Should I Pay Down Debt or Save Money First?

Should You Pay Off Debt or Save Money First?

Paying off debt vs. saving money is a tough financial choice. Prioritizing debt repayment can help you repay what you owe faster, freeing up more money in your budget for saving. It can also help you spend less on interest charges.

But paying off debt and delaying saving might backfire. If you don’t have savings and you get hit with an unplanned expense, you could end up with even more high-interest debt.

Whether it makes sense to pay off debt or save depends largely on your financial situation. The right decision might be to try to do both.

Key Points

•   It’s important to establish an emergency savings fund with three to six months’ living expenses to avoid additional debt.

•   Compare interest rates on debts to prioritize high-interest debt repayment.

•   Use the debt snowball method to pay off debts from the lowest to the highest, or use the debt avalanche method to minimize interest by paying the highest-interest debt first.

•   Putting savings in a high-yield savings account can maximize interest your savings may earn.

•   Contribute enough to a 401(k) to secure the employer match, then balance saving and debt repayment.

The First Priority for Everyone: Build a Starter Emergency Fund

Without an emergency fund, an unplanned expense or loss of income could result in racking up even more debt, putting you further in the hole.

Financial professionals generally recommend building an emergency fund of three to six months’ worth of expenses. If you’re self-employed or work seasonally, you may want to aim closer to eight or even 12 months’ worth of expenses. An emergency fund calculator can help you figure out how much to save.

You could stash your emergency savings in a high-yield savings account. These accounts are designed to earn more interest than traditional savings accounts, which could potentially help your savings earn even more.

To figure out how quickly the balance in your savings account might grow, you can look at how frequently the interest compounds. (Compounding is when the interest is added to the principal in the account and then the total amount earns interest.) By plugging your information into an APY calculator, you can see the power of compound interest at work.

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How to Decide What Comes Next: Compare Interest Rates

Once you’ve got your emergency fund in shape, you can focus on your debt. What’s important here is the kind of interest your debt has. Analyze all the debt you have — car loans, student loans, credit cards, and so on — and determine whether it’s high-interest debt or low-interest debt.

When to Aggressively Pay Down Debt (High-Interest Debt)

High-interest debt, such as credit card debt, can quickly accumulate and become overwhelming. The longer it takes to pay off, the more interest you’ll accrue, making it harder to escape the debt cycle. When you have high-interest debt, it makes sense to focus on paying off your debt first.

When to Prioritize Saving and Investing (Low-Interest Debt)

On the other hand, if you have debts with relatively low annual percentage rates (APRs) and you don’t feel unduly burdened by them, you could prioritize saving, while paying off your loans and other debts according to their payment schedules.

Recommended: Why Your Debt to Income Ratio Matters

The Best of Both Worlds: How to Pay Off Debt and Save Simultaneously

If you have high-interest debt under control and you also have an emergency fund, consider saving and paying down debt at the same time. Here are some tips to help you manage both.

•   Create a budget: A budget can help you track your income, expenses, and savings. The key is to allocate specific amounts for debt repayment and savings to ensure both are addressed every month.

•   Cut unnecessary expenses: Review your expenses and identify areas where you can cut back. Redirect these funds toward debt repayment and saving.

•   Automate saving: Once you have target monthly savings amounts, it’s a good idea to set up automatic transfers to your savings accounts. This ensures consistent saving without the temptation to spend the money.

While you’re at it, make sure you’re happy with your banking experience. You can compare bank accounts to get the best interest rates and customer service, for example.

•   Take advantage of your employer’s 401(k) match: If your employer offers a 401(k) plan with a company match, it’s a good idea to try to contribute at least enough to get the maximum employer match. This is essentially free money and it could help add to your retirement savings.

•   Increase income: You might also want to explore ways to boost your income, such as taking on a side gig, freelancing, or asking for a raise. You can then use the additional income to pay down debt faster and boost your savings.

•   Use windfalls wisely: If you receive a bonus, tax refund, or any unexpected sum of money, consider using it to pay down debt or boost your savings rather than going on a shopping spree.

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Strategies to Pay Down Debt

Once you commit to paying down your debt, you’ll want to come up with a plan for how to do it. Here are some strategies to consider.

The Debt Snowball Method

With the snowball method, you list your debts in order of size. You then funnel extra money towards the smallest debt, while paying the minimum on the rest. When the smallest balance is paid off, you move on the next-smallest debt, and so on. This can provide psychological benefits by giving you quick wins and motivating you to continue.

As you’re paying down debt, be sure to monitor your checking account regularly to make sure you have enough money in it to cover your bill payments.

The Debt Avalanche Method

Another approach is the avalanche method. With this strategy, you list your debts in order of interest rate. You then direct any extra money toward the balance with the highest rate, while paying the minimums on the other debts. Once the highest-interest debt is paid off, you move to the next highest, and so on. The debt avalanche minimizes the amount of interest you pay over time.

Recommended: How to Set and Reach Your Savings Goals

The Takeaway

Saving and paying down debt is a balancing act. Which is more important? There’s no one-size-fits all answer. Generally speaking, you’ll want to fund your emergency savings account before you aggressively focus on debt payoff. After that, you can focus on saving and knocking down debt at the same time.

Interested in opening an online bank account? When you sign up for a SoFi Checking and Savings account with eligible direct deposit, you’ll get a competitive annual percentage yield (APY), pay zero account fees, and enjoy an array of rewards, such as access to the Allpoint Network of 55,000+ fee-free ATMs globally. Qualifying accounts can even access their paycheck up to two days early.


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FAQ

What is considered high-interest debt?

While there is no one definition of high-interest debt, it is typically considered to be debt with a high interest rate, often in the double digits. For example, the average credit card interest rate as of August 2025 was 24.35%. Credit cards are considered high-interest debt, as are certain types of loans (such as personal loans) for borrowers whose credit is poor.

