New FINRA Securities Loan Reporting Regime SLATE-ed for January 2026

On January 2, 2025, the SEC approved proposed rule changes submitted by the Financial Industry Regulatory Authority (FINRA) to adopt the new Rule 6500 Series to implement its Securities Lending and Transparency Engine (FINRA SLATE Rules).¹ The new rule series, which is mandated by Rule 10c-1a under the Securities Exchange Act of 1934 (Exchange Act),² will for the first time require persons entering into securities loans (or their intermediary or reporting agent, where applicable) to report specific terms of the loan to SLATE, on the same day the loan is either effected or modified.³ The SEC approved the proposed rule changes amidst an ongoing legal challenge to SEC Rule 10c-1a in the U.S. Court of Appeals for the Fifth Circuit.

Unless SEC Rule 10c-1a is struck down by the Fifth Circuit or an extension is provided by the SEC, Covered Persons will need to begin reporting the required securities loan transaction information to SLATE on January 2, 2026.⁴

Key Takeaways

Firms that engage in securities lending will need to determine whether they are the “Covered Person” with respect to any of their securities lending activity and, if so, will need to consider what changes must be made to their systems and reporting policies and procedures in order to comply with the new reporting requirements under SEC Rule 10c-1a and the FINRA SLATE Rules. Under the new rules, the lender will generally be the Covered Person with the reporting obligation unless an intermediary such as an agent lender is used (in which case the intermediary will be the Covered Person). Importantly, however, the borrower will instead be the Covered Person if the borrower is a broker or dealer borrowing fully paid or excess margin securities pursuant to Rule 15c3-3(b)(3) under the Exchange Act.⁵ Thus, for example, broker-dealers operating retail or institutional fully paid lending programs will be responsible for reporting their loans with lender customers.

Firms will need assess their systems and, if needed, implement significant builds to ensure they capture all of the confidential data elements and non-confidential data elements that are required to be reported (as well as modifications to such data elements during the term of the loan)⁶ and confirm that they are able to report such information to SLATE within the daily reporting timeframes established by the FINRA SLATE Rules.⁷

Each firm that is a Covered Person must become a SLATE Participant and will be required to pay reporting fees to FINRA.⁸ It also must comply with the FINRA rules applicable to SLATE Participants, including the cybersecurity and physical security requirements prescribed in the FINRA SLATE Rules.⁹

If firms wish to engage a reporting agent to handle their reporting, they must comply with the additional requirements applicable when using a reporting agent under the FINRA SLATE Rules and Rule 10c-1a. These include, but are not limited to, entering into a written agreement with the reporting agent and providing such reporting agent with timely access to the Rule 10c-1a information.¹⁰ Firms also may use third-party service providers to facilitate their compliance with their reporting requirements; however, firms remain responsible for the activities performed by third-party service providers and thus should establish appropriate policies and procedures to monitor such activities.

Summary of Changes in the Adopted Slate Rules Versus the Initial Proposal

The SEC approved the FINRA SLATE Rules with the amendments proposed by FINRA in its November 15, 2024, Notice of Partial Amendment No. 1.¹¹ These amendments included (among other things) the removal of additional data elements and other information not expressly required by SEC Rule 10c-1a, such as

• the proposed suite of modifiers and indicators
• the requirement to report the expected settlement date of a new covered securities loan or loan modification
• for aggregate loan transaction activity data, the granular subcategories of volume data
• the proposed obligation that a covered person that is a FINRA member and is relying on a reporting agent to report covered securities loan information to SLATE take reasonable steps to ensure that the reporting agent is complying with SEC Rule 10c-1a and FINRA Rule 6530 on the member’s behalf

Additionally, the amendments revised the proposed de minimis loan transaction activity threshold to make it mandatory by FINRA rather than elective and to increase the threshold to at least 10 distinct covered securities loans in the reportable security (represented by different FINRA-assigned unique loan identifiers).

Firms that will be Covered Persons under SEC Rule 10c-1a and the FINRA SLATE Rules should revise their systems, policies, and procedures to comply with the new securities loan reporting requirements and associated cybersecurity and physical security obligations. Securities loan transaction tracking will need to be enhanced accordingly. Finally, if a firm intends to use a reporting agent or third-party service provider, the firm should negotiate appropriate agreements and establish appropriate monitoring to allow the firm and FINRA to determine that the applicable requirements are met.

¹ See Order Approving a Proposed Rule Change, as Modified by Partial Amendment No. 1, to Adopt the FINRA Rule 6500 Series (Securities Lending and Transparency Engine (SLATETM)), SR-FINRA-2024-007 (Jan. 2, 2025), available here.
² 17 CFR § 240.10c-1a (SEC Rule 10c-1a). For more information on SEC Rule 10c-1a, please see our article, New Securities and Exchange Commission Rule Requires Extensive Reporting and Disclosure of Securities Lending Information, published in Pratt’s Privacy & Cybersecurity Law Report (LexisNexis), vol. 10, no. 2 (Feb. 1 2024), available here.
³ Covered Securities Loans and modifications thereto effected after 7:00:00 p.m. ET are reportable the next business day.
⁴ FINRA will begin publicly disseminating reported information on April 2, 2026.
⁵ See SEC Rule 10c-1a(j)(1).
⁶ See FINRA Rules 6530(a)(2) and 6530(b)(2).
⁷ See FINRA Rules 6530(a)(1) and 6530(b)(1).
⁸ FINRA Rule 6520(a).
⁹ FINRA Rule 6520(a), (c).
¹⁰ FINRA Rule 6520(b); SEC Rule 10c-1a(a)(2).
¹¹ Release No. 34-101645 (Nov. 15, 2024), 89 FR 92228 (Nov. 21, 2024). For more information on FINRA’s initial proposal, please see our Sidley Securities Enforcement and Regulatory Update, FINRA Proposes Rules to Implement New Securities Lending and Transparency Engine (SLATE™) (May 13, 2024), available here.