2026-08-03T21:00:37-05:00 2025-09-30 991856619 GRANT THORNTON ADVISORS LLC 1000 WILSON BOULEVARD SUITE 1500 ARLINGTON VA 22209 990 2024-10-01 521042433 MUNICIPAL SECURITIES RULEMAKING BOARD MUNI 2028381500 1300 I STREET NW STE 1000 WASHINGTON DC 20005 MARK T KIM CEO 2028381500 2026-07-31 1 0 MARY TORRETTA P00847851 7038477500 2026-07-30 2024 2025-03-06 01:10:19Z MARK T KIM 1300 I STREET NW STE 1000 WASHINGTON DC 20005 64236920 0 X WWW.MSRB.ORG X 1975 VA SEE SCHEDULE OTHE MSRB PROTECTS INVESTORS, MUNICIPAL ENTITIES, OBLIGATED PERSONS, AND THE PUBLIC INTEREST BY PROMOTING A FAIR AND EFFICIENT MUNICIPAL SECURITIES MARKET. 15 15 147 0 0 0 51015785 58893518 3831775 3563579 1195868 1570057 7007 80520 56050435 64107674 0 0 0 0 26905164 28907224 0 0 0 22246094 20746457 49151258 49653681 6899177 14453993 84065143 97493666 17055530 15634015 67009613 81859651 X SEE SCHEDULE OMSRB'S MISSION IS TO PROTECT AND STRENGTHEN THE MUNICIPAL BOND MARKET, ENABLING ACCESS TO CAPITAL, ECONOMIC GROWTH, AND SOCIETAL PROGRESS IN TENS OF THOUSANDS OF COMMUNITIES ACROSS THE COUNTRY.-WE CREATE TRUST IN OUR MARKET THROUGH INFORMED REGULATION OF DEALERS AND MUNICIPAL ADVISORS THAT PROTECTS INVESTORS, ISSUERS AND THE PUBLIC INTEREST.-WE BUILD TECHNOLOGY SYSTEMS THAT POWER OUR MARKET AND PROVIDE TRANSPARENCY FOR THE INVESTING PUBLIC AND OTHER MARKET PARTICIPANTS.-WE SERVE AS THE STEWARD OF MARKET DATA THAT EMPOWERS BETTER DECISION MAKING AND FUELS INNOVATION FOR THE FUTURE. 0 0 MARKET REGULATION: MSRB WAS ESTABLISHED BY CONGRESS TO REGULATE SECURITIES FIRMS, BANKS AND MUNICIPAL ADVISORS THAT TRANSACT IN MUNICIPAL SECURITIES AND ENGAGE IN MUNICIPAL ADVISORY ACTIVITIES (COLLECTIVELY "REGULATED ENTITIES") WITH THE GOAL OF PROTECTING INVESTORS, MUNICIPAL ENTITIES, OBLIGATED PERSONS, AND THE PUBLIC INTEREST. (CONTINUED ON SCHEDULE O)MSRB WORKS TO PROTECT INVESTORS AND ISSUERS BY CREATING FAIR, CLEAR, AND EFFECTIVE RULES FOR THE MUNICIPAL SECURITIES MARKET. ITS GOAL IS TO MAKE THE MARKET STRONGER AND MORE COMPETITIVE BY LEVELING THE PLAYING FIELD FOR MARKET PARTICIPANTS AND PROMOTING CAPITAL FORMATION. MSRB'S REGULATORY ACCOMPLISHMENTS IN FISCAL YEAR (FY) 2025 INCLUDE:-TRADE REPORTING: MSRB RESCINDED THE NOT YET EFFECTIVE AMENDMENTS TO RULE G-14 REQUIRING TRADES TO BE REPORTED WITHIN ONE MINUTE. MSRB RETAINED THE CURRENT 15-MINUTE REPORTING STANDARD AFTER DISCUSSION WITH MARKET PARTICIPANTS BUT AMENDED THE RULE TO REQUIRE DEALERS, BEGINNING IN JULY 2026, TO REPORT TRADES "AS SOON AS PRACTICABLE AND HAVE CLEAR POLICIES IN PLACE TO MEET THIS NEW REQUIREMENT.