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Glossary

Exam terms, explained plainly

The vocabulary the SIE, Series 6, 7, 22, 24, 63, 65, 66, 82, 99, and life insurance exams actually test — each term defined in plain English and backed by real practice questions with every choice explained.

1000 terms, A–Z. Every entry carries real practice questions, not just a definition.

1

  • 1031 Identification Period

    The 45-calendar-day window, beginning on the date the relinquished property is sold, within which a taxpayer conducting a…

  • 1035 Exchange

    A tax-free exchange under the Internal Revenue Code allowing an owner to swap one life insurance policy or annuity for…

  • 12b-1 Fee

    An annual fee charged against mutual fund assets to cover distribution and marketing costs.

4

  • 401(k) Plan

    An employer-sponsored retirement plan that lets employees defer part of their pay into investment accounts, frequently with…

5

  • 529 Plan

    A state-sponsored education savings account in which earnings grow tax deferred and withdrawals used for qualified education…

A

  • ABLE Account

    A tax-advantaged savings account for an individual whose qualifying disability began before the statutory age of onset.

  • Absolute Assignment

    A permanent transfer of all ownership rights in a life policy to another party, who becomes the new owner for every purpose…

  • ACATS

    The NSCC-operated system used to transfer a customer's account, including its securities and cash positions, from a…

  • Accelerated Death Benefit

    A rider or built-in provision letting an insured who is terminally or, on some contracts, chronically ill collect part of the…

  • Access Equals Delivery

    The SEC approach treating a broker-dealer's final prospectus delivery obligation as satisfied once the prospectus is filed…

  • Account Owner

    The person or entity with legal control of an account and its assets, subject to the account type; ownership rights can…

  • Account Takeover

    A form of identity theft in which a fraudster gains unauthorized control of a customer's existing account, often to redirect…

  • Accredited Investor

    An investor who meets defined income, net worth, or professional-credential tests and may therefore participate in certain…

  • Accretion

    The annual increase in a discount bond cost basis as the discount is written up toward par.

  • Accretion/Dilution

    The effect of an acquisition on the acquirer's pro forma earnings per share relative to its standalone EPS.

  • Accrued Interest

    Interest a bond has earned since its last payment date but has not yet paid out.

  • Accumulation Unit

    The accounting unit that measures an investor interest in a variable annuity separate account during the pay-in phase.

  • Acquired Fund Fees And Expenses

    The fee-table line disclosing a shareholder pro rata share of the expenses charged inside the underlying funds that a fund of…

  • Acquisition Fee

    A fee paid to a program's sponsor for locating, evaluating, negotiating, and closing the purchase of a property or other…

  • Actively At Work Provision

    A requirement that an employee be actively performing their job on the date group coverage would otherwise take effect…

  • Activities Of Daily Living

    The six basic self-care functions - eating, bathing, dressing, toileting, transferring and continence - used to determine…

  • Additional Capital Contribution

    A further payment of capital that a limited partner may be required or permitted to make to the partnership beyond her…

  • Adjustable-rate Preferred Stock

    Preferred stock whose dividend resets periodically to a stated spread over a short-term benchmark rate.

  • Administrative Order

    A directive issued by a securities administrator or regulatory agency in an administrative proceeding, such as an order…

  • Administrative Sanction

    A penalty or restriction imposed through a regulatory administrative process for a violation, separate from criminal…

  • Administrator

    The state official or agency responsible for enforcing securities law within a single state.

  • Adverse Selection

    The tendency of people who expect to have a loss to seek insurance more eagerly, and in larger amounts, than those who do…

  • Advisory Contract

    The agreement governing an investment advisory relationship, including services, compensation, authority, and other terms…

  • Advisory Fee

    Compensation charged for investment advisory services, commonly based on assets or another agreed method; the amount and…

  • Affiliate

    A person who controls, is controlled by, or is under common control with an issuer, such as an officer, director, or major…

  • Affordable Housing Program

    A real estate program whose return depends substantially on tax credits and passive losses rather than on cash distributions.

  • After-tax Return

    The investment return remaining after applicable taxes are considered, allowing comparison of taxable and tax-advantaged…

  • After-tax Yield

    The yield remaining after income taxes on taxable investment income; for fully taxable income it is commonly calculated as…

  • Aged Fail

    A fail that has stayed open past the point where the firm may carry it at full value.

  • Agency Security

    Debt issued by a federal agency or a government-sponsored enterprise.

  • Agency Transaction

    A trade in which the firm acts purely as a middleman, finding the other side of the trade for the customer and charging a…

  • Agent

    Under state securities law, an individual who represents a broker-dealer or an issuer in effecting securities transactions.

  • Aggregate Demand

    The total demand for goods and services in an economy at a given price level; fiscal and monetary policies can influence it…

  • Aggregate Offering Price

    The total dollar ceiling on securities that may be sold in a given exempt offering (for example, $10,000,000 in a…

  • Agreement Among Underwriters

    The contract syndicate members sign with one another, appointing the manager, fixing each member's participation, allocating…

  • Aleatory Contract

    A contract in which the values exchanged by the parties are unequal and depend on an uncertain event.

  • All-or-none Offering

    A contingency offering in which none of the interests are sold unless all of them are sold.

  • Alpha

    The return a portfolio earned beyond what its beta exposure alone would justify.

  • Alternate Valuation Date

    An election to value an entire gross estate six months after death, with assets disposed of earlier valued at disposition.

  • Alternative Minimum Tax

    A parallel federal tax calculation that adds back certain preference items, including interest on private activity municipal…

  • American Depositary Receipt

    A certificate issued by a U.S.

  • Amortization Of Bond Premium

    The annual write down of a bond premium, reducing the owner cost basis toward par over the remaining life.

  • Amount Available For Investment

    What is left of the offering proceeds after organization and offering expenses, and the figure from which the program…

  • Anchoring

    The behavioral tendency to fix on an initial number, such as the price first seen or the price paid, and to judge everything…

  • Annual Compliance Meeting

    The yearly meeting at which a member firm reviews compliance matters with each registered person, forming part of the…

  • Annual Updating Amendment

    The amendment to Form ADV that a registered investment adviser must file within 90 days after the end of its fiscal year…

  • Annuitant

    The individual whose life the annuity payout is measured against.

  • Annuitization

    Converting an annuity's accumulated value into a stream of income payments.

  • Annuity Surrender

    Termination of an annuity in exchange for its surrender value, potentially producing surrender charges and taxable gain; it…

  • Annuity Unit

    The unit established when a variable annuity is annuitized.

  • Anti-money Laundering

    The policies, controls, customer identification, monitoring, and reporting procedures designed to detect and deter use of…

  • Anti-Money Laundering Program

    The written program every broker-dealer must maintain, built on four pillars: internal policies and controls, a designated…

  • Anti-Waiver Provision

    The rule voiding any clause that binds a buyer to give up rights under the state securities act.

  • Antifraud Provision

    A legal rule prohibiting material misstatements, omissions, schemes, or deceptive practices in securities activity; antifraud…

  • Approved Product List

    The roster of products a firm has cleared for sale after due diligence review.

  • As-Of Trade

    A trade processed at a prior day price to correct an error, so the customer ends up where he should have been.

  • Asset Allocation

    The division of a portfolio among asset classes such as stocks, bonds, and cash based on goals, time horizon, risk tolerance…

  • Asset Sale

    An M&A structure in which the buyer purchases specific assets of the target business (and typically assumes only specifically…

  • Assets Under Management

    The total market value of client assets an adviser manages on a continuous and regular basis.

  • Assignee

    A transferee of a limited partnership interest who has acquired the economic right to distributions and allocations but has…

  • Assignment

    Notice to an option writer that a holder has exercised, obligating the writer to deliver or buy the stock.

  • Assumed Interest Rate

    The benchmark rate of return built into the payout calculation of a variable annuity.

  • At-risk Rule

    A limitation confining a partner deductible loss to the amount she genuinely stands to lose, being her capital contribution…

  • At-the-Market Offering

    A shelf takedown in which a company sells newly issued shares gradually into the existing trading market at whatever price…

  • Attending Physician Statement

    A report an underwriter obtains directly from a physician who has treated the applicant, detailing diagnoses, treatment, and…

  • Auction Market

    A market in which buy and sell orders compete directly and a trade occurs when the highest bid meets the lowest offer.

  • Authorized Participant

    A large institution permitted to create and redeem ETF shares in blocks by exchanging a basket of portfolio securities in…

  • Automatic Premium Loan

    A nonforfeiture-linked provision letting the insurer pay an overdue premium from the policy's cash value, keeping a whole…

  • Automatic Stabilizers

    Features already embedded in the tax and transfer system that moderate the business cycle without new legislation, such as a…

  • Availability Bias

    A behavioral bias in which a person judges the probability of an event by how easily vivid examples come to mind, typically…

  • Average Cost

    The average amount paid per unit or share across multiple purchases, calculated from total cost and units acquired; it…

  • Average Cost Method

    A way of figuring the cost basis of mutual fund shares by pooling every share owned and dividing total cost by total shares.

  • Average Price Confirmation

    A single trade confirmation reflecting the volume-weighted average price of multiple separate executions used to fill one…

B

  • Backing Away

    A market maker's refusal to trade at its own published firm quotation for at least the displayed size.

  • Backup Withholding

    Tax a payer must hold back from redemption proceeds and distributions when a customer has not certified a correct taxpayer…

  • Bad Actor Disqualification

    A Regulation D provision (Rule 506(d)) disqualifying an offering from the Rule 506 exemptions if the issuer, its officers…

  • Basis Risk

    The residual risk that remains when a position is hedged with an instrument on a different underlying, because the two may…

  • Beneficiary

    The person or entity who receives the death benefit.

  • Best Efforts

    An underwriting in which the syndicate agrees only to use its best efforts to sell the issue, acting as agent.

  • Best Execution

    The obligation to use reasonable diligence to obtain the most favorable terms reasonably available for a customer order under…

  • Best-interest Analysis

    A review of a recommendation that weighs the client's profile, objectives, costs, alternatives, conflicts, and product…

  • Beta

    A measure of how much a security tends to move relative to the overall market.

  • Blank Check Company

    A development-stage company with no specific business plan, or one that has indicated its business plan is to engage in a…

  • Blanket Life Insurance

    A single contract covering a class of persons defined by a common activity or status rather than by name, where the…

  • Blind Pool

    A program that raises money before identifying the assets it will buy, so investors are underwriting the sponsor judgement…

  • Blotter

    A broker-dealer's daily record of original entry.

  • Blue-sky Laws

    State-level securities laws, as opposed to federal ones.

  • Bona Fide Pledgee

    A lender realising on securities genuinely pledged as loan collateral.

  • Bond Insurance

    A guarantee of timely payment of principal and interest purchased from a third-party insurer, causing the issue to be rated…

  • Bond Price

    The market value at which a bond trades, which generally moves inversely to market interest rates for an existing fixed-rate…

  • Book Building

    The process by which the underwriting syndicate solicits and records indications of interest (IOIs) from prospective…

  • Book-entry Settlement

    The settlement of securities transactions by debiting and crediting participant accounts at a central securities depository…

  • Books And Records

    Exchange Act Rules 17a-3 and 17a-4, which require broker-dealers to make and preserve specified categories of records —…

  • Books And Records Rule

    The SEC requirement governing which records a broker-dealer must create and how long it must keep them.

  • Boot

    Any cash, debt relief, or non-like-kind property received by a taxpayer in a Section 1031 exchange in addition to qualifying…

  • Borrowing From Clients

    A financial arrangement in which a securities professional borrows money or securities from a customer; it can create…

  • Branch Office

    Any location where one or more associated persons regularly conducts a securities business.

  • Breakeven Point

    The price at which a position produces neither profit nor loss at expiration.

  • Breakpoint

    A dollar level at which a mutual fund's sales charge drops.

  • Brochure

    The plain-English disclosure document an investment adviser must deliver to clients, drawn from Part 2 of Form ADV.

  • Brochure Supplement

    The part of Form ADV describing the individual who advises a client rather than the firm: five years of education and…

  • Broker-Dealer

    A person in the business of effecting securities trades for customers or for its own account.

  • Budget Deficit

    The amount by which government spending exceeds government revenue over a period, generally requiring borrowing and…

  • Burden Of Proof

    The obligation to establish a fact or legal claim to the required standard in a proceeding; which party bears it depends on…

  • Burden Of Proving An Exemption

    The rule that in any proceeding under the Uniform Securities Act, the burden of proving an exemption, or an exception from a…

  • Business Continuity Plan

    The written plan a state-registered adviser must maintain covering backup and recovery of books and records, alternate ways…

  • Business Cycle

    The recurring pattern of economic expansion, peak, contraction, and recovery reflected in output, employment, income, and…

  • Business Development Company

    A closed-end investment company that lends to and invests in small and mid-sized private U.S.

  • Buy-In

    The close-out remedy available to a party that has not received securities it is owed.

  • Buy-Sell Agreement

    A contract setting how a departing or deceased owner interest in a closely held business is bought out, usually funded with…

C

  • Call Option

    A contract giving the buyer the right, but not the obligation, to buy the underlying security at a fixed price until the…

  • Call Risk

    The risk that an issuer redeems a bond early — typically when rates have fallen — leaving the investor to reinvest at lower…

  • Callable Bond

    A bond the issuer may redeem before maturity, typically after a stated date and at a stated price.

  • Cancellation Of Registration

    A non-disciplinary order ending a registration when the registrant no longer exists, has ceased business, cannot be found…

  • Capital Account

    A running record, maintained on the partnership's books for each partner, of that partner's capital contributions, plus…

  • Capital Asset Pricing Model

    A model that estimates the return an investor should expect from a security as the risk-free rate plus beta multiplied by the…

  • Capital Call

    A demand by the general partner of a private fund that investors fund part of the capital they have contractually committed.

