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This guidance relates only to the trade reporting rules, as defined in FAQ See Regulatory Notice October Scope of Reporting Requirements Updated. The ADF is both a trade reporting and quotation display and collection facility for purposes of transactions in NMS stocks effected otherwise than on an exchange.
What is a "trade" or "transaction" that must be reported under the trade reporting rules? For purposes of the trade reporting rules, a "trade" or "transaction" entails a change of beneficial ownership of securities between parties e. Pursuant to Rule b 4the term "customer shall not include a broker or dealer.
Another term that is often used with respect to these trade reports is "for publication. A non-tape report can be either a "regulatory" report or a "clearing" report, reporting option trades of which is publicly disseminated. A regulatory report, sometimes referred to in the trade reporting rules as a "non-tape, non-clearing" report, is submitted to FINRA solely to fulfill a regulatory requirement e.
Clearing reports also can be used to satisfy a member's obligation to provide regulatory information to FINRA, if applicable. The time reporting option trades execution is the time when the parties to a transaction have agreed to all of the essential terms of the transaction, including the actual price e. Reporting option trades example, at In this instance, the time of execution is 4: For non-tape reports of transactions such as step-outs and the offsetting leg of a riskless principal or agency transaction, the execution time is the time of allocation.
What are "normal market hours" for purposes of the trade reporting rules? Eastern Time, and trades with an execution time outside of this period are considered "outside normal market hours. Thus, for example, a trade executed at 4: Secondary transactions in unlisted DPP and REIT securities fall reporting option trades the definition of "OTC equity security" under Reporting option trades and must be reported reporting option trades the ORF, unless the transaction qualifies for an exception or exemption from trade reporting, or the security qualifies as a "restricted equity security," as defined in Rule Where can firms get regulatory announcements relating to the FINRA Facilities and interpretive guidance relating to the trade reporting option trades rules?
The trade reporting rules require that all trade reporting option trades submitted to a FINRA Facility must include the time of execution based on Eastern Time, except where another time is expressly required by rule.
See Rules aA aB a and a. Prior to the effective date of amendments described below, these exceptions include Stop Stock transactions the trade report must include the time at which the member and the other party agreed to the Stop Stock Price in lieu of the actual time the trade was executed and transactions that reflect a price different from the current market when the execution price is based on a prior reporting option trades point in time PRP transactions the trade report must include the prior reference time in lieu of the reporting option trades time the trade was executed.
In all cases, the reported time must be in military format. For Stop Stock transactions, the trade report must reflect the time the parties agreed to the Stop Stock price and the actual execution time. For PRP transactions, the trade report must reflect the prior reference time and the actual execution time. Where a PRP or Stop Stock transaction is reported within 10 seconds of the prior reference time or the time the parties agree to the Stop Stock price, should two times be included in the trade report?
No, reporting option trades the trade is executed and reported within 10 seconds of the prior reference time for PRP transactions or the time reporting option trades parties agreed to the Stop Stock price for Stop Stock transactionsreporting option trades the designated modifier should not be used and only the execution time should be reported. Reporting option trades Sections and My firm does not currently reporting option trades execution time in milliseconds.
Is my firm required to start capturing execution time in milliseconds? No, firms are not required to capture time in reporting option trades and are permitted to continue to reporting option trades time in seconds, if their system does not capture milliseconds. However, FINRA would expect to see over time an increasing percentage of firms capturing and reporting in milliseconds. My firm operates an alternative trading system ATS that captures execution time in milliseconds.
Must my firm report execution time in milliseconds on reports of trades executed in the ATS? See Regulatory Notice May My firm operates an ATS that captures execution time in milliseconds, while our market making desk captures time in seconds.
Must our market making desk begin capturing time in milliseconds? No, the trade reporting rules do not require that the market making desk begin reporting option trades time in milliseconds. However, because the ATS captures reporting option trades in milliseconds, it must report in milliseconds. My firm does reporting option trades capture time in milliseconds.
Can the trade report reflect time as HH: As noted in FAQ These firms may report time as HH: If a firm reports execution time in milliseconds on the trade report submitted to the FINRA Facility, must the firm also report execution time on the corresponding OATS Execution Report at the millisecond not second level? Yes, the execution time on the trade report and corresponding OATS Execution Report must be identical and at the same level of granularity. For firms that report time in milliseconds, is the determination whether a reporting option trades has been reported late i.
Yes, the determination whether a trade has been reported late is made at the millisecond level for a firm that reports time in milliseconds. For example, a trade with an execution time of For firms that do not capture and report time in milliseconds, such determination remains at the second level e. How many decimal places should a member use when reporting the price reporting option trades trade reports? Members should report as many decimal places reporting option trades the FINRA Facility permits, as specified by the applicable technical specifications.
Thus, for example, if a member executes a trade at The transaction fee is transferred through the submission of a clearing report, which must provide, in addition to all other information required under the trade reporting rules, a total per share or contract price amount, inclusive of the transaction fee.
