What Happened to Mainvest? $33.5M, 337 Issuers, 24 Annual Reports

Mainvest in one paragraph

Mainvest was an online funding portal, the kind of intermediary that Regulation Crowdfunding (Reg CF) requires for small public raises, run by MainVest, Inc. of Salem, Massachusetts. It filed its Form Funding Portal with the SEC on July 24, 2018, and the first issuer Form C naming it is dated October 24, 2018. Its niche was Main Street: breweries, bakeries, restaurants, cafés and shops raising tens of thousands of dollars from customers and neighbors, usually with a revenue-sharing note. That note pays investors a slice of the business's gross revenue every quarter until they receive a fixed multiple of what they put in (for example 1.4 times), or until a maturity date, when the rest of that capped amount falls due. Mainvest charged the business a fee on the money raised: the Boston Globe reported a 6% cut, and the 2024 HG Sply 4 offering shows 4.5% of money raised from investors the business brought in itself and 9.0% of the rest.

If you hold Mainvest notes, the sections that matter for your money are what happened to the notes and what you can do.

How it ended: Synapse, then a wind-down

Mainvest did not move investors' money itself. Like Fund That Flip, it relied on Synapse Financial Technologies, a middleware company that connected fintech apps to partner banks. Synapse filed for Chapter 11 on April 22, 2024. In May 2024 Mainvest announced it would close. Crowdfund Insider reported on May 20, 2024 that a pop-up on the site said all payment processing, “including withdrawals and bank linkage,” was unavailable because of the dispute between Evolve Bank and Synapse, and that portfolio information would be emailed to investors and repayment information sent to issuers by June 12, 2024.

The Boston Globe reported on May 31, 2024 that the CEO said $2.4 million of investor commitments had been inaccessible since Synapse froze withdrawals on May 11. The same report said Mainvest had raised $3 million in 2019, grown to 18 employees, cut back in 2022 when it could not raise more, and was down to five employees by mid-2023. On June 24, 2024 the Boston nonprofit Lawyers for Civil Rights wrote to FINRA and the FDIC asking them to make sure frozen funds were paid out, and said some businesses that had just raised money on Mainvest could not get it.

The final notice on mainvest.com, still in the Wayback Machine's copy of March 1, 2026, said: “As of June 14th, 2024, Mainvest has ceased operations and is no longer facilitating community capital raises, repayments, or investor/business communications.” It added that leadership was in contact with FINRA, Lineage Bank and AMG and would help the Synapse trustee return funds. On October 8, 2026 the mainvest.com domain no longer resolves.

What happened to the frozen money is not in any document that names Mainvest. The CFPB's case against Synapse (Bankruptcy Court, Central District of California, No. 1:25-ap-01052, filed August 21, 2025; stipulated judgment entered September 12, 2025) says the partner banks found a $60 million to $90 million shortfall against Synapse's records and that “many consumers have not received the full amount of their account balance.” The CFPB page does not list which platforms' users are covered. If you had cash in a Mainvest wallet in May 2024 and never received it, that bankruptcy and the CFPB's redress process are where to look, not Mainvest.

What the SEC records show: 779 offerings, 409 closed

Every Reg CF offering files a Form C naming its intermediary, then progress updates (Form C-U) and either a final amount or a withdrawal (Form C-W). The SEC publishes all of these as quarterly data sets. We read every quarter from the third quarter of 2018 to the third quarter of 2026 and kept the offerings whose Form C names MainVest, Inc. (SEC file 007-00162). For the amount raised we used the last Form C-U that Mainvest filed for each offering, which typically reads “At the close of the offering, the issuer closed on $…” and warns that the actual amount may be lower. These are amounts committed at close, not money repaid or still owed.

Of the 779, 367 were withdrawn and 3 show neither outcome. 2021 was the peak, and the pipeline was already thinning before Synapse: only 8 of the 36 offerings filed in 2024 closed. The closed raises were small. The median was $57,400, 173 were under $50,000, and only 17 reached $250,000 or more (our counts). Massachusetts dominated with 95 closed offerings for $7,003,400, then California with $3,858,500 and Michigan with $2,738,400. Of the 409, 393 were debt (revenue-sharing notes) for $29,127,750; the rest were LLC units, co-op investment certificates, SAFEs and a few stock offerings.

The totals in circulation do not match: “over $30 million” on Mainvest's site in May 2024 (as reported by Crowdfund Insider), $38 million in the Boston Globe, and “nearly $40mm” in Mainvest's closing notice. EDGAR supports $33.5 million of closed Reg CF raises. The higher figures may count differently or include money outside Reg CF; we found no filing that reaches them.

