2025-11-17T09:27:39+00:00 2024-12-31 346565596 ERNST & YOUNG US LLP 221 E 4TH STREET SUITE 2900 CINCINNATI OH 45202 990 2024-01-01 530088710 Financial Industry Regulatory Authority Inc FINA 2027288949 9509 KEY WEST AVENUE ROCKVILLE MD 20850 ROBERT W COOK PRESIDENT AND CEO 2027288949 2025-11-17 true JULIE L SPARKS P01268401 5136121400 2025-11-17 2024 2025-03-06 01:10:19Z ROBERT W COOK 1700 K STREET NW WASHINGTON DC 20006 3466202902 false X WWW.FINRA.ORG X 1936 DE FINRA's mission is to protect investors and safeguard the integrity of our vibrant capital markets to ensure that everyone can invest with confidence. 22 21 4703 7 29944347 0 0 0 856349823 1757021912 61714723 84666072 686188808 765815096 1604253354 2607503080 0 0 0 0 978132654 1089076605 0 0 0 1081059856 1951853201 2059192510 3040929806 -454939156 -433426726 2483003873 3101319446 810249941 1344019165 1672753932 1757300281 FINRA's mission is to protect investors and safeguard the integrity of our vibrant capital markets to ensure that everyone can invest with confidence. false false FINRA is a not-for-profit organization dedicated to investor protection and market integrity. FINRA regulates one critical part of the securities industry-member brokerage firms doing business in the U.S. FINRA, overseen by the SEC, writes rules, examines for and enforces compliance with FINRA rules and federal securities laws, registers broker-dealer personnel and offers them education and training, and informs the investing public. In addition, FINRA provides surveillance and other regulatory services for equities and options markets, as well as trade reporting and other industry utilities. FINRA also administers a dispute resolution forum for investors and brokerage firms and their registered employees. For more information, visit www.finra.org. 0 false false false false true false false false false false true true false false false true false true false true true false false false false false false false false true false false false false false false false true true false false false false false true true true true false false true X 2326 0 true 4703 true true true true CJ false false false false true false X 22 21 true false false false true true true true true false false false true true true true true true true true false false CA X MARCIA E ASQUITH 2027288949 1700 K STREET NW WASHINGTON DC 200061506 Robert W Cook President & CEO 60.0 0.0 X X 3472973 0 629827 Camille M Busette Board Member 2.0 2.0 X 116106 0 0 Cyrus Amir-Mokri BOARD MEMBER - as of 9/13/24 2.0 0 X 630 0 0 DEBORAH BAILEY BOARD MEMBER 2.0 2.0 X 100000 0 0 DERRICK ROMAN BOARD MEMBER 2.0 0 X 109253 0 0 ERIC SCHIMPF BOARD MEMBER - AS OF 9/17/24 2.0 0 X 0 0 0 Eric W Noll CHAIRPERSON 2.0 2.0 X 175505 0 0 ERIK SIRRI BOARD MEMBER - AS OF 11/8/24 2.0 0 X 25110 0 0 Ethiopis Tafara Board Member 2.0 2.0 X 958 0 0 Fabiola Arredondo BOARD MEMBER 2.0 0.0 X 101003 0 0 Gus Sauter BOARD MEMBER 2.0 0 X 106111 0 0 JAMES T CROWLEY BOARD MEMBER 2.0 2.0 X 737 0 0 JENNIFER SZARO BOARD MEMBER - AS OF 9/11/24 2.0 0 X 50000 0 0 John B Ehnes Board Member - thru 9/11/24 2.0 