How much should I have in my emergency fund before aggressively paying down debt?

Before aggressively paying down debt, it’s a good idea to save three to six months’ worth of living expenses in an emergency fund. Otherwise, if you don’t have any savings to draw on to cover an unexpected expense or event, you might have to use high-interest credit cards to get by, which would compound your debt.

Should I use my savings to pay off my car loan or student loans early?

Whether you should use your savings to pay off your car loan or student loans early depends on your specific financial situation. Generally speaking, if you have additional savings beyond the recommended three to six months’ worth of money in an emergency savings fund, you might consider using some of that extra savings to pay off your car loan or student loans early. But it’s best not to use the money in your emergency fund for this, so that you’ll be covered if a surprise expense pops up.

Should I stop contributing to my 401(k) to pay off debt?

If your employer offers a 401(k) plan with matching employer funds, it’s wise to contribute at least enough to get the full employer match, if possible. This is essentially free money you would otherwise miss out on. Once you’ve received the 401(k) employer match, you could work on paying off your high-interest debt.

Does paying off debt or saving have a bigger impact on my credit score?

Paying off debt generally has a bigger impact on your credit score than saving does.That’s because paying off debt can reduce your credit utilization, which is the amount of credit you’re using compared to the amount of credit you have available. The lower your credit utilization, the better. A low credit utilization can have a significant positive impact on your credit score. In fact, credit utilization accounts for 30% of your FICO® Score.


About the author

Rebecca Lake

Rebecca Lake

Rebecca Lake has been a finance writer for nearly a decade, specializing in personal finance, investing, and small business. She is a contributor at Forbes Advisor, SmartAsset, Investopedia, The Balance, MyBankTracker, MoneyRates and CreditCards.com. Read full bio.



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Financial Tips & Strategies: The tips provided on this website are of a general nature and do not take into account your specific objectives, financial situation, and needs. You should always consider their appropriateness given your own circumstances.

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Common Student Loan Servicers

Common Student Loan Servicers

If you borrowed a federal student loan to pay for higher education costs, you won’t make payments directly to the government. There are a number of loan servicers who work with the U.S. Department of Education to oversee loan repayment for federal student loans.

Understanding who your loan servicer is, and what they do is essential for the loan repayment process.

Key Points

•   Student loan servicers manage the billing and services for federal student loans.

•   They assist with repayment plan selection, loan consolidation, and application for deferment or forbearance.

•   Common servicers include Edfinancial, MOHELA, and Nelnet.

•   Borrowers can find their servicer through the National Student Loan Data System.

•   It’s important to maintain contact with your servicer to manage loans effectively.

What Are Student Loan Servicers?

Student loan servicers are companies that take care of the disbursement, billing, and customer service aspects of your federal student loans. They can help you figure out things like which repayment plan you should be on and whether to consolidate your student loans.

Need deferment or forbearance? They can also help you set that up. Loan servicers are basically a one-stop shop for everything you need to know or changes you need to make on your federal student loans.

List of Major Student Loan Servicers & Companies

Here are some of the major student loan servicers:

EdFinancial Services (HESC)

Address: P.O. Box 36008, Knoxville, TN 37930-6008
Phone: 1 (855) 337-6884
Website: www.edfinancial.studentaid.gov

Located in Knoxville, Tennessee, Edfinancial Services has been providing loan servicing for over 30 years. They work with both federal and private student loans, as well as schools that need help with things like financial aid processing.

MOHELA

Address: 633 Spirit Drive, Chesterfield, MO 63005-1243
Phone: 1 (888) 866-4352
Website: www.mohela.studentaid.gov

MOHELA is a student loan servicer headquartered in St. Louis, Missouri with offices in Columbia, Missouri and Washington, DC. They have been around for over 40 years and focus primarily on federal student loans.

Nelnet

Address: P.O. Box 82561, Lincoln, NE 68501-2561
Phone: 1 (888) 486-4722
Website: https://nelnet.studentaid.gov/welcome

Nelnet is one of the biggest student loan servicers in the country. Headquartered in Lincoln, Nebraska, they service federal and private student loans under their financial services division. They also acquired Great Lakes Educational Loan Services, began servicing student loans from FedLoans, and are a for-profit company listed on the New York Stock Exchange.

Aidvantage

Address: For general correspondence, P.O. Box 300001, Greenville, TX 75403-3001
Phone: 1 (800) 722-1300
Website: https://aidvantage.studentaid.gov/

Aidvantage, a branch of Maximus Education, LLC, is servicing either Direct or FFEL federal loans for the U.S. Department of Education. Aidvantage took over the loans that were formerly administered by Navient, a student loan servicer who stopped working with the U.S. Department of Education in September 2021.

ECSI

Address: For assistance requests, P.O. Box 1289, Moon Township, PA 15108
Phone: 1 (888) 549-3274
Website: https://heartland.ecsi.net/

Founded in 1972, ECSI stands for Educational Computer Systems, Inc. In addition to working as a student loan servicer for federal student loans, they also provide support with tax document services, tuition payment plans, and refund management.

Default Resolution Group

Address: Correspondence can be sent to P.O. Box 5609, Greenville, TX 75403-5609
Phone: 1 (800) 621-3115
Website: https://myeddebt.ed.gov/

Part of the U.S. Department of Education, this organization provides information and assistance for borrowers who have federal student loans in default or have received a grant overpayment. Grants, such as a Federal Pell Grant, may need to be partially repaid in the event the student receives an overpayment.

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How to Find Out Who Your Student Loan Servicer Is

You don’t get to pick your student loan servicer, since they’re assigned to you when your loan is disbursed. If you’re not sure who your loan servicer is, don’t worry. Finding your servicer is easy. You can look it up by visiting the Department of Education’s student aid website, which has all the information about your federal student loans and contact information for the loan servicers.

Additionally, in some cases, student loans may be transferred between servicers due to the company’s closure, the expiration of a government contract, and more. Should this happen, borrowers are supposed to be notified of the change.

