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Happy Friday! If you’ve been keeping an eye on the stock market lately, you might be feeling a bit queasy from all the whiplash. Tariffs have been dominating the headlines, and Wall Street is hanging on every word.

In times like these, the best thing you can do is stay the course. Markets will always fluctuate in the short term, but historically, they trend up and to the right over the long haul. If you’ve got time on your side, keep those automatic investments going and remember you’re just buying great assets on sale.

TODAY ON REASONED REFLECTIONS:

• Articles 💰;

• Market Movers 📈;

• The Securities Act of 1933;

• Fun fact of the Reflection;

• Quote of the Reflection 🧐.

ARTICLES 💰

Time for a bit of R&R

• So long pensions

  My Take - Pensions were once the gold standard of retirement plans, offering guaranteed income for life. But over time, many employers have shifted to 401(k) plans. These plans are cheaper and more predictable for companies, but they also mean employees need to be more proactive in planning for their own retirement.

• The best investments

  My Take - If you’re new to investing, one of the first questions you might have is: What’s the best vehicle for my retirement savings? A great place to start is your workplace retirement plan, like a 401(k) or 403(b). Here’s rule number one: always contribute enough to get the full employer match if it’s offered. That’s free money. 

• Stay calm

  My Take - No one likes seeing their investment accounts dip into the red, but don’t let short-term swings throw off your long-term strategy. Market drops are part of the journey, and while the value may go down temporarily, remember: you haven’t lost money unless you sell.

• Stay the course

  My Take - I’m not here to tell you what to do—but Suze Orman knows a thing or two. And let’s be honest, a roller coaster stock market isn’t quite as fun as the IncrediCoaster at Disneyland. Forty years from now, you’ll probably be glad you didn’t jump off when things got bumpy.

• Advice from the Oracle of Omaha

  My Take - Don’t try to time the market. Seriously. Anyone who claims they can do it consistently is probably the same person who says they’ve never lost money sports gambling. Time in the market beats timing the market. 

📈 MARKET MOVERS 📉

Data was pulled from MarketBeat as of April 10, 2025 based on the preceding 7 days. It includes U.S. NYSE and NASDAQ companies, covering all sectors, and focusing on large-cap stocks ($10b+ market cap).

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REFLECTION No. 30: The Securities Act

I - Issue: What’s the Securities Act of 1933? 

R - Rule: The Securities Act of 1933 is a federal law that regulates the initial offering and sale of securities to the public. Unless an exemption applies, all securities offered or sold to the public must be registered with the Securities and Exchange Commission (SEC).

A - Analysis: The main goals of the Securities Act are to (a) protect investors, (b) prevent fraud, and (c) promote transparency. 

The Securities Act of 1933 aimed to introduce national disclosure requirements for companies selling securities. Before this law, securities were only regulated at the state level, and brokers could make extravagant promises with little to no disclosure. The 1933 Act laid the foundation for restoring trust and integrity in the markets after the 1929 stock market crash.

Public offerings must be registered with the SEC unless an exemption applies. To do this, issuers (aka the company selling securities), must file a registration statement that includes a prospectus, audited financials, details about the company’s leadership, a description of the securities offered, and the intended use of funds.

With all of that in mind, there are several exemptions to registration. Exemptions ease the burden on small businesses and startups, enabling capital formation while still providing basic investor protections. Some common exemptions are private placements under Regulation D, intrastate offerings, or crowdfunding. I’ll focus on the primary exemption—private placements.

Regulation D

Regulation D offerings are often called private placements, where securities are offered to a select group of investors, typically accredited investors. Accredited investors are individuals who earned more than $200,000 in the previous two years with the expectation of earning that same amount or more in the current year or have a net worth that exceeds $1,000,000, excluding the value of the individual’s primary residence.

Key Rules from Regulation D include Rule 504, Rule 506(b), and Rule 506(c). Rule 504 allows issues to offer up to $10 million in securities within 12 months. Rule 506(b) is the most popular in venture capital and lets issuers offer and sell securities to an unlimited number of accredited investors; provided, however, the issuer cannot generally solicit (i.e., advertising or marketing the sale of its securities) investors. In contrast, Rule 506(c) allows general solicitation as long as all purchasers are accredited investors and the issuer takes “reasonable steps” to verify that the investor is, in fact, accredited.

The purpose of Regulation D is to allow companies to raise capital privately without the extensive paperwork, significant cost, and scrutiny of a public offering.

C - Conclusion: The Securities Act of 1933 is the cornerstone of federal securities regulation, ensuring companies provide clear, accurate, and honest information when offering securities to the public.

FUN FACT 🗓️

The penny costs more to make than it’s worth. In 2024, it cost 3.7 cents to produce a U.S. penny. Talk about a bad investment! 

QUOTE OF THE REFLECTION 🧐