2.0 X 85738 0 0 JOHN VACCARO BOARD MEMBER - as of 9/11/24 2.0 0 X 50110 0 0 Lance F Drummond Board Member - thru 9/11/24 2.0 0.0 X 95271 0 0 Linde Murphy Board Member 2.0 0.0 X 101017 0 0 Lisa Fairfax BOARD MEMBER - thru 4/5/24 2.0 2.0 X 50220 0 0 Maureen Jensen Board Member 2.0 2.0 X 118608 0 0 MOIRA A KILCOYNE BOARD MEMBER 2.0 2.0 X 100475 0 0 MORTIMER J BUCKLEY BOARD MEMBER - thru 7/8/24 2.0 0.0 X 0 0 0 Naureen Hassan BOARD MEMBER - THRU 9/11/24 2.0 0 X 0 0 0 Paige W Pierce Board Member - thru 9/11/24 2.0 2.0 X 76912 0 0 PEGGY HO BOARD MEMBER 2.0 2.0 X 101468 0 0 PENNY PENNINGTON BOARD MEMBER 2.0 0.0 X 0 0 0 SAMIR M DESHPANDE BOARD MEMBER 2.0 0.0 X 103292 0 0 Scott Curtis BOARD MEMBER 2.0 2.0 X 105011 0 0 Timothy C Scheve Board Member - thru 9/11/24 2.0 2.0 X 89198 0 0 Wendy Lanton Board Member 2.0 2.0 X 103964 0 0 Marcia E Asquith EVP Board & External relations 60.0 0.0 X 994058 0 140850 Todd T Diganci Executive Vice President & CFAO 60.0 0.0 X 1739416 0 631092 Gregory Ruppert Executive Vice President 60.0 0.0 X 1467716 0 214053 Jonathan S Sokobin Executive Vice President 60.0 0.0 X 1024187 0 108343 Nathaniel Stankard Executive Vice President 60.0 0.0 X 1182738 0 85620 Rainia L Washington Executive Vice President 60.0 0.0 X 996061 0 198616 Robert L D Colby EVP And Chief Legal Officer 60.0 0.0 X 1461686 0 62670 Stephanie Dumont Executive Vice President 60.0 0.0 X 1109862 0 156018 Steven J Randich Executive Vice President & CIO 60.0 0.0 X 1963213 0 337127 William St Louis EXECUTIVE VICE PRESIDENT 60.0 0.0 X 930024 0 173829 Gene G Demaio Senior Vice President 60.0 0.0 X 1007808 0 61227 Jeffrey Kalinowski SENIOR VICE PRESIDENT 60.0 0 X 927907 0 64229 Omer Meisel EXECUTIVE VICE PRESIDENT 60.0 0 X 953619 0 48741 Richard W Berry EXECUTIVE VICE PRESIDENT 60.0 0.0 X 1079799 0 67472 Tigran Khrimian SENIOR VICE PRESIDENT 60.0 0.0 X 928786 0 156533 Jon Kroeper Executive Vice President 0.0 0.0 X 1071446 0 113197 24277996 0 3249444 3695 true true false Amazon Web Services 12900 Worldgate Drive Herndon VA 20170 Hosting Services 179689658 UNISYS CORPORATION 801 LAKEVIEW DRIVE BLUE BELL PA 19422 CONSULTING 14964039 TEKSYSTEMS INC PO BOX 198568 ATLANTA GA 30384 Consulting 14896351 CONSULTNET LLC 10813S RIVER FRONT PKWY SOUTH JORDAN UT 84095 CONSULTING 14652671 NASDAQ TECHNOLOGY AB SE-105 78 STOCKHOLM SW 10578 HOSTING SERVICES 13277001 155 0 0 0 0 0 0 0 0 Activity Assessment 900099 1403791927 1403791927 0 0 Transparency Services 900099 102274438 102274438 0 0 Contract Service Fees 900099 250805040 220467648 30337392 0 0 0 0 0 0 0 0 0 150507 150507 0 0 1757021912 63135823 0 -393045 63528868 0 0 0 0 154229 0 0 154229 0 0 0 0 0 0 879865025 365046 858165693 534129 21699332 -169083 21530249 0 0 21530249 0 0 0 0 0 0 0 0 0 0 0 Subsidiary Fees and Overhead Allocation 900099 765660867 765660867 0 0 0 0 765660867 2607503080 2492345387 29944347 85213346 0 0 0 0 18979402 0 845118323 89095002 82507729 53376149 18519319 9189679 1486709 535500 0 4842442 127956013 1195313 10245018 286000206 0 11995061 20965649 0 2760994 2132738 0 30356466 2707841 Activity Assessment 1403791932 BAD DEBT 