Can You Change Your Student Loan Servicer?

While sometimes student loans can be transferred from one servicer to another, this usually doesn’t happen simply because a borrower requests it. The main way you can change servicers is if you refinance your student loans from federal loans to private student loans.

By refinancing, you can potentially cut interest costs over the life of the loan, if you’re able to qualify for a more competitive interest rate. Refinancing can also allow you to adjust the repayment term on the loan, though extending the loan’s repayment term may increase the interest costs over the life of the loan.

However, there are also some downsides. If you refinance your federal student loans with a private lender, you’ll no longer be eligible for income-based repayment, and you might lose other federal loan protections like the option for deferment or forbearance or Public Service Loan Forgiveness. This may be important if you are uncertain about your future income or you are struggling with your repayment.

​​Private Student Loans

The loan servicer on a private student loan is typically the lender. Private loans can be helpful for students looking to fill funding gaps when federal aid and scholarships aren’t enough to pay for tuition. They don’t always offer the same benefits as federal student loans, like options for deferment or the ability to pursue Public Service Loan Forgiveness, so they are generally considered only if a student has closely reviewed all other options.

The Takeaway

Student loan servicers are private companies that work with the U.S. Department of Education to administer federal student loans. They manage student loan payments, oversee deferment or forbearance applications, and provide assistance to borrowers with questions about their repayment plan or their student loans in general. Private student loans are generally managed by the lender.

Looking to lower your monthly student loan payment? Refinancing may be one way to do it — by extending your loan term, getting a lower interest rate than what you currently have, or both. (Please note that refinancing federal loans makes them ineligible for federal forgiveness and protections. Also, lengthening your loan term may mean paying more in interest over the life of the loan.) SoFi student loan refinancing offers flexible terms that fit your budget.


With SoFi, refinancing is fast, easy, and all online. We offer competitive fixed and variable rates.

FAQ

What is the most common student loan?

Federal student loans are the most common type of student loan borrowed to pay for higher education costs. Federal student loans include Direct Subsidized and Unsubsidized loans and PLUS Loans. Approximately 92% of student loans are currently federal ones.

Who are the main student loan servicers?

The U.S. Department of Education works with several student loan servicers who manage and administer all federal student loans. Private student loans are, for the most part, serviced by the lender who made the loan. In some cases, your loan servicer may change. If it does, you should receive a notice of the change.

What do loan servicers do?

Loan servicers are companies that manage the different facets of student loan repayment. They administer the loan, collect payments, and provide assistance to customers with questions related to their student loan repayment.


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Learn more at SoFi.com/eligibility. SoFi Refinance Student Loans are originated by SoFi Bank, N.A. Member FDIC. NMLS #696891 (www.nmlsconsumeraccess.org).

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Financial Tips & Strategies: The tips provided on this website are of a general nature and do not take into account your specific objectives, financial situation, and needs. You should always consider their appropriateness given your own circumstances.

External Websites: The information and analysis provided through hyperlinks to third-party websites, while believed to be accurate, cannot be guaranteed by SoFi. Links are provided for informational purposes and should not be viewed as an endorsement.
Third-Party Brand Mentions: No brands, products, or companies mentioned are affiliated with SoFi, nor do they endorse or sponsor this article. Third-party trademarks referenced herein are property of their respective owners.

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Going Public vs. Being Acquired

IPO vs Acquisition: Advantages and Disadvantages

An IPO, or initial public offering, is when a company makes its shares available for public trading for the first time. An acquisition is when one company takes over another company.

The difference between an IPO vs. an acquisition is important for investors to understand. When a company applies for an IPO, it enters into a process to be listed on a public exchange where investors can buy its shares. In an acquisition, the company being bought may not survive — or it may thrive, but only as part of the newly combined organization.

Investors contemplating investing in companies undergoing an IPO or an acquisition would do well to think through the benefits and risks.

Key Points

•   An IPO, or an initial public offering, allows a private company to offer shares to the public to raise capital and enhance visibility.

•   An acquisition occurs when one company buys a large portion, or all, of another company, taking control over its assets and operations.

•   IPOs involve going public to raise funds and gain publicity, while acquisitions entail one company taking over another, potentially merging their resources and strategies.

•   IPOs may result in raising substantial funds and publicity, but they also involve high costs, stringent regulations, and they expose companies to market volatility.

•   Acquisitions can foster growth and innovation but may lead to conflicting priorities, strained partnerships, and brand reputation risks.

How IPOs Work

Private companies can go public with an IPO. That’s when they sell their shares to investors for the first time to raise capital to fund growth opportunities, create more awareness about the company, or to acquire other businesses, among other possible reasons.

The IPO process typically involves the private company hiring an underwriter like an investment bank to guide them through. The underwriter conducts an evaluation of the company to determine its valuation and growth potential, and helps the company decide the initial share price and the number of shares to offer.

Then the underwriter helps market the offering through what’s known as an IPO roadshow. The final IPO price is generally determined by investor demand.

Once the IPO has been reviewed and approved by the Securities and Exchange Commission (SEC), the company is listed on a public stock exchange where qualified investors can buy shares of the IPO stock.

Because IPO stock is highly volatile, it can be risky for retail investors to plunge into IPO investing. Doing thorough due diligence before investing in an IPO or any type of security is critical.


💡 Quick Tip: IPO stocks can get a lot of media hype. But savvy investors know that where there’s buzz there can also be higher-than-warranted valuations. IPO shares might spike or plunge (or both), so investing in IPOs may not be suitable for investors with short time horizons.

Advantages of Going Public

Taking a private company public has a number of possible advantages. These include:

Capital for Investment

For a company, the biggest benefit of an IPO is raising capital. Once investors start buying IPO stocks, the proceeds from an IPO may be substantial. The company typically uses the capital it raises for internal investments and expansion.

