Securities Industry Essentials — Complete Chapter Reference
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| Entity | Role | Key Rule |
|---|---|---|
| Broker-Dealer | Executes trades for clients (broker) or its own account (dealer) | Must register with FINRA + SEC |
| Investment Adviser | Provides advice for compensation | Registered with SEC or state |
| Issuer | Entity that sells securities to raise capital | Discloses material info via prospectus |
| Market Maker | Continuously quotes bid/ask prices | OTC market — no exchange required |
| Custodian | Holds customer assets | Often a bank or broker-dealer |
| Transfer Agent | Maintains ownership records | Issues/cancels certificates |
| Clearing Agency | Settles trades | DTC / NSCC |
| Feature | Money Market | Capital Market |
|---|---|---|
| Maturity | < 1 year | > 1 year |
| Examples | T-Bills, CP, BAs, CDs | Stocks, bonds, mortgages |
| Risk | Lower | Higher |
| Regulator | Type | Key Role |
|---|---|---|
| SEC | Federal agency | Enforces federal securities laws, oversees FINRA and exchanges |
| FINRA | SRO | Regulates broker-dealers, writes conduct rules, runs exams |
| MSRB | SRO | Makes rules for municipal securities (BD and bank dealers) |
| SIPC | Non-profit | Protects customers if BD fails (NOT investment losses) |
| State regulators | Govt agencies | Blue sky laws — register securities and agents in-state |
| Federal Reserve | Federal agency | Monetary policy, regulates Reg T (margin) |
| Feature | Common Stock | Preferred Stock |
|---|---|---|
| Voting rights | Yes (statutory/cumulative) | Generally No |
| Dividend | Variable (board discretion) | Fixed rate; paid first |
| Liquidation priority | Last (residual) | Before common, after bonds |
| Interest rate risk | Moderate | High (acts like a bond) |
Allow US investors to hold foreign shares without dealing with foreign markets. Issued by US banks, denominated in USD, but carry currency risk. Dividends are paid in USD after currency conversion.
Students consistently struggle with bond pricing, yield relationships, and yield calculations. This chapter gets heavy exam weight.
When a bond trades at a discount (price < par):
At a premium the order reverses: Nominal > CY > YTM > YTC
| Bond Type | Issuer | Tax Treatment | Key Feature |
|---|---|---|---|
| Treasury Bills | US Govt | Federal only (exempt state) | <1 yr; sold at discount |
| Treasury Notes | US Govt | Federal only | 2–10 yr; pays semiannual coupon |
| Treasury Bonds | US Govt | Federal only | 10–30 yr |
| TIPS | US Govt | Federal only | Principal adjusts with CPI |
| Municipal Bonds | State/local govt | Federal exempt + in-state exempt | GO vs. Revenue bonds |
| Corporate Bonds | Corporations | Fully taxable | Highest yield for taxable investors |
| Zero Coupon | Various | Taxed as "phantom income" | Issued at deep discount; no cash interest |
| Class | Load Timing | Best For |
|---|---|---|
| Class A | Front-end load (at purchase) | Long-term investors; breakpoints lower cost |
| Class B | Back-end (CDSC — fades over time) | No upfront cost; higher 12b-1 fees |
| Class C | Level load (annual 12b-1) | Short-term; no CDSC after ~1 yr |
| Mutual Fund | ETF | |
|---|---|---|
| Trading | Once daily at NAV | Intraday on exchange |
| Management | Active or passive | Mostly passive (index) |
| Taxes | Taxable capital gain distributions | In-kind creation — more tax-efficient |
| Min Investment | Often $1,000+ | Price of 1 share |
Options is the #1 topic students find confusing. Learn the 4-position cheat sheet cold and everything else follows.
| Phase | Characteristics | Best Sectors |
|---|---|---|
| Expansion | GDP rising, employment up, inflation building | Cyclicals, tech, industrials |
| Peak | Highest GDP; inflation high; rates rising | Energy, materials |
| Contraction/Recession | GDP falling 2+ quarters; unemployment rising | Defensives (utilities, healthcare, consumer staples) |
| Trough | Lowest point; unemployment peaks | Financials, early cyclicals |
| Indicator | Type | Example |
|---|---|---|
| Leading | Predict the future | Stock prices, building permits, new orders |
| Coincident | Move with economy now | GDP, employment, industrial production |
| Lagging | Confirm past trends | Unemployment rate, CPI, interest rates |
| Account Type | Key Feature | Notes |
|---|---|---|
| Cash account | Pay in full within settlement | Most common; no leverage |
| Margin account | Borrow to buy securities | 50% Reg T initial requirement |
| Discretionary | Broker can trade without calling first | Requires written authorization; must be marked |
| JTWROS | Joint tenancy with right of survivorship | Survivor inherits; common for spouses |
| TIC | Tenants in common | Each owner has distinct share; passes to estate |
| Custodial (UGMA) | Adult manages for minor | Irrevocable gift; taxed to minor |
| Trust | Trustee manages for beneficiary | Follow trust document; no trustee lending |
Execute 4+ day trades in 5 business days → designated Pattern Day Trader. Must maintain $25,000 minimum equity in margin account. Day trading buying power = 4× maintenance margin excess.