10117976 TAXES 4262961 PUBLICATIONS/PRINTING 901926 1889458 3040929806 217489037 640627829 121254533 109839597 0 0 117264414 270779095 0 0 0 0 20943739 52674169 0 0 36087787 43855449 413222491 142328306 287467786 270894185 1249513962 1240360622 423497241 449140931 0 7517832 6014266 1967542 17133303 2483003873 3101319446 809756601 1343626647 0 0 493340 392518 0 0 0 0 0 0 0 0 0 0 0 0 810249941 1344019165 0 0 0 0 X 196833281 191043026 0 0 1475920651 1566257255 1672753932 1757300281 2483003873 3101319446 X -433426726 40838009 0 484244227 0 -7109161 X false true true false false false false 600000 600000 600000 105509118 33089140 72419978 28045643 21513029 6532614 279667730 87726137 191941593 270894185 Closely-held equity interests Financial derivatives Private Investments Marketable Alternative Investment Investment in NSCC 300000 C Private Investments 448840931 F 449140931 0 X 0 0 0 0 0 0 0 0 0 0 0 0 Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote U.S. GAAP PROVIDES A TWO-STEP APPROACH FOR EVALUATING TAX POSITIONS. RECOGNITION (STEP 1) OCCURS WHEN AN ENTITY CONCLUDES THAT A TAX POSITION, BASED SOLELY ON ITS TECHNICAL MERITS, IS MORE LIKELY THAN NOT TO BE SUSTAINED UPON EXAMINATION. MEASUREMENT (STEP 2) OCCURS WHEN THE TAX BENEFIT IS MEASURED AS THE LARGEST AMOUNT OF BENEFIT, DETERMINED ON A CUMULATIVE PROBABILITY BASIS, THAT IS MORE LIKELY THAN NOT TO BE REALIZED UPON ULTIMATE SETTLEMENT. FOR 2021 THROUGH 2024, THE YEARS MANAGEMENT CONSIDERS TO BE OPEN FOR EXAMINATION BY TAXING AUTHORITIES, MANAGEMENT DID NOT IDENTIFY THE EXISTENCE OF ANY MATERIAL UNCERTAIN TAX POSITIONS. Central America and the Caribbean 0 0 Investments 254386729 North America (Canada & Mexico only) 1 13 Program Services IT SERVICES 3469942 1 13 0 0 1 13 257856671 0 257856671 false false true true true false Schedule F, Part I, Line 3 Method used to account for expenditures on org's financial statements CENTRAL AMERICA AND THE CARIBBEAN-Accrual; NORTH AMERICA (CANADA & MEXICO ONLY)-Accrual X X X true true X X X X X true true false Robert W Cook President & CEO 1074593 0 2365000 0 33380 0 622548 0 7279 0 4102800 0 0 0 Eric W Noll CHAIRPERSON 175505 0 0 0 0 0 0 0 0 0 175505 0 0 0 Marcia E Asquith EVP Board & External relations 423784 0 540000 0 30274 0 102989 0 37861 0 1134908 0 0 0 Todd T Diganci Executive Vice President & CFAO 683032 0 860000 0 196384 0 619648 0 11444 0 2370508 0 0 0 Robert L D Colby EVP And Chief Legal Officer 564366 0 725000 0 172320 0 46505 0 16165 0 1524356 0 0 0 Steven J Randich Executive Vice President & CIO 630521 0 830000 0 502692 0 296000 0 41127 0 2300340 0 272282 0 Jonathan S Sokobin Executive Vice President 383262 0 430000 0 210925 0 44850 0 63493 0 1132530 0 82671 0 Nathaniel Stankard Executive Vice President 405486 0 470000 0 307252 0 37950 0 47670 0 1268358 0 143107 0 Rainia L Washington Executive Vice President 419822 0 550000 0 26239 0 147789 0 50827 0 1194677 0 0 0 Stephanie Dumont Executive Vice President 499268 0 605000 0 5594 0 117607 0 38411 0 1265880 0 0 0 Gregory Ruppert Executive Vice President 509939 0 600000 0 357777 0 164857 0 49196 0 