For example, the company could allocate the money to pay for research and development, hire more staff, or expand its operations.

Publicity

In some cases, IPOs generate publicity. This, in turn, can drive more attention to the company and get investors interested in purchasing shares of its stock. IPOs are frequently covered in business news, which adds to the IPO buzz.

However, if there is too much hype, that can contribute to high expectations for the stock, which can create stock volatility after the IPO.

Valuation

Some companies that go public may end up having higher valuations. Certainly, that is a hoped-for result of the IPO process. Because a public company has access to more capital, the shares of the company can increase in price over time. However, they can also lose value.

Disadvantages of Going Public

There are also drawbacks to going public. Companies must adhere to a series of steps and regulations in order to have a successful IPO, and the process can be arduous. Here are some of the disadvantages.

High Cost

Going public is expensive. The company needs to work with an investment bank that acts as an underwriter, and this is one of the largest costs associated with an IPO.

As noted earlier, IPO underwriters review the company’s business, management, and overall operations. In addition, legal counsel is required to help guide the company through the IPO. There are costs associated with accounting and financial reporting, and companies also accrue fees for applying to be listed on the exchange.

Not Enough Information for Investors

From an investor’s perspective, investing in an IPO can be challenging and risky. A company pursuing an IPO may be fairly new. In that case, investors may not have enough information or historical data on the company’s performance to make a determination on the company’s true value in order to decide whether the IPO is a sound investment.

Stock Market Stress

Once a company goes public, it is on the public market where it is subject to such factors as scrutiny, market volatility, and investor sentiment. Every move and decision the company makes, such as a corporate restructuring, change in leadership, or release of earnings reports, will be reviewed closely by industry analysts and investors, who will provide their opinions on whether the company is doing well or not.


💡 Quick Tip: The best stock trading app? That’s a personal preference, of course. Generally speaking, though, a great app is one with an intuitive interface and powerful features to help make trades quickly and easily.

What Is an Acquisition?

An acquisition is when one company, the acquirer, buys a majority or controlling stake in another company, the target.

This gives the acquiring company control over the target company’s assets and operations. The target company typically becomes a subsidiary of the acquiring company.

Advantages of Being Acquired

Being acquired doesn’t have to signal the end of a company — in fact, sometimes it can be a lifeline. These are some of the potential perks.

Growth

An acquisition could help a target company move into new markets and become a leader in its industry. If the company is working in a competitive landscape, being acquired may help increase its value and allow it to gain more market strength.

Innovation

When one company acquires another, this allows both companies’ resources, employees, and experiences to come together. This may enable the bigger company to generate new ideas and business strategies that may help increase the company’s earnings. It can also create a new team of employees with specialization and expertise that could help the company develop and reach new goals.

More Capital

When an acquisition occurs, it can increase the cash holdings and assets of the acquiring company and allow for more investment in the newly formed bigger company.

Disadvantages of Being Acquired

There are also distinct downsides to being acquired by another company, such as:

Conflicting Priorities

In some acquisition scenarios, there may be competing priorities between the two companies. The acquiring company and target company once worked as individual entities, but now, as one company, both sides must work together to be successful, which may be easier said than done. If there isn’t alignment on the goals of the organization as a whole, there is a possibility that the acquisition may fail, or the transition could be rocky and prolonged.

Pressure on Existing Partnerships

When an acquisition occurs and a company grows in size, it is likely that their goals will grow as well. For example, if the company wants to develop more products to expand into new markets, this could require their suppliers to figure out how they are going to ramp up production to meet the demand.

The supplier may need to raise more capital to hire staff or purchase additional equipment and supplies, which could cause stress.

Brand Risk

When two companies come together, if one has a poor reputation in the industry, the acquisition could put the other company’s brand at risk. During the acquisition process, both companies’ reputations may need to be evaluated to decide whether they merge under one brand or are marketed as separate brands.

The Takeaway

Both initial public offerings (IPOs) and acquisitions can offer opportunities for investors. However, these two events are quite different. An IPO is when a private company decides to go public and sell its shares to investors on the public market, while an acquisition is when one company buys another company.

There are a number of pros and cons regarding IPOs, just as there are advantages and disadvantages when a company is acquired. Potential investors need to thoroughly research each scenario to make sure it’s the right opportunity for them.

Whether you’re curious about exploring IPOs, or interested in traditional stocks and exchange-traded funds (ETFs), you can get started by opening an account on the SoFi Invest® brokerage platform. On SoFi Invest, eligible SoFi members have the opportunity to trade IPO shares, and there are no account minimums for those with an Active Investing account. As with any investment, it's wise to consider your overall portfolio goals in order to assess whether IPO investing is right for you, given the risks of volatility and loss.


Invest with as little as $5 with a SoFi Active Investing account.

FAQ

Is an acquisition an IPO?

No, an acquisition is not an IPO. An acquisition is when one company purchases part of or all of another company to form one new company. An IPO is when a private company goes public and sells its shares to investors on the public market.

What is the difference between an IPO and a takeover?

An IPO is when a private company decides to go public and sell its shares to investors on the public market. A takeover is when one company takes control of another company. A takeover may be hostile, meaning it is unwanted by the target company’s management.

Is a takeover the same as an acquisition?

No, a takeover and an acquisition are not the same thing. However, a takeover is a type of acquisition. An acquisition is the purchase of a target company, and it may be friendly or hostile. A takeover is an acquisition that is typically unsolicited and unwelcome by the target company.


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Investing in an Initial Public Offering (IPO) involves substantial risk, including the risk of loss. Further, there are a variety of risk factors to consider when investing in an IPO, including but not limited to, unproven management, significant debt, and lack of operating history. For a comprehensive discussion of these risks please refer to SoFi Securities’ IPO Risk Disclosure Statement. This should not be considered a recommendation to participate in IPOs and investors should carefully read the offering prospectus to determine whether an offering is consistent with their investment objectives, risk tolerance, and financial situation. New offerings generally have high demand and there are a limited number of shares available for distribution to participants. Many customers may not be allocated shares and share allocations may be significantly smaller than the shares requested in the customer’s initial offer (Indication of Interest). For more information on the allocation process please visit IPO Allocation Procedures.

