6620. Transaction Reporting
This rule is no longer applicable. NASD Rule 6620 has been superseded by FINRA Rule 6622. Please consult the appropriate FINRA Rule.
(a) When and How Transactions are Reported
(1) OTC Market Makers shall, within 90 seconds after execution, transmit to the OTC Reporting Facility last sale reports of transactions in OTC Equity Securities executed between the hours of 9:30 a.m. and 4:00 p.m. Eastern Time. Transactions not reported within 90 seconds after execution shall be designated as late.
(2) Non-Market Makers shall, within 90 seconds after execution, transmit to the OTC Reporting Facility, or by telephone to the Operations Department if the OTC Reporting Facility is unavailable due to system or transmission failure, last sale reports of transactions in OTC Equity Securities executed between the hours of 9:30 a.m. and 4:00 p.m. Transactions not reported within 90 seconds after execution shall be designated as late.
(3) Transaction Reporting Outside Normal Market Hours
(A) Last sale reports of transactions in OTC Equity Securities executed between 8:00 a.m. and 9:30 a.m. Eastern Time shall be transmitted to the OTC Reporting Facility within 90 seconds after execution and shall be designated as ".T" trades to denote their execution outside normal market hours. Transactions not reported within 90 seconds must be designated as .T trades. Transactions not reported before 9:30 a.m. shall be reported after 4:00 p.m. and before 8:00 p.m. as .T trades.
(B) Last sale reports of transactions in OTC Equity Securities executed between the hours of 4:00 p.m. and 8:00 p.m. Eastern Time shall be transmitted to the OTC Reporting Facility within 90 seconds after execution; trades executed and reported after 4:00 p.m. Eastern Time shall be designated as ".T" to denote their execution outside normal market hours. Transactions not reported within 90 seconds must be designated as .T trades. Transactions not reported before 8:00 p.m. shall be reported on an "as of" basis the following day between 8:00 a.m. and 8:00 p.m.
(C) Last sale reports of transactions in OTC Equity Securities executed outside the hours of 8:00 a.m. and 8:00 p.m. Eastern Time shall be reported as follows:
(i) Last sale reports of transactions in OTC Equity Securities that are executed between midnight and 8:00 a.m. Eastern Time shall be transmitted to the OTC Reporting Facility between 8:00 a.m. and 9:30 a.m. Eastern Time on trade date and be designated as ".T" trades to denote their execution outside normal market hours. Transactions not reported before 9:30 a.m. shall be reported after 4:00 p.m. and before 8:00 p.m. as .T trades. The party responsible for reporting on trade date, the trade details to be reported, and the applicable procedures shall be governed, respectively, by paragraphs (b), (c), and (d) below; and
(ii) Last sale reports of transactions in OTC Equity Securities that are executed between 8:00 p.m. and midnight Eastern Time shall be transmitted to the OTC Reporting Facility on the next business day (T+1) between 8:00 a.m. and 8:00 p.m. Eastern Time and be designated "as of" trades to denote their execution on a prior day. The party responsible for reporting on T+1, the trade details to be reported, and the applicable procedures shall be governed, respectively, by paragraphs (b), (c), and (d) below.
(4) All members shall report as soon as practicable to the Market Regulation Department on Form T, last sale reports of transactions in OTC Equity Securities for which electronic submission to the OTC Reporting Facility is not possible (e.g., the ticker symbol for the security is no longer available or a market participant identifier is no longer active). Transactions that can be reported to the OTC Reporting Facility, whether on trade date or on a subsequent date on an "as of" basis (T+N), shall not be reported on Form T.
(5) A pattern or practice of late reporting without exceptional circumstances may be considered conduct inconsistent with high standards of commercial honor and just and equitable principles of trade, in violation of Rule 2110.
(6) All members shall append the .PRP trade report modifier to transaction reports that reflect a price different from the current market when the execution price is based on a prior reference point in time. The transaction report shall include the prior reference time in lieu of the actual time the trade was executed. The .PRP modifier shall not be appended to a report of a transaction whose price is based on a prior reference point in time if the trade is executed and reported within 90 seconds from the prior reference point in time.
(7) NASD will append the .T modifier or the .SLD modifier, as appropriate, to those reports submitted to the OTC Reporting Facility that contain the time of execution, but that do not contain the appropriate modifier.
(8) All members shall append the .W trade report modifier to reports of Stop Stock Transactions, as such term is defined in Rule 6610, and include the time at which the member and the other party agreed to the Stop Stock Price, as such term is defined in Rule 6610, in lieu of including the time of execution on the trade report. The .W modifier shall not be appended to a report of a Stop Stock Transaction if the Stop Stock Transaction is executed and reported within 90 seconds of the time the member and the other party agree to the Stop Price.