1681769 0 0 0 William St Louis EXECUTIVE VICE PRESIDENT 448293 0 455000 0 26731 0 108486 0 65343 0 1103853 0 0 0 Jon Kroeper Executive Vice President 7986 0 0 0 1063460 0 93633 0 19564 0 1184643 0 0 0 Richard W Berry EXECUTIVE VICE PRESIDENT 386587 0 375000 0 318212 0 17765 0 49707 0 1147271 0 166521 0 Gene G Demaio Senior Vice President 384450 0 358750 0 264608 0 12219 0 49008 0 1069035 0 0 0 Tigran Khrimian SENIOR VICE PRESIDENT 373648 0 430000 0 125138 0 112844 0 43689 0 1085319 0 25000 0 Jeffrey Kalinowski SENIOR VICE PRESIDENT 381685 0 265000 0 281222 0 60867 0 3362 0 992136 0 0 0 Omer Meisel EXECUTIVE VICE PRESIDENT 390538 0 350000 0 213081 0 44850 0 3891 0 1002360 0 0 0 Schedule J, Part I, Line 1a First-class or charter travel SCHEDULE J, PART I, LINE 1 FIRST CLASS OR CHARTER TRAVEL: FIRST CLASS AIR TRAVEL IS LIMITED TO EXTENDED AND INTERNATIONAL FLIGHTS AND BOARD TRAVEL, SUBJECT TO CERTAIN OTHER RESTRICTIONS REGARDING TIME AND DISTANCE. Schedule J, Part I, Line 1a Travel for companions TRAVEL FOR COMPANIONS IS LIMITED TO EMPLOYEES ON EXTENDED TRAVEL AND IS SUBJECT TO CERTAIN RESTRICTIONS REGARDING TIME AND DISTANCE. THE BOARD MEMBERS' TRAVEL POLICY AS WELL AS THE CONTRACT FOR THE CEO PROVIDE FOR GUEST OR COMPANION TRAVEL FOR CERTAIN BUSINESS-RELATED EVENTS. COMPANION TRAVEL IS TREATED AS TAXABLE COMPENSATION. Schedule J, Part I, Line 1a Tax indemnification and gross-up payments IT IS FINRA'S PRACTICE TO GROSS-UP LIMITED NON-CASH EMPLOYEE RELOCATION EXPENSES. Schedule J, Part I, Line 4a Severance or change-of-control payment In connection with Jon Kroeper's separation from FINRA, he was paid $271,541 in 2024. This amount is reflective of his 17 years of service to FINRA . Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan FINRA OFFERS TWO NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS. CLIFF VESTING EVENTS AND PAYOUT DIFFERENTIALS ARE TAXABLE IN THE YEAR IN WHICH THEY OCCUR AND ARE REPORTED IN COLUMN B(III) OF SCHEDULE J, PART II. UNVESTED BENEFIT AND CONTRIBUTION ACCRUALS ARE TAX DEFERRED AND ARE REPORTED IN COLUMN C OF SCHEDULE J, PART II. 1) FINRA'S SUPPLEMENTAL DEFINED BENEFIT PLAN IS A NON-QUALIFIED DEFINED BENEFIT PLAN THAT IS PROVIDED TO MEMBERS OF A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES SUCH AS THOSE DESCRIBED UNDER 201(2), 301(A)(3), AND 401(A)(1) OF ERISA. IT IS A FINRA FUNDED PLAN IN WHICH PARTICIPANTS TYPICALLY HAD A TAXABLE ONE-TIME CLIFF VESTING EVENT AT A SPECIFIED MILESTONE BASED ON BOTH AGE AND YEARS OF SERVICE. THIS PLAN WAS CLOSED TO NEW ENTRANTS AS OF 12/31/05. REMAINING PARTICIPANTS ARE FULLY VESTED. THE AMOUNTS BELOW, IF ANY, REPRESENT THE ACCUMULATED BENEFITS RECOGNIZED IN THE CURRENT YEAR FOR FEDERAL INCOME TAX PURPOSES UPON THE INDIVIDUALS' SEPARATION FROM FINRA AND THE PLAN. THE BENEFITS WERE EARNED WITHIN THE NON-QUALIFIED DEFINED BENEFIT PLAN OVER THE DURATION OF THE INDIVIDUALS' YEARS OF SERVICE TO FINRA. THESE AMOUNTS VARY BY INDIVIDUAL BASED ON YEARS OF SERVICE, COMPENSATION LEVELS AND PAY GRADE, AGE AT SEPARATION, AND PREVIOUS VESTING EVENTS. PARTICIPANTS IN THE NON-QUALIFIED DEFINED BENEFIT