Federal Register / Vol. 89, No. 184 / Monday, September 23, 2024 / Notices 77567 

16 15 U.S.C. 78s(b)(2)(B). 

17 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3 17 CFR 240.19b–4(f)(6). 

4See Securities Exchange Act Release No. 98980 

(November 17, 2023), 88 FR 82447 (November 24, 

2023) (Notice of Filing of Amendment No. 2 and 

Order Granting Accelerated Approval of File No. 

SR–FINRA–2023–006); see also Regulatory Notice 

24–02 (January 2024). 

5See supra note 4. 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

under Section 19(b)(2)(B) 16 of the Act to 

determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

NYSE–2024–56 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–NYSE–2024–56. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (https://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–NYSE–2024–56 and should be 

submitted on or before October 15, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–21624 Filed 9–20–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101052; File No. SR– 

FINRA–2024–015] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change to Amend Form U4 and 

FINRA Rule 3110.19(d) (Obligation To 

Provide List of RSLs to FINRA) for New 

RSL Question 

September 17, 2024. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on 

September 13, 2024, the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’) filed with the Securities and 

Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared by FINRA. FINRA has 

designated the proposed rule change as 

constituting a ‘‘non-controversial’’ rule 

change under paragraph (f)(6) of Rule 

19b–4 under the Act,3 which renders 

the proposal effective upon receipt of 

this filing by the Commission. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

FINRA is proposing to (1) amend 

Section 1 (General Information) of the 

Uniform Application for Securities 

Industry Registration or Transfer (‘‘Form 

U4’’) to add a new question eliciting 

information to identify locations as 

residential supervisory locations 

(‘‘RSLs’’); (2) amend FINRA Rule 

3110.19(d) (Obligation to Provide List of 

RSLs to FINRA) to remove the reference 

to a list of RSLs and the quarterly 

timeframe for member firms to provide 

the list to FINRA and replace it with the 

requirement that member firms provide 

current information identifying all 

locations designated as RSLs in the 

frequency, manner and format as FINRA 

may prescribe; and (3) make conforming 

changes to Section 6 (Registration 

Requests with Affiliated Firms) of the 

Form U4 and amend the Form U4 

Instructions to account for the new 

question soliciting RSL information 

(‘‘RSL Question’’). 

The text of the proposed rule change 

is available on FINRA’s website at 

http://www.finra.org, at the principal 

office of FINRA and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

FINRA included statements concerning 

the purpose of and basis for the 

proposed rule change and discussed any 

comments it received on the proposed 

rule change. The text of these statements 

may be examined at the places specified 

in Item IV below. FINRA has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Proposed Amendment to Section 1 

(General Information) of Form U4 To 

Add a New RSL Question 

Effective June 1, 2024, FINRA Rule 

3110.19 permits a member firm to 

designate a private residence at which 

an associated person engages in 

specified supervisory activities, subject 

to certain safeguards and limitations, as 

an RSL, a non-registered location.4

Currently, Rule 3110.19(d) requires a 

member firm that elects to designate any 

of its offices or locations as an RSL to 

provide FINRA with a current list of 

those offices or locations by the 15th 

day of the month following each 

calendar quarter in the manner and 

format (e.g., through an electronic 

process or such other process) as FINRA 

may prescribe.5 As part of FINRA’s 


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6FINRA Gateway is an electronic compliance 

portal designed to streamline the compliance and 

reporting experience for member firms and provide 

consolidated access to, among other things, uniform 

registration forms, which includes Form U4 

(‘‘FINRA Gateway’’). See https://www.finra.org/ 

filing-reporting/finra-gateway. Member firms use 

FINRA Gateway or other platforms to file both 

initial and amendments to Form U4 in the CRD 

system, the central licensing and registration system 

used by the U.S. securities industry and its 

regulators. In general, the CRD system includes 

information reported on the uniform registration 

forms that member firms and regulatory authorities 

complete and maintain as part of the securities 

industry registration and licensing process. FINRA, 

state, and other regulatory authorities use the 

information in the CRD system in connection with 

their licensing and regulatory activities. 