  • Capital Gain

    The profit realized when an asset is sold for more than its cost basis.

  • Capital Risk

    The risk that the entire amount invested may be lost and never recovered, as distinct from risks concerning a security's…

  • Capital-gain Distribution

    A mutual fund distribution of net realized long-term capital gains to shareholders, generally taxable to holders in taxable…

  • Carried Interest

    A share of program profits allocated to the sponsor or general partner that is not proportional to its capital contribution.

  • Carrying Agreement

    The contract allocating required functions between an introducing firm and the clearing firm that carries its customer…

  • Cash Flow From Operating Activities

    The section of the statement of cash flows reporting the cash effects of the transactions that produce net income, such as…

  • Cash Flow Matching

    Funding each known future obligation with a security that matures on the date the money is due and in the amount needed.

  • Cash Value

    The savings component that builds inside a permanent life policy.

  • Catch-up Contribution

    An additional elective deferral the Internal Revenue Code permits above the general limit for participants who attain age 50…

  • Cease And Desist Order

    An order by an insurance commissioner directing a named person or company to stop a specified practice.

  • CEO Certification

    The annual certification under FINRA Rule 3130 in which a firm's chief executive officer attests to the processes used for…

  • Certificate Of Authority

    The licence a state issues allowing an insurer to transact named lines of business there.

  • Chapter 11

    A framework under the Bankruptcy Code for a company to reorganize and continue operating, typically under a court-approved…

  • Charitable Gift Of Appreciated Securities

    A donation of long-term capital gain property to a qualified public charity, deductible at fair market value with no…

  • Charitable Remainder Trust

    An irrevocable trust paying an income stream to one or more individuals for a term or for life, with the remainder passing to…

  • Check Kiting

    Exploiting the interval between the deposit of a check and its collection in order to draw on money that is not there…

  • Cherry-Picking

    The fraudulent practice of delaying the allocation of executed trades until outcomes are known, then assigning profitable…

  • Chief Compliance Officer

    The individual an adviser must designate to administer its written compliance policies and procedures.

  • Churning

    Trading a customer account excessively in size or frequency, mainly to generate commissions rather than to serve the…

  • Civil Liability

    Legal responsibility to provide a private remedy such as damages or rescission to an injured party, distinct from…

  • Civil Liability Under The Uniform Securities Act

    The private right of action the Uniform Securities Act gives a purchaser against a person who sells a security in violation…

  • Class A Shares

    Mutual fund shares that generally carry a front-end sales charge and lower ongoing distribution fees.

  • Class B Shares

    Mutual fund shares sold without a front-end charge but subject to a contingent deferred sales charge on early redemption and…

  • Class C Shares

    Mutual fund shares with little or no front-end charge and only a short-lived back-end charge, but with higher ongoing annual…

  • Clerical Or Ministerial

    Routine administrative activity that does not involve solicitation, advice, discretionary judgment, or effecting securities…

  • Client Consent

    A client's informed agreement to a transaction, conflict, disclosure, or form of authority when the applicable rule permits…

  • Client Funds

    Money or securities belonging to a customer or advisory client, which must be handled under applicable custody, segregation…

  • Client Profile

    The record of everything a recommendation must be built from: goals, current and expected financial situation, time horizon…

  • Close-Out Requirement

    A Regulation SHO obligation requiring a participant with a fail-to-deliver position in an equity security, particularly one…

  • Closed-end Company

    An investment company that issues a fixed number of shares in an IPO, after which they trade on an exchange at whatever price…

  • Closed-end Fund

    An investment company with a generally fixed number of shares that trade in the secondary market, allowing market price to be…

  • Closing Conditions

    Requirements specified in a definitive merger agreement — such as required regulatory approvals and the shareholder vote —…

  • Code Of Ethics

    The written standard of conduct every registered adviser must adopt under Rule 204A-1.

  • Coefficient Of Variation

    A risk measure that divides a portfolio standard deviation by its expected return, showing how much total risk is taken per…

  • Coincident Indicator

    An economic statistic that moves in step with the overall economy, describing current conditions rather than predicting or…

  • Cold Calling

    Unsolicited outbound calls to prospective customers with whom the firm has no established business relationship.

  • Collar

    A hedging structure in which the holder of a stock position buys a put below the current price and writes a call above it…

  • Collateral Assignment

    A temporary, limited transfer of a life policy's rights to a creditor as security for a debt, with the assignee entitled to…

  • Collateral Trust Certificate

    A security representing a fractional interest in a pool of securities of other issuers deposited with an independent trustee…

  • Collateralized Mortgage Obligation

    A mortgage-backed security dividing the cash flows of a pool of mortgages into tranches with different maturity and…

  • Commercial Paper

    Unsecured short-term corporate debt sold at a discount from face value, with the return coming from that discount rather than…

  • Commingling

    A producer's mixing of premium or other fiduciary funds with personal or general business funds instead of holding them in a…

  • Commodity Pool

    A pooled vehicle trading futures and forward contracts, operated by a commodity pool operator with trading decisions made by…

  • Common Stock

    An equity security representing ownership in a corporation.

  • Community Property

    A form of marital ownership in certain states under which property acquired during the marriage belongs equally to both…

  • Comparable Company Analysis

    A relative valuation method that derives valuation multiples (such as EV/EBITDA or P/E) from the current trading prices of…

  • Concentrated Position

    A disproportionately large holding in a single security or sector relative to a customer's overall portfolio, which raises…

  • Concentration Risk

    The increased potential for loss created by having a large portion of a portfolio exposed to one issuer, industry, asset…

  • Conditional Receipt

    A receipt given when the initial premium accompanies an application.

  • Confirmation Bias

    The tendency to seek out and believe information supporting a conclusion already held while dismissing anything that…

  • Conflict Disclosure

    Communication of a material conflict of interest with enough specificity for a client to understand its nature and…

  • Conflict Of Interest

    A circumstance in which a financial professional's, firm's, or related party's interests could influence or appear to…

  • Conflict Of Interest Obligation

    The Regulation Best Interest component requiring a firm to maintain written procedures identifying and addressing its…

  • Consent Order

    A final order of a securities Administrator entered by agreement, in which the respondent typically neither admits nor denies…

  • Consent To Service Of Process

    A document filed with a state Administrator that appoints the Administrator as the applicant agent for receiving legal papers…

  • Consideration Clause

    The provision identifying what the applicant gives the insurer in exchange for its promise to pay — the completed application…

  • Constructive Delivery

    Delivery of a policy in law though not in fact, occurring when the insurer parts with control of the contract and intends it…

  • Constructive Sale

    A transaction that eliminates substantially all of an investor's risk of loss and opportunity for gain in an appreciated…

  • Contingent Beneficiary

    The beneficiary who receives the death benefit only if the primary beneficiary has predeceased the insured or otherwise…

  • Contingent Deferred Sales Charge

    A sales charge paid only if the investor redeems shares within a stated number of years after purchase, with the percentage…

  • Continuing Education

    The two-part training obligation for registered persons.

  • Continuous Net Settlement

    The clearing process in which the clearing corporation becomes counterparty to both sides of every trade and nets each…

  • Contra Proferentem

    The rule of contract interpretation that a genuine ambiguity in policy language is resolved against the party that drafted it…

  • Contract Of Adhesion

    A contract drafted entirely by one party (the insurer) and offered to the other on a take-it-or-leave-it basis, with no…

  • Contributory Plan

    A group insurance plan under which covered employees pay part of the premium, typically through payroll deduction, as opposed…

  • Control Person

    A person able to direct or influence an issuer's management and policies, whether through officer or director status…

  • Control Premium

    The additional amount, above the unaffected public trading price, that an acquirer pays to obtain control of a target…

  • Control Securities

    Securities held by an affiliate of the issuer, such as an officer, director or controlling shareholder, regardless of how…

  • Controlled Business

    Insurance a producer writes on their own life, family members, or business interests in which they hold a substantial…

  • Conversion Ratio

    The number of common shares into which a convertible security can be exchanged, used with the stock price to calculate the…

  • Conversion Value

    The current market value of the common shares obtainable by converting a convertible security, calculated as conversion ratio…

  • Convertible Bond

    A bond the holder may exchange for a set number of the issuer common shares.

  • Convertible Note

    A short-term debt instrument issued by an early-stage company that converts into equity, typically at a future priced…

  • Convertible Preferred Stock

    Preferred stock that gives the holder the right to exchange each share for a fixed number of common shares at a stated…

  • Convertible Term

    A term life policy the owner may exchange for a permanent policy without new evidence of insurability.

  • Convexity

    The curvature in a bond price-yield relationship that duration alone misses.

  • Cooling-off Period

    The period between filing a registration statement with the SEC and its effective date — a minimum of 20 days.

  • Core And Satellite

    A portfolio structure indexing the bulk of assets in a low-cost core and confining active managers and niche strategies to a…

  • Corporate Action

    An event initiated by an issuer that affects its outstanding securities and the holders of record, such as a stock split…

  • Corporate Financing Rule

    The FINRA rule requiring members to file information about a proposed public offering before participating, so FINRA can…

  • Correlation Coefficient

    A number from -1.0 to +1.0 describing how two investments move relative to each other.

  • Correspondence

    In FINRA communication categories, correspondence is a written or electronic message sent to only a small number of retail…

  • Cost Basis

    The amount treated as your investment in a security for tax purposes, generally what you paid for it plus reinvested…

  • Cost Of Insurance

    The monthly charge a universal life policy deducts for pure death protection.

  • Coupon Rate

    The fixed annual interest a bond pays, stated as a percentage of par.

  • Covariance

    A statistic describing whether two assets move together and in which direction.

  • Coverdell Education Savings Account

    A tax-advantaged education account offering tax-free qualified distributions, but carrying a low annual contribution ceiling…

  • Covered Call

    Selling a call option on stock the investor already owns.

  • Covered Shares

    Fund shares acquired on or after January 1, 2012, for which the firm must report cost basis to the IRS along with the sale…

  • CPI

    The Consumer Price Index is a measure of changes over time in prices paid by consumers for a market basket of goods and…

  • Credit Balance

    The cash amount in a short margin account: the short sale proceeds plus the Regulation T deposit.

  • Credit Life Insurance

    Decreasing term coverage tied to a specific installment loan, naming the lender as beneficiary and paying off the outstanding…

  • Credit Risk

    The risk that an issuer fails to make interest or principal payments.

  • Credit Shelter Trust

    A trust funded at the first spouse death with that spouse exclusion amount, keeping those assets and their future growth out…

  • Criminal Liability

    Exposure to prosecution and criminal penalties for conduct defined as an offense, distinct from regulatory administrative…

  • Crowding Out

    The displacement of private investment by government borrowing, which competes for available savings and pushes interest…

  • Crummey Power

    A beneficiary temporary right to withdraw a contribution made to an irrevocable trust.

  • Cumulative Preferred

    Preferred stock on which any skipped dividends accumulate in arrears and must be paid in full before common shareholders…

  • Cumulative Voting

    A corporate voting method giving a shareholder a pool of votes equal to shares owned multiplied by the number of…

  • Currency Risk

    The risk that exchange-rate changes will alter the home-currency value of foreign investment income, assets, liabilities, or…

  • Currency Transaction Report

    A filing a firm makes with FinCEN when a customer moves more than $10,000 in currency in a single business day, counting…

  • Current Liability

    An obligation due within one year (or one operating cycle), such as short-term debt, accounts payable, or the current portion…

  • Current Ratio

    A liquidity measure equal to current assets divided by current liabilities, showing how comfortably a company can cover its…

  • Current Yield

    Annual interest divided by the bond's current market price.

  • Custody

    Holding client cash or securities, or having any authority to obtain possession of them, such as the ability to withdraw…

  • Customer Complaint

    A written statement from a customer, or someone acting for a customer, alleging a grievance involving the activities of a…

  • Customer Due Diligence Rule

    The requirement that a firm identify and verify the beneficial owners behind a legal entity customer, capturing both a…

  • Customer Identification Program

    The anti-money-laundering procedure a firm follows before opening an account.

  • Customer Investment Profile

    The set of facts FINRA Rule 2111 requires a representative to obtain before recommending a security: the customer's age…

  • Customer Ledger

    The books-and-records account that itemises, separately for each customer, every purchase, sale, receipt and delivery of…

  • Customer Order

    An instruction from a customer to buy, sell, or otherwise transact in a security, creating duties concerning handling…

  • Customer Reserve Formula

    The computation under SEC Rule 15c3-3 that compares what a carrying broker-dealer owes its customers against what customers…

  • Customer-initiated Order

    A transaction requested by the customer rather than recommended by the firm or professional; customer initiation can affect…

D

  • Data Breach

    An incident in which customer nonpublic personal information is accessed or exposed without authorization.

  • De Minimis Exemption

    Relief from state registration for a broker-dealer or investment adviser with no place of business in the state whose…

  • Deal File

    The consolidated record of a completed financing, including correspondence with underwriting and selling group members and…

  • Dealer-manager

    The broker-dealer that manages the distribution of a direct participation program under an agreement with the sponsor.

  • Death Benefit

    The amount an insurer pays the beneficiary when the insured dies.

  • Debenture

    A corporate bond backed only by the general credit and promise to pay of the issuer, with no specific property pledged as…

  • Debit Balance

    The amount a customer owes the broker-dealer in a long margin account.

  • Debt Service

    The principal and interest payments required on debt; municipal bond analysis focuses on the pledged source available to meet…

  • Debt-Financed Property

    Property acquired or improved using borrowed money, income from which can generate unrelated debt-financed income -- a…

  • Debt-to-Equity Ratio

    Total debt divided by total equity, a measure of how much leverage a company carries.

  • Decreasing Term

    Term life insurance in which the death benefit declines over the policy period while the premium stays level.

