| Return Reference | Explanation |
|---|---|
| Form 990, Part I, Line 6 | JAMES CROWLEY, KATHRYN RUEMMLER AND ETHIOPIS TAFARA WERE VOLUNTEER BOARD MEMBERS IN 2023 AND DID NOT RECEIVE COMPENSATION FOR THEIR SERVICES. HOWEVER, JAMES CROWLEY AND KATHRYN RUEMMLER DID RECEIVE TAXABLE FRINGE BENEFITS AS REPORTED ON FORM 1099-NEC. |
| VOLUNTARY DISCLOSURE FOR FINANCIAL INFORMATION | FINRA REGULATION, INC. IS A WHOLLY-CONTROLLED SUBSIDIARY OF THE FINANCIAL INDUSTRY REGULATORY AUTHORITY (FINRA). AS THE PARENT ORGANIZATION, FINRA INCURS ALL DIRECT AND INDIRECT EXPENSES, INCLUDING SALARY AND BENEFITS. THE FINANCIAL INFORMATION INCLUDED IN THIS FORM 990 IS PRESENTED ON A STAND-ALONE BASIS, REFLECTING ONLY THOSE AMOUNTS ALIGNED WITH THE PROGRAMS CONDUCTED UNDER THE GOVERNANCE OF THE FINRA REGULATION BOARD OF DIRECTORS. THE STATEMENTS AND SCHEDULES IN THIS FORM 990 DO NOT REPRESENT THE CONSOLIDATED RESULTS FOR FINRA AND ITS SUBSIDIARIES. THE 2023 FORM 990 SHOULD BE READ IN CONJUNCTION WITH FINRA'S 2023 ANNUAL FINANCIAL REPORT, WHICH IS AVAILABLE AT WWW.FINRA.ORG/ABOUT/ANNUAL-REPORTS. SEE ALSO SEPARATE 2023 FORMS 990 FOR RELATED ENTITIES INCLUDING FINRA AND FINRA INVESTOR EDUCATION FOUNDATION. |
| 4A) MARKET REGULATION | FINRA REGULATION'S MARKET REGULATION DEPARTMENT OVERSEES AND REGULATES OVER-THE-COUNTER TRADING OF EXCHANGE-LISTED AND NON-EXCHANGE-LISTED SECURITIES, CORPORATE AND MUNICIPAL DEBT, ASSET-BACKED SECURITIES AND TREASURY SECURITIES FOR COMPLIANCE WITH FINRA AND MUNICIPAL SECURITIES RULEMAKING BOARD (MSRB) RULES AND FEDERAL SECURITIES LAWS. MARKET REGULATION ALSO PROVIDES REGULATORY SERVICES TO THE CBOE, MIAX, NASDAQ AND NYSE EXCHANGE GROUPS, AS WELL AS THE BOX OPTIONS EXCHANGE, THE INVESTORS EXCHANGE, THE LONG-TERM STOCK EXCHANGE AND THE MEMBERS EXCHANGE. ON SEPTEMBER 18, 2023, TEAMS RESPONSIBLE FOR CONDUCTING CONSOLIDATED SURVEILLANCE OF POTENTIAL INSIDER-TRADING ACROSS ALL U.S. MARKETS AS WELL AS CONDUCTING SURVEILLANCE OF LISTED AND OVER-THE-COUNTER SECURITIES FOR POTENTIALLY FRAUDULENT ACTIVITY TRANSITIONED FROM MEMBER SUPERVISION (SEE 4B) TO MARKET REGULATION. IN 2023, MARKET REGULATION OPENED ALMOST 5,000 REVIEWS OR INVESTIGATIONS. IN ADDITION, THE DEPARTMENT REFERRED MORE THAN 1,300 MATTERS TO THE SECURITIES AND EXCHANGE COMMISSION AND OTHER FOREIGN, FEDERAL OR STATE REGULATORY OR LAW ENFORCEMENT AGENCIES. |