7See Letter from Kosha Dalal, Vice President and 

Associate General Counsel, FINRA, to Vanessa 

Countryman, Secretary, SEC, dated September 14, 

2023, https://www.finra.org/sites/default/files/2023- 

09/FINRA-2023-006-Response-to-Comments-09-14- 

2023.pdf. 

8See, e.g., Letter from David T. Bellaire, 

Executive Vice President & General Counsel, 

Financial Services Institute, to Secretary, SEC, 

dated April 27, 2023, https://www.sec.gov/ 

comments/sr-finra-2023-006/srfinra2023006- 

20165189-334506.pdf; Letter from Andrew Hartnett, 

NASAA President and Deputy Commissioner, Iowa 

Insurance Division, to Sherry R. Haywood, 

Assistant Secretary, SEC, dated April 27, 2023, 

https://www.sec.gov/comments/sr-finra-2023-006/ 

srfinra2023006-20165163-334468.pdf. 

9See supra note 6. 

10See Form U4, Sections 4 (SRO Registrations) 

and 5 (Jurisdiction Registrations) for available 

registrations. 

11See Form U4. 

12See Form U4, Sections 1 (General Information), 

6 (Registration Requests with Affiliated Firms), and 

11 (Residential History). 

13FINRA’s API Platform is an application 

programming interface that allows subscribers to 

make automated data transfers with FINRA. 

14The reporting of RSL designations to the CRD 

system through the Form U4 would allow FINRA 

and other securities regulators to easily use the 

information for regulatory purposes. RSL data 

would be fully integrated into the existing 

customizable reporting capability available to 

securities regulators and would allow, for example, 

a state securities regulator to generate reports of the 

designated RSLs in its state by various criteria such 

as city or zip code. The creation of such custom 

reports would not be possible if, for example, 

member firms provided RSL information to FINRA 

in a Portable Document Format (‘‘PDF’’) document. 

15Complete and accurate reporting on Form U4 

is the joint responsibility of the member firm and 

the associated person. By identifying a location or 

office as an RSL on Form U4, however, the member 

firm is confirming the location or office is an RSL 

as defined in Rule 3110. As such, the member firm 

is confirming that the requirements set forth in Rule 

3110.19 have been met for designation of the RSL 

(e.g., the firm has conducted a risk assessment prior 

to designating the office or location as an RSL as 

set forth in Rule 3110.19(e)). 

proposal to adopt Rule 3110.19, FINRA 

committed to exploring ways for 

member firms to provide information 

identifying their RSLs to FINRA and 

other securities regulators in an efficient 

and timely manner, including by 

identifying RSLs to the Central 

Registration Depository (‘‘CRD®’’) using 

FINRA Gateway 6 as a possible option.7

In general, commenters to the proposal 

suggested that FINRA consider 

leveraging the CRD system to identify 

and track RSLs,8 and FINRA received 

similar suggestions from engagement 

with members of its advisory 

committees and other interested parties. 

Noted benefits of this approach 

included an increase in the timeliness 

and accuracy of the RSL information 

and enhanced efficiency of providing 

the information to FINRA in an 

automated fashion rather than manually 

created lists of RSLs. 

Following a thorough review of the 

various options for member firms to 

identify their RSLs to FINRA, and in 

consideration of the comment letters 

submitted to the SEC in connection with 

the proposal to adopt Rule 3110.19 and 

other feedback FINRA has received, 

FINRA has determined that amending 

Form U4 to add the proposed new RSL 

Question would be the most appropriate 

manner for member firms to indicate a 

non-registered location that is identified 

on Form U4 a private residence is an 

RSL by responding ‘‘Yes’’ or ‘‘No.’’ 

Therefore, FINRA is prescribing that 

member firms must comply with Rule 

3110.19(d), as proposed to be amended, 

by submitting such information to 

FINRA via the proposed RSL Question 

on Form U4. 

