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Rule Modernization Regulatory Notice

March 12, 2025

Features
  • Rule Modernization Regulatory Notice 
    FINRA on Wednesday published Regulatory Notice 25-04, the first step in a broad review of its regulatory requirements applicable to member firms and associated persons. To begin this review, FINRA has identified capital formation and the modern workplace as two initial areas of focus where it expects to issue targeted requests for comment in the near future. Member firms and other stakeholders can submit comments until May 12
     
  • Watch Out for Malware Targeting Firm Customer Support Personnel 
    Firms could be vulnerable to a newly discovered social engineering scheme, Zhong Stealer, in which bad actors trick customer support personnel into downloading and executing malware. In a recent Cybersecurity Alert, FINRA shared actions that firms can take to protect against this type of scheme. 
     
  • Mail Scam Targeting Executives Claims Ties to Ransomware 
    On March 6, the FBI issued an alert advising of an ongoing scam involving letters delivered in the mail from unidentified criminal actors to corporate executives, claiming to have come from a ransomware group, with the intent to scam organizations into paying a ransom. In a recent Cybersecurity Advisory, FINRA recommended actions that firms can take to protect against this scheme. 
     
  • Be Alert to Investor Risks From SMS Phishing Scams 
    In a recent Investor Insight, FINRA shared important information about the growing threat of SMS phishing attacks targeting investors and provided steps investors can take to reduce their risk. The article is available here, and firms are welcome to share it and other FINRA Investor Insights with customers. 
     
  • ICYMI: FINRA Board Meeting Update 
    In its first meeting of the year, the FINRA Board of Governors elected a new Chair, approved the allocation of prior-year fine monies to various capital initiatives, discussed a proposed Outside Activities rule, and discussed modifying TRACE reporting rules to reduce compliance burdens. The Board elected Scott A. Curtis, who has served as a Governor and Large Firm Representative since 2023, to succeed Eric Noll, who is stepping down as Chair to pursue an opportunity that would conflict with his role as a Public Governor. 
     
  • ICYMI: Podcast on Avoiding Financial Fraud 
    In honor of last week being National Consumer Protection Week, listen to the latest episode of the FINRA Unscripted podcast to hear about the ways in which investors can protect themselves from financial scams. On this episode, Rob Mascio, Director of the FINRA Investor Education Foundation, talks about the latest fraud trends, common red flags to watch out for and practical steps investors can take to safeguard investments.
Guidance, Upcoming Deadlines, Effective Dates
New
  • Rule Modernization Regulatory Notice: Read the feature above regarding Regulatory Notice 25-04 to identify ways to modernize FINRA’s regulatory requirements applicable to member firms and associated persons. Comments due by May 12.
Reminders
  • Comment on Proposed Changes to Corporate Financing: Members and other stakeholders have until March 20 to comment on proposed amendments that would make substantive, organizational and terminology changes to FINRA Rules 5110 (Corporate Financing Rule—Underwriting Terms and Arrangements), 5121 (Public Offerings of Securities With Conflicts of Interest) and 5123 (Private Placements of Securities). 
     
  • Four New Forms in FINRA Gateway: Visit FINRA’s website for more information about the new forms that are now available in FINRA Gateway. The compliance date for using them is March 31
     
  • 2025 GASB Accounting Support Fee: FINRA will assess and collect a total of $17,298,100 to fund the Governmental Accounting Standards Board’s budget by collecting $4,324,525 from member firms each calendar quarter beginning in April. Firms are reminded that if they choose to pass along the fee to customers, they must ensure proper disclosure. 
     
  • Military Spouse Fellowship Application: The FINRA Investor Education Foundation and the Association for Financial Counseling and Planning Education are accepting applications for the 2025 class of FINRA Foundation Military Spouse Fellows, which offers eligible military spouses the opportunity to earn the Accredited Financial Counselor® (AFC®) certification. Applicants can apply online until April 15
     
  • Amendments to FINRA Rule 3240: Updates to FINRA’s Borrowing From or Lending to Customers Rule go into effect April 28 to strengthen the general prohibition against borrowing and lending arrangements between registered representatives and their customers, narrow some exceptions, modernize the “immediate family” definition, and more.
Disciplinary Actions
  • FINRA on Friday ordered Robinhood Financial to pay $3.75 million in restitution to its customers, and fined Robinhood Financial and Robinhood Securities $26 million for violating numerous FINRA rules, including failing to respond to red flags of potential misconduct. Robinhood Financial and Robinhood Securities consented to the entry of FINRA’s findings, without admitting or denying the charges. Read the press release here
     
  • FINRA publishes disciplinary actions to remind members of specific conduct that violates FINRA rules and may result in disciplinary action. The February 2025 Monthly Disciplinary Actions are available here.
Education and Compliance Programs

FINRA Compliance Workshops

  • Cybersecurity Incident Management Workshop 
    March 19 | New York, NY | 2 – 4:30 p.m. ET (Reception to follow)
  • Cybersecurity Vendor Risk Management Workshop 
    April 9 | Denver, CO | 2 – 4:30 p.m. MT (Reception to follow)

Financial Crimes Spotlight Webinar: Third-Party Fraud | April 3 |4 – 5 p.m.

2025 FINRA Annual Conference | May 13-15 | Washington, DC | Hybrid Event

FINRA Institute at Georgetown Certified Regulatory and Compliance Professional Program | Washington, DC

Small Firm Conference | Oct. 9-10 | Dallas, TX | Hybrid Event

Joint Compliance Outreach Program for Municipal Advisors, Dealers, and Other Market Professionals | Hosted by FINRA, the SEC and the MSRB | Nov. 18-19 | Virtual Event | Link to come

Resources
Member Firm Hub – The latest guidance, resources, educational opportunities and more.
 
Membership Application Program (MAP) Tools – Guidance and other resources to help current members prepare for their continuing membership application (CMA) and new applicants prepare for a new member application (NMA).
 
FINRA Unscripted – A biweekly podcast that discusses a range of topics important to the securities industry.
 
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About FINRA
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 with the public 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.
Regulatory Contacts
FINRA By-Laws require member firms to maintain an email account on behalf of their executive representatives, to facilitate firm notification of important information. In light of this, requests from executive representatives to be removed from this email list cannot be honored.
 
Firms wishing to change the name or email address of their executive representative or designated assistant should use the FINRA Contact System: http://www.finra.org/FCS.
 
Subscribers
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