An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. This and other important information are contained in the Fund’s prospectus. For a current prospectus, please click the Prospectus link on the Fund’s respective page. The prospectus should be read carefully prior to investing.
Alternative investments, including funds that invest in alternative investments, are risky and may not be suitable for all investors. Alternative investments often employ leveraging and other speculative practices that increase an investor's risk of loss to include complete loss of investment, often charge high fees, and can be highly illiquid and volatile. Alternative investments may lack diversification, involve complex tax structures and have delays in reporting important tax information. Registered and unregistered alternative investments are not subject to the same regulatory requirements as mutual funds.
Please note that Interval Funds are illiquid instruments, hence the ability to trade on your timeline may be restricted. Investors should review the fee schedule for Interval Funds via the prospectus.


Financial Tips & Strategies: The tips provided on this website are of a general nature and do not take into account your specific objectives, financial situation, and needs. You should always consider their appropriateness given your own circumstances.

This article is not intended to be legal advice. Please consult an attorney for advice.

External Websites: The information and analysis provided through hyperlinks to third-party websites, while believed to be accurate, cannot be guaranteed by SoFi. Links are provided for informational purposes and should not be viewed as an endorsement.

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Navigating the IPO Lock-up Period

Following an initial public offering (IPO), there is frequently a lock-up period to prevent major stakeholders from selling their shares, which could potentially flood the market and cause the share price to drop.

IPO lock-up periods don’t pertain to all investors in an IPO, but they do apply to certain shareholders. Here’s what to know about lock-up periods and how they work in an IPO.

Key Points

•   An IPO lock-up period is a period of time after a company goes public during which employees of the company and early investors are prohibited from selling their shares.

•   Companies or investment banks impose the lock-up period, which usually lasts between 90 and 180 days.

•   The purpose of the lock-up period is to stop company insiders and early investors from cashing out too quickly and to maintain a stable share price.

•   Companies may use the lock-up period to avoid flooding the market with shares, create confidence in the company’s fundamentals, and help prevent insider trading.

•   Investors may want to pay attention to the lock-up period when investing in IPOs, as it can affect the risk of investing in the company.

What Is an IPO Lock-up Period?

The IPO lock-up period is the time after a company goes public during which company insiders — such as founders, managers and employees — and early investors, including venture capitalists, are not allowed to sell their shares.

These restrictions are not mandated by the Securities and Exchange Commission (SEC), but instead are self-imposed by the company going public or they are contractually required by the investment banks that were hired as underwriters to advise and manage the IPO process.

Lock-up periods are usually between 90 and 180 days after the IPO. Companies may also decide to have staggered lock-up periods that end on different dates and allow various groups of shareholders to sell their shares at different times.

How the IPO Lock-Up Period Works

The IPO lock-up period is typically put into place by the company going public or the investment bank underwriting the IPO. An agreement is reached with company insiders and early investors specifying that they are prohibited from selling their shares for a specific period of time after the IPO.

The purpose of the lock-up period is to prevent a sudden flood of shares on the market that could reduce the stock price. The lock-up period also sends a signal to the market that company insiders are confident in the company’s prospects and committed to its success.

Once the lock-up period is over (typically in 90 to 180 days), insiders are allowed to sell their shares if they wish.

What Does “Going Public” Mean?

Going public with an IPO means that shares of a company are being offered on the public stock market for the first time. The company is shifting from a privately-held company to a publicly traded company.

When a company is private, ownership is limited and can be tightly controlled. But when a company goes public, investors can buy shares on the public market.

It’s worth noting that when a company first goes public, there may already be a series of shareholders in the company. Founders, employees, and even venture capitalists may already own shares or have stock options in the company.


💡 Quick Tip: Keen to invest in an initial public offering, or IPO? Be sure to check with your brokerage about what’s required. Typically IPO stock is available only to eligible investors.

What Is IPO Underwriting?

Before a company goes public, it generally goes through a process in which an underwriter — usually an investment bank — does IPO due diligence and helps come up with the valuation of the company, the share price of the stock, and the size of the stock offering on the market.

The underwriter also typically buys all of or a portion of the shares. They then allocate shares to institutional investors before the IPO.

The IPO underwriter will try to generate a lot of interest in the stock so that there will be high demand for it. This may lead to the stock being oversubscribed, which could lead to a higher trading price when it hits the market.

Recommended: How Are IPO Prices Set?

How IPO Lock-ups Get Used

A company or its underwriters might use the lock-up period as a tool to bolster the share price during the IPO, to prevent a sharp increase in shares from flooding the market, and to build confidence in the company’s future.

For instance, with tech startups, a great proportion of compensation may be paid out to employees through equity options or restricted trading units. In order to avoid flooding the market with shares when employees exercise these contracts, the lock-up restrictions prevent them from selling their stock until after the lock-up period is over.

Recommended: Guide to Tech IPOs

What Is the Purpose of a Lock-up Period?

A lock-up period typically has several different functions in an IPO, including the following:

Ensuring Share-Price Stability

Company insiders, like employees and angel investors, can own shares in a company before it goes public. Since share prices are set by supply and demand, extra shares can drive down the price of the stock. A lock-up period helps stabilize the stock price by preventing these extra shares from being sold for a certain amount of time.

Avoiding Insider Trading

To help avoid insider trading, company insiders may have extra restrictions regarding the lock-up period before selling their shares. That’s because company insiders might have information that is not available to the general public that could help them predict how their stock might do.

For example, if a company is about to report its earnings around the same time a lock-up period is set to end, insiders may be required to wait for that information to be public before they can sell any shares.