| 4B) MEMBER SUPERVISION | FINRA REGULATION'S MEMBER SUPERVISION DEPARTMENT CONDUCTS REGULAR AND BRANCH OFFICE EXAMINATIONS OF ITS MEMBER FIRMS ON A SCHEDULE THAT IS ESTABLISHED BASED ON A RISK-PROFILE MODEL. IN ADDITION, MEMBER SUPERVISION THROUGH ITS NATIONAL CAUSE AND FINANCIAL CRIMES DETECTION PROGRAMS, PROVIDES A HEIGHTENED AND EXPEDITED REVIEW OF ALLEGATIONS OF SERIOUS FRAUD, SERVES AS A CENTRAL POINT OF CONTACT INTERNALLY AND EXTERNALLY ON FRAUD-RELATED ISSUES, AND CONSOLIDATES RECOGNIZED EXPERTISE IN EXPEDITED FRAUD DETECTION AND INVESTIGATION ACROSS SEVERAL UNITS. UNTIL SEPTEMBER 18, 2023 (AS MENTIONED IN SECTION 4A), THIS DEPARTMENT INCLUDED TEAMS RESPONSIBLE FOR CONDUCTING CONSOLIDATED SURVEILLANCE OF POTENTIAL INSIDER-TRADING ACROSS ALL U.S. MARKETS AS WELL AS CONDUCTING SURVEILLANCE OF LISTED AND OVER-THE-COUNTER SECURITIES FOR POTENTIALLY FRAUDULENT ACTIVITY. IN 2023, WHILE THESE TEAMS WERE IN MEMBER SUPERVISION, THESE TEAMS CONDUCTED INVESTIGATIONS INVESTIGATIONS THAT RESULTED IN MORE THAN 425 FORMAL REFERRALS TO THE SEC, OTHER FOREIGN, FEDERAL, OR STATE REGULATORY OR LAW ENFORCEMENT AGENCIES. THE DEPARTMENT ALSO INCLUDES THE COMPLEX INVESTIGATIONS AND INTELLIGENCE TEAM THAT FOCUSES ON ASSESSING, MITIGATING AND INVESTIGATING HARM BY IDENTIFYING EMERGING FRAUD AND CYBER THREATS. SPECIALIZED INVESTIGATIVE TEAMS COVER ADDITIONAL FOCUS AREAS, SUCH AS HIGH RISK REGISTERED REPRESENTATIVE ACTIVITIES, ANTI-MONEY LAUNDERING, AND VULNERABLE ADULTS AND SENIORS. THE NATIONAL CAUSE PROGRAM, COMPRISED OF THE INITIAL REVIEW GROUP AND CAUSE INVESTIGATIONS, PERFORMS INTAKE AND REVIEW OF REGULATORY INTELLIGENCE AND TRIGGERING EVENTS AND PERFORM COMPREHENSIVE REVIEWS AND INVESTIGATIONS AS NECESSARY. IN 2023, THE INITIAL REVIEW GROUP REVIEWED OVER 60,000 EVENTS AND REFERRED OVER 2,600 MATTERS TO THE SEC AND OTHER FOREIGN, FEDERAL OR STATE REGULATORY OR LAW ENFORCEMENT AGENCIES FOR POTENTIAL VIOLATIONS OUTSIDE OF FINRA'S JURISDICTION. MEMBER SUPERVISION ALSO DETERMINES EXAMINATION PRIORITIES AND CONDUCTS SPECIAL "SWEEPS" OF ITS MEMBER FIRMS TO TARGET ISSUES OF IMMEDIATE CONCERN. IN 2023, MEMBER SUPERVISION CONDUCTED MORE THAN 5,500 EXAMINATIONS. |
| 4C) ENFORCEMENT | FINRA REGULATION DISCIPLINES FIRMS AND THEIR ASSOCIATED PERSONS WHO VIOLATE FEDERAL SECURITIES LAWS AND RULES AS WELL AS FINRA AND MUNICIPAL SECURITIES RULEMAKING BOARD (MSRB) RULES. THROUGH ITS ENFORCEMENT DEPARTMENT, FINRA REGULATION BRINGS DISCIPLINARY ACTIONS AGAINST FIRMS AND THEIR ASSOCIATED PERSONS THAT MAY RESULT IN SANCTIONS, INCLUDING CENSURES, FINES, SUSPENSIONS AND, IN EGREGIOUS CASES, EXPULSIONS OR BARS FROM THE INDUSTRY. IN APPROPRIATE CASES, FINRA REGULATION WILL REQUIRE FIRMS AND INDIVIDUALS TO PROVIDE RESTITUTION TO HARMED INVESTORS AND