-MSRB ALSO MAINTAINED ITS FOCUS ON RETROSPECTIVE RULE REVIEWS TO ENSURE ITS RULES ARE ACHIEVING THEIR INTENDED PURPOSES AND DON'T CREATE UNNECESSARY BURDENS. MSRB LAUNCHED FIVE MAJOR REVIEWS OF EXISTING RULES:-ADAPTING DEALER SUPERVISION RULES TO THE MODERN WORKPLACE (RULE G-27)-STREAMLINING THE PRIMARY MARKET DISCLOSURE AND DATA SUBMISSION PROCESS (RULE G-32 AND RULE G-34)-UPDATING MUNICIPAL ADVISOR RULES; AND-MODERNIZING DISCLOSURE AND OTHER OBLIGATIONS FOR MUNICIPAL FUND SECURITIES MARKET TRANSPARENCY: MSRB HELPS PROTECT AND IMPROVE THE MUNICIPAL SECURITIES MARKET BY RUNNING THE TECHNOLOGY INFRASTRUCTURE. AT THE CENTER OF THIS SYSTEM IS THE (EMMA) ELECTRONIC MUNICIPAL MARKET ACCESS WEBSITE AT EMMA.MSRB.ORG., WHICH GIVES ALL MUNICIPAL MARKET PARTICIPANTS AND THE PUBLIC ACCESS, FREE OF CHARGE, TO KEY MUNICIPAL SECURITIES DATA. (CONTINUED ON SCHEDULE O)IN 2025, MSRB CONTINUED TO INVEST IN A MAJOR REDESIGN OF ITS EMMA WEBSITE, SET TO LAUNCH IN 2026.THIS MULTI-YEAR PROJECT HAS INCLUDED STAKEHOLDER FEEDBACK FROM EMMA USERS THROUGHOUT THE PROCESS, INCLUDING MORE THAN 100 INDUSTRY EXPERTS AND MARKET PARTICIPANTS DURING BETA TESTING OVER THE LAST YEAR. THE NEW EMMA WILL OFFER A MODERN LOOK AND FEEL, EASIER NAVIGATION, A CUSTOMIZABLE DASHBOARD, ENHANCED SEARCH TOOLS, AND NEW DATA, INCLUDING OBLIGOR INFORMATION FOR THE FIRST TIME IN MSRB HISTORY. MARKET INTEGRITY: MSRB REGULARLY ANALYZES THE DATA IT COLLECTS TO IDENTIFY TRENDS AND INFORM REGULATORY DECISION MAKING AND PUBLISHES RESEARCH TO ASSISTPOLICYMAKERS, MARKET PARTICIPANTS AND THE PUBLIC IN UNDERSTANDING THE MUNICIPAL SECURITIES MARKET. (CONTINUED ON SCHEDULE O)RESEARCH REPORTS PUBLISHED OVER THE PAST YEAR COVERED A VARIETY OF TOPICS INCLUDING:-LIQUIDITY IMPACT OF MUNICIPAL BOND ETFS ON MUNICIPAL SECURITIES MARKET: AN UPDATED ANALYSIS-MAJOR TRENDS IN THE MUNICIPAL SECURITIES PRIMARY MARKET-TRENDS IN MUNICIPAL SECURITIES TRADING: BROKER'S BROKERS VS. ALTERNATIVE TRADING SYSTEMS-PERFORMANCE OF MUNICIPAL BOND EXCHANGE-TRADED FUNDS DURING APRIL 2025-A COMPARISON OF TRANSACTION COSTS FOR MUNICIPAL SECURITIES AND OTHER FIXED INCOME SECURITIES-CONVERGENCE OF INDIVIDUAL AND INSTITUTIONAL TRADING DYNAMICS IN SMALL SIZE TRADES-WHAT DRIVES TRADING VOLUME IN THE MUNICIPAL SECURITIES MARKET? A STUDY OF LIKELY FACTORSMSRB ALSO PUBLISHES QUARTERLY AND ANNUAL MUNICIPAL SECURITIES MARKET SUMMARIES HIGHLIGHTING KEY DEVELOPMENTS IN YIELDS, TRADING VOLUME, NEW ISSUANCE, AND MUTUAL FUNDFLOWS, AS WELL AS MONTHLY DATA AND AN ANNUAL MSRB FACT BOOK. FINANCIAL STEWARDSHIP:AS A SELF REGULATORY ORGANIZATION, MSRB RELIES ON FEES PAID BY REGULATED ENTITIES TO FUND ITS OPERATIONS AS OPPOSED TO APPROPRIATIONS FROM THE FEDERAL GOVERNMENT. MSRB IS COMMITTED TO PRUDENT STEWARDSHIP OF THE RESOURCES IT RECEIVES FROM REGULATED ENTITIES.IN FY 2025, MSRB ADOPTED A NEW MULTI-YEAR RATE CARD. THE MULTI-YEAR RATE CARD SETS RATES FOR CALENDAR YEARS 2026 THROUGH 2029, OFFERING REGULATED FIRMS GREATER FEE PREDICTABILITY. AS PART OF THIS CHANGE, MSRB WILL RETURN TO THE INDUSTRY MORE THAN $23 MILLION IN SURPLUS RESERVES-GENERATED BY EXTRAORDINARY MARKET ACTIVITY OVER THE PAST TWO YEARS-VIA TEMPORARY FEES CREDITS ON DEALER MARKET ACTIVITY FEES THROUGH 2027. 