Public Image

Lock-up periods can also be a way for companies to build confidence in their future performance. When company insiders hold onto their shares, it can signal to investors that they have faith in the strength of the company.

On the other hand, if company insiders start to sell their stock, investors may get nervous and be tempted to sell as well. As demand falls, the price of the stock usually does, too, and the company’s reputation may be damaged.

The lock-up period can help keep this from happening while it’s in place.


💡 Quick Tip: Before opening any investment account, consider what level of risk you are comfortable with. If you’re not sure, start with more conservative investments, and then adjust your portfolio as you learn more.

What’s an Example of a Lock-up Period?

To give a hypothetical example of how a lock-up period could work, let’s say Business X — a unicorn company — went public with an IPO in March. The company set a lock-up period of four months. In July, the lock-up period ended and early investors and insiders sold up to 400 million shares of the company. As the new shares hit the market, the stock dropped by as much as 5%, but ended the day down just 1%.

What Does the Lock-up Period Mean for Employees with Stock Options?

Restrictions imposed during a lock-up period usually apply to any stock options employees have been given by the company before an IPO. Stock options are essentially an agreement that allows employees to buy stock in the company at a predetermined price.

The idea behind this type of compensation is that the company is trying to align employees’ incentives with its own. Theoretically, by giving employees stock options, the employees will have an interest in seeing the company do well and increase in value.

There’s usually a vesting period before employees can exercise their stock options, during which the value of the stock can increase. At the end of the vesting period, employees are generally able to exercise their options, sell the stock, and keep the profits.

If their stock options vest before the IPO, employees may have to wait until after the lock-up period to exercise their options.

How Does the IPO Lock-Up Period Affect Investors?

Most public investors that buy IPO stocks won’t be directly affected by the lock-up period because they didn’t own shares of the company before it went public. However, the lock-up period can reduce the supply of available shares on the market, keeping the stock price relatively stable.

But when the lock-up period ends, if a surge in shares suddenly hits the market, this could lead to volatility and cause the price of the shares to drop. Investors should be aware of these possibilities, do thorough research and due diligence, and carefully consider the risks before buying shares in an IPO.

Reading the IPO Prospectus

You can find information on a company’s lock-up period in its prospectus, the detailed disclosure document filed with the SEC as part of the IPO process. Investors can locate a company’s prospectus by using the SEC’s EDGAR database and searching for the company by name. Then, on the company’s filing page, look for Form S-1, which is the initial registration statement. The prospectus should be included in that filing.

Waiting to Buy Until After Lock-ups End

Investors considering investing in an IPO may choose to hold off until the lock-up period is over. The reason: When the lock-up ends and company insiders are free to sell their shares, the stock price may experience volatility as the new shares enter the market. This could potentially cause a drop in a stock’s price.

Some investors may want to take advantage of the dip that could occur when a lock-up period ends, especially if they believe the long-term fundamentals of the company are strong. However, this type of timing-the-market strategy can be very risky. It depends on a number of variables, including the company itself and market conditions. In other words, there is no guarantee that it will produce good results.

The Takeaway

A lock-up period can follow an IPO. It’s a period of time during which company insiders and early investors are prohibited from selling shares of the company. One of the main purposes of a lock-up period is to keep these stakeholders’ shares from flooding the market, and to help stabilize the stock price of a newly public company.

Understanding how a lock-up period works — and how it might affect the price of a stock — can be helpful to investors who may be interested in buying shares of an IPO on the public market.

Whether you’re curious about exploring IPOs, or interested in traditional stocks and exchange-traded funds (ETFs), you can get started by opening an account on the SoFi Invest® brokerage platform. On SoFi Invest, eligible SoFi members have the opportunity to trade IPO shares, and there are no account minimums for those with an Active Investing account. As with any investment, it's wise to consider your overall portfolio goals in order to assess whether IPO investing is right for you, given the risks of volatility and loss.


Invest with as little as $5 with a SoFi Active Investing account.

FAQ

What is the purpose of a lock-up period?

The purpose of a lock-up period is to prevent company insiders and early investors from selling shares of stock right away, which could flood the market and cause the price of the stock to drop. A lock-up period can help stabilize the stock price and also send a message to the market that company insiders are committed to the company and confident in its future performance.

How do I know if an IPO has a lock-up period?

To find out if an IPO has a lock-up period, you can use the Securities and Exchange Commission’s EDGAR database. Search for the company by name, and on their listing page, look for a Form S-1, which is the company’s initial registration statement. In that filing, you should find the company’s prospectus, which will have information about the lock-up period if there is one.

What is the lock-up period for IPO employees?

A lock-up period is designed to prevent company insiders, including employees, from selling their stock quickly after a company goes public. That could cause the stock price to drop and might also signal that the employees don’t have confidence in the company. A lock-up period typically lasts 90 to 180 days.


INVESTMENTS ARE NOT FDIC INSURED • ARE NOT BANK GUARANTEED • MAY LOSE VALUE

SoFi Invest is a trade name used by SoFi Wealth LLC and SoFi Securities LLC offering investment products and services. Robo investing and advisory services are provided by SoFi Wealth LLC, an SEC-registered investment adviser. Brokerage and self-directed investing products offered through SoFi Securities LLC, Member FINRA/SIPC.

For disclosures on SoFi Invest platforms visit SoFi.com/legal. For a full listing of the fees associated with Sofi Invest please view our fee schedule.

Investing in an Initial Public Offering (IPO) involves substantial risk, including the risk of loss. Further, there are a variety of risk factors to consider when investing in an IPO, including but not limited to, unproven management, significant debt, and lack of operating history. For a comprehensive discussion of these risks please refer to SoFi Securities’ IPO Risk Disclosure Statement. This should not be considered a recommendation to participate in IPOs and investors should carefully read the offering prospectus to determine whether an offering is consistent with their investment objectives, risk tolerance, and financial situation. New offerings generally have high demand and there are a limited number of shares available for distribution to participants. Many customers may not be allocated shares and share allocations may be significantly smaller than the shares requested in the customer’s initial offer (Indication of Interest). For more information on the allocation process please visit IPO Allocation Procedures.