PLAN THAT HAD ACCUMULATED BENEFITS RECOGNIZED IN 2024 INCLUDE: NONE THE DEFINED BENEFIT PLANS NOTED ABOVE, BOTH PENSION AND SUPPLEMENTAL, MAY EXPERIENCE FLUCTUATIONS DUE TO CHANGES IN DISCOUNT RATES AND OTHER ACTUARIAL FACTORS. THESE FLUCTUATIONS MAY RESULT IN SIGNIFICANT VALUATION CHANGES, BOTH POSITIVE AND NEGATIVE, THAT AFFECT THE REPORTED COMPENSATION IN ANY GIVEN YEAR. 2) FINRA'S SUPPLEMENTAL DEFINED CONTRIBUTION PLAN IS A NON-QUALIFIED PLAN THAT IS OPEN TO VICE PRESIDENTS AND ABOVE WITH AN ANNUAL BASE PAY ABOVE THE QUALIFIED LIMIT. IT IS A FINRA FUNDED PLAN WITH A 3 YEAR VESTING CYCLE WITH ANNUAL VESTING BEGINNING AT AGE 62. PARTICIPANTS IN THE SUPPLEMENTAL NON-QUALIFIED DEFINED CONTRIBUTION PLAN WITH CONTRIBUTIONS VESTING IN 2024 INCLUDE: RICHARD W. BERRY - $289,973 ROBERT L.D. COLBY - $131,741 GENE G. DEMAIO - $261,788 TODD T. DIGANCI - $160,276 JEFFREY KALINOWSKI - $206,338 OMER MEISEL - $171,347 STEVEN RANDICH - $471,715 JONATHAN SOKOBIN - $181,775 NATHANIEL STANKARD - $281,731 PARTICIPANTS IN THE SUPPLEMENTAL NON-QUALIFIED DEFINED CONTRIBUTION PLAN WITH A PAYOUT IN 2024 INCLUDE: NONE VOLUNTARY COMPENSATION DISCLOSURES: CYRUS AMIR-MOKRI, MORTIMER BUCKLEY, JAMES CROWLEY, NAUREEN HASSAN, PENNY PENNINGTON, ERIC SCHIMPF AND ETHIOPIS TAFARA WERE VOLUNTEER BOARD MEMBERS IN 2024 AND DID NOT RECEIVE COMPENSATION FOR THEIR SERVICES. HOWEVER, CYRUS AMIR-MOKRI, JAMES CROWLEY AND ETHIOPIS TAFARA DID RECEIVE TAXABLE FRINGE BENEFITS AS REPORTED ON FORM 1099-NEC. SUPPLEMENTAL COMPENSATION INFORMATION FOR THE HIGHEST COMPENSATED EXECUTIVES, BASE SALARY AND INCENTIVE COMPENSATION (EARNED IN THE PRIOR YEAR) REPORTED IN COLUMNS B(I) AND B(II) ARE INDEPENDENTLY DETERMINED AND APPROVED BY THE MANAGEMENT COMPENSATION COMMITTEE OF THE BOARD OF GOVERNORS. OTHER REPORTABLE COMPENSATION (COLUMN B(III)) IS LARGELY COMPOSED OF RETIREMENT VESTING AND/OR PAYOUT EVENTS FROM NON-QUALIFIED PLANS, AS WELL AS SEVERANCE OR SEPARATION PAYMENTS, IF APPLICABLE. FOR FURTHER DETAILS REGARDING EXECUTIVE COMPENSATION, PLEASE REFER TO SCHEDULE O. Thomas J Diganci Family Member 139908 Compensation false GILLIAN DUMONT FAMILY MEMBER 33504 COMPENSATION false TCM SCHEVE LLC DIRECTOR 37000 CONSULTING false Schedule L, Part IV BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS THOMAS J. DIGANCI WAS AN EMPLOYEE OF FINRA, AND THE SON OF TODD T. DIGANCI, EXECUTIVE VICE PRESIDENT & CFAO. FINRA PAID MR. THOMAS J. DIGANCI ANNUAL COMPENSATION OF $139,908 IN 2024. THERE IS NO DIRECT REPORTING RELATIONSHIP BETWEEN TODD AND THOMAS DIGANCI. GILLIAN DUMONT WAS AN EMPLOYEE OF FINRA, AND THE DAUGHTER OF STEPHANIE DUMONT, EXECUTIVE VICE PRESIDENT, MARKET REGULATION. FINRA PAID MS. DUMONT ANNUAL COMPENSATION OF $33,504 IN 2024. THERE IS NO DIRECT REPORTING RELATIONSHIP BETWEEN STEPHANIE AND GILLIAN DUMONT. TIMOTHY C. SCHEVE OF TCM SCHEVE LLC, A DIRECTOR WAS PAID $37,000 IN 2024 FOR CONSULTING SERVICES AFTER HIS TERM ON THE BOARD OF GOVERNORS ENDED.. VOLUNTARY DISCLOSURE FOR FINANCIAL INFORMATION AS THE PARENT ORGANIZATION, FINRA INCURS ALL DIRECT AND INDIRECT EXPENSES, INCLUDING SALARY AND BENEFITS OF