OFTEN IMPOSES OTHER CONDITIONS ON A FIRM'S BUSINESS TO PREVENT REPEATED WRONGDOING. IN 2023, FINRA REGULATION BROUGHT APPROXIMATELY 509 NEW DISCIPLINARY ACTIONS AGAINST REGISTERED INDIVIDUALS AND FIRMS, LEVIED FINES TOTALING MORE THAN $88.4 MILLION AND ORDERED $7.5 MILLION IN RESTITUTION TO HARMED INVESTORS. IN ADDITION, FINRA REGULATION EXPELLED FIVE FIRMS FROM THE MEMBERSHIP, BARRED 178 INDIVIDUALS AND SUSPENDED 256 BROKERS FROM ASSOCIATION WITH FINRA MEMBER FIRMS. |
| 4D) OTHER - REGISTRATION AND DISCLOSURE | ANY PERSON ENGAGED IN THE SECURITIES BUSINESS OF A FIRM, INCLUDING PARTNERS, OFFICERS, DIRECTORS, BRANCH MANAGERS, DEPARTMENT SUPERVISORS AND SALESPERSONS, MUST REGISTER WITH FINRA. THROUGH ITS REGISTRATION AND DISCLOSURE DEPARTMENT, FINRA REGULATION OPERATES CRD, THE CENTRAL LICENSING AND REGISTRATION SYSTEM FOR THE U.S. SECURITIES INDUSTRY AND ITS REGULATORS. FINRA REGULATION ALSO OPERATES THE INVESTMENT ADVISER REGISTRATION DEPOSITORY ON BEHALF OF THE SEC. THESE SYSTEMS CONTAIN THE REGISTRATION RECORDS OF MORE THAN 3,300 FINRA AND OTHER REGISTERED BROKER- DEALERS AND MORE THAN 32,400 INVESTMENT ADVISERS, AS WELL AS THE QUALIFICATION, EMPLOYMENT, AND DISCLOSURE HISTORIES OF MORE THAN 627,000 ACTIVE REGISTERED INDIVIDUALS. FINRA REGULATION ALSO OPERATES THE BROKERCHECK PROGRAM, AN ONLINE SYSTEM FOR INVESTORS TO REVIEW THE BACKGROUNDS OF INVESTMENT PROFESSIONALS. BROKERCHECK CONTAINS RECORDS ON 1.16 MILLION CURRENT AND FORMER BROKERS AND OVER 21,000 CURRENT AND FORMER BROKER-DEALERS. |
| 4D) OTHER - OFFICE OF DISPUTE RESOLUTION | FINRA REGULATION'S OFFICE OF DISPUTE RESOLUTION OPERATES A DISPUTE RESOLUTION FORUM FOR INVESTORS, BROKERAGE FIRMS AND THEIR REGISTERED EMPLOYEES, AND ADMINISTERS ARBITRATIONS AND MEDIATIONS THROUGH A NETWORK OF FOUR REGIONAL OFFICES, WITH 69 HEARING LOCATIONS INCLUDING ONE IN EACH STATE AND PUERTO RICO. IN 2023, THE OFFICE OF DISPUTE RESOLUTION ADMINISTERED 3,382 ARBITRATIONS AND 379 MEDIATIONS. |
| Form 990, Part V, Line 15 | EXCISE TAX FOR COVERED EMPLOYEES WAS REPORTED AND PAID BY FINRA REGULATION'S PARENT, THE FINANCIAL INDUSTRY REGULATORY AUTHORITY. |
| Form 990, Part VI, Line 6 Classes of members or stockholders | FINRA IS THE SOLE NOT-FOR-PROFIT STOCKHOLDER OF FINRA REGULATION, INC. |
| Form 990, Part VI, Line 7a Members or stockholders electing members of governing body | FINRA, THE SOLE NOT-FOR-PROFIT STOCKHOLDER, ELECTS ALL MEMBERS OF THE GOVERNING BODY. |