An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. This and other important information are contained in the Fund’s prospectus. For a current prospectus, please click the Prospectus link on the Fund’s respective page. The prospectus should be read carefully prior to investing.
Alternative investments, including funds that invest in alternative investments, are risky and may not be suitable for all investors. Alternative investments often employ leveraging and other speculative practices that increase an investor's risk of loss to include complete loss of investment, often charge high fees, and can be highly illiquid and volatile. Alternative investments may lack diversification, involve complex tax structures and have delays in reporting important tax information. Registered and unregistered alternative investments are not subject to the same regulatory requirements as mutual funds.
Please note that Interval Funds are illiquid instruments, hence the ability to trade on your timeline may be restricted. Investors should review the fee schedule for Interval Funds via the prospectus.


Options involve risks, including substantial risk of loss and the possibility an investor may lose the entire amount invested in a short period of time. Before an investor begins trading options they should familiarize themselves with the Characteristics and Risks of Standardized Options . Tax considerations with options transactions are unique, investors should consult with their tax advisor to understand the impact to their taxes.

Financial Tips & Strategies: The tips provided on this website are of a general nature and do not take into account your specific objectives, financial situation, and needs. You should always consider their appropriateness given your own circumstances.

Disclaimer: The projections or other information regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results.

External Websites: The information and analysis provided through hyperlinks to third-party websites, while believed to be accurate, cannot be guaranteed by SoFi. Links are provided for informational purposes and should not be viewed as an endorsement.

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Testing the Waters: What It Means in an IPO

Testing the Waters: What It Means in an IPO

Testing the waters in the initial public offering (IPO) process allows companies that are considering going public to gauge how successful their prospective IPO would be — without going through the actual IPO process.

The Securities and Exchange Commission (SEC) voted in 2019 to adopt a new rule to allow companies interested in going public to test the waters (TTW). Specifically, the SEC formally rolled out Rule 163B under the Securities Act on December 3, 2019.

The IPO process can be long, costly, and risky, and some companies can be reluctant to try going public. But the ability to test the waters by communicating with potential investors, assessing their interest, and examining how an IPO would be received, is valuable before having to go all-in on a public offering.

Key Points

•   Testing the Waters (TTW) is an SEC rule that allows companies to gauge the success of a prospective IPO without going through the actual process.

•   The JOBS Act of 2012 allowed small businesses to communicate with Qualified Institutional Buyers (QIBs) and Institutional Accredited Investors (IAIs).

•   Testing the Waters allows companies to assess investor interest, explain the direction of the company, and strengthen areas of weakness.

•   The expanded rule for all issuers allows for greater transparency and communication between IPO-hopeful and the markets, as well as investors.

•   Investors have access to additional information about a company’s expected IPO and more time to decide whether to invest.

Testing the Waters During the IPO Process

Starting in 2012, testing the waters was available only for emerging growth companies, also known as EGCs. In 2019, testing the waters was extended to all issuers to increase the chance of a company successfully completing an initial public offering (IPO), and to encourage issuers to enter the public equity markets.

So, what does testing the waters mean, and how does it work? Essentially, testing the waters is a way for issuers to dip their toes in the water, so to speak, and gauge the temperature before fully jumping into the IPO process.

When the new SEC rule was adopted in September 2019, Chairman Jay Clayton said, “Investors and companies alike will benefit from test-the-waters communications, including increasing the likelihood of successful public securities offerings.”

Details of the TTW rule

The TTW rule allows issuers to assess market interest in a possible IPO (or other registered securities offering) by being able to discuss the IPO with certain institutional investors before, or after, the filing of a registration statement.

Generally, issuers set up TWW meetings with investors after the issuer has filed with the SEC and received initial comments. They could potentially speak with specific issuers before filing with the SEC, but issuers typically want to align on the first round of SEC comments and then have a clear direction when speaking with potential investors.

Example of Testing the Waters

In late spring of 2022, a tech company that created a platform for grocery delivery, decided to test the waters for a potential IPO.

There were good reasons for the company to be cautious. The market had seen a steep drop since the beginning of the year, and investors had largely cooled on tech stocks, with tech IPOs taking a noticeable hit year-over-year.

Thanks to taking this step, the company was projected to IPO by the end of 2022, using the interim period to adjust their valuation and their path forward, given the competition in the space.

To sum it up, testing the waters allows companies to see what investors say, answer questions, and potentially identify areas of weakness that could be strengthened.


💡 Quick Tip: Access to IPO shares before they trade on public exchanges has usually been available only to large institutional investors. That’s changing now, and some brokerages offer pre-listing IPO investing to qualified investors.

Purpose of Testing the Waters

Testing the waters has two chief aims: The first is communicating with potential investors to explain the direction of the company and gathering their feedback. The second is to evaluate the market before having to invest large sums in an actual IPO.

Communication with Potential Investors

In addition to giving issuers a chance to see whether their offering will be successful, TWW allows companies to communicate highly specific information.

Some industries call for greater detail of information from investors, which makes testing the waters ever more critical.

For example, in the life sciences industry, testing the waters is popular because issuers tend to have a shorter operating history and also need to communicate detailed scientific information to their potential investors. For these types of industries and issuers, testing the waters is highly beneficial.

Cost-Effective Market Evaluation

Testing the waters allows issuers to determine whether it makes sense for them to devote the time and resources to filing an IPO. Before the TWW rule, many companies avoided the IPO process because of the cost and not having clarity around investor demand.

Testing the waters takes away some of those risks and provides more information as a company enters the IPO. In a sense, it allows for a company to evaluate the market, and for the market, in turn, to evaluate the company exploring an IPO.