(9) To identify late pre-opening and after-hours trades reported late, NASD will convert the .T modifier to .ST for any report submitted to the OTC Reporting Facility more than 90 seconds after execution.
(b) Which Party Reports Transaction
(1) In a transaction between two OTC Market Makers, only the member representing the sell side shall report the transaction.
(2) In a transaction between an OTC Market Maker and a Non-Market Maker, only the OTC Market Maker shall report the transaction.
(3) In a transaction between two Non-Market Makers, only the member representing the sell side shall report the transaction.
(4) In a transaction between a member and a customer, the member shall report the transaction.
(5) In a transaction conducted through a Reporting ECN (as defined in Rule 6110), the Reporting ECN shall ensure that the transactions are reported in accordance with Rule 6130(c), and the term "Reporting Market Maker" as used in such rule shall be construed to refer to an OTC Market Maker.
(c) Information To Be Reported
Each last sale report shall contain the following information:
(1) Symbol of the OTC Equity Security;
(2) Number of shares;
(3) Price of the transaction as required by paragraph (d) below; and
(4) A symbol indicating whether the transaction is a buy, sell, sell short, or cross.
(5) The time of execution expressed in hours, minutes, and seconds based on Eastern Time, unless another provision of the Association's rules requires that a different time must be included on the report.
(d) Procedures for Reporting Price and Volume
Members that are required to report pursuant to paragraph (b) above shall transmit last sale reports for all purchases and sales in OTC Equity Securities in the following manner:
(1) For agency transactions, report the number of shares and the price excluding the commission charged.
(2) For dual agency transactions, report the number of shares only once, and report the price excluding the commission charged.
(3)(A) For principal transactions, except as provided in subparagraph (B) hereof, report each purchase and sale transaction separately and report the number of shares and the price. For principal transactions that are executed at a price that includes a mark-up, mark-down or service charge, the price reported shall exclude the mark-up, mark-down or service charge. Such reported price shall be reasonably related to the prevailing market, taking into consideration all relevant circumstances including, but not limited to, market conditions with respect to the OTC Equity Security, the number of shares involved in the transaction, the published bids and offers with size displayed in any inter-dealer quotation system at the time of the execution (including the reporting firm's own quotation), the cost of execution and the expenses involved in clearing the transaction.
(B) Exception: A "riskless" principal transaction in which a member, after having received an order to buy a security, purchases the security as principal at the same price to satisfy the order to buy or, after having received an order to sell, sells the security as principal at the same price to satisfy the order to sell, shall be reported as one transaction in the same manner as an agency transaction, excluding the mark-up or mark-down, commission-equivalent, or other fee. Alternatively, a member may report a riskless principal transaction by submitting the following report(s) to the OTC Reporting Facility:
(i) The member with the obligation to report the transaction pursuant to paragraph (b) above must submit a last sale report for the initial leg of the transaction.
(ii) Regardless of whether a member has a reporting obligation pursuant to paragraph (b) above, the firm must submit, for the offsetting, "riskless" portion of the transaction, either:
a. a clearing-only report with a capacity indicator of "riskless principal," if a clearing report is necessary to clear the transaction; or
b. a non-tape, non-clearing report with a capacity indicator of "riskless principal," if a clearing report is not necessary to clear the transaction.
Example:
SELL as a principal 100 shares to another member at 40 to fill an existing order;
BUY as principal 100 shares from a customer at 40 minus a mark-down of $12.50;
REPORT 100 shares at 40 by submitting to the OTC Reporting Facility either a single trade report marked with a "riskless principal" capacity indicator or by submitting the following reports:
(1) where required by this Rule, a tape report marked with a "principal" capacity indicator; and
(2) either a non-tape, non-clearing report or a clearing-only report marked with a "riskless principal" capacity indicator.
(e) Transactions Not To Be Reported For Publication Purposes
The following types of transactions shall not be reported for publication purposes:
(1) Transactions that are part of a primary distribution by an issuer or a registered secondary distribution (other than "shelf distributions") or of an unregistered secondary distribution;
(2) Transactions made in reliance on Section 4(2) of the Securities Act of 1933;
(3) Transactions where the buyer and seller have agreed to trade at a price substantially unrelated to the current market for the security;
(4) Purchases or sales of securities effected upon the exercise of an option pursuant to the terms thereof or the exercise of any other right to acquire securities at a pre-established consideration unrelated to the current market.
(f) Reporting Cancelled Trades
(1) Obligation and Party Responsible for Reporting Cancelled Trades
With the exception of trades cancelled in accordance with Rule 11890, members shall report to the OTC Reporting Facility the cancellation of any trade previously submitted to the OTC Reporting Facility. The member responsible under Rule 6620 for submitting the original trade report shall submit the cancellation report in accordance with the procedures set forth in paragraph (f)(2).
