Notice2026-01972
Self-Regulatory Organizations; Financial Industry Regulatory Authority, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Adopt FINRA Rule 7660B (FINRA/NYSE Trade Reporting Facility Fees for Non-Participants)
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
February 2, 2026
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 91 Issue 21 (Monday, February 2, 2026)</title>
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[Federal Register Volume 91, Number 21 (Monday, February 2, 2026)]
[Notices]
[Pages 4702-4704]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-01972]
[[Page 4702]]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-104703; File No. SR-FINRA-2026-003]
Self-Regulatory Organizations; Financial Industry Regulatory
Authority, Inc.; Notice of Filing and Immediate Effectiveness of a
Proposed Rule Change To Adopt FINRA Rule 7660B (FINRA/NYSE Trade
Reporting Facility Fees for Non-Participants)
January 28, 2026.
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 January 28, 2026, the Financial Industry Regulatory Authority, Inc.
(``FINRA'') filed with the Securities and Exchange Commission
(``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 ``establishing or changing a
due, fee or other charge'' under Section 19(b)(3)(A)(ii) of the Act \3\
and Rule 19b-4(f)(2) thereunder,\4\ 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.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A)(ii).
\4\ 17 CFR 240.19b-4(f)(2).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
FINRA is proposing to adopt FINRA Rule 7660B (FINRA/NYSE Trade
Reporting Facility Fees For Non-Participants) to establish a new fee
applicable to FINRA members that do not use the FINRA/NYSE Trade
Reporting Facility (``FINRA/NYSE TRF'') for trade reporting but elect
to purchase specified services.
The text of the proposed rule change is available on FINRA's
website at <a href="http://www.finra.org">http://www.finra.org</a> and at the principal office of FINRA.
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
Background
The FINRA/NYSE TRF, which is operated by NYSE Market (DE), Inc.
(``NYSE Market (DE)''), is one of four FINRA facilities \5\ that FINRA
members can use to report over-the-counter (``OTC'') trades in NMS
stocks. While members are required to report all OTC trades in NMS
stocks to FINRA, they may choose which FINRA Facility (or Facilities)
to use to satisfy their trade reporting obligations.\6\
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\5\ The four FINRA facilities are the FINRA/NYSE TRF, two FINRA/
Nasdaq Trade Reporting Facilities (together, the ``FINRA/Nasdaq
TRF''), and the Alternative Display Facility (together, the ``FINRA
Facilities'').
\6\ Members can use the FINRA/NYSE TRF as a backup system and
reserve bandwidth if there is a failure at another FINRA Facility
that supports the reporting of OTC trades in NMS stocks. As set
forth in Trade Reporting Notice 1/20/16 (OTC Equity Trading and
Reporting in the Event of Systems Issues), a firm that routinely
reports its OTC trades in NMS stocks to only one FINRA Facility must
establish and maintain connectivity and report to a second FINRA
Facility, if the firm intends to continue to support OTC trading as
an executing broker while its primary facility is experiencing a
widespread systems issue.
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Under the governing limited liability company agreement,\7\ the
FINRA/NYSE TRF has two members: FINRA and NYSE Market (DE). FINRA, the
``SRO Member,'' has sole regulatory responsibility for the FINRA/NYSE
TRF. NYSE Market (DE), the ``Business Member,'' is primarily
responsible for the management of the FINRA/NYSE TRF's business affairs
to the extent those affairs are not inconsistent with the regulatory
and oversight functions of FINRA.
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\7\ See the Second Amended and Restated Limited Liability
Company Agreement of FINRA/NYSE Trade Reporting Facility LLC. The
limited liability company agreement, which was submitted as part of
the rule filing to establish the FINRA/NYSE TRF and was subsequently
amended and restated, can be found in the FINRA Manual.
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The Business Member establishes pricing for use of the FINRA/NYSE
TRF, including pricing applicable to FINRA members that use the FINRA/
NYSE TRF for reporting purposes (``Participants''). That pricing is
then implemented pursuant to FINRA rules that FINRA must file with the
Commission and that must be consistent with the Act. Specifically,
Participants are charged fees pursuant to Rule 7620B (Trade Reporting
Facility Reporting Fees) and may qualify for transaction credits under
Rule 7610B (Securities Transaction Credit).\8\ The relevant FINRA rules
are administered by NYSE Market (DE), in its capacity as the Business
Member and operator of the FINRA/NYSE TRF on behalf of FINRA,\9\ and
the Business Member collects all fees on behalf of the FINRA/NYSE TRF.
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\8\ Pursuant to Rule 7630B (Aggregation of Activity of
Affiliated Members), affiliated members can aggregate their activity
for purposes of fees and credits that are dependent upon the volume
of their activity.
