TY 2017 Form 990 Schedule J

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column (B) reported as deferred on prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1ROBERT W COOK PRESIDENT & CEO	(i) (ii)	------------- 981,846	-------------	------------- 26,769	------------- 440,985	------------- 1,923	------------- 1,451,523	-------------
2TODD T DIGANCI EXECUTIVE VICE PRESIDENT/CFAO	(i) (ii)	------------- 572,216	------------- 695,000	------------- 24,681	------------- 145,105	------------- 40,353	------------- 1,477,355	-------------
3MARCIA E ASQUITH EVP & CORPORATE SECRETARY	(i) (ii)	------------- 309,672	------------- 355,000	------------- 38,742	------------- 113,373	------------- 24,103	------------- 840,890	-------------
4SUSAN F AXELROD EXECUTIVE VICE PRESIDENT	(i) (ii)	------------- 424,276	------------- 465,000	------------- 21,261	------------- 1,713,401	------------- 52,005	------------- 2,675,943	-------------
5RICHARD W BERRY EXECUTIVE VICE PRESIDENT	(i) (ii)	0 ------------- 290,807	0 ------------- 302,000	0 ------------- 21,146	0 ------------- 129,343	0 ------------- 34,619	0 ------------- 777,915	-------------
6ROBERT L D COLBY EVP AND CHIEF LEGAL OFFICER	(i) (ii)	0 ------------- 478,688	0 ------------- 490,000	0 ------------- 267,940	0 ------------- 40,950	0 ------------- 23,565	0 ------------- 1,301,143	0 ------------- 108,006
7THOMAS R GIRA EXECUTIVE VICE PRESIDENT	(i) (ii)	------------- 442,772	------------- 465,000	------------- 5,663	------------- 76,230	------------- 29,592	------------- 1,019,257	-------------
8J BRADLEY BENNETT EXECUTIVE VICE PRESIDENT	(i) (ii)	------------- 40,545	------------- 0	------------- 499,455	------------- 15,840	------------- 2,094	------------- 557,934	-------------
9CARLO DI FLORIO EXECUTIVE VICE PRESIDENT	(i) (ii)	------------- 417,244	------------- 278,000	------------- 21,646	------------- 122,355	------------- 62,553	------------- 901,798	-------------
10STEVEN A JOACHIM EXECUTIVE VICE PRESIDENT	(i) (ii)	------------- 20,855	------------- 440,000	------------- 790,510	------------- 12,145	------------- 4,486	------------- 1,267,996	-------------
11TRACY B JOHNSON SENIOR VICE PRESIDENT	(i) (ii)	------------- 313,522	------------- 285,500	------------- 20,463	------------- 86,456	------------- 12,306	------------- 718,247	-------------
12RICHARD G KETCHUM FMR PRESIDENT & CEO	(i) (ii)	------------- 0	------------- 937,500	------------- 0	------------- 3,650	------------- 0	------------- 941,150	-------------
13DEREK W LINDEN EXECUTIVE VICE PRESIDENT	(i) (ii)	------------- 342,708	------------- 345,000	------------- 12,558	------------- 101,167	------------- 23,745	------------- 825,178	-------------
14STEVEN J RANDICH EXECUTIVE VICE PRESIDENT & CIO	(i) (ii)	------------- 474,758	------------- 580,000	------------- 24,353	------------- 239,633	------------- 34,304	------------- 1,353,048	-------------
15STEPHEN M SCHOENEMAN SENIOR VICE PRESIDENT	(i) (ii)	------------- 326,733	------------- 245,000	------------- 79,059	------------- 83,510	------------- 36,895	------------- 771,197	-------------
16THOMAS M SELMAN EXECUTIVE VICE PRESIDENT	(i) (ii)	------------- 336,895	------------- 347,000	------------- 22,800	------------- 82,033	------------- 23,904	------------- 812,632	-------------
17JONATHAN S SOKOBIN SENIOR VICE PRESIDENT	(i) (ii)	------------- 283,684	------------- 220,000	------------- 21,687	------------- 88,744	------------- 44,047	------------- 658,162	-------------

Schedule J (Form 990) 2017

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Schedule J (Form 990) 2017

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Part III

Supplemental Information

Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.

