Form 990 for tax year 2023

Revenue

Part VIII, the statement of revenue.

• 1a · Federated campaigns

  $0

• 1b · Membership dues

  $0

• 1c · Fundraising events

  $0

• 1d · Related organizations

  $0

• 1e · Government grants (contributions)

  $0

• 1f · All other contributions, gifts and grants

  $0

• 1g · Noncash contributions included above

  $0

• 2a · Program service revenue: Activity Assessment

  total $555,065,869 · related or exempt $555,065,869 · unrelated business $0 · excluded $0

• 2b · Program service revenue: Transparency Services

  total $96,307,172 · related or exempt $96,307,172 · unrelated business $0 · excluded $0

• 2c · Program service revenue: Contract Service Fees

  total $204,898,384 · related or exempt $189,378,549 · unrelated business $15,519,835 · excluded $0

• 2d · Program service revenue

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 2e · Program service revenue

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 2f · All other program service revenue

  total $78,398 · related or exempt $78,398 · unrelated business $0 · excluded $0

• 3 · Investment income

  total $55,785,535 · related or exempt $0 · unrelated business $545,830 · excluded $55,239,705

• 4 · Income from investment of tax-exempt bond proceeds

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 5 · Royalties

  total $124,523 · related or exempt $0 · unrelated business $0 · excluded $124,523

• 6c · Rental income or loss

  real property $0 · personal property $0

• 6d · Net rental income or loss

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 7a · Gross sales of assets other than inventory

  securities $1,163,992,517 · other assets $306,786

• 7b · Less cost or other basis and sales expenses

  securities $1,158,088,079 · other assets $282,036

• 7c · Gain or loss

  securities $5,904,438 · other assets $24,750

• 7d · Net gain or loss

  total $5,929,188 · related or exempt $0 · unrelated business $0 · excluded $5,929,188

• 8a · Fundraising events: gross income

  $0

• 8b · Fundraising events: direct expenses

  $0

• 8c · Net income from fundraising events

  total $0 · unrelated business $0 · excluded $0

• 9a · Gaming: gross income

  $0

• 9b · Gaming: direct expenses

  $0

• 9c · Net income from gaming

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 10a · Gross sales of inventory

  $0

• 10b · Cost of goods sold

  $0

• 10c · Net income from sales of inventory

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 11a · Other revenue: Subsidiary Fees and Overhead Allocation

  total $686,064,285 · related or exempt $686,064,285 · unrelated business $0 · excluded $0

• 11b · Other revenue

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 11c · Other revenue

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 11d · All other revenue

  total $0 · related or exempt $0 · unrelated business $0 · excluded $0

• 11e · Other revenue, total

  $686,064,285

Functional expenses

Part IX, the statement of functional expenses.

• 1 · Grants to domestic organizations and governments

  total $0

• 2 · Grants to domestic individuals

  total $0

• 3 · Grants to foreign organizations and individuals

  total $0

• 4 · Benefits paid to or for members

  total $0

• 5 · Compensation of officers, directors and key employees

  total $18,740,710

• 6 · Compensation of disqualified persons

  total $0

• 7 · Other salaries and wages

  total $754,933,886

• 8 · Pension plan contributions

  total $92,443,151

• 9 · Other employee benefits

  total $63,797,804

• 10 · Payroll taxes

  total $48,217,103

• 11a · Fees: management

  total $31,422,987

• 11b · Fees: legal

  total $10,460,429

• 11c · Fees: accounting

  total $1,516,314

• 11d · Fees: lobbying

  total $396,057

• 11e · Fees: professional fundraising services

  total $0

• 11f · Fees: investment management

  total $4,161,503

• 11g · Fees: other

  total $50,578,108

• 12 · Advertising and promotion

  total $14,164

• 13 · Office expenses

  total $9,497,227

• 14 · Information technology

  total $338,352,952

• 15 · Royalties

  total $0

• 16 · Occupancy

  total $18,979,804

• 17 · Travel

  total $12,590,478

• 18 · Travel or entertainment for public officials

  total $0

• 19 · Conferences, conventions and meetings

  total $3,101,146

• 20 · Interest

  total $550,548

• 21 · Payments to affiliates

  total $0

• 22 · Depreciation, depletion and amortization

  total $25,437,482

• 23 · Insurance

  total $2,762,418

• 24a · Other expenses: Activity Assessment

  total $555,083,131

• 24b · Other expenses: BAD DEBT

  total $6,890,504

• 24c · Other expenses: TEMPORARY HELP

  total $3,556,824

• 24d · Other expenses: TAXES

  total $2,606,194

• 24e · All other expenses

  total $3,101,586

Balance sheet

Part X, book values.