Under FINRA Rule 2111, registered representatives must have a reasonable basis to believe a recommendation is suitable based on the customer's profile. Three components:
| Objective | Best Investments | Avoid |
|---|---|---|
| Safety / Capital Preservation | T-bills, CDs, money market | Stocks, DPPs, options |
| Income | Bonds, preferred stock, REITs, dividend stocks | Growth stocks, options |
| Growth | Common stock, growth funds, ETFs | T-bills, bonds (long-term) |
| Speculation | Options, DPPs, penny stocks | T-bills (too conservative) |
| Order | Execution | Price Guarantee |
|---|---|---|
| Market order | Immediate at best available price | Execution guaranteed; price not |
| Limit order | Only at limit price or better | Price guaranteed; execution not |
| Stop order | Becomes market order when stop is hit | Neither guaranteed |
| Stop-limit order | Becomes limit order when stop is hit | Price guaranteed; execution not |
| Trailing stop | Stop moves with price | Neither guaranteed |
| Practice | Definition |
|---|---|
| Churning | Excessive trading to generate commissions; violates suitability |
| Front-running | Trading ahead of a known client order for personal gain |
| Insider trading | Trading on material, non-public information (MNPI) |
| Painting the tape | Coordinated trades to create false impression of activity |
| Marking the close | Trades near market close to manipulate closing price |
| Spoofing | Placing orders with no intent to fill — to move the price |
| Pump and dump | Hype a stock, sell it at the high; illegal promotion |
| Free-riding | Buying securities without paying for them (cash account violation) |
| Commingling | Mixing customer funds with firm's own funds |
| Selling away | Selling securities outside firm's offered products without approval |
Annuities and variable products are a major SIE topic. The fixed vs. variable distinction and the accumulation/annuitization phases trip up many students.
| Feature | Fixed Annuity | Variable Annuity | Indexed Annuity |
|---|---|---|---|
| Return | Guaranteed rate | Tied to subaccounts (like mutual funds) | Tied to market index (e.g., S&P 500) |
| Risk to investor | None (insurer bears it) | Investor bears market risk | Some (participation rate, cap) |
| Regulator | State insurance only | SEC + FINRA + state insurance | State insurance only (usually) |
| License needed | Life insurance only | Series 6 or 7 + life insurance | Life insurance (usually) |
| SIPC coverage | No | No | No |
| Inflation protection | No | Yes (market-linked) | Partial |
| Option | Description | Key Risk |
|---|---|---|
| Life only | Payments for annuitant's lifetime | Die early = estate gets nothing |
| Life + period certain | Guaranteed payments for X years minimum | Slightly lower payment |
| Joint and survivor | Continues for second life after first dies | Lower monthly payment |
| Lump sum | Single payment at annuitization | Fully taxable in year received |
| Type | Cash Value? | Premium | Investment Choice |
|---|---|---|---|
| Term life | No | Lowest | No |
| Whole life | Yes (guaranteed growth) | Fixed, level | No |
| Universal life | Yes (flexible) | Flexible | No (insurer invests) |
| Variable life | Yes (subaccounts) | Fixed | Yes — owner picks |
| Variable universal life | Yes (subaccounts) | Flexible | Yes — owner picks |
| Feature | Traditional IRA | Roth IRA |
|---|---|---|
| Contribution limit | $7,000 ($8,000 if 50+) [2024] | Same limits |
| Tax deductibility | May be deductible | Never deductible |
| Growth | Tax-deferred | Tax-free |
| Withdrawals | Taxed as ordinary income | Tax-free (if qualified) |
| RMDs | Starting at age 73 | None during owner's life |
| Early withdrawal penalty | 10% before age 59½ | 10% on earnings before 59½ |
| Income limit | No income limit to contribute | Phases out at higher incomes |
| Plan | Who Contributes | 2024 Limit | Notes |
|---|---|---|---|
| 401(k) | Employee (+ employer match) | $23,000 ($30,500 if 50+) | Most common corporate plan |
| 403(b) | Employee | $23,000 | Non-profit / school / hospital employees |
| SEP-IRA | Employer only | Up to 25% of comp / $69,000 | Self-employed |
| SIMPLE IRA | Both | $16,000 ($19,500 if 50+) | <100 employees; employer must match |
| Defined Benefit (pension) | Employer | Actuarially determined | Guarantees specific payout in retirement |
| Rule | Description |
|---|---|
| FINRA 2010 | Standards of Commercial Honor — broad ethical conduct standard |
| FINRA 2111 | Suitability — recommendations must be suitable |
| FINRA 3110 | Supervision — firms must supervise registered persons |
| FINRA 4512 | Customer Account Info — must collect and keep current |
| FINRA 2210 | Communications with the Public — fair and balanced |
| FINRA 4511 | Recordkeeping — 3 or 6 year rules |
The SIE includes calculation questions. Know these formulas and you'll pick up easy points others miss.