As noted, the CRD system includes 

information reported on the uniform 

registration forms that member firms 

and regulatory authorities complete and 

maintain as part of the securities 

industry registration and licensing 

process.9 Member firms use Form U4 to 

register associated persons with FINRA, 

other self-regulatory organizations 

(‘‘SROs’’), and jurisdictions as 

appropriate.10 The Form U4 elicits 

registration information, which consists 

of, among other things, administrative, 

employment, criminal, regulatory, 

customer complaint, and financial 

information about associated persons.11

The administrative information elicited 

on Form U4 includes work and 

residential location information about a 

member firm’s associated persons, 

including the offices and locations 

(registered and unregistered) to which 

those persons are assigned.12

FINRA believes that the most 

efficient, timely, and useful means for 

member firms to provide information 

identifying RSLs to FINRA is through 

the Form U4. Because member firms 

currently provide work and residential 

information about their associated 

persons through the Form U4 and keep 

such information up-to-date on an 

ongoing basis, FINRA believes that the 

proposed RSL Question on Form U4 

would leverage existing processes to 

access and update Form U4 information 

to the CRD system and provide member 

firms with a uniform way to submit 

information to identify their RSLs in a 

manner with which they are familiar. 

FINRA believes that prescribing the 

Form U4 as the method of providing 

information identifying RSLs to FINRA 

would also allow member firms using 

FINRA’s API Platform to respond to the 

proposed RSL Question for multiple 

locations simultaneously through an 

efficient machine-to-machine upload 

process.13 In addition, the RSL 

information would be readily accessible 

to securities regulators because it would 

be available in the CRD system, which 

FINRA, state, and other regulatory 

authorities use in connection with their 

licensing and regulatory activities.14

For these reasons, FINRA is proposing 

to amend Section 1 (General 

Information) of the Form U4 to add a 

RSL Question that, when a member firm 

has indicated that an associated 

person’s office of employment address 

is a non-registered location that is 

identified on Form U4 as a private 

residence, would ask, ‘‘Is this Office of 

Employment address an RSL?’’ and 

prompt the member firm to answer 

either ‘‘Yes’’ or ‘‘No.’’ The proposed 

RSL Question would also state that if 

‘‘Yes’’ is selected to the RSL Question, 

the member firm confirms that the 

location is designated as an RSL as 

defined in FINRA Rule 3110.15 While 

FINRA acknowledges that the RSL 

reporting process would result in a 

slight extension of the previously 

announced October 15, 2024 initial RSL 

reporting deadline, FINRA believes the 

later reporting start date would 

ultimately result in a more timely and 

efficient process going forward that 

would yield many benefits that promote 

investor protection and are in the public 

interest. As noted above, FINRA 

believes that by changing the RSL 

reporting mechanism to the Form U4 

rather than a quarterly list, the proposed 

rule change would: (1) leverage existing 

reporting processes to increase the 

timeliness and accuracy of RSL 

information; (2) enhance the efficiency 

of providing RSL information to FINRA 

in an automated fashion; and (3) make 

the RSL information more readily 

accessible to securities regulators. 

Proposed Amendment to Rule 

3110.19(d) 

Currently, Rule 3110.19(d) provides 

that a member firm that elects to 

designate any of its offices or locations 

as an RSL is required to provide FINRA 


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16FINRA is also proposing to amend the header 

to paragraph (d) to read as ‘‘Obligation to Provide 

Information Identifying RSLs to FINRA.’’ 

17See FINRA By-Laws, Article V, Section 2(c). 

18See supra note 14. 

19FINRA also notes that during the transition 

period between the effective date of the proposed 

rule change and the November 26, 2024 

implementation date, member firms may begin 

responding to the RSL Question on Form U4 on a 

voluntary basis. 20See supra note 17. 

with a list of the RSLs by the 15th day 

of the month following each calendar 

quarter in the manner and format (e.g., 

through an electronic process or such 

other process) as FINRA may prescribe. 