ITS WHOLLY-OWNED SUBSIDIARY FINRA REGULATION, INC. THE FINANCIAL INFORMATION INCLUDED IN THIS FORM 990 IS PRESENTED ON A STAND-ALONE BASIS. AMOUNTS ALIGNED WITH THE PROGRAMS CONDUCTED UNDER THE GOVERNANCE OF THE FINRA REGULATION REGULATORY POLICY COMMITTEE ARE PRESENTED ON FINRA REGULATION'S FORM 990. THEREFORE, THE STATEMENTS AND SCHEDULES IN THIS FORM DO NOT REPRESENT THE CONSOLIDATED RESULTS FOR FINRA AND ITS SUBSIDIARIES. THE 2024 FORM 990 SHOULD BE READ IN CONJUNCTION WITH FINRA'S 2024 ANNUAL FINANCIAL REPORT, WHICH IS AVAILABLE AT WWW.FINRA.ORG/ABOUT/ANNUAL-REPORTS. SEE ALSO SEPARATE 2024 FORMS 990 FOR RELATED ENTITIES, INCLUDING FINRA REGULATION AND FINRA INVESTOR EDUCATION FOUNDATION. Form 990, Part V, Line 1a THE FINANCIAL INDUSTRY REGULATORY AUTHORITY'S FORM 1096 ANNUAL SUMMARY AND TRANSMITTAL OF U.S. INFORMATION RETURNS REPORTS ALL CONTRACTOR PAYMENTS AND APPLICABLE 1099S FOR THE FINANCIAL INDUSTRY REGULATORY AUTHORITY AND FINRA REGULATION. Form 990, Part VI, Line 2 Family/business relationships amongst interested persons James Crowley, Wendy Lanton & Peggy Ho - Business relationship Form 990, Part VI, Line 6 Classes of members or stockholders FINRA IS ORGANIZED AS A NONSTOCK, NOT-FOR-PROFIT, MEMBERSHIP CORPORATION. NO REVENUES OR EARNINGS MAY BE USED FOR THE BENEFIT OF ANY INDIVIDUAL OR MEMBER. ANY REGISTERED BROKER, DEALER, MUNICIPAL SECURITIES BROKER OR DEALER, OR GOVERNMENT SECURITIES BROKER OR DEALER IS ELIGIBLE FOR MEMBERSHIP IN THE CORPORATION, EXCEPT FOR THOSE WHO FAIL OR CEASE TO SATISFY THE CORPORATION'S QUALIFICATION REQUIREMENTS, OR BECOME DISQUALIFIED, OR FAIL TO FILE CERTAIN FORMS AS THE CORPORATION PRESCRIBES. THE MEMBERS OF THE CORPORATION GENERALLY HAVE NO VOTING RIGHTS, OTHER THAN TO VOTE ON (1) AMENDMENTS TO THE BY-LAWS OF THE CORPORATION, (2) BUSINESS RAISED DURING THE ANNUAL OR SPECIAL MEETINGS OF MEMBERS, (3) THE ELECTION OF THE SMALL FIRM, MID-SIZED FIRM AND LARGE FIRM GOVERNORS, OR (4) OTHERWISE PROVIDED BY THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE OR FINRA'S RESTATED CERTIFICATE OF INCORPORATION. Form 990, Part VI, Line 7a Members or stockholders electing members of governing body SMALL FIRM MEMBERS ARE ENTITLED TO VOTE FOR THE ELECTION OF SMALL FIRM GOVERNORS, MID-SIZE FIRM MEMBERS ARE ENTITLED TO VOTE FOR THE ELECTION OF MID-SIZE FIRM GOVERNORS, AND LARGE FIRM MEMBERS ARE ENTITLED TO VOTE FOR THE ELECTION OF LARGE FIRM GOVERNORS, IN ACCORDANCE WITH THE PROCEDURES FOR SUCH A VOTE AS PROVIDED IN THE CORPORATION'S BY-LAWS AND CERTIFICATE OF INCORPORATION. Form 990, Part VI, Line 7b Decisions requiring approval by members or stockholders THE CORPORATION'S MEMBERS ARE ENTITLED TO VOTE ON ANY AMENDMENT TO THE BY-LAWS OF THE CORPORATION, IN ACCORDANCE WITH THE PROCEDURES FOR SUCH A VOTE AS PROVIDED IN THE CORPORATION'S BY-LAWS AND CERTIFICATE OF INCORPORATION. 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 EXECUTIVE COMMITTEE REVIEWED AND APPROVED THE ORGANIZATION'S 2024 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 EMPLOYEES. 