  • Defensive Industry

    An industry whose demand holds up through a contraction because customers buy its products in every phase of the cycle, such…

  • Deferred Annuity

    An annuity in which money accumulates on a tax-deferred basis for a period of time before income payments begin, as opposed…

  • Deficiency Letter

    A letter from the SEC staff identifying incomplete or inadequate disclosure in a registration statement.

  • Defined Benefit Plan

    A retirement plan in which the employer promises a specific monthly benefit, usually from a formula using years of service…

  • Defined Contribution Plan

    A retirement plan in which the employer obligation is a stated contribution rather than a stated benefit.

  • Delaware Statutory Trust

    A trust structure used to hold real estate in fractional interests that can qualify for like-kind exchange treatment.

  • Delivery Versus Payment

    An institutional settlement instruction under which securities move only against simultaneous payment and payment moves only…

  • Depletion Allowance

    A deduction reflecting the exhaustion of a natural resource as it is extracted and sold.

  • Deposit Insurance

    Government-backed protection for eligible deposits at covered depository institutions subject to applicable rules and limits…

  • Depository Eligible

    A security that meets a central depository's criteria and can therefore be held and transferred by book entry rather than by…

  • Depreciation

    A non-cash deduction that recovers the cost of a tangible asset over time and so partially shelters the cash flow the asset…

  • Depreciation Recapture

    The portion of gain on the sale of depreciated property that is taxed as ordinary income rather than capital gain, to the…

  • Designated Beneficiary

    The person named to receive benefits or for whose benefit an account is maintained, such as a 529 beneficiary; designation…

  • Designated Roth Account

    The Roth sub-account inside a 401(k) or 403(b), funded with after-tax deferrals.

  • Difference Account

    The account into which a firm must book securities differences that remain unresolved after a security count, so that a break…

  • Dilution

    The reduction in the proportional claim of existing shareholders that occurs when a company issues additional shares…

  • Direct Participation Program

    An investment, most often a limited partnership, that passes income, gains, losses, and deductions directly through to…

  • Direct Registration System

    A book-entry arrangement in which a shareholder's position is registered directly on the issuer's records at the transfer…

  • Directed Brokerage

    An arrangement in which a client instructs the adviser to route trades to a specified broker-dealer.

  • Disability Income Insurance

    Coverage that replaces part of an insured earnings when illness or injury stops him working.

  • Discount

    A bond price below par.

  • Discount Rate

    The interest rate the Federal Reserve charges banks that borrow directly from it.

  • Discount Rate (Federal Reserve)

    The interest rate the Federal Reserve charges depository institutions borrowing directly from it at the discount window, set…

  • Discounted Cash Flow

    An intrinsic valuation method that estimates a business's value as the present value of its projected future free cash flows…

  • Discretionary Account

    An account in which the customer has given written authority for the representative to decide the security, the amount, or…

  • Disposition Effect

    The tendency to sell positions showing a gain while holding those showing a loss.

  • Disproportionate Sharing Arrangement

    A program arrangement under which the sponsor pays a lower percentage of costs in return for a higher percentage of revenues.

  • Distributable Net Income

    The measure that determines how much of a trust income is carried out to beneficiaries and taxed on their returns.

  • Distribution Fee

    An ongoing charge used to pay certain distribution or shareholder-service expenses of an investment company share class…

  • Distribution Rate

    A fund most recent distribution annualised and divided by the offering price.

  • Distribution Reinvestment Plan

    A plan under which an investor cash distributions are automatically used to buy additional interests instead of being paid…

  • Distributive Share

    A partner's allocated portion of the partnership's items of income, gain, loss, deduction, and credit for the year, as…

  • Diversification

    Spreading investments across different securities, industries, and asset classes so that no single bad outcome dominates the…

  • Diversified Investment Company

    A fund meeting the Investment Company Act's 75-5-10 test: as to 75 percent of total assets, no more than 5 percent in any one…

  • Dividend Yield

    Annual dividends per share divided by the current share price, expressed as a percentage.

  • DK Trade

    A trade the contra firm does not recognise.

  • Do-Not-Call Registry

    The national list of consumers who have asked not to receive telemarketing calls.

  • Dollar Cost Averaging

    Investing a fixed dollar amount at regular intervals regardless of price, which automatically buys more shares when prices…

  • Double-barreled Bond

    A municipal bond payable from a project revenue stream and additionally secured by the full faith, credit and taxing power of…

  • Dry Hole

    A well that fails to produce commercial quantities of oil or gas.

  • Dual Mandate

    The two statutory objectives Congress assigned the Federal Reserve: maximum employment and stable prices.

  • Dual Registrant

    A firm or individual operating in more than one regulated capacity, such as brokerage and investment advisory roles…

  • Due Bill

    An instrument by which a seller undertakes to pass on to the buyer a dividend, interest payment or other distribution that…

  • Due Diligence

    The investigation a broker-dealer must perform before offering a program, covering the material statements and risk factors…

  • Duration

    A measure of a bond's price sensitivity to interest-rate changes.

  • Duty Of Loyalty

    A fiduciary obligation to place the client's interests ahead of the adviser's own, disclose material conflicts, and avoid…

E

  • Earnings Per Share

    Net income divided by the number of shares of common stock outstanding.

  • EBIT

    Earnings before interest and taxes, commonly used interchangeably with operating income.

  • EBITDA

    Earnings before interest, taxes, depreciation and amortization.

  • Efficient Frontier

    The upper-left boundary of the set of attainable portfolios plotted by expected return and standard deviation.

  • Efficient Market Hypothesis

    The theory that security prices already reflect available information.

  • Electronic Recordkeeping

    The SEC Rule 17a-4(f) requirement that electronic records required to be preserved be stored in a non-rewriteable…

  • Elements Of A Valid Contract

    The four requirements every contract must satisfy: OFFER AND ACCEPTANCE, CONSIDERATION, COMPETENT PARTIES and LEGAL PURPOSE.

  • Eligible Adult

    Under the NASAA model act on financial exploitation, a person aged 65 or older, or any adult the state adult protective…

  • Eligible Group

    A body that may properly be covered by group insurance.

  • Emerging Growth Company

    An issuer qualifying under the JOBS Act for a scaled path to going public.

  • Employee Stock Ownership Plan

    A qualified defined contribution plan that invests primarily in the sponsoring employer's own stock, allocating shares to…

  • Enterprise Value

    The total value of a company's operating business, calculated as market capitalization plus total debt minus cash (and cash…

  • Entire Contract Clause

    The provision stating that the policy and the attached application make up the whole agreement between insurer and owner, so…

  • Equipment Leasing Program

    A program that buys equipment and leases it to corporate users.

  • Equity Security

    A security representing an ownership interest in an issuer, such as common or preferred stock, with returns tied to…

  • Equity Value

    The value of a company's ownership claim available to shareholders, calculated as enterprise value minus total debt plus…

  • Equity-indexed Annuity

    A fixed insurance product that credits interest tied to a stock index subject to a participation rate and a cap, while…

  • ERISA

    The federal law governing private employer retirement plans.

  • Error Account

    A firm account used to hold a position created by an operational or trading mistake until it is resolved.

  • Escheatment

    The process by which unclaimed property - uncashed distribution checks, dormant accounts - passes to the state after the…

  • Estoppel

    An equitable doctrine barring a party from asserting a right or defense because the other party reasonably and detrimentally…

  • Eurodollar Bond

    A U.S.-dollar-denominated bond issued and sold outside the United States.

  • EV/EBITDA

    A valuation multiple equal to enterprise value divided by EBITDA, widely used in both comparable company and precedent…

  • Evidence Of Insurability

    Proof that a proposed insured is an acceptable risk, ranging from a short health questionnaire to a full paramedical…

  • Ex-dividend Date

    The first day a stock trades without the right to the upcoming dividend.

  • Exception Report

    An automated or manual report that flags trades or account activity meeting predefined criteria for supervisory review.

  • Excess Margin Securities

    Margin account securities with a market value greater than 140% of the customer's debit balance.

  • Exchange Privilege

    The right to move money between portfolios within one fund family at net asset value, without paying a new sales charge.

  • Exchange Rate

    The price of one currency expressed in another currency, affecting the home-currency value of foreign investments, income…

  • Exchange-traded Fund

    A pooled investment whose shares trade on an exchange throughout the day like a stock, so its market price can drift slightly…

  • Exclusion Ratio

    The formula that divides each payment from a nonqualified annuity into a tax-free return of the money you originally put in…

  • Exempt Reporting Adviser

    An adviser that qualifies for the private fund or venture capital exemption and does not register, but still files portions…

  • Exempt Security

    A security that does not require registration — for example US government securities, municipal securities, and certain bank…

  • Exempt Transaction

    A transaction that does not require registration because of HOW or to WHOM it is sold, rather than what the security is.

  • Exempt-interest Dividend

    A distribution by a regulated investment company that passes the federally tax-exempt character of municipal bond interest…

  • Exercise Limit

    The most option contracts on the same side of the market that an investor, or a group acting together, may exercise within…

  • Expense Ratio

    The annual cost of operating a fund, stated as a percentage of average net assets, covering the management fee…

  • Exploratory Program

    An oil and gas program that drills where no reserves have been proven.

  • Expungement

    The narrow process by which information is removed from a registered person's central registration record.

  • Extension Risk

    The risk that rising interest rates slow mortgage prepayments, lengthening the average life of a mortgage-backed security and…

F

  • Face-Amount Certificate Company

    One of the three classifications of investment company under the Investment Company Act of 1940, alongside the unit…

  • Facility Of Payment Clause

    A provision, most common in industrial and small-face policies, letting the insurer pay a modest death benefit to a relative…

  • Fail To Deliver

    The delivering firm's open obligation when it has not delivered securities by settlement date.

  • Fail To Receive

    The buying firm's open position when securities it purchased have not arrived by settlement date.

  • Failure To Supervise

    A charge against a firm or an individual supervisor who did not establish and enforce reasonable procedures to detect and…

  • Fair And Balanced

    A communications standard requiring material benefits, risks, limitations, and context to be presented in a manner that does…

  • Fair Value Pricing

    Valuing a holding in good faith under board-approved procedures when a market quotation is no longer reliable, as with a…

  • Fairness Opinion

    An independent, financial-analysis-based opinion, typically prepared by an investment bank for a company's board or a special…

  • Familiarity Bias

    The tendency to overweight what one knows and to read comfort as safety, producing concentration in an employer, an industry…

  • Family Income Rider

    A rider paying a monthly income to the beneficiary from the insured's death until the end of a period measured from the…

  • Federal Covered Adviser

    An investment adviser that registers with the SEC rather than with individual states, generally because of the size of its…

  • Federal Covered Security

    A security federal law places beyond state registration and merit review: exchange-listed securities, securities of the same…

  • Federal Funds Rate

    The interest rate at which depository institutions lend reserve balances to one another, usually overnight.

  • Federal Open Market Committee

    The Federal Reserve committee that directs open market operations, the purchase and sale of Treasury securities in the…

  • Federal Reserve Board

    The U.S.

  • Fee Deduction

    The withdrawal of advisory, contract, or other charges from an account or policy value, which affects net returns and can…

  • Fee Table

    The table at the front of a fund prospectus.

  • Fee-Only

    A description reserved for advisers whose firm and associated persons take compensation solely from clients, with no…

  • Fiduciary

    A duty to act in the client's best interest, placing the client's interests ahead of your own and disclosing conflicts.

  • Final Expense Insurance

    A small-face whole life policy, often sold with simplified or guaranteed issue underwriting, designed to cover funeral and…

  • Financial And Operations Principal

    The registered principal responsible for a broker-dealer's financial and operational compliance, including the accuracy of…

  • Financial Exploitation

    The illegal or improper use of a vulnerable adult's funds, property, or assets, often by a caregiver or new acquaintance.

  • FinCEN

    The Treasury bureau that administers the Bank Secrecy Act, receives currency transaction reports and suspicious activity…

  • Finder

    A person who introduces a prospective investor or a business opportunity to a program in exchange for a fee.

  • FINRA

    The self-regulatory organization (SRO) that oversees broker-dealers and registered representatives in the United States.

  • FINRA Arbitration

    The forum in which most disputes involving member firms are resolved - mandatory between members and binding on customers who…

  • FINRA Rule 2040

    Governs payments of transaction-related compensation to unregistered persons, generally prohibiting a firm or its registered…

  • FINRA Rule 2241

    Governs research analysts and research reports, requiring structural and information separation of research from investment…

  • FINRA Rule 3110

    FINRA's core supervision rule requiring each member firm to establish and maintain a system to supervise the activities of…

  • FINRA Rule 3160

    Governs networking arrangements between a broker-dealer and a financial institution such as a bank, under which unregistered…

  • FINRA Rule 3310

    Requires each member firm to develop and implement a written anti-money laundering compliance program, including designation…

  • FINRA Rule 4120

    Regulatory notification and business curtailment rule requiring a firm to notify FINRA promptly when net capital falls below…

  • FINRA Rule 5122

    Governs private placements of securities issued by a member firm or a control entity of the firm, requiring disclosure to…

  • FINRA Rule 5131

    Governs allocations of new issues ("spinning"), prohibiting a firm from allocating a hot new issue based on past or…

  • FINRA Rule 8210

    FINRA's rule granting it authority to compel members, associated persons, and certain other persons to provide documents…

  • Firm Commitment

    An underwriting in which the syndicate buys the entire issue from the issuer and resells it, taking on the risk of unsold…

  • Firm Quote

    A market maker's published bid or offer that the market maker is obligated to honor for at least the quoted size at the…

  • First-to-Die Life Insurance

    A policy covering two or more lives that pays its death benefit once, at the first insured's death, rather than at the last…

  • Fiscal Policy

    Government decisions about taxation and spending used to influence economic activity, aggregate demand, deficits, and…

  • Fixed Annuity

    An annuity paying a guaranteed rate set by the insurer, backed by its general account.