See Rules hA hB iand i. Such agreement must be executed and submitted to FINRA before the members can transfer a transaction fee. If the parties use the explicit fee functionality to transfer the transaction fee, what price will be publicly disseminated? BD1 accumulates the shares through five separate trades with other market participants and each of these five trades is reporting option trades to the tape. BD1 then sells the 5, shares of ABCD to BD2 at its volume-weighted average cost and submits a non-tape report reflecting the riskless leg.
Can BD1 use the explicit fee functionality to transfer a per share transaction fee to BD2? Assuming that the parties have agreed reporting option trades advance to the transaction fee and otherwise meet the requirements of Rule hA hB i or ias applicable, BD1 can use the explicit fee functionality to transfer a transaction fee on the sale of the 5, shares to BD2.
If a firm executes an OTC trade in a security for which the price can be expressed as per share or reporting option trades unit or as a percentage of par value, how should the price and quantity be reported to the ORF? When reporting an OTC trade to the ORF, firms must report a per share or per unit dollar price, irrespective of whether the price for the security may also be expressed as a percentage of par value.
The quantity must be reported as the number of shares or units purchased or sold and not the total face value of the transaction. In this example, BD1 should not report the price aswhich would be a percentage of par value, to the ORF. How should a trade for a fractional number of shares, for example, When reporting a trade for a fractional number of shares, firms should delete the fraction and report the whole number, except if the whole number would be 0 zero.
If the whole number would be 0, firms should round up to 1. Thus, for example, for a trade of Trade reports with a share quantity containing a decimal or a fraction will be rejected.
Generally, members must submit tape reports of transactions in NMS stocks and OTC Equity Securities including non-exchange listed foreign securities, ADRs, Canadian issues and direct participation program DPP securities as soon as practicable, but no later than 10 seconds, following trade execution during the hours that the FINRA Facility to which the member is reporting is open. See also Regulatory Notice May Trades executed before the Facility opens and after the close of the Facility must be reported, but such trades are subject to a different reporting time frame.
See Rule a 3 ; see also Regulatory Notice May Members are not required to submit non-tape reports to FINRA within 10 seconds of trade execution; however, regulatory reports generally are required to be submitted within specified time frames.
For example, members must submit the non-tape report for the offsetting "riskless" leg of a riskless principal transaction as soon as practicable after the offsetting leg is executed, but no later than the time the FINRA Facility closes for the trading day.
See NTM November However, to qualify for the exemption from the requirements of Rule Prohibition Against Trading Ahead of Customer Orders for riskless principal transactions, a member must submit, contemporaneously with the execution of the facilitated order, a non-tape report reflecting the offsetting "riskless" leg of the transaction.
For purposes of this exception, "contemporaneously" has been interpreted to require execution as soon as possible, but absent reasonable and documented justification, within reporting option trades minute. See Rules cA gB f and g.
Clearing reports must be reporting option trades to the FINRA Facilities in conformance with the trade reporting rules, as well as all applicable rules of other self-regulatory organizations, including the rules of the National Securities Clearing Corporation NSCC requiring that locked-in trade data be reporting option trades in real time and prohibiting pre-netting and other practices that prevent real-time trade submission.
Eastern Time and during the hours the FINRA Facility to which the member is reporting is open must be reported as soon as practicable, but no later than 10 seconds following execution. Specifically, trades executed between midnight and 8: Eastern Time on trade date.
Trades executed reporting option trades the close of the Facility 6: Eastern Time the following business day. See also FAQ Trades executed on non-business days i. Eastern Time reporting option trades next business day following execution. Thus, for example, a trade executed on Saturday must be reported by 8: If a trade is not reported within the time period prescribed by the trade reporting rules, must it still be reported? If a trade is not reported within reporting option trades time period prescribed by the trade reporting rules e.
What should firms do to satisfy the requirement to report "as soon as practicable" under FINRA trade reporting rules? Firms must adopt policies and procedures reasonably designed to comply with the "as soon as practicable" requirement and must implement systems that commence the trade reporting process without delay upon execution. Where a firm has such reasonably designed policies, procedures and systems in place, the firm generally would not be viewed as violating the "as soon as practicable" requirement because of delays in trade reporting due to extrinsic factors that are not reasonably predictable and where the firm does not purposely intend to delay the reporting of the trade e.
Firms must not purposely withhold trade reports, e. Firm BD1 must enter the details of a trade manually following trade execution, and although BD1 has established efficient reporting processes and commences to report the trade without delay, BD1 is unable to complete the trade reporting process within 10 seconds. Will FINRA take the manual nature of the trade reporting process into account when reviewing for a pattern or practice of late reporting?
Where the details of a trade must be manually entered or typed into a trade reporting system following execution, FINRA will take such factors as the complexity and reporting option trades nature of the execution and reporting of the trade into consideration in determining whether "reasonable justification" exists to excuse what otherwise may be deemed to be a pattern or practice of late trade reporting.