However, the FINRA By-Laws impose a 

30-day timeframe upon firms to keep 

Form U4 current at all times, and 

because the proposed RSL Question 

would be part of the Form U4, the 30- 

day updating requirement makes 

unnecessary the quarterly timeframe for 

firms to provide FINRA a list of RSLs as 

currently required under Rule 

3110.19(d). As such, FINRA is 

proposing to make a conforming change 

to Rule 3110.19(d) to replace the 

requirement for member firms to 

provide to FINRA a quarterly list of 

RSLs in the manner and format 

prescribed by FINRA with the 

requirement for member firms to 

provide to FINRA current information 

identifying their RSLs in the frequency, 

manner and format prescribed.16

Under the proposed rule change, the 

requirement for member firms to 

provide a list of RSLs to FINRA would 

no longer be necessary since they would 

be reporting information identifying 

their RSLs via Form U4 and such 

information would be available to 

FINRA in the CRD system. Because 

FINRA and other securities regulators 

have access to the information in the 

CRD system in connection with their 

licensing and regulatory activities, they 

would be able to view the most current 

information about a member firm’s RSLs 

at any time. Accordingly, this proposed 

amendment to remove the quarterly RSL 

list requirement is appropriate to align 

with the proposed amendment to Form 

U4 to include the RSL Question. 

Also, in light of the proposed 

amendment to Form U4 to include the 

RSL Question, the quarterly timeframe 

currently provided in Rule 3110.19(d) 

does not align with the timing 

requirements for Form U4 amendments. 

Therefore, the proposed rule change 

would conform the timeframe pursuant 

to which member firms would be 

required to provide to FINRA 

information identifying their RSLs by 

removing the reference to the quarterly 

basis currently set forth in Rule 

3110.19(d). Under the FINRA By-Laws, 

member firms and associated persons 

have a continuing obligation to ensure 

that a Form U4 is timely updated when 

an event or proceeding occurs that 

renders a prior response on the form 

inaccurate or incomplete; specifically, 

not later than 30 days after learning of 

the facts and circumstances giving rise 

to the change.17

While FINRA acknowledges that the 

RSL reporting process would result in a 

slight extension of the previously 

announced October 15, 2024 initial RSL 

reporting deadline to December 26, 

2024, FINRA believes that, under most 

circumstances, the reporting of RSL 

designations via the Form U4 would 

provide FINRA and other securities 

regulators this information on a more 

timely basis than the quarterly cadence 

currently set forth under Rule 

3110.19(d) and would make the 

information more readily accessible to 

FINRA and other securities regulators.18

In this regard, the locations or offices 

that member firms have designated as 

RSLs would be reported to FINRA on a 

rolling basis, consistent with the 

requirements to keep information 

current on the Form U4, rather than 

only four times per year. As a result, 

FINRA and other securities regulators 

may receive more current information 

going forward for use in connection 

with their licensing and regulatory 

activities than they would have received 

if the RSL information was first 

provided through a quarterly RSL list on 

October 15, 2024, as previously 

announced in Regulatory Notice 24–02. 

FINRA believes that, on balance, the 

slight extension in the deadline for 

initial RSL reporting would be offset by 

the benefits from the efficiencies and 

timeliness resulting from the use of the 

ongoing reporting processes associated 

with Form U4 reporting.19

Other Proposed Conforming 

Amendments 

FINRA is proposing to add the same 

RSL Question in Section 1 (General 

Information) to Section 6 (Registration 

Requests with Affiliated Firms) of Form 

U4. Section 6 (Registration Requests 

with Affiliated Firms) of the Form U4 is 

similar to Section 1 (General 

Information) and is used by a member 

firm to request registration for an 

associated person with an affiliate of the 

member firm. As in Section 1 (General 

Information), the RSL Question in 

Section 6 (Registration Requests with 

Affiliated Firms) would also prompt the 

member firm, when it has indicated that 

an associated person’s office of 

employment address is a non-registered 

location that is identified on Form U4 

as a private residence, to answer either 

‘‘Yes’’ or ‘‘No,’’ and state that if ‘‘Yes’’ 

is selected, the member firm confirms 

that the location is designated as an RSL 

as defined in FINRA Rule 3110. 

FINRA also is proposing to amend the 

Form U4 Instructions to account for the 

new RSL Question. The proposed 

conforming update to the instructions 

would provide: ‘‘If the Office of 

Employment address is a non-registered 

location and designated as a private 

residence, enter ‘yes’ or ‘no’ to indicate 

whether the Office of Employment 

address is a residential supervisory 

location as defined in FINRA Rule 3110. 

(Note: this question can be answered 

only if the Private Residence Check Box 

has been checked.) If ‘yes’ is selected, 

the firm confirms that this location is 

designated as an RSL as defined in 

FINRA Rule 3110.’’ 

