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Shelf registration

An SEC registration that lets an issuer pre-register securities for sale over a multi-year window.

Definition

A shelf registration (typically on Form S-3) lets a seasoned issuer register a maximum aggregate dollar amount of securities up front, then 'take it off the shelf' incrementally over the registration's validity period (usually 3 years). Each takedown is documented via a 424B-family prospectus supplement.

The shelf size in dollars is a key disclosure — it caps the issuer's ability to dilute over the window.

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