\9\ FINRA's oversight of this function performed by the Business
Member is conducted through a recurring assessment and review of the
FINRA/NYSE TRF operations by an outside independent audit firm.
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Proposed Fee
The Business Member has determined to establish a new fee
applicable to FINRA members that are not Participants (``Non-
Participant Members'') but that elect to receive read-only access to
specified services provided by the FINRA/NYSE TRF.\10\ To implement
this new fee, FINRA is proposing to adopt new Rule 7660B.\11\
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\10\ No changes are proposed to the fees applicable to
Participants.
\11\ FINRA is proposing a non-substantive change to ``reserve''
Rule 7650B to keep the numbering parallel for the different FINRA
Trade Reporting Facility rulesets.
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Pursuant to proposed Rule 7660B (FINRA/NYSE Trade Reporting Fees
for Non-Participants), Non-Participant Members would be charged a flat
fee of $1,000 a month for read-only access to all three of the
following services: the NYSE TRF Portal, Drop Copy, and the End of Day
Journal (referred to herein as the ``Services'').\12\ Once a Non-
Participant Member submits an agreement to receive access to the
Services, the Non-Participant Member will be charged the proposed fee
of $1,000 per month until the Non-Participant Member chooses to
terminate the agreement. The proposed fee would be charged at the end
of the calendar month.
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\12\ See <a href="https://www.nyse.com/markets/nyse/market-info">https://www.nyse.com/markets/nyse/market-info</a>.
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The NYSE TRF Portal is a secure, web-based system for FINRA member
firms to manage and report post-execution trade details for exchange-
listed securities.\13\ Drop Copy and the End of Day Journal reflect
completed trades. Today, access to the Services is included as part of
the fees Participants pay for trade reporting to the FINRA/
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NYSE TRF, while Non-Participant Members do not have access to the
Services. For the avoidance of doubt, as noted above, access to the
Services for Non-Participant Members would be read-only. Unlike
Participants, Non-Participant Members would not be able to edit the
Services or report trades to the FINRA/NYSE TRF. According to the
Business Member, although the fee would provide access to all three
Services, Non-Participant Members can elect which of the Services they
wish to receive.
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\13\ See Securities Exchange Act Release No. 104330 (December 5,
2025), 90 FR 57246 (December 10, 2025) (SR-FINRA-2025-014) (Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change to
Amend FINRA Rule 7620B (FINRA/NYSE Trade Reporting Facility
Reporting Fees)), at 57248 n.15.
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FINRA rules require that any member that is a party to an OTC trade
be identified in trade reports submitted to a FINRA Facility. While
Non-Participant Members cannot report trades, they may be identified as
contra parties in trade reports submitted to the FINRA/NYSE TRF. As
such, the Business Member believes that a Non-Participant Member may be
interested in one or more of the Services for purposes of verifying and
reconciling their records with reports of transactions submitted to the
FINRA/NYSE TRF that identify the Non-Participant Member as a party to
the trade. The proposed fee for the Services would only apply to Non-
Participant Members, as Participants--whose fees are addressed in Rule
7620B--already have access to the Services. Non-Participant Members
will only be able to access the Services to view trades in which they
are identified as parties to the trade in trade reports submitted to
the FINRA/NYSE TRF. As noted above, Participants currently have access
to their own trade data through the Services. The proposed rule change
would provide a Non-Participant Member similar (but read-only) access
to its own trade data.
It is not possible to predict with certainty how many Non-
Participant Members may elect to purchase the Services. According to
the Business Member, at least one Non-Participant Member has expressed
interest in access to the Services, and the Business Member anticipates
that only a few Non-Participant Members may purchase the Services.
Purchase of one or more of the Services is voluntary and not required
for Non-Participant Members to be identified in trade reports submitted
to the FINRA/NYSE TRF.
FINRA has filed the proposed rule change for immediate
effectiveness. The operative date will be February 1, 2026.
2. Statutory Basis
FINRA believes that the proposed rule change is consistent with the
provisions of Section 15A(b) of the Act,\14\ in general, and Section
15A(b)(5) of the Act,\15\ in particular, which requires, among other
things, that FINRA rules provide for the equitable allocation of
reasonable dues, fees and other charges among members and issuers and
other persons using any facility or system that FINRA operates or
controls. FINRA also believes that the proposed rule change is
consistent with the provisions of Section 15A(b)(6) of the Act,\16\
which requires, among other things, that FINRA rules 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 promotes improved data quality and accuracy by facilitating
contra-party reviews of trade reports. FINRA also believes that the
proposed rule change is consistent with the provisions of Section
15A(b)(9) of the Act,\17\ which requires that FINRA rules not impose
any burden on competition that is not necessary or appropriate.