Return Reference	Explanation
SCHEDULE J, PART I, LINE 4B	FINRA REGULATION, INC. IS A WHOLLY-CONTROLLED SUBSIDIARY OF THE FINANCIAL INDUSTRY REGULATORY AUTHORITY (FINRA). AS THE PARENT ORGANIZATION, FINRA INCURS ALL DIRECT AND INDIRECT EXPENSES, INCLUDING SALARY AND BENEFITS. LINE 4B) FINRA OFFERS TWO NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS. ANNUAL INCREASES IN BENEFIT VALUE, CLIFF VESTING EVENTS, AND PAYOUT DIFFERENTIALS ARE TAXABLE IN THE YEAR IN WHICH THEY OCCUR AND ARE REPORTED IN COLUMN B(III) OF SCHEDULE J, PART II. UNVESTED BENEFIT AND CONTRIBUTION ACCRUALS ARE TAX DEFERRED AND ARE REPORTED IN COLUMN C OF SCHEDULE J, PART II. 1) FINRA'S SUPPLEMENTAL DEFINED BENEFIT PLAN IS A NON-QUALIFIED DEFINED BENEFIT PLAN THAT IS PROVIDED TO MEMBERS OF A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES SUCH AS THOSE DESCRIBED UNDER 201(2), 301(A)(3), AND 401(A)(1) OF ERISA. IT IS A FINRA FUNDED PLAN IN WHICH PARTICIPANTS TYPICALLY HAD A TAXABLE ONE-TIME CLIFF VESTING EVENT AT A SPECIFIED MILESTONE BASED ON BOTH AGE AND YEARS OF SERVICE. THIS PLAN WAS CLOSED TO NEW ENTRANTS AS OF 12/31/05. ALL PARTICIPANTS HAVE COMPLETED VESTING. THE AMOUNTS BELOW REPRESENT THE ACCUMULATED BENEFITS RECOGNIZED IN THE CURRENT YEAR FOR FEDERAL INCOME TAX PURPOSES UPON THE INDIVIDUALS' SEPARATION FROM FINRA AND THE PLAN. THE BENEFITS WERE EARNED WITHIN THE NON-QUALIFIED DEFINED BENEFIT PLAN OVER THE DURATION OF THE INDIVIDUALS' YEARS OF SERVICE TO FINRA. THESE AMOUNTS VARY BY INDIVIDUAL BASED ON YEARS OF SERVICE, COMPENSATION LEVELS AND PAY GRADE, AGE AT SEPARATION, AND PREVIOUS VESTING EVENTS. PARTICIPANTS IN THE NON-QUALIFIED DEFINED BENEFIT PLAN THAT HAD ACCUMULATED BENEFITS RECOGNIZED IN 2017: STEVEN A. JOACHIM - $754,939 2) FINRA'S SUPPLEMENTAL DEFINED CONTRIBUTION PLAN IS A NON-QUALIFIED PLAN THAT IS OPEN TO VICE PRESIDENTS AND ABOVE WITH AN ANNUAL BASE PAY ABOVE THE QUALIFIED LIMIT. IT IS ONLY OPEN TO THOSE NOT PARTICIPATING IN THE CLOSED NON-QUALIFIED DEFINED BENEFIT PLAN DESCRIBED ABOVE. IT IS A FINRA FUNDED PLAN WITH A 3 YEAR VESTING CYCLE WITH ANNUAL VESTING BEGINNING AT AGE 62. PARTICIPANTS IN THE SUPPLEMENTAL NON-QUALIFIED DEFINED CONTRIBUTION PLAN WITH CONTRIBUTIONS VESTING IN 2017 INCLUDE: ROBERT L. D. COLBY - $240,896 STEPHEN M. SCHOENEMAN - $54,585 SCHEDULE J, PART II, LINE 4, COLUMN C THE COMPENSATION DISCLOSURE FOR SUSAN F. AXELROD INCLUDES $1.7M IN DEFERRED COMPENSATION RELATED TO HER SEPARATION FROM FINRA IN APRIL 2018. THESE AMOUNTS WERE PAID IN 2018 AND ARE REFLECTIVE OF HER 28 YEARS OF SERVICE AT BOTH THE NEW YORK STOCK EXCHANGE AND FINRA. VOLUNTARY COMPENSATION DISCLOSURE: STEPHEN CUTLER WAS A VOLUNTEER BOARD MEMBER IN 2017 AND DID NOT RECEIVE COMPENSATION FOR HIS SERVICE.