Implementation Procedures 

The implementation date of the 

proposed rule change will be November 

26, 2024. An implementation date that 

is 30 days prior to the date by which 

member firms must provide FINRA 

information identifying their RSLs 

under amended Rule 3110.19(d) would 

also align with the requirements of the 

FINRA By-Laws for member firms and 

registered persons to keep information 

disclosed on registration forms current 

at all times and that amendments to 

such forms must be filed with FINRA 

and other applicable regulators not later 

than 30 days after learning of the facts 

and circumstances giving rise to the 

change.20

FINRA is proposing to prescribe, for 

member firms that have indicated on 

Form U4 that an associated person’s 

office of employment address is a nonregistered location that is a private 

residence, the following procedures for 

responding to the proposed RSL 

Question. The proposed RSL Question 

would prompt member firms to answer 

the question as either ‘‘Yes’’ or ‘‘No’’ 

within the timeframes set forth in the 

following chart: 


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21FINRA expects to deploy the RSL Question on 

Form U4 on or before September 30, 2024. FINRA 

will announce when the RSL Question has been 

deployed on Form U4. 

22While member firms may respond to the RSL 

Question on a voluntary basis during the transition 

period, the RSL Question information that is 

voluntarily reported on Form U4 must nonetheless 

be accurate, as is the case with any other 

information provided through Form U4. 

23Prior to the November 26, 2024 implementation 

date, FINRA is proposing to permit member firms 

to transition into their RSL reporting requirement. 

During this transition period, member firms may 

voluntarily begin responding to the proposed RSL 

Question on Form U4. FINRA believes this 

transition period for compliance is appropriate 

given the potentially significant number of private 

residence locations that member firms may need to 

review to determine whether or not to identify them 

on Form U4 as RSLs and report this information to 

FINRA by December 26, 2024. While member firms 

may respond to the RSL Question on a voluntary 

basis during the transition period, the RSL Question 

information that is voluntarily reported on the Form 

U4 must nonetheless be accurate, as is the case with 

any other information provided through Form U4. 

See Form U4, Section 15 (Signatures). 

24For example, if an associated person begins 

working from their home on November 1, 2024 and 

their firm files an amended Form U4 on November 

30, 2024 to report the associated person’s new office 

of employment address is a non-registered location 

that is a private residence, the firm would have 

until December 26, 2024 to respond ‘‘Yes’’ or ‘‘No’’ 

to the RSL Question to indicate whether the firm 

has or has not designated that private residence 

location as an RSL. 

25See supra note 17. 

26 15 U.S.C. 78o–3(b)(6). 

Date member firm determines whether non-registered private residence 

location is or is not an RSL * 

Date member firm response to the RSL question on form U4 as ‘‘Yes’’ 

or ‘‘No’’ is due 

From June 1, 2024 (effective date of Rule 3110.19) through November 

25, 2024.

Required by December 26, 2024 **. 

On or After November 26, 2024 ............................................................... Required within 30 days of RSL designation in accordance with FINRA 

By-Laws. 

* The member firm must first have indicated on the associated person’s Form U4 that the Office of Employment address is a non-registered location and a private residence by checking the ‘‘Private Residence Check Box.’’ See Form U4 Instructions, Section 1 (General Information) (directing a filer to ‘‘Check this [Private Residence Check Box] if the Office of Employment address is a private residence.’’). 

** Prior to the implementation date,21 member firms may begin responding to the RSL Question on Form U4 on a voluntary basis from the date 