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\14\ 15 U.S.C. 78o-3(b).
\15\ 15 U.S.C. 78o-3(b)(5).
\16\ 15 U.S.C. 78o-3(b)(6).
\17\ 15 U.S.C. 78o-3(b)(9).
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As a general matter, the proposed fee would be applied uniformly to
all Non-Participant Members that elect to purchase the Services,
without regard to the size or type of firm. Access to the FINRA/NYSE
TRF is offered on fair and non-discriminatory terms. Further, offering
Non-Participant Members voluntary, read-only access to the Services
would provide an additional tool for such members to verify and
reconcile their trade report records.
The Proposed Rule Change is an Equitable Allocation of Reasonable Fees
FINRA believes that the proposed rule change provides for an
equitable allocation of reasonable fees for the following reasons.
Purchase of one or more of the Services is voluntary and not required
for Non-Participant Members to be identified in trade reports submitted
to the FINRA/NYSE TRF. FINRA is not proposing changes to the fees
applicable to Participants. Participants--whose fees are addressed in
Rule 7620B--already have access to the Services.
The Business Member believes that the proposed $1,000.00 monthly
fee is reasonable for receiving the Services. The proposed fee is equal
to the lowest fee charged to Participants that submit trade reports to
the FINRA/NYSE TRF, i.e., those that submit greater than or equal to
one trade report but less than 5,000 trade reports in a given month,
and such Participants have access to the Services.\18\
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\18\ See supra note 13 at 57248 n.15 and accompanying text.
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The Proposed Rule Change is Not Unfairly Discriminatory
FINRA believes that the proposed rule change is not unfairly
discriminatory for the following reasons. The Business Member believes
that the proposed rule change is not unfairly discriminatory because it
would have no impact on Participants and only apply to Non-Participant
Members that elect to purchase one or more Services. As noted above,
purchase of the Services is voluntary.
Every Non-Participant Member that receives access to one or more of
the Services would be subject to the monthly fee. The proposed fee
would be applied uniformly to all Non-Participant Members that elect to
purchase the Services, without regard to firm size or type.
The Business Member believes that the proposed rule change is not
unfairly discriminatory because a Non-Participant Member is not
required to pay the proposed fee or access one or more of the Services
to be identified in trade reports submitted to the FINRA/NYSE TRF.
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.
Intramarket Competition. The Business Member does not believe that
the proposed rule change would result in a burden on competition that
is not necessary or appropriate in furtherance of the purposes of the
Act because a Non-Participant Member would not be required to purchase
one or more of the Services to be identified in trade reports submitted
to the FINRA/NYSE TRF. Non-Participant Members will purchase the
Services if they determine the benefits outweigh the cost.\19\
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\19\ As noted above, according to the Business Member, at least
one Non-Participant Member has expressed interest in access to the
Services.
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The Business Member does not believe that the proposed fee would
place some market participants at a relative disadvantage compared to
other market participants, because the proposed fee would be applied in
the same manner to all FINRA members that are, or elect to become, Non-
Participant Members. The proposed rule change would not be applied
differently to different sizes of Non-Participant
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Members. The proposed rule change will have no impact on Participants.
Intermarket Competition. The FINRA/NYSE TRF operates in a
competitive environment. The proposed fee would not impose a burden on
competition that is not necessary or appropriate in furtherance of the
purposes of the Act on other FINRA Facilities. The FINRA Facilities
have different pricing and compete for FINRA members' trade reporting
activity. Access to the Services is voluntary and the proposed fee
would be charged only to Non-Participant Members. As such, the proposed
fee is not likely to impact competition for Participants' trade
reporting activity. The pricing structures of the FINRA/NYSE TRF and
other FINRA Facilities are publicly available, allowing FINRA members
to make informed decisions.
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
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \20\ and paragraph (f)(2) of Rule 19b-4
thereunder.\21\ 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.
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\20\ 15 U.S.C. 78s(b)(3)(A).
\21\ 17 CFR 240.19b-4(f)(2).
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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
<bullet> Use the Commission's internet comment form (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#82f0f7eee7afe1edefefe7ecf6f1c2f1e7e1ace5edf4"><span class="__cf_email__" data-cfemail="582a2d343d753b3735353d362c2b182b3d3b763f372e">[email protected]</span></a>. Please include
File Number SR-FINRA-2026-003 on the subject line.
Paper Comments
<bullet> 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-2026-003. 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 (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>).
Copies of the filing 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-2026-003 and should be submitted on or before February 23,
2026.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\22\
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\22\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2026-01972 Filed 1-30-26; 8:45 am]
BILLING CODE 8011-01-P
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