Forms U4 and U5: Filing and Amendment Obligations
Quick Answer
Form U4 is the Uniform Application for Securities Industry Registration, filed electronically through the Central Registration Depository (CRD) under FINRA's electronic-filing requirement to register an associated person with FINRA, other self-regulatory organizations (SROs), and applicable states. Form U5 is the Uniform Termination Notice, filed by the member within 30 days of termination. Routine Form U4 amendments are due within 30 days; statutory disqualifying events require a U4 amendment within 10 days. FINRA retains jurisdiction over a former associated person for 2 years after termination under the FINRA By-Laws' retention-of-jurisdiction provision (Article V).
With the pre-hire screening complete, the firm files Form U4 to register the person and later files Form U5 when the registration ends. Three timeframes drive every U4/U5 question on the exam: 30 days, 10 days, and 2 years.
Form U4 - Uniform Application for Securities Industry Registration
Form U4 is filed by the member through CRD to apply for registration of an associated person:
- Captures personal, employment, residential, examination, and disclosure history
- The filing reaches FINRA, other SROs, and applicable states through a single CRD submission
- Electronic-filing requirement: All Forms U4 and U5 must be filed electronically via CRD
- The associated person must sign or acknowledge the Form U4, including the predispute arbitration clause (FINRA's predispute-arbitration disclosure rule)
The FINRA By-Laws' applicant-qualifications provision (Article V) requires the firm to ascertain the good character, business reputation, qualifications, and experience of the applicant before filing. This is the same obligation enforced through FINRA's supervisory-system requirement on background investigations.
Form U5 - Uniform Termination Notice
When an associated person leaves the firm, Form U5 closes the registration:
- Full U5: Terminates the person's registration with FINRA and all SROs and states
- Partial U5: Terminates registration with one or more specified SROs or states (the person remains registered elsewhere)
- Filing deadline: within 30 days of termination
- Must indicate reason for termination (voluntary, discharged, deceased, permitted to resign, other)
The firm has a continuing obligation to amend the Form U5 for any new disclosure information learned after termination. There is no end-date for amendments to the U5 disclosure-questions section - if the firm later discovers misconduct that occurred during association, the firm must update the disclosure questions even years after departure.
Retention of Jurisdiction After Termination
FINRA does not lose disciplinary authority when Form U5 is filed. The FINRA By-Laws' retention-of-jurisdiction provision (Article V) keeps a former associated person under FINRA's authority for 2 years after the effective date of termination for matters arising from conduct during association.
Think of it this way: The 2-year jurisdictional tail prevents a registered person from escaping discipline by quitting before FINRA finishes investigating. A rep who churned a customer's account in January and resigned in February is still subject to FINRA enforcement through the following February two years later.
Exam Tip: Gotchas
- Filing Form U5 does not end FINRA's jurisdiction. The FINRA By-Laws' retention-of-jurisdiction provision (Article V) keeps the registered person under FINRA disciplinary authority for 2 years for conduct that occurred during registration.
- U5 disclosure-questions amendments have no expiration. The firm's duty to update disclosure questions on a former employee survives the 2-year jurisdictional window.
Amendment Timeframes
Three different filing windows attach to changes in registration information. Mixing them up is one of the most common exam errors:
| Trigger | Filing Deadline |
|---|---|
| Routine change to U4 information | Promptly, within 30 days of the firm learning of the change |
| Statutory disqualifying event (any Exchange Act statutory-disqualification trigger) | Within 10 days |
| Termination of an associated person | Form U5 within 30 days of termination |
| Post-termination disclosure information | U5 disclosure-questions amendment - no expiration |
Statutory disqualifying events that trigger the 10-day deadline include:
- Felony convictions (any subject matter, within the past 10 years)
- Securities-related misdemeanor convictions
- Regulatory bars or suspensions
- Court injunctions involving securities activity
Exam Tip: Gotchas
- A Form U4 amendment for a statutory disqualifying event must be filed within 10 days, not the standard 30. The 10-day rule covers felony convictions, securities-related misdemeanors, regulatory bars, and court injunctions. This 10 vs. 30 distinction is one of the most frequently tested registration timeframes.
- 30 days for Form U5; 10 days for SD-triggered U4 amendments; 2 years for retained jurisdiction. Three different numbers, three different rules.
The Predispute Arbitration Disclosure
Whenever an associated person signs or acknowledges a new or amended Form U4, the member must furnish a written statement explaining:
- The Form U4 contains a predispute arbitration clause in the FINRA Code-of-Arbitration acknowledgment
- The associated person agrees to arbitrate any dispute with the member or other associated persons
- Statutory employment-discrimination claims, whistleblower claims, and sexual assault and sexual harassment claims are not required to be arbitrated under FINRA rules
The predispute arbitration disclosure is provided each time the U4 is signed or acknowledged, not just on the initial filing.
Exam Tip: Gotchas
- Three claim categories sit outside FINRA's mandatory arbitration scope: statutory employment-discrimination claims, whistleblower claims, and sexual assault and sexual harassment claims. Everything else between the member and the associated person is arbitrable.