Rally: Platform Profile

Rally is a fractional collectible-investing platform that turns individual collectible assets into private securities.

Current asset categories can include:

• cars;
• sports cards;
• memorabilia;
• watches;
• comics;
• books;
• wine/whiskey;
• fossils;
• digital assets/domains;
• cultural artifacts.

This is fundamentally different from buying a physical collectible through Alt or owning physical whisky through WhiskyInvestDirect.

At Rally, the investor generally buys a membership interest in a Series associated with the collectible asset.

The investor does not personally own:

• the Ferrari;
• the baseball card;
• the comic;
• the dinosaur fossil.

Current Rally marketing states shares can start around $5.

After the required seasoning period, eligible interests can trade through a regulated secondary-market structure involving registered broker-dealers and the PPEX ATS.

May fit better for

• investors who want low-dollar exposure to expensive collectibles;
• non-accredited investors eligible for Regulation A offerings;
• investors who prefer securities ownership over physical custody;
• collectors who want exposure to multiple collectible categories;
• investors willing to accept private-market liquidity.

May fit less well for

• investors wanting possession of the underlying collectible;
• investors needing daily liquidity;
• investors uncomfortable with series-LLC securities;
• investors who want predictable cash flow;
• investors who assume app-based trading behaves like Nasdaq.

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Rally's legal structure

Rally uses multiple series limited liability companies, including current issuer families such as:

• RSE Collection, LLC;
• RSE Archive, LLC;
• RSE Innovation, LLC.

Rally's own disclaimer states that "shares" or "stock" refer to membership interests in a Series of a Rally entity.

• Physical collectible direct ownership: No
• Series membership interest: Yes
• Regulation a securities: Yes

An investor owns the Series interest.

The Series owns or has the economic interest in the underlying collectible.

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RSE Markets is not the broker-dealer

Rally's platform company is RSE Markets, Inc.

Current Rally disclosures state:

• RSE Markets broker dealer: No

Initial and secondary securities activity uses registered broker-dealer infrastructure.

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Current initial offering mechanics

Rally:

1. sources a collectible;
2. creates or assigns it to a Series;
3. files/qualifies the applicable security;
4. sells interests to investors through the applicable offering process.

Current Rally marketing states:

• Starting share: around $5

Specific share prices vary by asset.

Current offerings can have $5, $8, $10, $20 or substantially higher per-share prices.

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No ordinary app commission does not mean no offering costs

Rally currently markets the app as:

• free;
• no ordinary user commission;
• no hidden platform transaction fee in the simple consumer framing.

However, offering documents can include costs at the Series level, including:

• broker/dealer compensation;
• acquisition expenses;
• asset-management economics;
• offering expenses;
• storage;
• insurance;
• maintenance;
• taxes.

Current SEC offering documents show underwriting/broker discounts can differ materially by Series.

"Rally has no fees."

Use:

Rally does not currently charge the ordinary investor a simple app trading commission for the core experience, but each Series bears offering and asset-level costs disclosed in its offering documents.

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Example of offering-level costs

Current RSE Innovation SEC filings show that underwriting/broker compensation can vary significantly by offering.

That means the economic cost should be evaluated at the asset/Series level.

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Secondary trading begins only after a seasoning period

Current Rally consumer guidance states that investors generally become eligible for secondary trading after approximately:

• Secondary seasoning: about 90 days

That is not a guarantee that an active market exists on day 91.

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Current secondary-market legal structure

Following its 2021 restructuring, Rally's current secondary market routes orders through registered infrastructure.

Current 2025/2026 RSE filings state:

• user enters the order through Rally;
• order routes to an executing broker;
• current executing broker is Dalmore Group LLC under the cited structure;
• orders route to the PPEX ATS;
• PPEX ATS is operated by North Capital Private Securities Corporation.

• Secondary market:
• Executing broker: Dalmore Group, LLC
• ATS: PPEX ATS
• ATS operator: North Capital Private Securities Corporation
• North Capital CRD: 154559

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PPEX does not create guaranteed liquidity

The existence of an SEC-registered ATS is meaningful.