  • Fixed Portfolio

    A portfolio whose holdings are relatively static rather than actively managed, a characteristic commonly associated with unit…

  • Flat Extra Premium

    An additional charge of a stated dollar amount per thousand of face amount, added to price extra mortality that is roughly…

  • Flipping

    The rapid resale of shares received in a new issue allocation shortly after the offering begins trading.

  • FOCUS Report

    The periodic financial and operational report a broker-dealer files with its regulator, presenting the firm's financial…

  • Follow-On Offering

    A subsequent issuance of shares by a company that is already publicly traded, as distinct from an initial public offering…

  • Form ADV

    The uniform registration form investment advisers file with the SEC or the states.

  • Form CRS

    A short relationship summary a firm gives retail investors.

  • Form D

    The notice filing an issuer must submit to the SEC electronically within 15 days after the first sale of securities in a…

  • Form U4

    The uniform application an individual files to register as a broker-dealer agent or investment adviser representative.

  • Form U5

    The uniform termination notice a firm files when a registered person leaves.

  • Form W-8BEN

    The certification a nonresident alien beneficial owner files to establish foreign status with a United States firm.

  • Forward Contract

    A privately negotiated, customized agreement to buy or sell an asset at a set price on a future date.

  • Forward Pricing

    The rule that a mutual fund order is filled at the next net asset value the fund calculates after the order is received, plus…

  • Fourth Market

    Direct trading of securities between institutional investors, typically over an electronic network, with no broker-dealer…

  • Free Cash Flow

    The cash a business generates from operations after funding the capital expenditures needed to sustain and grow the business…

  • Free Credit Balance

    Cash sitting in a customer's brokerage account that the firm owes on demand.

  • Free Look Period

    A window after policy delivery during which the owner may return the policy for a full premium refund.

  • Free Writing Prospectus

    A written offer used after a registration statement is filed, supplementing the statutory prospectus.

  • Front Running

    Entering an order for your own account or the firm account ahead of a customer block order you know is coming, in order to…

  • Front-end Load

    A sales charge deducted at the time of purchase, so only the remainder of the investment goes to work immediately.

  • Fully Paid Securities

    Customer securities that have been paid for in full and, under SEC Rule 15c3-3, must be segregated in a good control location…

  • Fully Paid Securities Lending

    A program under which a broker-dealer borrows a customer's fully paid (non-margin) securities in exchange for collateral and…

  • Fund/SERV

    The NSCC platform through which broker-dealers, banks and retirement plan recordkeepers send mutual fund purchases…

  • Futures Contract

    A standardised, exchange-traded agreement obligating one party to buy and the other to sell a stated quantity of an…

G

  • GDP

    Gross domestic product is the market value of final goods and services produced within an economy during a period, widely…

  • General Account

    The pool of assets an insurer holds to support the obligations it has guaranteed, including fixed annuity crediting rates…

  • General Ledger

    A broker-dealer's primary accounting record, into which all transactions are ultimately posted and from which the trial…

  • General Obligation Bond

    A municipal bond backed by the full faith, credit, and taxing power of the issuer, rather than by revenue from a specific…

  • General Partner

    The partner that manages a direct participation program.

  • General Partner Fiduciary Duty

    The obligation a general partner owes to the limited partnership and its limited partners to act in their best interests…

  • General Partnership

    A partnership in which every partner has unlimited liability for the obligations of the business.

  • General Power Of Appointment

    A power exercisable in favor of the holder, the holder's estate, the holder's creditors, or the creditors of the estate.

  • General Solicitation

    Advertising or soliciting prospective investors for a securities offering through means such as public advertisements…

  • Generation-Skipping Transfer Tax

    A federal tax on transfers to a skip person more than one generation below the transferor, such as a grandchild whose parent…

  • Geometric Mean Return

    The compound rate that actually turns a starting balance into an ending balance over several periods, found by multiplying…

  • Gift Splitting

    An election letting a married couple treat a gift made by one spouse as made half by each, doubling the annual exclusions…

  • Gift Tax Annual Exclusion

    The amount one person may give another each year without a taxable gift arising.

  • Gifts And Gratuities

    Benefits offered to a representative or adviser by a product sponsor or other counterparty.

  • Give-Up

    An instruction by which an executing broker directs that a trade be booked to, and settled by, a customer's prime broker or…

  • Glide Path

    The schedule by which a target-date fund reduces equity exposure over time.

  • Good Delivery

    Certificates handed over in a form the receiving firm can accept: denominations that combine into round lots, signed by the…

  • Good Faith Deposit

    The deposit a municipal official notice of sale requires each bidder to enclose with a competitive bid.

  • Good Til Canceled

    An order qualifier that keeps an unexecuted order working across trading sessions until it is filled or the customer cancels…

  • Gordon Growth Model

    A method for calculating DCF terminal value that assumes cash flows grow at a constant rate forever, computed as final-year…

  • Government Borrowing

    The issuance of debt by a government to finance spending that exceeds current revenues or to refinance obligations…

  • Governmental 457(b) Plan

    A deferred compensation plan for state and local government employees.

  • Grace Period

    The time after a premium due date during which a policy stays in force and the premium may still be paid.

  • Graded Death Benefit

    A feature of some guaranteed-issue or simplified-issue policies, typically final-expense products, under which the full face…

  • Greenshoe

    An option, commonly up to 15% of the base offering size, that lets underwriters sell additional shares beyond the base deal…

  • Group Carve-out

    An arrangement in which an employer removes a selected class of employees, usually executives, from group term life coverage…

  • Group Life Insurance

    Life coverage issued to an employer or other organization under a single master contract, with individual participants…

  • Guaranteed Insurability Rider

    A life insurance rider letting the owner buy additional stated coverage at set future dates or life events with no new…

  • Guaranteed Minimum Withdrawal Benefit

    A variable annuity living benefit rider that, for an extra annual charge, guarantees the owner may withdraw at least a stated…

  • Guaranteed Payment

    A fixed payment made by a partnership to a partner for services rendered or for the use of capital, determined without regard…

  • Guaranty Association

    A state body funded by assessments on licensed insurers that pays covered claims when a member insurer fails, up to limits…

H

  • Haircut

    The percentage deduction applied to the market value of a proprietary securities position in the net capital computation.

  • Hazard

    A condition that increases the likelihood or the size of a loss.

  • Hedge Fund

    A privately offered pooled fund that can pursue strategies mutual funds generally cannot, including leverage, short selling…

  • Hedging

    Taking a position intended to offset or reduce exposure to another position or risk, often sacrificing some upside or…

  • Hindsight Bias

    The tendency to believe, after an outcome is known, that it was predictable beforehand.

  • Hot New Issue

    A new equity offering that begins trading in the secondary market at a premium to its offering price.

  • Howey Test

    The four-part test for an investment contract: money invested, in a common enterprise, with an expectation of profit, coming…

  • Human Capital

    The present value of a person future earnings.

  • Hypothecation

    The pledge of a customer securities position as collateral for a margin loan.

I

  • Identity Theft Prevention Program

    A written program required under Regulation S-ID that a firm's board or senior management must approve, identifying relevant…

  • Identity Theft Red Flags Rule

    The SEC rule requiring firms holding covered accounts to maintain a written program, approved by senior management, that…

  • Illiquid Investment

    A holding a fund could not reasonably expect to convert to cash within seven calendar days without moving its price.

  • Illiquidity

    The condition of being difficult, costly, or slow to convert an investment into cash near fair value, making the asset less…

  • Illusion Of Control

    The tendency to read a short run of favourable outcomes as evidence of a repeatable ability, when a random process would…

  • Immediate Annuity

    An annuity purchased with a single lump sum that begins making income payments almost immediately.

  • Immunization

    A bond strategy that sets portfolio duration equal to the investor's time horizon, so price risk and reinvestment risk…

  • Impersonal Advisory Services

    Investment advice that is not tailored to any client's individual circumstances, such as standardised model portfolios sold…

  • Implied Volatility

    The level of future price movement the market is pricing into an option, inferred from its premium.

  • Impoundment Of Proceeds

    A condition the Administrator may attach to a state securities registration requiring that money raised be held until the…

  • Incidents Of Ownership

    The economic rights of owning a life policy: changing the beneficiary, borrowing, assigning, surrendering.

  • Income In Respect Of A Decedent

    Income a decedent had earned or accrued but never recognized, which is taxed to the recipient rather than forgiven at death.

  • Income Program

    A program that buys wells already in production rather than drilling.

  • Incontestable Clause

    After a policy has been in force for a stated period, the insurer may no longer contest it for misstatements on the…

  • Indemnity

    The principle that insurance restores the insured to their prior financial position but does not allow them to profit from a…

  • Independent Appraisal

    A property or asset valuation performed by a qualified, unaffiliated third party rather than by the sponsor itself, used to…

  • Index Crediting Method

    The formula a fixed indexed annuity or indexed universal life policy uses to turn index movement into interest.

  • Index Fund

    A fund that seeks to match the performance of a stated market index rather than beat it.

  • Indexed Universal Life

    A universal life policy whose credited interest is linked to the performance of a market index, subject to insurer-set limits…

  • Indication Of Interest

    A non-binding expression of a customer's potential interest in an upcoming offering, gathered during the cooling-off period.

  • Inflation

    A sustained increase in the general price level that reduces the purchasing power of money, making real return and inflation…

  • Information Barrier

    The physical, technological and procedural separation a firm maintains between its investment banking side, which holds…

  • Initial Margin Requirement

    The minimum amount of equity, expressed as a percentage of a security's purchase price, that Regulation T requires a customer…

  • Initial Public Offering

    The first sale of a company's shares to the public.

  • Inside Basis

    The partnership's own tax basis in the assets it holds, as distinguished from a partner's outside basis in her partnership…

  • Insider Trading

    Buying or selling a security, or tipping someone else to do so, while in possession of important information that has not…

  • Insider Trading And Securities Fraud Enforcement Act

    The statute authorizing the SEC to seek a civil penalty of up to three times the profit gained or loss avoided in an insider…

  • Installment Sale

    A sale in which at least one payment is received after the year of sale, allowing gain to be recognized proportionately as…

  • Institutional Account

    A brokerage account held for a bank, insurance company, registered investment company or registered adviser, or for any other…

  • Institutional Investor

    A bank, savings institution, trust company, insurance company, investment company, pension or profit-sharing trust or similar…

  • Insurable Interest

    A genuine financial stake in the continued life or wellbeing of the insured.

  • Insuring Clause

    The provision, usually on a policy's first page, stating the insurer's basic promise to pay a death benefit to the named…

  • Intangible Drilling Costs

    The non-salvageable costs of drilling a well such as labour, fuel and site preparation.

  • Integration Doctrine

    The principle that two or more securities offerings made close in time may be treated as a single offering for purposes of…

  • Interest Rate Swap

    An agreement between two counterparties to exchange interest payment streams calculated on a notional principal that is never…

  • Interest-rate Risk

    The risk that changing market interest rates will alter the value of fixed-income securities, with prices of existing…

  • Interest-Sensitive Whole Life

    A whole life design that guarantees a minimum interest rate and cash value but credits current, insurer-declared rates above…

  • Interested Person

    Under the Investment Company Act, a person affiliated with a fund adviser, underwriter or management.

  • Interpositioning

    Inserting a third party between a customer and the best available market when doing so provides no benefit to the customer.

  • Intrastate Offering

    An offering exempt from federal registration because the issuer and every purchaser are within a single state.

  • Intrinsic Value

    The amount by which an option would be profitable to exercise right now, ignoring the premium that was paid for it.

  • Introducing Broker

    A broker-dealer that accepts customer orders and relationships but does not carry customer accounts, instead relying on a…

  • Investigation

    A regulator's fact-finding process to determine whether securities laws or rules may have been violated, potentially…

  • Investigative Consumer Report

    An underwriting report built partly from personal interviews about an applicant character, reputation and lifestyle.

  • Investment Adviser

    Any person who, for compensation, engages in the business of advising others as to the value of securities or the…

  • Investment Adviser Registration

    The regulatory filing and qualification process required for an investment adviser unless an exemption or federal-state…

  • Investment Adviser Representative

    An individual associated with an investment adviser who gives advice, manages accounts, solicits clients, or supervises…

  • Investment Advisers Act Of 1940

    Federal law defining who is an investment adviser and requiring registration, disclosure (Form ADV), and a fiduciary standard…

  • Investment Company Act Of 1940

    Classifies and regulates investment companies.

  • Investment Contract

    An arrangement in which people invest money in a common enterprise expecting profits mainly from the efforts of a promoter or…

  • Investment Grade

    A credit rating category signaling relatively low default risk in the judgment of a rating agency.

  • Investment Interest Expense

    Interest paid on money borrowed to buy or carry taxable investments, such as margin interest.

  • Investment Policy Statement

    A written document recording the objectives of a portfolio and the constraints within which they must be pursued, including…

  • Investor Questionnaire

    A subscription-package document in which a prospective purchaser in a private placement discloses information used to…

  • Investor Suitability Standards

    The minimum income, net worth and other investor qualifications a program imposes.

  • Irrevocable Beneficiary

    A beneficiary designation the owner cannot change, and whose consent the owner must obtain before exercising most other…

  • Irrevocable Life Insurance Trust

    An irrevocable trust created to own a life insurance policy outside the grantor's taxable estate, with the trustee applying…

  • Isolated Nonissuer Transaction

    A limited, nonrecurring secondary securities transaction by a person other than the issuer that may qualify for a state…

  • Issuer

    Any person who issues or proposes to issue a security.

J

  • Joint Account

    An account owned by two or more persons, with authority and disposition at death determined by the form of joint ownership…

  • Joint And Several Liability

    Where several defendants are each answerable for the whole judgment, so a plaintiff may collect all of it from any one of…

  • Joint And Survivor Annuity

    A pension payout that keeps paying a surviving spouse for life.

