Under FINRA rules, what best describes the distinction between an outside business activity and a private securities transaction for an associated person?
- AAn outside business activity must be filed on Form U4, whereas a private securities transaction must be reported to the SEC on Form U5 before it is executed.
- BAn outside business activity requires firm approval only when the person is compensated, while a private securities transaction never requires notice if the person receives no selling compensation.
- CAn outside business activity applies only to registered representatives, while a private securities transaction applies only to principals and other supervisors at the firm.
- DAn outside business activity is any business the associated person conducts away from the firm, while a private securities transaction is a securities transaction outside the regular course of the person's employment with the firm. Correct
Why A is wrong: This is tempting because both activities involve firm notification, but Form U4 and Form U5 are registration and termination filings, not the vehicle for approving these activities; the firm handles both through internal written notice and supervision, not a U4 or U5 filing.
Why B is wrong: This is a plausible mistake because compensation does affect the supervisory treatment of private securities transactions, but written notice to the firm is required for a private securities transaction regardless of compensation, and outside business activities require written notice whether or not compensation is involved.
Why C is wrong: This is tempting because supervisory roles feel more regulated, but both rules apply to associated persons broadly, not to a single registration category, so limiting either rule by job title is incorrect.
Why D is correct: This correctly captures the scope of each rule: outside business activity covers non-firm business generally, while a private securities transaction is specifically a securities trade done outside the firm's regular business, such as selling a private placement to a friend.