It provides regulated transaction infrastructure.

It does not guarantee:

• buyers;
• sellers;
• narrow spreads;
• daily volume;
• a price near the IPO/initial offering valuation.

• Secondary liquidity guaranteed: No

Private collectible interests can remain difficult to sell.

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2023 SEC enforcement history

This belongs in the review because it directly concerns Rally's prior secondary-trading design.

In July 2023, the SEC announced settled charges against RSE Markets for operating an unregistered securities exchange during the period July 1, 2018 through November 20, 2021.

The settlement included:

• SEC 2023 settlement:
• Civil penalty: 350000
• Admitted findings: No
• Denied findings: No
• Cease and desist: Yes

RSE Markets neither admitted nor denied the findings.

Importantly, Rally had already restructured secondary trading in late 2021 to route through registered broker/ATS infrastructure.

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Current operating evidence

Rally remains operational in 2026.

Current SEC filings continue to report:

• active Series;
• annual reports;
• asset sales;
• Series liquidations.

For example, a July 2026 filing reported the sale of a Lewis Hamilton collectible card for $70,000 versus that Series' $35,000 initial offering price.

This demonstrates that individual Series can produce realized gains.

It does not establish expected platform returns.

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Asset sale and Series liquidation

If the manager decides to sell an underlying collectible:

1. the asset can be sold;
2. liabilities/taxes/expenses are addressed;
3. remaining Series cash is distributed to members;
4. Series can be wound up.

Investor outcome therefore depends on:

• acquisition cost;
• asset sale price;
• Series expenses;
• manager decisions;
• taxes/liabilities;
• dilution/offer structure.

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No cash-flow requirement

Most collectibles do not produce recurring economic cash flow.

Return generally depends on:

• appreciation;
• sale proceeds;
• occasional commercialization/revenue where applicable.

That differs from:

• bonds;
• rental real estate;
• dividend-paying stocks.

An investor can wait years without receiving operating income.

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Valuation risk

Collectibles are hard to value.

Relevant inputs include:

• auction sales;
• comparable items;
• provenance;
• condition;
• rarity;
• cultural relevance;
• grading;
• authenticity;
• market demand.

A Series' offering valuation is not the same as a continuous market-clearing price.

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Manager conflicts

Rally and related managers are responsible for:

• selecting assets;
• acquiring them;
• structuring offerings;
• managing/caring for assets;
• evaluating potential exits.

Those roles create potential conflicts.

An asset can be desirable culturally but still be purchased at a price that leaves little economic upside.

Investors should review:

• purchase price;
• offering value;
• sourcing costs;
• manager economics.

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Asset custody

Underlying collectibles are professionally stored/maintained.

Investors generally do not have the right to personally possess the asset merely because they own Series interests.

• Physical possession right: No

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Regulation A

Many Rally offerings use Regulation A.

• Regulation a: Yes
• Non accredited access: Yes

SEC qualification does not mean:

• the SEC approved the collectible;
• the valuation is fair;
• the investment is safe;
• future liquidity exists.

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Protection

Current secondary infrastructure includes FINRA/SIPC broker-dealers.

That does not insure the economic value of the collectible security.

• SIPC market loss protection: No
• FDIC: No

SIPC is not collectible-price insurance.

Assessment

Rally solves a specific access problem.

A rare car, card, or historical artifact can cost hundreds of thousands or millions of dollars. Rally can turn that asset into low-dollar private securities that allow many investors to participate.

That convenience changes the ownership.

The investor owns a Series interest rather than the collectible itself.

The current PPEX/registered-broker secondary structure is more robust than Rally's pre-2021 marketplace design, but liquidity remains private-market liquidity.

The 2023 SEC settlement should be disclosed because it is directly relevant to the platform's history, while also making clear that the cited violation involved the older structure and current secondary trading has been reworked.

Rally makes the most sense for an investor who views collectibles as speculative alternative assets and sizes positions accordingly.