  • Joint Tenants With Right Of Survivorship

    A joint account in which, on the death of one owner, that owner interest passes automatically to the surviving owner rather…

  • Journal Entry

    A bookkeeping transfer of cash or securities between two accounts on the same firm's records, with nothing leaving the firm.

  • Juvenile Life Insurance

    A policy purchased by an adult on the life of a child, usually the child's parent or grandparent as applicant and premium…

K

  • Key Person Life Insurance

    A policy a business buys, owns, and names itself beneficiary on the life of an owner, executive, or employee whose death…

  • Know Your Customer

    The requirement to use reasonable diligence, in opening and maintaining every account, to know the essential facts about the…

L

  • Lagging Indicator

    An economic statistic that changes direction after the overall economy does, confirming a turning point only after the fact.

  • Land Development Program

    A real estate program that acquires undeveloped land for appreciation.

  • Last Twelve Months

    The trailing twelve months of actual reported financial results as of a given analysis or transaction date, as opposed to a…

  • Late Trading

    Accepting a mutual fund order after the pricing cut-off and giving it that day net asset value.

  • Law Of Large Numbers

    The statistical principle that the larger the number of similar, independent exposure units observed, the more closely actual…

  • Leading Indicator

    An economic statistic that changes direction before the overall economy does, used to anticipate turning points.

  • Legal Rate Of Interest

    The interest rate a state fixes for use in judgments and statutory remedies.

  • Legislative Risk

    The risk that a change in law or regulation alters the economics of an investment.

  • Letter Of Authorization

    A signed customer instruction directing the firm to move funds or securities in a way the standing account paperwork does not…

  • Letter Of Intent

    A mutual fund provision letting an investor get a breakpoint discount now by committing to invest the required amount within…

  • Letters Testamentary

    The court document appointing an executor and evidencing authority to act for a decedent's estate.

  • Level Term

    Term life insurance in which both the death benefit and the premium remain the same throughout the stated term.

  • Life Insurance Illustration

    A projection of a policy future values.

  • Life Settlement

    The sale of an in-force life insurance policy to a third party for more than its cash surrender value.

  • Like-kind Exchange

    An exchange of real property held for business or investment use for other such property, in which gain is deferred rather…

  • Limit Order

    An instruction to buy at no more than a stated price, or to sell at no less than a stated price.

  • Limited Liability Company

    An entity with the pass-through tax treatment of a partnership but in which the manager, unlike a general partner, has…

  • Limited Offering Exemption

    The state private placement exemption for an offer directed to no more than ten non-institutional persons in twelve months…

  • Limited Partner

    A passive investor in a limited partnership whose liability is limited to the capital contributed plus any amount she has…

  • Limited Partner Voting Rights

    The rights, set out in a limited partnership agreement, that allow limited partners to vote on specified matters -- typically…

  • Liquidating Distribution

    A distribution of a partnership's remaining assets or sale proceeds to its partners in connection with the partnership's…

  • Liquidation Preference

    A right of preferred stockholders in a private company to receive a stated amount from sale or liquidation proceeds before…

  • Liquidation Priority

    The order in which creditors and owners have claims on an issuer's assets in liquidation, with debt generally senior to…

  • Liquidity

    The ability to convert an asset into cash quickly at or near fair value with limited transaction cost or price impact, an…

  • Liquidity Need

    A client's expected requirement for accessible cash over a specified period, affecting how much can prudently be committed to…

  • Liquidity Risk

    The risk that an investment cannot be sold or redeemed promptly at a reasonable price, potentially forcing a large discount…

  • Locate Requirement

    The Regulation SHO obligation to have reasonable grounds to believe a security can be borrowed and delivered before a short…

  • Long Straddle

    An options strategy consisting of a long call and long put on the same underlying with the same strike and expiration…

  • Long-Term Care Insurance

    Coverage for extended custodial or nursing care.

  • Longevity Risk

    The risk that an individual outlives the assets set aside to support them.

  • Low-Income Housing Tax Credit

    A federal tax credit available to investors in a qualifying affordable housing program that sets aside units for tenants…

M

  • Maintenance Call

    A demand for additional equity when a margin account falls below the minimum maintenance level, generally 25 percent of long…

  • Make-whole Call Provision

    A redemption feature under which the issuer may call a bond at the greater of par or the present value of the remaining…

  • Margin Account

    A brokerage account that lets the customer borrow part of the purchase price from the firm, using the securities in the…

  • Margin Call

    A demand that a customer deposit additional funds or securities into a margin account, issued either because a new purchase…

  • Marginal Tax Rate

    The tax rate applied to the next dollar of taxable income, commonly used in after-tax yield and taxable-equivalent-yield…

  • Markdown

    The amount a dealer subtracts from the prevailing market price when buying a security from a customer into its own inventory.

  • Market Maker

    A dealer that continuously quotes both a price at which it will buy and a price at which it will sell a security, standing…

  • Market Manipulation

    Intentional conduct designed to create a false or artificial appearance of price, volume, or market activity, such as…

  • Market Order

    An instruction to buy or sell immediately at the best price currently available.

  • Market Price

    The price at which a security can currently trade in the secondary market, determined by supply and demand and potentially…

  • Market Timing

    Rapid in-and-out trading of fund shares to exploit short-term pricing gaps.

  • Marking The Close

    Trading near the market close with manipulative intent to influence a security's closing price or create a misleading…

  • Markup

    The amount a dealer adds to its own cost when selling a security to a customer from inventory.

  • Master Policy

    The single contract issued to a group policyholder, such as an employer or association, that governs the entire group…

  • Material Aider Liability

    Liability imposed by the Uniform Securities Act on persons who did not themselves sell but who stand behind or assist the…

  • Material Change

    A significant change in a firm's ownership, control, or business lines, or in an approved product's structure, that triggers…

  • Material Misrepresentation

    A false or concealed fact on an application that would have changed the insurer decision to issue, or the terms of issue.

  • Material Misstatement

    An inaccurate statement concerning information significant enough to affect a reasonable investor, client, insurer, or…

  • Material Omission

    Failure to state an important fact when necessary to keep other statements from being misleading, a form of deceptive conduct…

  • Material Participation

    Involvement in an activity's operations that is regular, continuous, and substantial under one of several IRS tests (such as…

  • Means-tested Benefits

    Government assistance whose eligibility depends on the resources the recipient owns or receives.

  • Medallion Signature Guarantee

    A certification, obtained from a financial institution participating in an approved medallion program, that guarantees the…

  • Membership Agreement

    The document filed with FINRA describing the scope of business a member firm is approved to conduct.

  • Mental Accounting

    A behavioral tendency to split wealth into separate mental buckets and apply different risk rules to each, instead of judging…

  • Mid-Sized Adviser

    An investment adviser whose regulatory assets under management fall between $100 million and $110 million.

  • Mineral Rights

    The ownership interest in the oil, gas, and other minerals beneath a tract of land, which may be owned separately from the…

  • Mini-Max Offering

    A best efforts offering with both a floor and a ceiling: a minimum that must be sold for the deal to close and a maximum…

  • Misappropriation Theory

    A basis for insider trading liability under which a person commits securities fraud by trading on confidential information in…

  • Misleading Statement

    A communication that creates a false or deceptive impression because of what it says, omits, emphasizes, or presents without…

  • Misstatement Of Age Or Sex

    A standard provision addressing an application error about the insured's age or sex discovered after issue.

  • Modified Endowment Contract

    A life insurance policy funded so quickly that it fails a federal premium test and loses the usual favorable tax treatment…

  • Monetary Policy

    Central-bank actions affecting interest rates, money, reserves, and credit conditions to influence inflation, employment, and…

  • Money Laundering Stages

    The three phases by which criminal proceeds are made to look legitimate: placement, the introduction of funds into the…

  • Money Market Fund

    A mutual fund that invests in very short-term, high-quality debt instruments and aims to maintain a stable share value.

  • Money Purchase Pension Plan

    A defined contribution plan in which the employer must contribute a fixed percentage of each participant's pay every year…

  • Money Supply

    The total quantity of money and near-money in circulation.

  • Monte Carlo Simulation

    A modeling technique that runs a financial plan through thousands of randomly varied return sequences and reports how often…

  • Mortality And Expense Risk Charge

    An annual charge against a variable annuity or variable life separate account compensating the insurer for guaranteeing…

  • Mortality Credits

    The extra income a life annuity can pay beyond interest and return of principal.

  • Mortality Table

    A table showing the probability of death at each age for a defined population, used by actuaries to price premiums and set…

  • Mortgage Program

    A real estate program that lends against property rather than owning it, sometimes taking a share of appreciation as well as…

  • MSRB

    The SRO that writes rules for municipal securities dealers.

  • Municipal Advisor

    A person who advises a municipal entity on the structure, timing, terms or similar matters of an issue of municipal…

  • Municipal Bond

    A debt security issued by a state or local government.

  • Municipal Finance Professional

    A person at a municipal securities dealer who engages in or solicits municipal securities business, or who supervises those…

  • Mutual Insurer

    An insurer owned by its policyowners rather than by outside shareholders; policyowners may receive dividends from favorable…

N

  • Names Rule

    The SEC rule requiring a registered fund whose name suggests a focus on a particular type of investment, industry or region…

  • NASAA

    The membership organization of state, provincial, and territorial securities Administrators.

  • Needs Approach

    A way of sizing life insurance that totals the specific obligations survivors would face, such as final expenses, the…

  • Net Amount At Risk

    The gap between a permanent policy's death benefit and its cash value at a given time — the portion of the death benefit the…

  • Net Asset Value

    A fund's total assets minus liabilities, divided by shares outstanding.

  • Net Capital

    A broker-dealer's liquid capital as computed under SEC Rule 15c3-1, arrived at by deducting non-allowable assets from net…

  • Net Income

    A company's profit after all expenses, including interest and taxes, have been deducted from revenue.

  • Net Investment Income Tax

    An additional federal tax on investment income owed by higher-income taxpayers.

  • Net Operating Income

    A real estate property's rental and other operating revenue minus operating expenses (such as property management…

  • Net Performance

    Investment results shown after deduction of advisory fees.

  • Net Profits Interest

    A non-operating interest in an oil and gas property entitling its holder to a share of the well's profits -- gross revenue…

  • No-lapse Guarantee

    A universal life feature that keeps the death benefit in force even if the policys actual account value falls to zero…

  • No-load Fund

    A mutual fund sold without a sales charge, so the purchase price equals the net asset value.

  • Nominal Return

    An investment return measured before adjusting for inflation, contrasted with real return, which reflects changes in…

  • Nominee Account

    An account titled in a name other than that of the true beneficial owner.

  • Non-Accredited Investor

    A purchaser who does not meet Regulation D's income, net worth, or other accredited-investor thresholds; Rule 506(b) permits…

  • Non-Allowable Asset

    An asset deducted in full when a broker-dealer computes net capital, because it could not be turned into cash quickly enough…

  • Non-Cash Compensation

    Anything of value other than cash paid in connection with the sale of fund shares, such as travel to a sponsor training…

  • Non-Natural Person Rule

    A deferred annuity owned by a corporation, partnership or other entity generally loses tax deferral, so its yearly growth is…

  • Non-Objecting Beneficial Owner

    A customer holding securities in street name who has not instructed the broker-dealer to withhold his identity from the…

  • Nonforfeiture Options

    The choices a policyowner has for the accumulated cash value if a permanent policy lapses or is surrendered, typically taking…

  • Nonissuer Transaction

    A sale in which the proceeds go to the selling security holder rather than to the company that created the security.

  • Nonqualified Deferred Compensation

    A contractual promise to pay an executive later, outside the qualified plan rules.

  • Nonrecourse Debt

    Debt on which the lender may look only to the pledged property and not to the borrowers personally.

  • Not-Held Order

    An order giving the trader discretion over the timing and price of execution so a large order can be worked without moving…

  • Notice And Hearing

    Procedural safeguards requiring regulatory notice of proposed action and an opportunity to be heard, helping ensure…

  • Notice Filing

    A submission of documents and a fee to a state by a federal covered adviser or by the issuer of a federal covered security.

  • Notional Value

    The face amount of underlying exposure a derivative contract controls, as distinct from the cash committed to open the…

  • Novation

    The substitution of a new contract, or a new party, for an existing one with the consent of every party involved and with the…

  • Numbered Account

    An account carried under a number or symbol rather than the customer's name, permitted only where the firm holds a written…

O

  • Odd Lot

    An order or transaction for fewer shares than a round lot, conventionally 100 shares.

  • OFAC

    The Treasury office that administers United States economic sanctions and publishes the Specially Designated Nationals and…

  • Off-channel Communications

    Business-related electronic communications conducted outside a firm's monitored and archived systems, such as personal text…

  • Office Of Supervisory Jurisdiction

    A firm location where specified supervisory functions occur, such as approving new accounts, endorsing advertising, or…

  • Official Notice Of Sale

    The advertisement an issuer publishes to invite bids on a competitive municipal offering.

  • Official Statement

    The disclosure document a municipal issuer prepares for a new issue, describing the issuer, the security behind the bonds…

  • Omnibus Account

    A single account an intermediary holds on a fund books covering many underlying customers, with the intermediary keeping the…

  • Open Interest

    The total number of derivative contracts outstanding that have not been closed, exercised or expired, carried forward from…

  • Open Market Operations

    The purchase and sale of government securities by a central bank to influence the level of bank reserves and short-term…

  • Open-end Company

    An investment company that continuously issues redeemable shares.

  • Open-end Investment Company

    A mutual fund that continuously offers and redeems shares based on net asset value, with purchases and redemptions occurring…

  • Operating Agreement

    The governing document of a limited liability company, which establishes whether the company is member-managed or…

  • Operating Lease

    A lease structured so that a single lease term does not recover substantially all of the lessor's cost of the equipment…

  • Option Premium

    The price paid by an option buyer and received by an option writer for the contract, affecting breakeven, maximum gain…

  • Options Agreement

    The document in which a customer represents that she understands and will abide by options rules and position limits.

