Election Notice - August 3, 2007

Nominees for FINRA Board of Governors

Executive Summary

The first Annual Meeting of the Financial Industry Regulatory Authority (FINRA) members will be October 26, 2007.

The formal notice of the meeting, including the time and location, will be mailed on or about September 21, 2007. The individuals nominated by the former NASD Board of Governors and/or the Board of Directors of NYSE Group, Inc. for election to the FINRA Board of Governors (FINRA Board) are identified in this Election Notice.

Pursuant to Article VII, Section 10 of the FINRA By-Laws, a person who has not been so nominated for election to the FINRA Board may be included on the ballot for the election of governors if:

(a) within 45 days after the date of this Election Notice, such person presents to the Corporate Secretary petitions in support of such nomination, duly executed by at least three percent of FINRA members entitled to vote for such nominee's election. Members may only endorse persons for the category in which they are entitled to vote. No member may endorse more than one such nominee. If, however, a candidate's name appears on a petition in support of a slate of more than one nominee, the slate must be endorsed by 10 percent of FINRA's voting members entitled to vote for such nominees' election; and

(b) the Corporate Secretary certifies that such petitions have been duly executed by the executive representatives of the requisite number of FINRA members entitled to vote for such person's election, and the person being nominated satisfies the classification of the governorship to be filled based on the information provided by the person as is reasonably necessary for the Corporate Secretary to make the certification.

The number of FINRA Small, Mid-Size and Large Firms as of close of business on August 2, 2007, as well as the requisite number of firms required to meet the above-referenced thresholds, can be found on FINRA's Web site at www.finra.org/notices/election/080307.

Persons submitting petitions must provide information sufficient for the Corporate Secretary to determine the person's status with respect to the category for which he or she is nominated. Please note that if a petition slate includes persons from different firm size categories, signatures of 10 percent of each respective firm class size are required.


 

As of the close of business on August 2, 2007, FINRA had 4,655 Small Firm voting members, 224 Mid-Size Firm voting members and 193 Large Firm voting members. For petitions in support of the nomination of a single person, the applicable three percent threshold is 140 Small Firm members for a Small Firm candidate, 7 Mid-Size Firm members for a Mid-Size Firm candidate and 6 Large Firm members for a Large Firm candidate. For petitions in support of a slate of more than one individual, the applicable 10 percent threshold is 466 Small Firm members for Small Firm candidates, 22 Mid-Size Firm members for Mid-Size Firm candidates and 19 Large Firm members for Large Firm candidates. Please note that if a petition slate includes individuals from different firm size categories, signatures of 10 percent of each respective class size are required.

As stated in the Election Notice, persons submitting petitions must provide information sufficient for the Corporate Secretary to determine the nominee’s status with respect to the category for which he or she is nominated.