FINRA Pushes Back Fee Start Date: Snooze Alert
Published Date: 6/17/2025
Notice
Summary
FINRA is changing the timeline for when new fees on certain securities filings will start. This affects companies and brokers who submit these documents, giving them more time before the fees kick in. The update helps everyone get ready without rushing and keeps the fee rules clear and fair.
Analyzed Economic Effects
3 provisions identified: 1 benefits, 2 costs, 0 mixed.
Private Placement Fee Details (Starts 2027)
When implemented on January 1, 2027, the Corporate Financing Private Placement Review Fee will apply only to private placements larger than $25,000,000 and consist of a $300 flat fee plus 0.008% of the maximum offering proceeds, with a cap tied to a $500,000,000 offering (capped at $40,300 as described). FINRA expects this private placement fee to generate $6 million in annual revenue by 2029.
Public Offering Fee Caps Increase (Starts 2027)
Implementation of increases to the Corporate Financing Public Offering Review Fee caps is delayed to January 1, 2027. At that time the non-WKSI fee cap would rise to $1,125,000 (from $225,500) and the WKSI fee cap would be $389,000 in 2027 (rising to $467,000 on January 1, 2028 and $560,000 on January 1, 2029); the current formula includes a $500 flat fee plus 0.015% of the offering with a $225,500 cap through 2026.
Fee Start Dates Pushed to Jan 1, 2027
FINRA is delaying the start of two Corporate Financing fees from July 1, 2025 to January 1, 2027. From July 1, 2025 through December 31, 2026, private placements will be reviewed at no charge and public offerings will be reviewed at the current rates (no increase).
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