Non-Accredited Investor

A non-accredited investor is anyone who doesn't clear the SEC's accredited investor bar - meaning they earn less than $200,000 a year ($300,000 jointly), have a net worth under $1 million excluding their home, and hold none of the qualifying licenses. By the SEC's own estimate this is the large majority of US households, and it shapes which tokenized deals they can join.

Being non-accredited does not lock you out of investing entirely - it limits which exemptions an issuer can use to sell to you. Rule 506(c), the most common exemption for tokenized RWA raises, admits accredited investors only. But several routes are open to everyone:

• Regulation Crowdfunding lets anyone invest, subject to annual limits tied to income and net worth.
• Regulation A+, a "mini-IPO," allows public sales to non-accredited investors up to $75 million a year, with ongoing disclosure.
• Rule 506(b) permits up to 35 non-accredited but "sophisticated" investors, provided the issuer doesn't advertise.

These investor-protection rules exist because non-accredited investors are presumed to have less cushion to absorb a loss and less access to private deal information. The trade-off is real: the exemptions that admit you usually come with investment caps, more disclosure, and a narrower menu of deals than an accredited investor sees.

Source: SEC (sec.gov), as of 2026.