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. FINRA'S CODE OF CONDUCT APPLIES TO ALL EMPLOYEES OF FINRA (STAFF AND OFFICERS) AND DEFINES THE EXPECTATION OF EVERYONE WHO ACTS ON FINRA'S BEHALF, INCLUDING CONTRACTORS AND TEMPORARY EMPLOYEES ("TEMPORARY WORKERS"). THE CODE INCLUDES A WRITTEN CONFLICT OF INTEREST POLICY THAT PRECLUDES EMPLOYEES AND TEMPORARY WORKERS FROM HAVING A DIRECT OR INDIRECT INTEREST IN OR RELATIONSHIP WITH ANY ORGANIZATION WHERE THESE INTERESTS COULD CONCEIVABLY: A)HINDER FINRA'S OBJECTIVITY, INDEPENDENCE OR JUDGMENT OR CONDUCT IN CARRYING OUT FINRA'S RESPONSIBILITIES OR B)CREATE THE APPEARANCE OF A CONFLICT. EMPLOYEES AND TEMPORARY WORKERS HAVE AN ONGOING RESPONSIBILITY TO REPORT CONFLICTS UNDER THE CODE. ADDITIONALLY, EMPLOYEES MUST CERTIFY COMPLIANCE WITH THE CODE OF CONDUCT WITHIN 30 DAYS OF HIRE AND ANNUALLY THEREAFTER. EMPLOYEES AND TEMPORARY WORKERS ARE REGULARLY REMINDED OF THE RESOURCES THAT ARE AVAILABLE WHEN THEY ARE UNSURE WHAT TO DO WHEN FACED WITH A CONFLICT. IN ADDITION TO TALKING TO DEPARTMENTAL MANAGEMENT, EMPLOYEES AND TEMPORARY WORKERS CAN DISCUSS CONFLICT-RELATED CONCERNS WITH FINRA'S OFFICE OF GENERAL COUNSEL. IF THEY ARE UNCOMFORTABLE DISCLOSING AN ISSUE AND DISCLOSING THEIR IDENTITY, THEY CAN USE FINRA'S 24-HOUR ETHICSPOINT HOTLINE TO POSE QUESTIONS OR REPORT CONCERNS. FINRA'S WHISTLEBLOWER POLICY FORBIDS RETALIATION FOR INFORMATION OR GOOD-FAITH REPORTS ABOUT ACTUAL OR POSSIBLE VIOLATIONS OF THE CODE OF CONDUCT, FINRA POLICY OR THE LAWS AND REGULATIONS GOVERNING FINRA'S ACTIVITIES. Form 990, Part VI, Line 15a Process to establish compensation of top management official THE COMPENSATION AND HUMAN CAPITAL COMMITTEE OF THE FINRA BOARD OF GOVERNORS (THE "COMMITTEE") IS RESPONSIBLE FOR SETTING PAY FOR SELECT EXECUTIVES OF FINRA AND OFFICERS OF FINRA REGULATION. THE COMMITTEE IS COMPOSED OF BETWEEN FOUR AND SEVEN NON-EMPLOYEE, NON-SECURITIES INDUSTRY MEMBERS OF THE BOARD OF GOVERNORS. THE CEO SERVES AS AN EX-OFFICIO, NON-VOTING MEMBER OF THE COMMITTEE. THE COMMITTEE MET ON MARCH 6, 2024, TO ESTABLISH INCENTIVE COMPENSATION ATTRIBUTABLE TO THE PERFORMANCE OF SERVICES DURING CALENDAR YEAR 2023 AND TO ESTABLISH BASE SALARIES FOR CALENDAR YEAR 2024. Form 990, Part VI, Line 15b Process to establish compensation of other employees AS A GENERAL POLICY, FINRA HAS DETERMINED ITS COMPETITIVE COMPENSATION POSITIONING SHOULD BE CONSIDERED AGAINST A BROAD SECTION OF FINANCIAL SERVICES COMPANIES, AS THIS SECTOR IS THE MOST LIKELY SECTOR FROM WHICH WE RECRUIT TALENT AND THAT WOULD RECRUIT TALENT AWAY FROM THE COMPANY. WE ALSO BENCHMARK AGAINST GENERAL INDUSTRY POSITIONS AND LAW DEPARTMENTS FOR JOBS THAT ARE NOT UNIQUE TO THE FINANCIAL SERVICES INDUSTRY. THE COMMITTEE ENGAGED A THIRD-PARTY COMPENSATION CONSULTANT, TO PREPARE A COMPENSATION STUDY FOR REVIEW AT THESE MEETINGS. IN DETERMINING A BENCHMARKING STRATEGY FOR KEY EXECUTIVES, FINANCIAL SERVICES ORGANIZATIONS (BROKER-DEALERS, INVESTMENT BANKS, FEDERAL RESERVE BANKS, COMMERCIAL BANKS, INSURANCE COMPANIES, EXCHANGES AND REGULATORS) WERE DETERMINED TO BE THE MOST RELEVANT GROUPS FOR COMPARISON PURPOSES. THE COMMITTEE ENGAGED IN SUBSTANTIAL