(2) Deadlines for Reporting Cancelled Trades
(A) For trades executed between 9:30 a.m. and 4:00 p.m. Eastern Time and cancelled before 5:13:30 p.m. on the date of execution, the member responsible under paragraph (f)(1) shall report the cancellation within 90 seconds of the time the trade is cancelled.
(B) For trades executed between 9:30 a.m. and 4:00 p.m. Eastern Time and cancelled after 5:13:30 p.m., but before 5:15 p.m. on the date of execution, the member responsible under paragraph (f)(1) shall use its best efforts to report the cancellation not later than 5:15 p.m. on the date of execution, and otherwise it shall report the cancellation on the following business day by 8:00 p.m.
(C) For trades executed between 9:30 a.m. and 4:00 p.m. Eastern Time and cancelled after 5:15 p.m. on the date of execution, the member responsible under paragraph (f)(1) shall report the cancellation on the following business day by 8:00 p.m.
(D) For trades executed outside the hours of 9:30 a.m. to 4:00 p.m. Eastern Time and cancelled prior to 8:00 p.m. on the date of execution, the member responsible for reporting under paragraph (f)(1) shall report the cancellation by 8:00 p.m.
(E) For trades executed outside the hours of 9:30 a.m. to 4:00 p.m. Eastern Time and cancelled after 8:00 p.m. on the date of execution, the member responsible under paragraph (f)(1) shall report the cancellation on the following business day by 8:00 p.m.
(F) For any trade cancelled on any date after the date of execution, the member responsible under paragraph (f)(1) shall report the cancellation (i) by 8:00 p.m. on the date of cancellation if the trade is cancelled before 8:00 p.m., or (ii) by 8:00 p.m. on the following business day if the trade is cancelled at or after 8:00 p.m.
(G) For purposes of determining the deadline by which a trade cancellation must be reported to the OTC Reporting Facility pursuant to subparagraph (f) of this rule, the term "cancelled" shall mean the time at which (i) the member with the reporting responsibility informs its contra party, or is informed by its contra party, that a trade is being cancelled, (ii) the member with the reporting responsibility and its contra party agree to cancel a trade if neither party can unilaterally cancel the trade, or (iii) the member with the reporting responsibility takes an action to cancel the trade on its books and records, whichever event occurs first.
(g) Transactions in Foreign Equity Securities
(1) For purposes of this paragraph, the term "foreign equity security" means any OTC Equity Security that is issued by a corporation or other entity incorporated or organized under the laws of any foreign country.
(2) Transactions in foreign equity securities shall be reported to the OTC Reporting Facility unless:
(A) the transaction is executed on and reported to a foreign securities exchange; or
(B) the transaction is executed over the counter in a foreign country and is reported to the regulator of securities markets for that country.
Cross Reference–
IM-4632-1, Transaction Reporting
IM-4632-1, Transaction Reporting
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Amended by SR-FINRA-2008-016 eff. Oct. 27, 2008. Amended by SR-NASD-2007-030 eff. Apr. 20, 2007. Amended by SR-NASD-2006-120 eff. Dec. 4, 2006. Amended by SR-NASD-2006-055 eff. Dec. 1, 2006. Amended by SR-NASD-2005-087 eff. Aug. 1, 2006. Amended by SR-NASD-2005-062 eff. June 9, 2005. Amended by SR-NASD-2005-027 eff. Feb. 14, 2005. Amended by SR-NASD-2004-151 eff. Oct. 12, 2004. Amended by SR-NASD-2004-021 eff. Sept. 20, 2004. Amended by SR-NASD-2004-076 eff. May 5, 2004. Amended by SR-NASD-2004-034 eff. Feb. 25, 2004. Amended by SR-NASD-2003-154 eff. Nov. 3, 2003. Amended by SR-NASD-2003-98 eff. Sept. 4, 2003. Amended by SR-NASD-2003-14 eff. January 31, 2003. Amended by SR-NASD-2001-36 eff. July 6, 2001. Amended by SR-NASD-2000-52 eff. Aug. 30, 2000. Amended by SR-NASD-99-57 eff. Oct. 25, 1999. Amended by SR-NASD-98-59 eff. Sept. 30, 1999. Amended by SR-NASD-98-08 eff. Sept. 30, 1999. Amended by SR-NASD-98-47 eff. July 9, 1998. Amended by SR-NASD-94-35 eff. Dec. 12, 1994. Amended by SR-NASD-94-53 eff. Oct. 24, 1994. Amended by SR-NASD-92-48 eff. Dec. 20, 1993. Amended by SR-NASD-93-40 eff. Oct. 7, 1993. Selected Notices: 93-62, 93-83, 99-65, 99-66, 07-25, 08-51. |