  • Options Clearing Corporation

    The issuer and guarantor of listed options in the United States.

  • Options Disclosure Document

    The standardised booklet explaining how listed options work and the risks of each basic strategy, which must be delivered to…

  • Order Memorandum

    The record SEC Rule 17a-3 requires for each brokerage order, whether or not executed.

  • Ordinary Income

    Income taxed at the regular graduated income tax rates, such as wages, interest, short-term capital gains, and withdrawals…

  • Organization And Offering Expenses

    The costs of forming the program and selling its interests, including underwriting compensation, due diligence fees, advisory…

  • Original Issue Discount

    The difference between a debt instrument's issue price and its redemption value, which accretes over the life of the…

  • Outside Basis

    A partner's tax basis in her partnership interest itself, equal to her capital contributions plus her share of partnership…

  • Outside Business Activity

    Work a registered person performs for compensation outside the employing firm.

  • Outsourcing

    A firm's use of a third party to perform an activity or function on the firm's behalf, such as branch inspections, locate…

  • Over-the-counter Market

    A dealer market in which firms publish two-sided quotations and trade with customers as principal out of their own inventory…

  • Overriding Royalty Interest

    A cost-free interest in the production revenues of a well or deposit, payable out of total production under an oil and gas…

P

  • Paid-up Additions

    A policy dividend option that uses dividends to purchase small amounts of additional permanent coverage.

  • Painting The Tape

    A manipulative practice in which transactions are executed to create the false appearance of active trading or of a rising…

  • Par Value

    The stated value of a bond, repaid at maturity — conventionally $1,000 for corporate bonds.

  • Participating Policy

    A policy, typically issued by a mutual insurer, that is eligible to receive dividends reflecting favorable mortality…

  • Partnership Agreement

    The contract that governs a limited partnership.

  • Passive Activity Loss

    A loss from an activity in which the taxpayer does not materially participate.

  • Passive Income

    Income from a trade or business in which the taxpayer does not materially participate, which includes the income allocated by…

  • Past Performance

    Historical investment results, useful as context but not a guarantee of future results and potentially misleading when…

  • Pay-to-Play Rule

    SEC Rule 206(4)-5, which generally bars an investment adviser from receiving compensation for advisory services to a…

  • Payout

    The point at which a program's investors have recovered an amount equal to their original investment (or another specified…

  • Penalty Bid

    A syndicate arrangement reclaiming the selling concession from a member whose customers flip newly issued shares back into…

  • Penny Stock

    A low-priced, thinly traded equity security subject to special protective requirements.

  • Per Stirpes

    A beneficiary designation that pays by branch of the family.

  • Person

    The Uniform Securities Act definition covering individuals, companies, partnerships, trusts, governments and political…

  • Phantom Income

    Taxable income allocated to a partner with no cash distribution accompanying it, so the partner owes tax on money she never…

  • Phillips Curve

    The observed short-run inverse relationship between unemployment and inflation.

  • PIPE Transaction

    A private investment in public equity, in which a publicly reporting issuer sells newly issued (or, less commonly…

  • Place Of Business

    Any office where a firm or representative regularly provides securities or advisory services, plus any location held out to…

  • Placement Agency Agreement

    The contract between an issuer and a broker-dealer engaged as placement agent, setting out the scope of the agent's authority…

  • Plan Asset

    Under ERISA, the assets of an employee benefit plan and, in many cases, the underlying assets of an entity in which the plan…

  • Policy Loan

    Borrowing against the cash value of a permanent life policy, using the policy itself as collateral.

  • Policy Reserve

    The liability a life insurer carries for benefits it will owe on policies already in force.

  • Policy Rider

    A supplemental benefit attached to a life policy that adds, limits or modifies coverage for an additional charge.

  • Policy Split Option Rider

    A rider on a survivorship policy permitting the contract to be exchanged for two individual policies, one on each insured…

  • Portfolio Turnover

    The share of a fund holdings replaced during a year.

  • Position Limit

    The maximum number of option contracts on the same side of the market that one investor, or a group acting together, may hold…

  • Possession Or Control

    The requirement under the SEC customer protection rule that a carrying broker-dealer obtain and maintain physical possession…

  • Power Of Attorney

    A written authorisation letting someone act on an account owner's behalf.

  • Precedent Transaction Analysis

    A relative valuation method that derives valuation multiples from actual completed M&A deals for similar companies and…

  • Preferred Return

    A specified rate of return that must be distributed to investors before a sponsor or general partner begins receiving its…

  • Preferred Stock

    An equity security with a fixed stated dividend and priority over common stock for dividends and in liquidation.

  • Prehire Investigation

    The background investigation a firm must conduct before registering an applicant, including a public records check and…

  • Premium

    A bond price above par.

  • Premium Bond

    A bond trading above par value, often because its coupon rate exceeds current market yields; its premium tends to move toward…

  • Preorganization Certificate

    An exempt transaction covering subscriptions taken before a corporation is formed.

  • Prepayment Risk

    The risk that borrowers behind a mortgage-backed or similar amortizing security repay principal earlier than expected…

  • Present Value

    The current worth of a future cash flow, calculated by discounting that cash flow back at an appropriate discount rate.

  • Price Risk

    The risk that a security's market price will move adversely before sale or during the holding period because of market…

  • Price-to-Earnings Ratio

    A valuation multiple equal to share price divided by earnings per share.

  • Primary Market

    The market in which an issuer sells newly created securities and receives the proceeds, whether through a public offering, a…

  • Primary Offering

    An offering in which the company issues new shares and receives the sale proceeds, as distinguished from a secondary…

  • Prime Brokerage

    An arrangement under which a customer designates one firm, the prime broker, to clear and carry all of its positions and cash…

  • Prime Rate

    The interest rate commercial banks quote for their most creditworthy corporate borrowers, used as a reference for many…

  • Principal Transaction

    A trade in which the firm takes the other side itself, selling to the customer out of its own inventory or buying into…

  • Priority Waterfall

    The order in which claimants are paid in a bankruptcy liquidation: senior secured creditors first, then junior secured…

  • Private Activity Bond

    A municipal bond issued to finance a facility used mainly by a private business, such as an airport terminal or an arena.

  • Private Fund

    A pooled investment vehicle, such as a hedge fund or private equity fund, that would otherwise meet the definition of an…

  • Private Placement

    An offering exempt from SEC registration under Regulation D, sold primarily to accredited investors.

  • Private Placement Memorandum

    The disclosure document used in an unregistered offering.

  • Private Residence

    A representative's home or other private location that does not meet the definition of a branch office or OSJ because it is…

  • Private Securities Transaction

    A securities transaction an associated person takes part in outside their firm's regular business.

  • Pro Forma EPS

    The projected earnings per share of the combined company following an acquisition, calculated as combined net income…

  • Probate

    The court process for retitling property that has no other way to pass at death.

  • Probationary Period

    A stretch of continuous employment a newly hired employee must complete before becoming eligible for group coverage.

  • Producer

    The state-licensed individual who solicits, negotiates, or sells insurance on behalf of an insurer.

  • Product Committee

    The group responsible for evaluating and approving new products for a firm's platform, including independently assessing…

  • Program Disclosure Document

    The offering document for a municipal fund security such as a 529 plan, describing the investment options, fees, tax…

  • Prohibited Transaction

    A dealing between a retirement account and a disqualified person that the tax code forbids, such as borrowing from the…

  • Proprietary Product

    A product issued, sponsored, or managed by the firm or an affiliate.

  • Prospectus

    The disclosure document delivered to purchasers in a registered offering.

  • Protective Put

    Buying a put option on stock the investor already owns in order to set a floor under its value.

  • Proxy Voting

    When an adviser votes client shares, the rules require written policies, disclosure of how a client can learn how her own…

  • Prudent Investor Rule

    The standard requiring a fiduciary to manage assets with the care, skill, and caution a prudent investor would use, judged at…

  • Public Appearance

    Unscripted participation in a seminar, forum, or broadcast interview.

  • Public Offering Price

    The price an investor pays for a share of a mutual fund: net asset value plus any front-end sales charge.

  • Publisher Exclusion

    The exclusion from the investment adviser definition for a bona fide newspaper, news magazine or financial publication of…

  • Purchaser Representative

    A person, meeting specified independence and sophistication qualifications, who evaluates the merits and risks of a Rule…

  • Purchasing Power Parity

    The idea that a currency whose home prices rise faster than another country prices must fall against that currency over time.

  • Purchasing-power Risk

    The risk that inflation will erode the real value of future cash flows, fixed payments, or investment returns even when…

  • Put Option

    A contract giving the buyer the right, but not the obligation, to sell the underlying security at a fixed price until the…

Q

  • Qualified Custodian

    A bank, registered broker-dealer, futures commission merchant or foreign financial institution that holds client funds and…

  • Qualified Default Investment Alternative

    The investment a retirement plan puts a participant's money into when that participant never makes a choice.

  • Qualified Dividend

    A dividend taxed at long-term capital gains rates.

  • Qualified Domestic Trust

    A trust that preserves the federal estate tax marital deduction for property passing to a surviving spouse who is not a U.S.

  • Qualified Institutional Buyer

    An institution, such as a bank, insurance company, or investment company, that owns and invests on a discretionary basis at…

  • Qualified Intermediary

    An independent third party who holds the proceeds from the sale of a taxpayer's relinquished property and uses them to…

  • Qualified Nonrecourse Financing

    Real property debt that is treated as an amount a partner has at risk even though no partner is personally liable on it.

  • Qualified Purchaser

    An individual or entity meeting Investment Company Act thresholds substantially higher than the accredited-investor standard…

  • Quantitative Suitability

    The FINRA Rule 2111 obligation to have a reasonable basis to believe that a series of recommended transactions, taken…

R

  • Rabbi Trust

    An irrevocable trust used to informally fund a nonqualified deferred compensation promise, often holding employer-owned life…

  • Raw Land

    Unimproved real property with no structures, utilities, or development in place, purchased by a land development or raw land…

  • Real Estate

    Land and property interests, including income-producing buildings and related assets, offering potential income and…

  • Real Rate Of Return

    The return left after subtracting inflation from the nominal return.

  • Real-Time Transaction Reporting System

    The MSRB facility to which municipal securities dealers report transactions within 15 minutes of the time of trade, subject…

  • Reallowance

    The slice of the selling concession paid to a broker-dealer that belongs to neither the underwriting syndicate nor the…

  • Rebalancing

    Trading a drifted portfolio back toward its target allocation.

  • Rebating

    Offering a client any part of the commission, or anything else of value not specified in the policy, as an inducement to buy…

  • Recency Bias

    The tendency to weight the most recent results too heavily and project them forward, so conviction flips with whatever the…

  • Recession

    A significant, broad-based decline in economic activity.

  • Reciprocal Exchange

    An unincorporated association in which the members, called subscribers, exchange insurance contracts with one another, so…

  • Reclamation

    A claim by the party that accepted a delivery to give the securities back and recover the money paid, because the delivery…

  • Record Date

    The date that fixes who is entitled to a declared distribution.

  • Recourse Debt

    Debt for which a partner is personally liable.

  • Red Flag

    A fact or pattern indicating elevated risk of fraud, money laundering, identity theft, or other misconduct and therefore…

  • Red Herring

    The preliminary prospectus circulated during the cooling-off period to gather indications of interest.

  • Redemption

    The return of an investment company share or other redeemable interest to the issuer or fund in exchange for its calculated…

  • Redemption Fee

    A charge some funds apply to shares sold within a short window after purchase, often 30 to 90 days.

  • Redemption In Kind

    Payment of a fund redemption in portfolio securities rather than cash, valued at net asset value.

  • Redemption Plan

    A program feature, common in non-traded DPPs and non-traded REITs, under which the sponsor may (but is typically not…

  • Reformation

    An equitable remedy by which a court corrects a written contract that, because of mutual mistake or a scrivener's error…

  • Reg BI Compliance Obligation

    The component of Regulation Best Interest requiring a broker-dealer to establish, maintain and enforce written policies and…

  • Reg BI Disclosure Obligation

    The component of Regulation Best Interest requiring a broker-dealer to give a retail customer full and fair written…

  • Registered Index-Linked Annuity

    An annuity crediting index-linked returns subject to a cap, with partial downside protection.

  • Registration By Coordination

    A state registration method for an offering also registered with the SEC.

  • Registration By Notification

    The lightest of the three state registration methods, open only to seasoned issuers that meet the statutory operating and…

  • Registration By Qualification

    The state registration method available for any offering and required where the others are not.

  • Registration Exemption

    A statutory exception relieving a person, security, or transaction from an otherwise applicable registration requirement…

  • Registration Statement

    The document an issuer files with the SEC to register a public offering.

  • Registration Status

    Whether a person, firm, security, or offering is registered, exempt, federally covered, excluded, pending, denied, suspended…

  • Regret Aversion

    The fear of the pain that would follow a decision turning out badly, which pushes investors into costly inaction.

  • Regular-Way Settlement

    The default timetable for delivery and payment on a securities trade.

  • Regulated Investment Company

    A fund that passes income through to shareholders untaxed at the fund level by meeting the tests of Subchapter M, including…

  • Regulation A

    An exemption permitting a limited public offering on an abbreviated disclosure document rather than a full registration…

  • Regulation Best Interest

    The SEC rule requiring a broker-dealer or registered representative to act in a retail customer's best interest when…

  • Regulation Crowdfunding

    The Securities Act exemption (Regulation CF) permitting issuers to raise a limited amount of capital from the general public…

  • Regulation FD

    The SEC rule barring an issuer from selectively disclosing material nonpublic information to securities professionals and…

  • Regulation S

    A Securities Act safe harbor exempting offers and sales of securities made outside the United States to non-U.S.

