Financial Industry Regulatory Authority Inc

“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.”

“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.”

“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.”

“The form 990 was reviewed by senior management at various steps throughout the preparation cycle. The audit and management compensation committees reviewed and approved the organization's 2020 form 990 by unanimous written consent. The board was provided access to the final form 990 for review (via a website for board members only) prior to filing.”

“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.”

“The management compensation 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 four non-employee, non-securities industry members of the board of governors. The committee met on march 11, 2020 to establish incentive compensation attributable to the performance of services during calendar year 2019 and to establish base salaries for calendar year 2020.”

“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 officers and key employees, management and the committee consider: 1) operational results 2) strategic initiatives 3) financial health/results 4) individual characteristics such as performance 5) competitive compensation levels as prepared by a third-party compensation consultant. The committee's minutes of the march 20, 2020 meeting were reviewed and approved as accurate and complete. The full board further approved the 2019 incentive compensation of the ceo at its meeting on march 11, 2020. All compensation committee members voted for the proposed level of executive compensation.”

“The organization makes its governing documents and the finra consolidated audited financial statements available upon request.”

“The officers / key employees listed in form 990, part vii, column b, 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.”

“Only those permanent, non-administrative, full-time employees with a direct reporting relationship to the ceo 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.”

“- Total Revenue: 402050, Related or Exempt Function Revenue: 402050, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“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 2020 form 990 should be read in conjunction with finra's 2020 annual financial report which is available at www.finra.org/about/annual-reports. See also separate 2020 forms 990 for related entities, including finra regulation and finra investor education foundation.”

“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.”

“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 2020 finra annual financial report which is available at www.finra.org/about/annual-reports. - xxx-xx-xxxx;”