the RSL Question becomes available on Form U4 (‘‘transition period’’).22

As of the November 26, 2024 

implementation date, for any associated 

person’s office of employment address 

that is a non-registered location and has 

been identified as a private residence 

through the ‘‘Private Residence 

Checkbox’’ on Form U4, member firms 

would have until December 26, 2024 to 

amend Form U4 to respond ‘‘Yes’’ or 

‘‘No’’ to the RSL Question (if they have 

not already done so during the 

transition period) to identify whether 

such private residence location has or 

has not been designated by the member 

firm as an RSL on or after the June 1, 

2024 effective date of Rule 3110.19.23

Also, as of the November 26, 2024 

implementation date, member firms 

filing a Form U4 to report, for the first 

time, that an associated person’s office 

of employment address that is a nonregistered location and has been 

identified as a private residence through 

the ‘‘Private Residence Checkbox’’ on 

Form U4 would have until December 

26, 2024 to respond to the RSL Question 

to indicate whether that location has or 

has not been designated by the member 

firm as an RSL on or after the June 1, 

2024 effective date of Rule 3110.19.24

On and after the November 26, 2024 

implementation date, member firms 

must keep the response to the RSL 

Question current at all times by 

supplementary amendments to the 

initial (or original) Form U4 and such 

amendments must be filed with FINRA 

no later than 30 days after a member 

firm designates or no longer designates 

a private residence location as an RSL.25

FINRA has filed the proposed rule 

change for immediate effectiveness. The 

implementation date for the proposed 

rule change will be November 26, 2024. 

2. Statutory Basis 

FINRA believes that the proposed rule 

change is consistent with the provisions 

of Section 15A(b)(6) of the Act,26 which 

requires, among other things, that 

FINRA rules must be designed to 

prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade, and, in 

general, to protect investors and the 

public interest. FINRA believes that the 

proposed rule change would provide the 

most efficient, timely, and useful 

manner for member firms to provide 

their RSL information to FINRA. In this 

regard, the proposed RSL Question 

would allow member firms to leverage 

existing processes to access and update 

Form U4 information to the CRD system 

using FINRA Gateway and, for machineto-machine uploads, FINRA’s API 

Platform, without the need to develop or 

implement a new method for providing 

the RSL information. In addition, 

member firms would, in most 

circumstances, provide more current 

information to FINRA about their RSL 

designations because they would be 

required to amend the Form U4 to 

report any changes to their RSL 

designations no later than 30 days after 

the change. Specifically, member firms 

would be required to update their RSL 

information on an ongoing basis rather 

than only four times per year. 

Furthermore, by member firms reporting 

their RSL designations to FINRA 

through the Form U4, FINRA and other 

securities regulators would be able to 

readily access this information and 

easily use it for regulatory purposes. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

FINRA does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. As discussed 

above, a member firm that elects to 

designate any of its offices or locations 

as an RSL is required to provide 

information identifying such offices to 

FINRA. FINRA believes that doing so 

through an RSL Question on the Form 

U4 within the implementation 

timeframes described in this filing 

would provide the most efficient, 

timely, and useful manner for member 

firms to do so. 

The proposed rule change would 

amend the Form U4 to add a new RSL 

Question to facilitate the reporting of 

offices or locations designated by 

member firms as RSLs to FINRA. The 

proposed new RSL Question would 

require member firms to indicate 

whether a non-registered location that is 

identified on Form U4 as a private 

residence is an RSL by responding 

‘‘Yes’’ or ‘‘No.’’ As described above, this 

proposed rule change would require 

member firms to amend such forms for 

all their associated persons whose office 

of employment address is a nonregistered location that is identified on 

Form U4 as a private residence within 

the implementation timeframe 

described in this proposed rule change, 

which may place an administrative and 

operational burden on member firms. 

FINRA notes that amendments to Form 

U4 are relatively frequent over the 

course of a year, so member firms may 

be able to comply with this requirement 

going forward when they update the 

Form U4 for other reasons, subject to the 


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Federal Register / Vol. 89, No. 184 / Monday, September 23, 2024 / Notices 77571 

27For example, in 2023, member firms filed Form 

U4 amendments for almost 480,000 registered 

individuals, which is approximately 75% of the 

individuals who were registered as of December 31, 

2023. 

28 15 U.S.C. 78s(b)(3)(A). 

29 17 CFR 240.19b–4(f)(6). 

requirement in the FINRA By-Laws to 

ensure that a Form U4 is timely updated 

not later than 30 days after learning of 

the facts and circumstances giving rise 

to the change.27 In addition, FINRA 

believes the transition period would 

help mitigate potential administrative 

and operational burdens on member 

firms as it would provide more time and 

flexibility to member firms in 

responding to the proposed new RSL 

Question. Longer term, following the 

initial December 26, 2024 deadline, 

FINRA believes that the time it would 

take a member firm to respond to the 

proposed new RSL Question for the 

subset of associated persons whose 

office of employment address is 

identified on Form U4 as a nonregistered location that is a private 

residence would be minimal. 