Return Reference

Explanation

SCHEDULE J, PART I, LINE 4B

FINRA REGULATION, INC. IS A WHOLLY-CONTROLLED SUBSIDIARY OF THE FINANCIAL INDUSTRY REGULATORY AUTHORITY (FINRA). AS THE PARENT ORGANIZATION, FINRA INCURS ALL DIRECT AND INDIRECT EXPENSES, INCLUDING SALARY AND BENEFITS. LINE 4B) FINRA OFFERS TWO NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS. ANNUAL INCREASES IN BENEFIT VALUE, CLIFF VESTING EVENTS, AND PAYOUT DIFFERENTIALS ARE TAXABLE IN THE YEAR IN WHICH THEY OCCUR AND ARE REPORTED IN COLUMN B(III) OF SCHEDULE J, PART II. UNVESTED BENEFIT AND CONTRIBUTION ACCRUALS ARE TAX DEFERRED AND ARE REPORTED IN COLUMN C OF SCHEDULE J, PART II. 1) FINRA'S SUPPLEMENTAL DEFINED BENEFIT PLAN IS A NON-QUALIFIED DEFINED BENEFIT PLAN THAT IS PROVIDED TO MEMBERS OF A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES SUCH AS THOSE DESCRIBED UNDER 201(2), 301(A)(3), AND 401(A)(1) OF ERISA. IT IS A FINRA FUNDED PLAN IN WHICH PARTICIPANTS TYPICALLY HAD A TAXABLE ONE-TIME CLIFF VESTING EVENT AT A SPECIFIED MILESTONE BASED ON BOTH AGE AND YEARS OF SERVICE. THIS PLAN WAS CLOSED TO NEW ENTRANTS AS OF 12/31/05. ALL PARTICIPANTS HAVE COMPLETED VESTING. THE AMOUNTS BELOW REPRESENT THE ACCUMULATED BENEFITS RECOGNIZED IN THE CURRENT YEAR FOR FEDERAL INCOME TAX PURPOSES UPON THE INDIVIDUALS' SEPARATION FROM FINRA AND THE PLAN. THE BENEFITS WERE EARNED WITHIN THE NON-QUALIFIED DEFINED BENEFIT PLAN OVER THE DURATION OF THE INDIVIDUALS' YEARS OF SERVICE TO FINRA. THESE AMOUNTS VARY BY INDIVIDUAL BASED ON YEARS OF SERVICE, COMPENSATION LEVELS AND PAY GRADE, AGE AT SEPARATION, AND PREVIOUS VESTING EVENTS. PARTICIPANTS IN THE NON-QUALIFIED DEFINED BENEFIT PLAN THAT HAD ACCUMULATED BENEFITS RECOGNIZED IN 2017: STEVEN A. JOACHIM - $754,939 2) FINRA'S SUPPLEMENTAL DEFINED CONTRIBUTION PLAN IS A NON-QUALIFIED PLAN THAT IS OPEN TO VICE PRESIDENTS AND ABOVE WITH AN ANNUAL BASE PAY ABOVE THE QUALIFIED LIMIT. IT IS ONLY OPEN TO THOSE NOT PARTICIPATING IN THE CLOSED NON-QUALIFIED DEFINED BENEFIT PLAN DESCRIBED ABOVE. IT IS A FINRA FUNDED PLAN WITH A 3 YEAR VESTING CYCLE WITH ANNUAL VESTING BEGINNING AT AGE 62. PARTICIPANTS IN THE SUPPLEMENTAL NON-QUALIFIED DEFINED CONTRIBUTION PLAN WITH CONTRIBUTIONS VESTING IN 2017 INCLUDE: ROBERT L. D. COLBY - $240,896 STEPHEN M. SCHOENEMAN - $54,585 SCHEDULE J, PART II, LINE 4, COLUMN C THE COMPENSATION DISCLOSURE FOR SUSAN F. AXELROD INCLUDES $1.7M IN DEFERRED COMPENSATION RELATED TO HER SEPARATION FROM FINRA IN APRIL 2018. THESE AMOUNTS WERE PAID IN 2018 AND ARE REFLECTIVE OF HER 28 YEARS OF SERVICE AT BOTH THE NEW YORK STOCK EXCHANGE AND FINRA. VOLUNTARY COMPENSATION DISCLOSURE: STEPHEN CUTLER WAS A VOLUNTEER BOARD MEMBER IN 2017 AND DID NOT RECEIVE COMPENSATION FOR HIS SERVICE.

Schedule J (Form 990) 2017

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