Recommended: How Are IPO Prices Set?

What the JOBS Act Meant for Testing the Waters

In 2012, Congress under President Obama passed the Jumpstart Our Business Startups Act (also known as the JOBS Act) to revitalize the small business sector. The JOBS Act, which created Section 5(d) of the Securities Act, made it easier for small businesses, also known as emerging growth companies or EGCs, to gain access to funding. It removed certain barriers to capital and reduced regulation to companies with less than $1 billion in revenue.

The enactment of the JOBS Act also allowed small businesses to communicate with potential investors — qualified institutional buyers (also known as QIBs) and institutional accredited investors (or IAIs). By communicating with potential investors before or after filing a registration statement, EGCs were given the ability to get a sense for interest in a potential offering.

With the expansion of that rule in 2019 to include all issuers, not just EGCs, more opportunity opened up for a range of businesses.

Recommended: What is Stock Volatility and How Do You Measure It?

What Does This Mean for Investors?

While it makes good business sense to expand regulations and allow all businesses considering an IPO to test the waters, just what does this all mean for the average retail investor?

First, the expanded test-the-waters rule for all issuers allows companies more flexibility when determining whether to move forward with an IPO. For investors, the expanded rule means that they have access to communication from issuers regarding upcoming IPOs. They also have more time to determine whether it’s the right investment for them.

This can be valuable for retail investors, who may benefit from having additional information about a company’s expected IPO. Investing in IPO stock can be highly risky, as IPO shares are typically quite volatile.

In short: Testing the waters gives more flexibility to both issuers and investors.


💡 Quick Tip: How do you decide if a certain online trading platform or app is right for you? Ideally, the online investment platform you choose offers the features that you need for your investment goals or strategy, e.g., an easy-to-use interface, data analysis, educational tools.

Investing in IPO Stocks

IPOs have been popular among investors and certain IPOs can generate excitement in the investor community. Prices on the day of an IPO and immediately afterward tend to produce volatile price movements, which can produce large gains or losses. The 2019 SEC rule that allows any company to test the waters before committing to the IPO process can be helpful to businesses as well as investors.

TTW, as the rule is known, allows for greater transparency and communication between the IPO-hopeful and the markets, as well as investors, prior to the full-blown IPO process. This enables companies to adjust their strategy for the IPO, and it allows investors to assess whether they want to invest.

Whether you’re curious about exploring IPOs, or interested in traditional stocks and exchange-traded funds (ETFs), you can get started by opening an account on the SoFi Invest® brokerage platform. On SoFi Invest, eligible SoFi members have the opportunity to trade IPO shares, and there are no account minimums for those with an Active Investing account. As with any investment, it's wise to consider your overall portfolio goals in order to assess whether IPO investing is right for you, given the risks of volatility and loss.


Invest with as little as $5 with a SoFi Active Investing account.

FAQ

Is testing the waters an offer?

No, testing the waters is not an offer. Testing the waters in the IPO process allows issuers, which are corporations, investment trusts, and so on, to gauge interest and investor demand for a potential IPO without actually having to go public.

What is the post-IPO quiet period?

The quiet period is a set amount of time when the company cannot share promotional publicity or forecasting, or express opinions about the value of the company. In an IPO, the quiet period begins when a company files registration with U.S. regulators and the registration becomes effective and extends for a mandated period of time after the stock starts trading.

What is an analyst day in an IPO?

When planning to go public, the issuer or company meets with syndicate analysts who do not work for the issuer or the company going public to give them a deeper understanding of the company. This type of meeting, also called an “analyst day,” is important because analysts create their own opinion about the issuer. They then help educate the market about the company once the transaction has launched.


Photo credit: iStock/LumiNola

INVESTMENTS ARE NOT FDIC INSURED • ARE NOT BANK GUARANTEED • MAY LOSE VALUE

SoFi Invest is a trade name used by SoFi Wealth LLC and SoFi Securities LLC offering investment products and services. Robo investing and advisory services are provided by SoFi Wealth LLC, an SEC-registered investment adviser. Brokerage and self-directed investing products offered through SoFi Securities LLC, Member FINRA/SIPC.

For disclosures on SoFi Invest platforms visit SoFi.com/legal. For a full listing of the fees associated with Sofi Invest please view our fee schedule.

Investing in an Initial Public Offering (IPO) involves substantial risk, including the risk of loss. Further, there are a variety of risk factors to consider when investing in an IPO, including but not limited to, unproven management, significant debt, and lack of operating history. For a comprehensive discussion of these risks please refer to SoFi Securities’ IPO Risk Disclosure Statement. This should not be considered a recommendation to participate in IPOs and investors should carefully read the offering prospectus to determine whether an offering is consistent with their investment objectives, risk tolerance, and financial situation. New offerings generally have high demand and there are a limited number of shares available for distribution to participants. Many customers may not be allocated shares and share allocations may be significantly smaller than the shares requested in the customer’s initial offer (Indication of Interest). For more information on the allocation process please visit IPO Allocation Procedures.

Exchange Traded Funds (ETFs): Investors should carefully consider the information contained in the prospectus, which contains the Fund’s investment objectives, risks, charges, expenses, and other relevant information. You may obtain a prospectus from the Fund company’s website or by emailing customer service at [email protected]. Please read the prospectus carefully prior to investing.

Financial Tips & Strategies: The tips provided on this website are of a general nature and do not take into account your specific objectives, financial situation, and needs. You should always consider their appropriateness given your own circumstances.

Third-Party Brand Mentions: No brands, products, or companies mentioned are affiliated with SoFi, nor do they endorse or sponsor this article. Third-party trademarks referenced herein are property of their respective owners.

External Websites: The information and analysis provided through hyperlinks to third-party websites, while believed to be accurate, cannot be guaranteed by SoFi. Links are provided for informational purposes and should not be viewed as an endorsement.

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