FINRA has commenced a targeted review of member firm practices relating to public and private offerings undertaken by small-cap, exchange-listed issuers with business operations in foreign jurisdictions, including China (collectively, “small-cap offerings”). The review focuses on (i) firms that have participated in multiple small-cap offerings as an underwriter, bookrunner, syndicate member, selling group member, or
FINRA Advances Regulatory Mission Through Artificial Intelligence
FINRA’s President and Chief Executive Officer, Robert Cook, recently published a blog post describing FINRA’s ongoing efforts to integrate artificial intelligence (“AI”), including generative AI (“GenAI”), into its regulatory program and engage with member firms regarding their use of GenAI. Below we highlight how FINRA is using GenAI to perform its self-regulatory functions more effectively…
SEC Grants No-Action Relief from Rule 17a-4 for Reliance on Central Registration Depository System to Maintain Electronically Signed Form U4 Filings
On September 5, 2025, the Staff of the Division of Trading and Markets of the U.S. Securities and Exchange Commission granted no-action relief that allows members of the Financial Industry Regulatory Authority, Inc. (“FINRA”) to rely on the Central Registration Depository system (“CRD”) to satisfy their record retention requirements under Rule 17a-4 under the Securities…
FINRA Publishes 2025 Annual Regulatory Oversight Report
The Financial Industry Regulatory Authority, Inc. (“FINRA”) published its 2025 Annual Regulatory Oversight Report (the “Report”), which builds on the structure and content of FINRA’s prior reports for 2021-2024. This year, the Report adds new topics relating to the third-party risk landscape, registered index-linked annuities and extended hours trading. The Report also includes new content…
FINRA Will Not Set an Effective Date for Amendments to TRACE Rules Establishing One-Minute Reporting Requirement; FINRA to Prepare New Filing for Public Comment
On February 5, 2025, Robert Cook, President and Chief Executive Officer of the Financial Industry Regulatory Industry, Inc. (FINRA), announced that FINRA will not set an effective date for its recent amendments (the “Amendments”) to Trade Reporting and Compliance Engine (TRACE) reporting rules to reduce the current 15-minute timeframe to one minute for reporting transactions…
SEC Grants Temporary Exemption from Rule 13f-2 and Form SHO Compliance
On February 7, 2025, the US Securities and Exchange Commission provided a temporary exemption from compliance with Rule 13f-2 under the Securities Exchange Act and the associated Form SHO reporting. Originally, the first Form SHO disclosures were due by February 14, 2025, but the exemption now pushes out the deadline to February 17, 2026 for…
ICI Urges SEC to Delay Short-Sell Reporting Rules Amid Compliance Uncertainty
The Investment Company Institute (ICI) has asked the Securities and Exchange Commission (SEC) in a comment letter to delay enforcement of its new short sale disclosure rules (the “Short Sale Final Rules”) until additional compliance guidance is provided. The Short Sale Final Rules, finalized in October 2023, require certain institutional investment managers to report…
FINRA Provides Guidance on Timing Requirements under Certain Broker-Dealer Financial, Operational and Reporting Rules in the Event of an Unexpected Close of Securities Markets (January 9, 2025 National Day of Mourning in Honor of President Carter)
On December 31, 2024, the Financial Industry Regulatory Authority, Inc. (“FINRA”) issued Regulatory Notice 24-18 (“RN 24-18”) to provide updated guidance to members regarding Rules 15c3-1, 15c3-3 and 17a-5 under the Securities Exchange Act of 1934 (“SEA”), Rule 204 under Regulation SHO, FINRA Rules 4210, 4230(b), 4521 and 4524, and Regulation T of the Federal…
FINRA Seeks Public Comment on Proposed Rule Changes
On December 20, 2024, FINRA requested public comment on its proposed rule changes to Rules 5110 (Underwriting Terms and Arrangements), 5121 (Public Offerings of Securities With Conflicts of Interest) and 5123 (Private Placements of Securities). These proposed rule changes stem from comments received from the public in response to the May 2023 Regulatory Notice 23-09…
Rule 15c2-11 Relief for Fixed Income Securities
Broker-dealers had been preparing for the sunset of the prior time-based relief that the staff of the Securities and Exchange Commission provided in respect of compliance with Rule 15c2-11 as to certain fixed income securities, which expires on January 4, 2025. The SEC had separately provided exemptive relief with respect to Rule 144A securities; however…