RESEARCH AND CONSIDERATION OF THE FUNCTIONS AND OPERATIONS OF SEVERAL POTENTIAL COMPARATORS AS WELL AS GENERAL COMPETITIVE CONDITIONS. IN DETERMINING SPECIFIC SALARY AND INCENTIVE COMPENSATION LEVELS FOR THE KEY EXECUTIVES, MANAGEMENT AND THE COMMITTEE CONSIDER: 1) OPERATIONAL RESULTS; 2) STRATEGIC INITIATIVES; 3) FINANCIAL HEALTH/RESULTS; 4) INDIVIDUAL CHARACTERISTICS SUCH AS PERFORMANCE; AND 5) COMPETITIVE COMPENSATION LEVELS AS PREPARED BY A THIRD-PARTY COMPENSATION CONSULTANT. THE COMMITTEE'S MINUTES OF THE MARCH 6, 2024, MEETING WERE REVIEWED AND APPROVED AS ACCURATE AND COMPLETE. THE FULL BOARD FURTHER APPROVED THE 2023 INCENTIVE COMPENSATION OF THE CEO AT ITS MEETING ON MARCH 7, 2024. ALL COMPENSATION AND HUMAN CAPITAL COMMITTEE MEMBERS VOTED FOR THE PROPOSED LEVEL OF COMPENSATION FOR THE COVERED EXECUTIVES. 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 VII, Section A, Line 1a FORM 990, PART VII, LINE 1A THE OFFICERS / KEY EMPLOYEES LISTED IN FORM 990, PART VII, COLUMN A, DEVOTE AN AVERAGE TOTAL OF 60 HOURS PER WEEK TO THE FILING ORGANIZATION AND ANY OR ALL OF THE FOLLOWING RELATED ORGANIZATIONS: FINRA REGULATION, INC., AND FINRA INVESTOR EDUCATION FOUNDATION. Form 990, Part VII, Section A, Line 1a ONLY THOSE PERMANENT, NON-ADMINISTRATIVE, FULL-TIME EMPLOYEES WHO ARE MEMBERS OF THE MANAGEMENT COMMITTEE ARE CONSIDERED KEY EMPLOYEES FOR PURPOSES OF THE FINRA FORM 990. THIS MAY RESULT IN AN ACTIVE EMPLOYEE BEING DESIGNATED AS FORMER AS REPORTING RELATIONSHIPS MAY CHANGE OVER TIME. Form 990, Part VIII, Line 2f Other Program Service Revenue - Total Revenue: 150507, Related or Exempt Function Revenue: 150507, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ; 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, UNRECOGNIZED EMPLOYEE BENEFIT PLAN AMOUNTS AND ELIMINATION OF INTER-COMPANY TRANSACTIONS. FOR ADDITIONAL INFORMATION PLEASE SEE THE 2024 FINRA ANNUAL FINANCIAL REPORT WHICH IS AVAILABLE AT WWW.FINRA.ORG/ABOUT/ANNUAL-REPORTS. - -7109161; Total - -7109161; FINRA CAT LLC 1700 K STREET NW WASHINGTON DC 20006 833874468 REGULATORY DE 190528750 45242758 FINRA INC FINRA TECHNOLOGY SERVICES LLC 1700 K Street NW Washington DC 20006 TECHNOLOGY RESOURCES DE 0 888893 FINRA INC 1239524 BC UNLIMITED LIABILITY COMPANY 5500 BURRARD STREET VANCOUVER BRITISH COLUMBIA CA V6C2B5 TECHNOLOGY RESOURCES CA 3216083 1561327 FINRA TECHNOLOGY SERVICES LLC Finra Regulation Inc 1700 K Street NW Washington DC 20006 521959501 Regulatory DE 501(c)(6) FINRA true FINRA INVESTOR EDUCATION FOUNDATION 1700 K STREET NW Washington DC 20006 200863779 Education DE 501(c)(4) Finra true Highvista Designated Portfolio 200 Clarendon ST Boston MA 02116 824716807 Investment DE FINRA INC Excluded 19966740 224132356 false false 1 false true false false false false false false false false false false false true true true true true true FINRA REGULATION INC O 625455884 COST FINRA REGULATION INC N 145370952 COST FINRA INVESTOR EDUCATION FOUNDATION O 3009520 COST FINRA INVESTOR EDUCATION FOUNDATION Q 378707 COST HIGHVISTA DESIGNATED PORTFOLIO S 15000000 FMV FINRA CAT LLC B 20000000 FMV