Moreover, FINRA believes the 

administrative and operational burdens 

on member firms and associated persons 

as a result of the proposed rule change 

would be mitigated because member 

firms and associated persons already 

must use Form U4 for associated 

persons to become registered with 

appropriate SROs, and both member 

firms and applicants for membership 

file initial, transfer and amended Forms 

U4 for their associated persons 

electronically to the CRD system using 

the FINRA Gateway or FINRA’s API 

Platform (for machine-to-machine 

uploads of Form U4 filings). The CRD 

system includes reporting and record 

keeping capabilities that are familiar to 

member firms, and it may expedite the 

submission and timely maintenance of 

accurate information regarding a 

member firm’s RSLs and the storage of 

historic Form U4 filings. Further, 

FINRA, the SEC and other securities 

regulators have ready access to Form U4 

filings submitted to the CRD system 

using FINRA Gateway or FINRA’s API 

Platform. 

FINRA considered alternative 

methods to collect RSL information 

from member firms, including a custom 

electronic information request or 

submission of simple lists of locations 

through the FINRA Gateway. Either 

option would be costlier for member 

firms because they would need to 

develop an infrastructure to create, 

maintain and report such information, 

as well as to ensure the accuracy of the 

information. In addition, because the 

RSL information would not be 

submitted through Form U4, such 

information would not be easily 

aggregated, analyzed, or made readily 

available to securities regulators. 

FINRA also considered staggered due 

dates for responses to the RSL Question 

on Form U4, whereby member firms 

would be required to provide a ‘‘Yes’’ 

response to the RSL Question to 

indicate all of the non-registered 

locations that are identified on Form U4 

as private residences that the member 

firm designated as RSLs by a specified 

date, after which member firms would 

be required to provide a ‘‘No’’ response 

to the RSL Question for those nonregistered locations that are identified 

on Form U4 as private residences that 

the member firm did not designate as 

RSLs. However, such staggered 

responses are unnecessary because the 

announced October 15, 2024 initial 

deadline for the first quarterly list has 

been replaced with the December 26, 

2024 deadline and, as noted above, 

FINRA believes that the length of the 

transition period sufficiently mitigates 

the potential administrative and 

operational burdens on member firms 

by leveraging current operational 

processes already used by member 

firms. In addition, FINRA believes that 

a single implementation date is simpler 

and less likely to lead to confusion 

regarding the deadlines for compliance 

by member firms. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 28 and Rule 19b– 

4(f)(6) thereunder.29

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

FINRA–2024–015 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–FINRA–2024–015. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at the principal 

office of FINRA. Do not include 

personal identifiable information in 

submissions; you should submit only 

information that you wish to make 

available publicly. We may redact in 

part or withhold entirely from 

publication submitted material that is 

obscene or subject to copyright 

protection. All submissions should refer 

to File Number SR–FINRA–2024–015 

and should be submitted on or before 

October 15, 2024. 


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77572 Federal Register / Vol. 89, No. 184 / Monday, September 23, 2024 / Notices 

30 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The rules of Cboe EDGA Exchange, Inc. 

(‘‘EDGA’’), Cboe EDGX Exchange, Inc. (‘‘EDGX’’), 

and Members Exchange (‘‘MEMX’’) appear to 

permit the use of instructions comparable to the 

MTS Modifier in any size. See EDGA Rules 11.2 

(providing that orders are eligible for odd-lot, 

round-lot, and mixed-lot executions unless 

otherwise indicated) and 11.6(h) (defining 

Minimum Execution Quantity instruction); EDGX 

Rules 11.2 and 11.6(h) (same); MEMX Rules 11.2 

and 11.6(f) (same). See also, e.g., IEX Rule 

1190(b)(3) (providing that a non-displayed order 

may be a Minimum Quantity Order and may be an 

odd lot order). 

5An ALO Order is a Non-Routable Limit Order 

that, unless it receives price improvement, will not 

remove liquidity from the Exchange Book; an ALO 

Order may be designated as non-displayed. See 

Rule 7.31E(e)(2). 