The largest Mainvest offerings, and who still files

This is the table no other source has: the 20 biggest closed Mainvest raises by Form C-U amount, with each issuer's annual-report record on EDGAR as of October 8, 2026. “Still filing” means a C-AR filed in 2025 or 2026 and no termination. “Terminated reporting” means the issuer filed a Form C-TR, which the rules allow once one annual report is filed and there are fewer than 300 holders, or once the notes are paid in full, among other cases. “No filing since” is the date of the issuer's last EDGAR filing of any kind.

Of the 19 issuers behind the top 20 offerings, 12 have never filed an annual report. That is the pattern across the whole book: 24 of 337 issuers ever filed a Form C-AR, and 313 have filed neither a C-AR nor a C-TR (our count). Rule 202 of Regulation Crowdfunding requires an issuer that sold securities under Reg CF to file an annual report within 120 days of each fiscal year end until one of five things happens: it becomes an Exchange Act reporter; it has filed at least one annual report and has fewer than 300 holders of record; it has filed three years of reports and has $10 million or less in assets; the securities are repurchased or the debt paid in full; or the business liquidates or dissolves. Within five business days of qualifying, it must file a Form C-TR. A missing C-AR does not prove that a business closed or stopped paying; some may have repaid early or dissolved without filing anything. It does mean an investor cannot check from EDGAR. The CSV gives the record for the 60 largest offerings.

What happened to the notes and the repayments

Mainvest was the pipe, not the borrower. Every note we read is an obligation of the business, payable pro rata to all holders of the same offering. The Revenue Sharing Agreement filed with the offerings says that “All payments to Holders will be made as Automated Clearing House (ACH) deposits into an account designated by each Holder at the Site.” With the site gone, each issuer has to pay its holders some other way, using the repayment information Mainvest said it would send by June 12, 2024. Mainvest's public line, as quoted by Crowdfund Insider: “Mainvest's closure has no bearing on the enforceability of agreements and issuers are responsible for continuing payments.”

The terms come from each offering's own note, and they differ. Three examples from the exhibits filed with the Form C:

The revenue share was set on a sliding scale by how much the raise closed at. If a payment is missed, the HG Sply 4 note charges 1.25% per month on unpaid amounts, and holders may demand the rest of the capped amount. On the maturity date the business must pay whatever is left of the cap, and for the oldest notes that date is close: the Chowderquake notes mature on January 1, 2027.

Two clauses matter more after the shutdown. First, holders cannot sue individually. The agreement says “No Holder may bring any claim against the Company to enforce the payment obligation evidenced by a Note”; after a default, a single Representative chosen by holders of a majority of principal acts for everyone, and Mainvest is no longer there to help organize that vote. Second, the 2024 HG Sply 4 agreement adds that if the portal or the escrow agent fails to perform its duties, the issuer itself, or one of its employees or officers, is automatically appointed Representative to administer the offering. We did not find that clause in the 2020 and 2022 notes we read.

Some issuers that still file show the notes as live debt and say how much is left:

Note what follows a C-TR: the issuer stops reporting. Beloved's, Hattie's, Atlas ALX, KICAZ011, VK Brewing and HG Sply 4 each filed one post-shutdown annual report and then a termination, so their next numbers will come only from the business directly.

When a Mainvest issuer fails

Revenue-sharing notes sit behind bank and SBA loans. One documented case: Piecemeal LLC, which ran Piecemeal Pies in White River Junction and Stowe, Vermont, raised $125,000 and then $25,100 on Mainvest in 2021 (Form C-U filings). The Valley News reported on May 31, 2023 that the company had filed a voluntary Chapter 7 petition in the U.S. Bankruptcy Court in Vermont on May 16, listing about $958,000 of liabilities against about $330,000 of assets. Nearly $583,000 of the debt was secured, the largest piece a $298,000 SBA loan. The paper reported that 142 individuals had invested through MainVest, and the noteholders it spoke to were unsecured creditors expecting to recover little or nothing. We could not search the federal bankruptcy index for other Mainvest issuers on October 8, 2026 (the CourtListener API was rate-limited), so this is one example, not a count.