| Form 990, Part VI, Line 7b Decisions requiring approval by members or stockholders | FINRA, THE SOLE NOT-FOR-PROFIT STOCKHOLDER, RETAINS THE FOLLOWING AUTHORITY AND FUNCTIONS: 1) TO EXERCISE OVERALL RESPONSIBILITY FOR ENSURING THAT THE ASSOCIATION'S STATUTORY AND SELF-REGULATORY OBLIGATIONS AND FUNCTIONS ARE FULFILLED. 2) TO DELEGATE AUTHORITY TO THE SUBSIDIARIES TO TAKE ACTIONS ON BEHALF OF THE ASSOCIATION. 3) TO ELECT THE SUBSIDIARY BOARDS OF DIRECTORS. 4) TO REVIEW THE RULEMAKING AND DISCIPLINARY DECISIONS OF THE SUBSIDIARIES. 5) TO COORDINATE ACTIONS OF THE SUBSIDIARY BOARDS AS NECESSARY. 6) TO RESOLVE ANY DISPUTES AMONG THE SUBSIDIARIES. 7) TO ADMINISTER COMMON OVERHEAD AND TECHNOLOGY OF THE SUBSIDIARIES. 8) TO ADMINISTER THE OFFICE OF INTERNAL REVIEW AS PROVIDED IN THE ASSOCIATION'S BY-LAWS. 9) TO MANAGE EXTERNAL ASSOCIATION RELATIONS ON MAJOR POLICY ISSUES. 10) TO DIRECT THE SUBSIDIARIES TO TAKE ACTION NECESSARY TO EFFECTUATE THE PURPOSES AND FUNCTIONS OF THE ASSOCIATION. 11) TO TAKE ACTION AB INITIO IN AN AREA OF RESPONSIBILITY DELEGATED TO SUBSIDIARIES. |
| Form 990, Part VI, Line 11b Review of form 990 by governing body | THE FORM 990 WAS REVIEWED BY SENIOR MANAGEMENT AT VARIOUS STEPS THROUGHOUT THE PREPARATION CYCLE. THE JOINT AUDIT AND COMPENSATION AND HUMAN CAPITAL COMMITTEES REVIEWED AND APPROVED THE ORGANIZATION'S 2023 FORM 990 BY UNANIMOUS WRITTEN CONSENT. THE BOARD WAS PROVIDED ACCESS TO THE FINAL FORM 990 FOR REVIEW (VIA A PORTAL FOR BOARD MEMBERS ONLY) PRIOR TO FILING. |
| Form 990, Part VI, Line 12c Conflict of interest policy | THE ORGANIZATION HAS WRITTEN CONFLICT OF INTEREST POLICIES FOR BOARD MEMBERS AND OFFICERS. THE WRITTEN CONFLICT OF INTEREST POLICY FOR BOARD MEMBERS REQUIRES INITIAL DISCLOSURE OF INTERESTS THAT COULD GIVE RISE TO CONFLICTS AS WELL AS ANNUAL DISCLOSURE BY THE SAME BOARD MEMBERS. ADDITIONALLY, THE WRITTEN POLICY CONTAINS AN ONGOING OBLIGATION OF BOARD MEMBERS TO DISCLOSE POTENTIAL CONFLICTS OF INTEREST AS THEY ARISE. |
| Form 990, Part VI, Line 19 Required documents available to the public | THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS AND THE FINRA CONSOLIDATED AUDITED FINANCIAL STATEMENTS AVAILABLE UPON REQUEST. |
| Form 990, Part XI, Line 9 Other changes in net assets or fund balances | OTHER CHANGES IN NET ASSETS OR FUND BALANCES PRIMARILY RELATE TO ANY OR ALL OF THE FOLLOWING: CHANGES IN NET ASSETS/LIABILITIES AND ELIMINATION OF INTERCOMPANY TRANSACTIONS. FOR ADDITIONAL INFORMATION PLEASE SEE THE FINRA 2023 ANNUAL FINANCIAL REPORT WHICH IS AVAILABLE AT WWW.FINRA.ORG/ABOUT/ANNUAL-REPORTS. - -XXX-XX-XXXX; |
| Software ID: | 23017437 |
| Software Version: | 2023v5.1 |