6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(5). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.30

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–21623 Filed 9–20–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101051; File No. SR– 

NYSEAMER–2024–57] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Change To Amend Rule 7.31E 

September 17, 2024. 

Pursuant to Section 19(b)(1) 1 of the 

Securities Exchange Act of 1934 

(‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on 

September 9, 2024, NYSE American 

LLC (‘‘NYSE American’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the self-regulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

Rule 7.31E regarding the Minimum 

Trade Size Modifier. The proposed rule 

change is available on the Exchange’s 

website at www.nyse.com, at the 

principal office of the Exchange, and at 

the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Rule 7.31E regarding the Minimum 

Trade Size (‘‘MTS’’) Modifier. 

Rule 7.31E(i)(3) provides that a Limit 

IOC Order, Non-Displayed Limit Order, 

MPL Order, Tracking Order, NonDisplayed Primary Pegged Order, or 

Discretionary Pegged Order may be 

designated with an MTS Modifier. Rule 

7.31E(i)(3)(A) currently provides that an 

MTS must be a minimum of a round lot 

and that an order with an MTS Modifier 

will be rejected if the MTS is less than 

a round lot or if the MTS is larger than 

the size of the order. The Exchange 

proposes to amend Rule 7.31E(i)(3)(A) 

to provide that an MTS may be an odd 

lot quantity and thus proposes to 

eliminate rule text currently providing 

that an MTS must be a minimum of a 

round lot and that an order with an 

MTS of less than one round lot would 

be rejected. The Exchange believes that 

restricting the use of the MTS Modifier 

to round lot sizes only is unnecessary 

and that providing ETP Holders with 

the option to use the MTS Modifier with 

an odd lot quantity could increase 

liquidity and enhance opportunities for 

order execution on the Exchange. The 

Exchange notes that permitting odd-lot 

order quantities is not novel on the 

Exchange or other equity exchanges and 

believes that this proposed change is 

consistent with other equity exchanges’ 

approaches to the use of instructions 

similar to the MTS Modifier.4

The Exchange also proposes to amend 

Rule 7.31E(i)(3) to include the nondisplayed ALO Order as an order type 

that could be designated with an MTS 

Modifier. This clarifying change is 

intended only to reflect current 

behavior, by providing a complete list of 

the order types that may be designated 

with an MTS Modifier. The Exchange 

notes that the inclusion of the nondisplayed ALO Order 5 as an order type 

that may be designated with an MTS 

Modifier is consistent with the existing 

use of the MTS Modifier with nondisplayed order types such as NonDisplayed Limit Orders and MPL Orders 

(including MPL–ALO Orders). 

Moreover, although the non-displayed 

ALO Order is a Limit Order that is nondisplayed, the Exchange believes that 

specifically including the non-displayed 

ALO Order in the text of Rule 7.31E(i)(3) 

would reduce ambiguity as to the order 

types that may be designated with an 

MTS Modifier. 

Because of the technology changes 

associated with this proposed rule 

change, the Exchange will announce the 

implementation date by Trader Update, 

which, subject to effectiveness of this 

proposed rule change, will be no later 

than in the fourth quarter of 2024. 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the Act,6

in general, and furthers the objectives of 

Section 6(b)(5),7 in particular, because it 

is designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

facilitating transactions in securities, to 

remove impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system and, in 

general, to protect investors and the 

public interest. 

The Exchange believes that the 

proposed change would remove 

impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system, and 

protect investors and the public interest 

because it would provide ETP Holders 

with the option to use the MTS Modifier 

with odd lot quantities, which could 

encourage order flow to the Exchange 

and promote opportunities for order 

execution on the Exchange, to the 

benefit of all market participants. The 

proposed change would also clarify that 

the MTS Modifier may be used in 

conjunction with non-displayed ALO 

Orders, thereby removing impediments 

to, and perfecting the mechanism of, a 

free and open market and a national 

market system by updating Exchange 

rules to ensure that they reflect the 

current availability of the MTS Modifier 

and promoting consistency and 

specificity in Exchange rules as to the 

use of such modifier with non-displayed 

order types. The Exchange notes that the 


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