Mainvest the company, and its own crowd investors

Mainvest's parent, MainVest Holdings Corp. (CIK 0001785840), was itself an issuer. Its Form D shows $3,576,742 sold to 35 investors from May 17, 2019. In late 2022 it ran a Crowd SAFE offering on Republic (OpenDeal Portal LLC), which closed on January 3, 2023 with $386,795 of investment commitments. The financials it filed show the strain: revenue of $497,978 against a net loss of $2,081,237 in the most recent fiscal year, after a $2,541,662 loss the year before, with cash down from $1,789,235 to $353,205. Its only annual report is dated April 27, 2023, and a Form D/A in July 2023 shows a further $350,000 from one investor. Nothing has been filed since, and there is no C-TR. SAFE holders in the parent are a separate group from the noteholders of the businesses: their claim is on a company that said in May 2024 it would dissolve.

Regulators: no enforcement action found, registration never withdrawn

We found no SEC or FINRA enforcement action naming MainVest, Inc. or MainVest Holdings in EDGAR full-text search and a web search on October 8, 2026 (we did not query FINRA's disciplinary database directly). The portal's own EDGAR record has four filings: the Form Funding Portal of July 24, 2018 and amendments in 2018, 2020 and on September 1, 2022. There is no withdrawal of registration. FINRA's public list of the funding portals it regulates, last updated September 29, 2026, still lists MainVest, Inc., SEC File No. 7-162, at 81 Washington St, Salem. For a holder this matters in one way: complaints about the portal's conduct still have a regulator with jurisdiction, FINRA, which also received the Lawyers for Civil Rights letter in June 2024.

What you can do with this

• Find your offering on EDGAR. Search the business's name in EDGAR company search. Its Form C has the note and the Revenue Sharing Agreement; its C-U shows the closed amount. Our CSV lists the 60 largest with accession numbers.
• Check the maturity date. On that date the business owes whatever is left of the capped amount. The Chowderquake notes mature on January 1, 2027; the 2022 and 2024 notes we read run to 2029.
• Write to the business, not Mainvest. Ask for its payment record for your note, the balance left against the cap, and where it now sends payments. Mainvest said issuers would get repayment information by June 12, 2024.
• Ask for the annual report. Rule 202 requires the report to be posted on the issuer's website as well as filed with the SEC. If an issuer has filed neither a C-AR nor a C-TR, you can ask why, or tell the SEC through its tips and complaints portal.
• Find the other holders before a default. Only a Representative chosen by a majority of principal can enforce a note, so holders need to be able to reach each other.
• Wallet cash is a Synapse question. Money that sat in a Mainvest wallet in May 2024 and never arrived runs through the Synapse bankruptcy in the Central District of California and the CFPB's redress process.
• Keep the tax records. How payments and a final shortfall are treated is in our crowdfunding tax-loss guide. For other platform wind-downs, compare Fund That Flip, also hit by Synapse, and PeerStreet; the full list is in real estate crowdfunding failures.

This is analysis of public records, not investment, legal, lending or tax advice.

FAQ

Sources, read on October 8, 2026: the SEC's Crowdfunding Offerings Data Sets, 2018Q3 to 2026Q3 (submission, issuer and disclosure tables), filtered to offerings naming MainVest, Inc., SEC file 007-00162; EDGAR submissions records for all 337 issuers with a closed Mainvest offering; MainVest, Inc. Form Funding Portal and amendments (CIK 1746059: 0001746059-18-000001, 0001746059-20-000071, 0001746059-22-000329); MainVest Holdings Corp. Form D (0001785840-19-000001), Form C (0001785840-22-000003), Form C-U (0001785840-23-000001), Form C-AR (0001746059-23-000106) and Form D/A (0001785840-23-000003); the revenue-sharing note exhibits of Chowderquake, LLC (0001746059-20-000152), Proof Bread 51 LLC (0001746059-22-000274) and HG Sply 4, LLC (0001746059-24-000013); Form C-AR filings by Tallgrass Pictures LLC (0001888682-26-000002), 3P Livery LLC (0002008370-26-000001), Beloved's Bakery & Cafe LLC (0001985093-25-000002), Hattie's Coffee House, LLC (0001970335-25-000001), Atlas ALX LLC (0001962127-25-000004) and KICAZ011 LLC (0001990343-25-000002); 17 CFR 227.202 and 227.203 (eCFR); FINRA's Funding Portals We Regulate list (last updated September 29, 2026); the CFPB's Synapse enforcement page; the mainvest.com closing notice in the Wayback Machine (June 26, 2024 and March 1, 2026); Crowdfund Insider (May 20, 2024), the Boston Globe (May 31, 2024, read via a repost), the Lawyers for Civil Rights letter to FINRA and the FDIC (June 24, 2024) and the Valley News (May 31, 2023). Totals, medians and counts are our arithmetic from the SEC data; the scripts and their output are in the sources folder. This is analysis of public records, not investment, legal or tax advice.