA's Securities Industry Essentials (SIE) exam:

• About 75 multiple-choice questions, in a range of 65 to 85, taking about two hours.
• Given in English at in-person test centers.
• Open to anyone 18 or older, with a 120-day window to sit for the exam after enrollment.
• An expected fee similar to the SIE fee, which is currently $100. The final fee is not set.

The SEC notice also anticipates that a pass would be valid for ten years from the pass date. After that, the individual must retake and pass the exam, and FINRA is not expected to consider waivers. Any of these terms could change before an order issues.

Accreditation by Test Expires, So Your Verification Process Has To Track It

Under the anticipated design, accredited status earned by exam is not permanent. A pass would be valid for ten years from the pass date, and FINRA is not expected to consider waivers. An investor who qualifies through the exam today may not qualify in a later raise.

That changes the recordkeeping. Issuers and fund managers that accept exam-based accreditation would need to record the pass date and the expiration date for each investor who relies on it, and confirm that the status is still current at each closing.

The anticipated design also includes a FINRA process that would let issuers and others verify an individual's status, including the date the exam was passed and the date the ten-year period ends. That process does not exist yet either.

The capital formation stakes are real. The SEC issued this notice alongside notices on other potential pathways based on professional credentials or financial knowledge, and if adopted, the changes could expand the pool of eligible investors in private offerings. For a Regulation D raise, a larger accredited pool means more individuals who can invest in offerings limited to accredited investors. It also means more investors whose status carries an expiration date.

Every element described here is anticipated design. The exam content, fee, validity period, and verification process could all change before an order issues.