  • Regulation S-P

    The SEC rule governing how broker-dealers handle customers' personal information.

  • Regulation SHO

    The SEC regulation governing short sales, covering the locate that must precede a short sale, the marking of sell orders, and…

  • Regulation T

    The Federal Reserve Board rule governing the credit a broker-dealer may extend to customers purchasing securities, and the…

  • Regulation U

    A Federal Reserve rule limiting the credit banks and other non-broker lenders may extend to buy or carry margin stock.

  • Regulatory Assets Under Management

    The asset figure an adviser reports on Form ADV, covering securities portfolios it supervises continuously and regularly.

  • Reinstatement Privilege

    A fund family feature letting an investor who redeemed Class A shares put some or all of the proceeds back within a stated…

  • Reinsurance

    An arrangement in which one insurer (the ceding company) transfers part of the risk it has underwritten to another insurer…

  • Reinvestment Risk

    The risk that interest or principal received must be reinvested at a lower rate than the original investment.

  • REIT

    A company that pools investor money to own or finance income-producing real estate and must distribute most of its taxable…

  • Related-Party Transaction

    A transaction between a program and its sponsor, general partner, or an affiliate of either, such as the sponsor selling…

  • Remediation

    The corrective steps a firm takes after identifying a supervisory deficiency, including fixing the underlying process…

  • Renewable Term

    A term life policy the owner may renew at the end of the term without proving insurability again.

  • Replacement

    Terminating, lapsing, or materially changing an existing life policy or annuity in connection with the purchase of a new one.

  • Reporting Company

    An issuer subject to the Securities Exchange Act's periodic reporting requirements (Forms 10-K, 10-Q, 8-K) because it has…

  • Representation (vs. Warranty)

    A statement an applicant makes on an application that is believed true to the best of the applicant's knowledge, as opposed…

  • Repurchase Agreement

    A sale of securities coupled with a simultaneous agreement to buy them back at an agreed price on an agreed date, which in…

  • Required Legend

    Mandatory disclosure language that must appear on specified documents, such as penny stock account statements or preliminary…

  • Required Minimum Distribution

    The amount that must be withdrawn each year from most tax-deferred retirement accounts once the owner reaches the age set by…

  • Required Return

    The rate of return a portfolio must earn for a client to reach a stated goal within the available time given the amount being…

  • Rescission

    A civil remedy that unwinds a transaction and seeks to restore the parties to their pre-transaction positions, often…

  • Rescission Offer

    A written offer by a seller to buy back securities sold in violation of the Act, paying the price plus interest at the legal…

  • Reserve Requirement

    The portion of deposits a depository institution must hold rather than lend.

  • Residual Claim

    The common shareholder's claim on corporate assets and earnings after creditors and senior equity claims are satisfied…

  • Residual Value

    What a leased or depreciated asset is actually worth when the program disposes of it.

  • Restricted Person

    Under FINRA Rule 5130, a category of persons and entities generally prohibited from purchasing new issues, including…

  • Restricted Securities

    Securities acquired in an unregistered transaction such as a private placement.

  • Restrictive Legend

    Text carried on or coded against a certificate stating that the shares may not be transferred except in compliance with the…

  • Retail Communication

    A firm communication distributed or made available to more than a limited number of retail investors, such as advertising…

  • Return Of Premium Rider

    A rider, most often attached to term insurance, that refunds some or all of the premiums paid if the insured survives to the…

  • Return On Equity

    Net income divided by average stockholders' equity, measuring the profit generated on shareholders' book-value investment in…

  • Revenue Bond

    A municipal bond paid only from the revenues of a specific project or facility — a toll road, airport, or utility.

  • Revenue Sharing

    Payments a fund's adviser or distributor makes out of its own resources to a selling firm, often for preferred-list…

  • Reversionary Working Interest

    An interest whose holder bears no share of program costs and begins to share in revenues only after the investors have…

  • Right Of First Refusal

    A contractual right giving its holder the option to purchase specified securities, or to participate in a specified…

  • Right Of Survivorship

    An ownership feature under which a deceased co-owner's interest passes directly to the surviving owner or owners, rather than…

  • Rights Of Accumulation

    A privilege that lets an investor count the current value of shares already owned in a fund family toward the breakpoint on a…

  • Risk Capacity

    The objective ability to absorb loss, based on time horizon, income stability, other resources and how much a client depends…

  • Risk Management Techniques

    The five responses to a loss exposure.

  • Risk Tolerance

    A client's willingness and emotional comfort with uncertainty, volatility, and potential loss, distinct from risk capacity…

  • Risk-adjusted Return

    Investment performance evaluated relative to the amount or type of risk taken, allowing comparison of returns that may look…

  • Risk-free Rate

    The return assumed to be available with essentially no default risk, usually represented by short-term U.S.

  • Road Show

    A series of marketing presentations made by company management and underwriters to prospective investors ahead of pricing an…

  • Rollover

    Moving retirement money from one qualified plan or IRA to another without it being treated as a taxable distribution.

  • Rollover Recommendation

    Advice to move retirement assets from one plan or account to another, requiring analysis of costs, services, investment…

  • Root Cause Analysis

    The process, required under FINRA's supervisory control rules, of identifying why a supervisory deficiency occurred rather…

  • Roth Account

    A retirement account or plan feature generally funded with after-tax contributions and capable of producing tax-free…

  • Roth IRA

    An individual retirement account funded with after-tax dollars, in which qualified withdrawals of both contributions and…

  • Rule 144

    The SEC rule governing the resale of restricted and control securities, setting holding periods, volume limits, and filing…

  • Rule 144A

    A Securities Act safe harbor permitting the immediate resale of restricted securities to qualified institutional buyers…

  • Rule 14d-10

    An Exchange Act tender offer rule requiring that the offer be open to all holders of the class of securities sought and that…

  • Rule 504

    A Regulation D exemption allowing issuers to raise up to $10,000,000 in a twelve-month period, subject to state blue-sky law…

  • Rule 506(b)

    The Regulation D safe harbor allowing an issuer to sell an unlimited dollar amount of securities to an unlimited number of…

  • Rule 506(c)

    The Regulation D safe harbor permitting general solicitation and advertising, provided all purchasers are accredited…

  • Rule 5110 Lock-up

    The FINRA restriction under the Corporate Financing Rule barring a member from selling, transferring, assigning, pledging or…

  • Rule Of 72

    A shortcut for compound growth: divide 72 by an annual return to estimate the years needed to double money, or divide 72 by…

S

  • S Corporation

    A domestic corporation that elects pass-through taxation.

  • Safe Harbor

    A rule provision that shields specified conduct from liability or violation findings when its conditions are met, such as the…

  • Safe Harbor 401(k)

    A 401(k) design that skips annual nondiscrimination testing by guaranteeing employees an employer contribution - either a…

  • Safekeeping

    Holding a customer's securities registered in the customer's own name as a service to that customer.

  • Sale (Uniform Securities Act Definition)

    The Uniform Securities Act's definition of sale, which includes every contract of sale of, contract to sell, or disposition…

  • Sale-Leaseback

    A transaction in which a program purchases property or equipment from an operating company and simultaneously leases it back…

  • Sales Charge

    The fee added to a mutual fund purchase or deducted on redemption that compensates the firm and representative selling the…

  • Sales Contest

    An internal incentive program that rewards representatives for selling particular products.

  • Same-Day Affirmation

    Completing the allocation, confirmation and affirmation of an institutional trade on trade date itself.

  • Schedule K-1

    The statement a partnership issues to each partner reporting that partner distributive share of income, loss, deductions and…

  • SEC

    The federal agency created by the Securities Exchange Act of 1934 that administers the federal securities laws and oversees…

  • SEC Marketing Rule

    The Advisers Act rule governing adviser advertising.

  • SEC Yield

    A fund's standardized 30-day yield, computed under a prescribed formula from net investment income after expenses and…

  • Secondary Distribution

    A registered offering in which existing shareholders sell shares they already own.

  • Secondary Market

    The market in which previously issued securities trade among investors.

  • Secondary Offering

    An offering in which existing shareholders (such as founders, early investors, or sponsors) sell their own already-issued…

  • Section 11 Liability

    The Securities Act provision creating civil liability for material misstatements or omissions in a registration statement…

  • Section 12(a)(1) Liability

    The Securities Act provision imposing strict civil liability on a seller who offers or sells a security in violation of the…

  • Section 12(a)(2) Liability

    The Securities Act provision imposing civil liability on a seller who offers or sells a security by means of a prospectus or…

  • Section 3(c)(1) Exclusion

    An Investment Company Act exclusion available to a pooled investment vehicle whose outstanding securities are beneficially…

  • Section 3(c)(7) Exclusion

    An Investment Company Act exclusion available to a pooled investment vehicle whose outstanding securities are owned…

  • Section 4(a)(2)

    The Securities Act provision exempting from registration "transactions by an issuer not involving any public offering," the…

  • Section 7702

    The federal definition of life insurance.

  • Section 79

    The Internal Revenue Code section governing the tax treatment of employer-provided group term life insurance.

  • Securities Act Of 1933

    The federal law governing the PRIMARY market — the original issue and sale of new securities.

  • Securities Exchange Act Of 1934

    The federal law governing the SECONDARY market — trading after issue.

  • Securities Registration

    The filing and qualification process required for securities offerings unless an exemption or federal preemption applies…

  • Security (Uniform Securities Act Definition)

    The Uniform Securities Act's definition of a security.

  • Segregation

    Setting aside fully paid and excess margin customer securities so that they are free of any lien and identifiable as customer…

  • Segregation Of Duties

    The control principle that no one person should both initiate a transaction and approve or reconcile it, so that a mistake or…

  • Self-Employment Tax

    The Social Security and Medicare tax imposed on net earnings from self-employment, including a general partner's distributive…

  • Seller Option Settlement

    A trade in which the parties agree at the time of the trade that settlement will occur later than the regular-way cycle.

  • Selling Agreement

    The agreement between the sponsor or dealer-manager and a participating broker-dealer that sets the terms on which that firm…

  • Selling Away

    A registered person participating in a securities transaction outside the scope of their employment without giving the firm…

  • Selling Concession

    The portion of a mutual fund sales charge paid to the selling broker-dealer, quoted as a percentage of the public offering…

  • Selling Dividends

    Urging a customer to buy shares before an ex-dividend date so as to collect the payment.

  • Selling Group

    Firms that help distribute a new issue and earn the selling concession on what they place, without joining the syndicate or…

  • Senior Designation

    A credential suggesting expertise in advising older investors.

  • Senior Foreign Political Figure

    A current or former senior official of a foreign government, political party or state-owned enterprise, together with close…

  • Senior Secured Debt

    Debt that has both a priority claim on specified collateral and a senior position in an issuer's capital structure relative…

  • SEP IRA

    An employer-funded retirement arrangement making contributions to traditional IRAs owned by employees.

  • Separate Account

    The account holding variable-product assets, kept apart from the insurer's general account and invested per the contract…

  • Sequence-of-Returns Risk

    The risk that poor returns arriving early in retirement do lasting damage, because withdrawals come out of a shrinking base…

  • Settlement Option

    The choices for how life insurance proceeds are paid to a beneficiary, such as a lump sum, interest only, a fixed amount per…

  • Seven-Day Redemption Rule

    The requirement under Section 22(e) of the Investment Company Act of 1940 that a registered open-end fund pay redemption…

  • Seven-Pay Test

    The federal test that decides whether a life policy is a modified endowment contract.

  • Share Class

    A category of shares in the same investment fund with a distinct combination of sales charges, ongoing fees, and distribution…

  • Share Redemption Program

    A sponsor-operated facility under which a non-traded program will buy back a limited number of interests each period.

  • Sharpe Ratio

    A measure of how much return an investment earned above the risk-free rate for each unit of total risk taken, using standard…

  • Shell Bank

    A foreign bank with no physical presence in any country and no affiliation with a regulated financial group.

  • Short Sale

    Selling borrowed shares in the expectation of buying them back later at a lower price.

  • Short-Interest Report

    A periodic report firms must file disclosing aggregate short positions across customer and proprietary accounts firm-wide…

  • Side Letter

    A separate written agreement between an issuer or fund sponsor and a specific investor granting that investor rights or…

  • Signature Guarantee

    A warranty by an eligible financial institution that a signature on a securities transfer is genuine and that the signer had…

  • SIMPLE IRA

    A payroll-deduction retirement plan for small employers.

  • Sinking Fund

    Money an issuer must set aside on a schedule to retire bonds before maturity, either by calling them or buying them in the…

  • SIPC

    Protects customers of a FAILED broker-dealer by covering missing cash and securities up to defined limits.

  • Slayer Statute

    A statutory or common-law rule under which a beneficiary who intentionally and feloniously causes the death of the insured…

  • Social Media

    Public or semi-public online platforms used for business communications, subject to the same content-approval and…

  • Soft Dollar Arrangement

    Paying more than the lowest commission and receiving research in return.

  • Solely Incidental

    The test that keeps certain professionals outside the investment adviser definition.

  • Sophisticated Investor

    A non-accredited investor who, alone or with a purchaser representative, has sufficient knowledge and experience in financial…

  • Sortino Ratio

    A risk-adjusted return measure dividing return above a minimum acceptable return by downside deviation, which uses only…

  • Special Allocation

    An allocation of a specific item of partnership income, gain, loss, or deduction to a partner in a proportion different from…

  • Special Compensation

    Any payment a firm receives specifically for advice, as opposed to commissions earned on trades.

  • Special Memorandum Account

    A line of credit created when a margin account holds equity above the Regulation T requirement.

