Series 66 · Interactive Tool · Updated 2026

Federal vs. State Regulator

Drag the slider to see who an Investment Adviser registers with based on Assets Under Management.

$0 $50 Million $150M
$100M $110M
Who do you register with? STATE
State Administrator
Small/Mid-Size Adviser: With less than $100M in AUM, you are prohibited from registering with the SEC. You must register with the State Administrator in every state where you have a place of business or more than 5 retail clients.
The Drop-Down Rule
Already registered with the SEC? You don't have to leave until you fall below $90 Million.
🛡️ Who Skips the Line? (Federal Covered)
These advisers register with the SEC regardless of their AUM (or with different thresholds).
🏦
Mutual Fund Advisers
Advise a registered Investment Company? You are Federal Covered (SEC) regardless of AUM. No choice.
🗺️
The "15-State" Rule
Required to register in 15 or more states? You can choose to register with the SEC instead to save paperwork.
🐖
Pension Consultants
⚠️ Exam Trap
Their threshold is higher — need $200 Million AUM to register with the SEC, not $110M.
💻
Internet-Only Advisers
Provide advice exclusively through an interactive website (zero personal contact)? You can go SEC.
🛑 The $100M Floor
Below this line, you are strictly State-Registered. The SEC closes its doors unless you qualify for a specific exception (like managing a Mutual Fund).
↔️ The $10M Buffer
Between $100M and $110M, you have a Choice. This buffer prevents firms from constantly switching regulators when assets fluctuate slightly.
🏛️ The $110M Ceiling
Once you cross $110M, SEC registration is Mandatory. You have 90 days from your fiscal year-end to register. You only "Notice File" with the states.
💡 Memory aid — "90-100-110." Below $90M you must drop down to state. $100M opens the door to SEC. $110M forces you through it. The buffer exists because markets move and firms shouldn't ping-pong between regulators.
📋 Notice Filing vs. Registration
Federal covered advisers do not register with states — they notice file. A notice filing simply notifies the state that the adviser is operating there. The state cannot deny a notice filing but can still collect fees and require consent to service of process. This distinction is heavily tested: the state Administrator has no authority to deny, revoke, or condition a notice filing.
🔢 The De Minimis Exemption
Separate from AUM: an adviser with no place of business in a state does not need to register there if they have 5 or fewer retail clients in the preceding 12 months. Institutional clients don't count toward the limit. This is tested alongside AUM thresholds — know that de minimis is about state registration avoidance, not SEC eligibility.

Don't Memorize Numbers.

The Series 66 is full of specific thresholds — $100M, $110M, $90M, $200M, 5 clients, 15 states. We help you understand the logic so you never forget the rule.

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About this tool: Interactive Investment Adviser registration guide for the Series 66 exam, updated for 2026. Covers the $100M state floor, $100M–$110M buffer zone, $110M mandatory SEC ceiling, $90M drop-down rule, and four federal covered adviser exceptions: mutual fund advisers (SEC regardless of AUM), 15-state rule, pension consultants ($200M threshold), and internet-only advisers. Also covers notice filing versus state registration and the de minimis exemption. Published by 2DollarTests.

Series 66 AUM Registration Guide Summary

This interactive tool determines whether an Investment Adviser registers with the SEC or state based on Assets Under Management for the Series 66 exam, updated for 2026. Below $100 million AUM the adviser must register with the state and is generally prohibited from SEC registration. Between $100 million and $110 million AUM is the buffer zone where the adviser can choose SEC or state registration. Above $110 million AUM SEC registration becomes mandatory and the adviser has 90 days from fiscal year-end to register. The adviser then only notice files with the states. The drop-down rule means an adviser already registered with the SEC does not have to switch to state registration until AUM drops below $90 million. Four types of federal covered advisers register with the SEC regardless of the standard AUM thresholds: first, advisers to registered Investment Companies such as mutual funds must register with the SEC regardless of AUM. Second, advisers required to register in 15 or more states may choose SEC registration instead. Third, pension consultants have a higher threshold of $200 million AUM not $110 million. Fourth, internet-only advisers who provide advice exclusively through an interactive website with no personal contact may register with the SEC regardless of AUM. Federal covered advisers do not register with states but instead submit a notice filing which notifies the state they are operating there and the state cannot deny a notice filing but can collect fees and require consent to service of process. The de minimis exemption is separate from AUM and provides that an adviser with no place of business in a state does not need to register there if they have 5 or fewer retail clients in the preceding 12 months with institutional clients not counting toward the limit. Published by 2DollarTests.

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