• 1 · Cash, non-interest-bearing

  beginning of year $453,849,630 · end of year $217,489,037

• 2 · Savings and temporary cash investments

  beginning of year $29,369,359 · end of year $121,254,533

• 3 · Pledges and grants receivable

  beginning of year $0 · end of year $0

• 4 · Accounts receivable

  beginning of year $177,752,474 · end of year $117,264,414

• 5 · Loans and receivables from officers and key people

  beginning of year $0 · end of year $0

• 6 · Loans and receivables from disqualified persons

  beginning of year $0 · end of year $0

• 7 · Other notes and loans receivable

  beginning of year $11,859,791 · end of year $20,943,739

• 8 · Inventories for sale or use

  beginning of year $0 · end of year $0

• 9 · Prepaid expenses and deferred charges

  beginning of year $22,343,167 · end of year $36,087,787

• 10a · Land, buildings and equipment: cost or other basis

  $401,830,910

• 10b · Land, buildings and equipment: accumulated depreciation

  $114,363,124

• 10c · Land, buildings and equipment, net

  beginning of year $279,854,244 · end of year $287,467,786

• 11 · Investments: publicly traded securities

  beginning of year $1,316,388,274 · end of year $1,249,513,962

• 12 · Investments: other securities

  beginning of year $450,474,333 · end of year $423,497,241

• 13 · Investments: program-related

  beginning of year $0

• 14 · Intangible assets

  beginning of year $9,021,399 · end of year $7,517,832

• 15 · Other assets

  beginning of year $250,231 · end of year $1,967,542

• 17 · Accounts payable and accrued expenses

  beginning of year $1,072,991,706 · end of year $809,756,601

• 18 · Grants payable

  beginning of year $0 · end of year $0

• 19 · Deferred revenue

  beginning of year $303,545 · end of year $493,340

• 20 · Tax-exempt bond liabilities

  beginning of year $0 · end of year $0

• 21 · Escrow or custodial account liability

  beginning of year $0 · end of year $0

• 22 · Loans and payables to officers and key people

  beginning of year $0 · end of year $0

• 23 · Secured mortgages and notes payable

  beginning of year $0 · end of year $0

• 24 · Unsecured notes and loans payable

  beginning of year $0 · end of year $0

• 25 · Other liabilities

  beginning of year $0 · end of year $0

• 27 · Net assets without donor restrictions

  beginning of year $0 · end of year $0

• 28 · Net assets with donor restrictions

  beginning of year $0 · end of year $0

• 29 · Capital stock, trust principal or current funds

  beginning of year $203,814,023 · end of year $196,833,281

• 30 · Paid-in or capital surplus, or land, building or equipment fund

  beginning of year $0 · end of year $0

• 31 · Retained earnings, endowment or other funds

  beginning of year $1,474,053,628 · end of year $1,475,920,651

The filer's explanations (Part III)

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 Christopher Kelly's separation from FINRA, he was paid $1,381,591 in 2023. This amount is reflective of his 9 years of service to FINRA in senior positions in the Department of Enforcement, including as the Acting Head of Enforcement. In connection with Kerry Gendron's separation from FINRA, she was paid $195,759 in 2023. This amount is reflective of her 4 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 2023 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 2023 INCLUDE: ROBERT L.D. COLBY - $125,340 TODD T. DIGANCI - $152,809 DENISE DOMBAY - $171,650 PATRICE GLINIECKI - $181,608 GREG RUPPERT - $343,151 WILLIAM ST. LOUIS - $250,190 RAINIA WASHINGTON - $285,776 PARTICIPANTS IN THE SUPPLEMENTAL NON-QUALIFIED DEFINED CONTRIBUTION PLAN WITH A PAYOUT IN 2023 INCLUDE: NONE

VOLUNTARY COMPENSATION DISCLOSURES:

MORTIMER BUCKLEY, JAMES CROWLEY, PENNY PENNINGTON, 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.

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.

Disregarded entities

Part I: entities that legally are the filer and file no return of their own.

• FINRA CAT LLC

  REGULATORY · DE · income $178,828,762 · assets $48,961,415

  Directly controlled by FINRA INC

• FINRA TECHNOLOGY SERVICES LLC

  TECHNOLOGY RESOURCES · DE · income $0 · assets $826,287

  Directly controlled by FINRA INC

• 1239524 BC UNLIMITED LIABILITY COMPANY

  TECHNOLOGY RESOURCES · CA · income $3,275,970 · assets $1,331,143

  Directly controlled by FINRA TECHNOLOGY SERVICES LLC

Related partnerships

Part III: related organizations taxable as a partnership, with the filer's share.

• Highvista Designated Portfolio

  Excluded · Investment · DE · 100% owned · share of income $27,775,552 · share of assets $218,553,016

  Directly controlled by FINRA INC