  • Special Needs Trust

    An irrevocable trust holding assets for a beneficiary with a disability in a way that supplements rather than replaces…

  • Specific Identification

    A cost basis method under which the seller designates, at the time of sale and with written confirmation, exactly which share…

  • Specified Program

    A program whose assets are identified in the offering document before investors commit, so the assets themselves can be…

  • Spending Multiplier

    The factor by which a change in spending changes total output, equal to 1 divided by one minus the marginal propensity to…

  • Spendthrift Clause

    A provision in a settlement option that shields policy proceeds still held by the insurer from the beneficiary's creditors…

  • Split-Dollar Life Insurance

    An arrangement, typically between an employer and executive, in which two parties share the premium cost, cash value, or…

  • Sponsor

    The party that organizes a direct participation program, assembles its assets and normally serves as or controls the general…

  • Sponsor Conflict Of Interest

    A situation in which a sponsor, general partner, or selling representative's own financial or other interests diverge from…

  • Spoofing

    A manipulative trading practice of entering non-bona fide orders on one side of the market to create a false impression of…

  • Spousal IRA

    An IRA funded for a spouse who has little or no compensation of his or her own.

  • SRO

    A self-regulatory organization — an industry body with authority to write and enforce rules over its members, subject to SEC…

  • Stabilizing Bid

    A bid an underwriter may place during a distribution to keep the price from falling below the offering price.

  • Staged Payments

    A subscription paid in scheduled instalments rather than in a single sum, so that capital is called as the program needs it.

  • Stagflation

    The simultaneous occurrence of stagnant output and high unemployment with high inflation, typically following an adverse…

  • Standard Deviation

    A statistical measure of how widely an investment returns spread out around their average.

  • Standby Underwriting

    An arrangement in which an underwriter commits to buy whatever shares shareholders do not subscribe for in a rights offering…

  • Standing Settlement Instructions

    Instructions held on file specifying where a counterparty's securities and cash are to be delivered, so routine settlement…

  • State Registration

    Registration required under a state's securities law for persons, firms, securities, or offerings unless an exclusion…

  • State-registered Investment Adviser

    A smaller advisory firm that registers with one or more state Administrators instead of with the SEC.

  • Statement Of Additional Information

    The document that expands on a fund's prospectus with detail most investors never ask for: the fund's history, its full…

  • Statutory Disqualification

    A status barring a person from association with a member firm, triggered by events such as an SRO bar, certain…

  • Step-Up In Basis

    The adjustment of an inherited asset cost basis to its value at the owner death, erasing the built-in gain.

  • Stock Power

    A separate written assignment that transfers registered securities and appoints an attorney with power of substitution to…

  • Stock Record

    A broker-dealer double-entry inventory of every security position it handles and the location of each - customer accounts…

  • Stock Sale

    An M&A structure in which the buyer acquires the target company's shares, thereby acquiring the entire legal entity…

  • Stock Split

    A change in the number of shares outstanding accompanied by a proportional change in the price per share, so the total value…

  • Stockholders' Equity

    The residual claim on a company's assets after subtracting total liabilities, equal to total assets minus total liabilities.

  • Stop Order

    A dormant order that is activated only when the security trades at or through a stated trigger price, at which point it…

  • Strangle

    An option position combining a call and a put on the same underlying with the same expiration but different strike prices…

  • Street Name

    Registration of a customer securities in the broker-dealer name on the issuer books while the customer remains the beneficial…

  • Strike Price

    The fixed price at which an option holder may buy the underlying security with a call, or sell it with a put.

  • Structured Note

    A debt security whose payoff is tied to an index, basket or other reference, often with barriers, caps or an issuer call…

  • Structuring

    Breaking a transaction into smaller pieces, or conducting them through multiple people or days, for the purpose of staying…

  • Style Drift

    The migration of a fund's actual holdings away from the investment style it was selected to provide, even when its stated…

  • Subscription Agreement

    The document an investor signs to buy an interest in a direct participation program.

  • Subscription Escrow

    The separate account in which investor payments in a contingency offering are held until the stated minimum is reached.

  • Subscription Right

    A short-term privilege letting existing shareholders buy new shares below market price, protecting them from dilution.

  • Substantially Equal Periodic Payments

    A schedule of withdrawals that lets someone tap a retirement account before age 59 1/2 without the 10 percent penalty.

  • Substituted Limited Partner

    A transferee of a limited partnership interest who has been formally admitted, typically requiring the general partner's…

  • Successor Liability

    A legal doctrine under which a buyer in an asset purchase can, in certain circumstances (varying by jurisdiction and fact…

  • Successor Registration

    A registered broker-dealer or investment adviser may apply to register a successor firm, even one not yet in existence.

  • Suicide Clause

    A provision limiting the insurer's liability if the insured dies by suicide during a stated early period after issue, usually…

  • Suitability

    The requirement that a recommendation actually fit the individual customer, based on their financial situation, objectives…

  • Summary Order

    An order a state Administrator may enter immediately, without a prior hearing, to postpone or suspend a registration pending…

  • Supervised Person

    Any partner, officer, director or employee of an investment adviser, plus anyone else who gives advice on the adviser behalf…

  • Surety Bond

    Security the Administrator may require from a registrant that has custody of or discretion over client money.

  • Surrender Charge

    A fee the insurer deducts if the owner withdraws more than a permitted amount from an annuity or a cash value life policy…

  • Surveillance System

    Automated or manual monitoring tools used to detect potentially violative trading or account activity.

  • Survival Of Cause Of Action

    The provision that every cause of action under the civil liability sections of the Uniform Securities Act survives the death…

  • Survivorship Life Insurance

    A policy insuring two lives that pays a death benefit only at the second death.

  • Suspended Loss

    A passive activity loss that a taxpayer cannot deduct in the current year because it exceeds passive income, and which…

  • Suspicious Activity

    A transaction or pattern inconsistent with expected lawful activity and raising possible fraud, money-laundering, or other…

  • Suspicious Activity Report

    A confidential filing a firm makes with FinCEN when it spots activity that may involve illegal funds or an attempt to evade…

  • Switching

    Moving a customer from one fund family into another, triggering a fresh sales charge each time.

  • Syndicate Desk

    The internal desk that provides information about deals currently in the marketplace — including current market demand…

  • Synergies

    The incremental value (through cost savings, cross-selling or other combination benefits) that an acquirer expects to realize…

  • Systematic Risk

    Risk that affects the entire market and therefore cannot be diversified away, such as recessions, broad interest rate moves…

  • Systematic Withdrawal Plan

    A standing instruction to liquidate fund shares on a schedule.

T

  • Tangible Completion Cost

    The cost of tangible equipment and materials, such as casing, wellhead equipment, and tanks, needed to bring a successfully…

  • Tangible Drilling Costs

    The costs of salvageable physical equipment such as casing, wellheads and storage tanks.

  • Target Premium

    The premium level a universal life insurer illustrates as sufficient, under current assumptions, to keep the policy in force…

  • Target-Date Fund

    A fund holding a mix of assets that shifts gradually toward a stated retirement year.

  • Tax Credit

    An amount subtracted directly from tax liability, as distinct from a deduction, which is subtracted from income.

  • Tax Deferral

    Postponing tax on investment earnings until the money is withdrawn, so the full pre-tax amount stays invested and compounds…

  • Tax-Equivalent Yield

    What a taxable investment would have to pay to leave an investor with the same after-tax income as a tax-exempt one.

  • Tax-exempt Interest

    Interest that is not subject to federal income tax, most commonly from municipal bonds.

  • Tax-loss Harvesting

    Selling investments with realized losses to offset taxable capital gains or otherwise use losses under tax rules, while…

  • Taxable Account

    An investment account without a special retirement or education tax shelter, so interest, dividends, distributions, and…

  • Taxable Gain

    The portion of proceeds or distributions exceeding applicable tax basis or otherwise included in taxable income under the…

  • Taxable Income

    Income subject to tax after applying applicable inclusion, exclusion, deduction, and other tax rules; marginal tax rate on…

  • Telemarketing

    Outbound sales calling activity subject to the Telephone Consumer Protection Act and FINRA/SEC telemarketing rules, including…

  • Temporary Hold

    A pause a firm may place on a disbursement or transaction when it reasonably believes an older or vulnerable customer is…

  • Tenants In Common

    A joint account in which each owner holds a stated fractional share that passes to that owner own estate at death rather than…

  • Tender Offer

    A public offer made directly to shareholders to purchase their shares, usually at a premium to the market price, which must…

  • Term Bond

    A bond issue in which the entire principal falls due on a single date, typically paired with a sinking fund into which the…

  • Term Life Insurance

    Life insurance providing a death benefit for a stated period with NO cash value.

  • Term Sheet

    A summary document setting out the proposed key terms of a private placement or investment, such as price, amount, and…

  • Terminal Value

    The estimated value of all cash flows a business will generate beyond the explicit projection period of a DCF, commonly…

  • Text Message

    A form of electronic business communication subject to the same content-approval, retention, and recordkeeping rules as…

  • Third Market

    Trading in exchange-listed securities that takes place over the counter, away from the exchange on which they are listed…

  • Third-Party Disbursement

    A transfer of customer funds to an account belonging to someone other than the customer, as distinct from a first-party…

  • Third-Party Rating

    A ranking or award produced by someone other than the adviser.

  • Threshold Security

    An equity security that appears on a self-regulatory organization's published list because it has experienced a persistent…

  • Time And Price Discretion

    A customer instruction that leaves only when and at what price to execute an order whose security, quantity and side the…

  • Time Horizon

    The period before a client expects to need invested funds or achieve a goal, affecting appropriate volatility, liquidity…

  • Time Value

    The part of an option premium that exceeds intrinsic value.

  • Times Interest Earned Ratio

    Earnings before interest and taxes divided by annual interest expense, measuring how many times operating earnings cover the…

  • Tipping

    Communicating material nonpublic information to another person in circumstances that can create insider-trading liability…

  • Tombstone Advertisement

    A plain announcement of an offering that may be published during the cooling-off period.

  • Total Return

    The complete return on an investment, counting both the income it produced, such as interest or dividends, and any change in…

  • Tracking Error

    The volatility of the differences between a portfolio returns and its benchmark returns.

  • Trade Allocation Policy

    An adviser's written procedure governing how executions, especially of block trades and scarce opportunities such as…

  • Trade Confirmation

    A post-trade document reporting material transaction details such as security, quantity, price, capacity, and charges; it…

  • Trading Ahead

    A firm trading for its own account at a price that would have satisfied a customer order it is holding.

  • Trading Authorization

    Written or documented permission a customer gives allowing another person to enter orders in the customer's account.

  • Traditional IRA

    An individual retirement account in which contributions may be tax deductible depending on income and workplace plan…

  • Transfer Agent

    The firm that keeps a fund's shareholder register.

  • Transfer On Death

    A registration that passes an individual account directly to a named beneficiary at death, outside probate.

  • Transfer-for-value Rule

    A tax rule cutting back the income tax exclusion for life insurance death benefits when a policy is transferred for valuable…

  • Treasury Bill

    A short-term debt security issued by the U.S.

  • Treasury Security

    A debt obligation of the U.S.

  • Treasury STRIPS

    Zero-coupon securities created when an eligible Treasury note or bond is separated through the book-entry system so each…

  • Treynor Ratio

    Excess return per unit of market risk: portfolio return minus the risk-free rate, divided by beta.

  • True Interest Cost

    A measure of a municipal issuer's borrowing cost that discounts every future debt service payment back to the sale date, so…

  • Trust Indenture Act Of 1939

    Requires most corporate bond issues sold interstate to be issued under an indenture that appoints an independent trustee to…

  • Trusted Contact Person

    Someone a customer names at account opening whom the firm may contact about the customer's health, whereabouts or possible…

  • Twisting

    Persuading a policyowner to lapse, surrender, or change a policy by using misleading or incomplete comparisons, so that the…

U

  • Unauthorized Trading

    Effecting a securities transaction without the customer's prior authorization or valid discretionary authority, except as…

  • Uncovered Call

    A call written without owning the underlying stock or holding an offsetting long call.

  • Underwriter

    A broker-dealer that helps an issuer bring securities to market — either buying the issue for resale (firm commitment) or…

  • Underwriting

    In insurance, the insurer's process of evaluating an applicant's risk and deciding whether and on what terms to issue a…

  • Underwriting Spread

    The difference between the public offering price and the amount the issuer receives, divided among the manager's fee, the…

  • Underwriting Syndicate

    A group of broker-dealers formed to purchase and distribute a new issue, sharing the risk and the underwriting fee under a…

  • Undue Influence

    The use of a position of dominance, trust or dependency to overcome another person's free will, so that an act appears…

  • Unethical Practice

    Conduct prohibited by professional or regulatory standards because it is unfair, deceptive, conflicted, abusive, or…

  • Unfair Discrimination

    Charging different rates, or offering different terms or benefits, to individuals of the same class who present essentially…

  • Unfair Trade Practices

    The category of prohibited conduct in insurance sales and claims: misrepresentation, false advertising, defamation, boycott…

  • Uniform Securities Act

    The model state securities law that individual state "blue-sky" statutes are drawn from.

  • Unit Investment Trust

    An investment company holding a fixed, unmanaged portfolio for a set term.

  • Universal Life

    Permanent insurance with flexible premiums and an adjustable death benefit.

  • Unrelated Business Taxable Income

    Income from an active trade or business that is taxable to an otherwise tax-exempt investor such as an IRA or pension plan…

  • Unsatisfied Judgment Or Lien

    A financial obligation of a registered person that remains outstanding, disclosable on the uniform registration forms whether…

  • Unsolicited Order

    An order the customer initiates with no recommendation from the firm.

  • Unsystematic Risk

    Risk unique to one company or industry, such as a lawsuit, a management failure, or a product recall.

  • UTMA Account

    A custodial account holding assets for a minor, managed by an adult custodian until the minor reaches the age of majority…

  • Utmost Good Faith

    The heightened duty of honesty and full disclosure that both parties owe an insurance contract, reflecting the insurer's…

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