0 0 0 1 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 72 0 1 147 1 0 0 0 0 0 0 0 0 X 15 15 0 0 0 0 0 0 1 1 1 0 0 1 1 1 1 1 1 1 0 0 DC X X YETUNDE OLUMIDE 2028381500 1300 I STREET NW SUITE 1000 WASHINGTON DC 20005 JENNIE HUANG BENNETT DIRECTOR, BOARD VICE CHAIR 6.00 0.00 X X 78750 0 0 WARREN DANIELS DIRECTOR, BOARD CHAIR 6.00 0.00 X X 82500 0 0 KATANO KASAINE DIRECTOR 6.00 0.00 X 75000 0 0 HORATIO L PORTER DIRECTOR 6.00 0.00 X 75000 0 0 DAVID F BELTON DIRECTOR 6.00 0.00 X 65000 0 0 NATASHA A HOLIDAY DIRECTOR 6.00 0.00 X 67500 0 0 ELIZABETH SWEENEY DIRECTOR 6.00 0.00 X 65000 0 0 ALEXANDER CHILTON DIRECTOR 6.00 0.00 X 65000 0 0 MICHAEL CRAFT DIRECTOR 6.00 0.00 X 65000 0 0 PAMELA FREDERICK DIRECTOR 6.00 0.00 X 65000 0 0 WENDELL GAERTNER DIRECTOR 6.00 0.00 X 65000 0 0 CHRIS KENDALL DIRECTOR 6.00 0.00 X 65000 0 0 AHMED ABONAMAH DIRECTOR (AS OF 10/2024) 6.00 0.00 X 16250 0 0 DAN WILES DIRECTOR (AS OF 10/2024) 6.00 0.00 X 16250 0 0 HEATHER GRZANKA DIRECTOR (AS OF 10/2024) 6.00 0.00 X 16250 0 0 MARK T KIM PRESIDENT AND CEO 40.00 0.00 X 822742 0 70193 OMER AHMED CHIEF FINANCIAL OFFICER 40.00 0.00 X 304079 0 65828 RONALD SMITH CORPORATE SECRETARY 40.00 0.00 X 274136 0 38189 JOHN A BAGLEY CHIEF MARKET STRUCTURE OFFICER 40.00 0.00 X 559653 0 71274 JACOB LESSER GENERAL COUNSEL 40.00 0.00 X 538814 0 29366 BRIAN ANTHONY CHIEF PRODUCT OFFICER 40.00 0.00 X 479809 0 58557 JOHN TOYE CHIEF INFORMATION OFFICER 40.00 0.00 X 400662 0 59227 TANGIE DAVIS CHIEF OF STAFF 40.00 0.00 X 387002 0 47296 IJEOMA LASEBIKAN DIRECTOR, HUMAN RESOURCES 40.00 0.00 X 196094 0 53320 ERNESTO LANZA CHIEF REGULATORY & POLICY OFFICER 40.00 0.00 X 506335 0 67092 ALEIS STOKES AS OF 012024 CHIEF EXTERNAL RELATIONS OFFICER 40.00 0.00 X 310354 0 61517 SIMON WU CHIEF ECONOMIST 40.00 0.00 X 348172 0 46729 SALLY KLEMPERER SENIOR ASSOCIATE GENERAL COUNSEL 40.00 0.00 X 334439 0 45316 MARCELO VIEIRA SENIOR DIR, RESEARCH & MRKT TRANSP. 40.00 0.00 X 312918 0 32793 SHAMBREIA JOINER SR. DIRECTOR, REGULATORY COMPL. 40.00 0.00 X 286873 0 42980 FRANK MAZZARELLI DIRECTOR, MARKET REGULATION 40.00 0.00 X 289075 0 57538 MEREDITH L HATHORN FORMER DIRECTOR, BOARD CHAIR 0.00 0.00 X 78750 0 0 ANGELIA SCHMIDT FORMER DIRECTOR, BOARD VICE CHAIR 0.00 0.00 X 60000 0 0 THALIA MEEHAN FORMER DIRECTOR 0.00 0.00 X 48750 0 0 SARA MAJROH FMR. OFF./SR. MGR., CORP. GOVERNANCE 40.00 0.00 X 209391 0 30542 JESSICA FAUCETTE FMR. OFF/SR. GOVT. & PUBLIC AFF. 40.00 0.00 X 116891 0 27874 7747439 0 905631 102 1 1 0 AMAZON WEB SERVICES INC 410 TERRY AVENUE NORTH SEATTLE WA 98109 CLOUD SERVICE PROVIDER 4770194 CC PACE SYSTEMS INC 4100 MONUMENT CORNER DRIVE 400 FAIRFAX VA 22030 SOFTWARE DEVELOPMENT 1590629 ACCENTURE FEDERAL SERVICES 800 N GLEBE RD 300 ARLINGTON VA 22203 SOFTWARE DEVELOPMENT 551898 CDW DIRECT LLC 40 E RIO SALADO PKWY CHICAGO IL 60675 SOFTWARE DEVELOPMENT 542671 ICE DATA PRICING AND REFERENCE DATA LLC 1521 CONCORD PIKE 201 WILMINGTON DE 19803 SOFTWARE DEVELOPMENT 502068 19 58893518 58893518 DATA SUBSCRIPTIONS 900099 2604659 2604659 RULE VIOLATION FNE REV 900099 676500 676500 PRO. QUAL. EXAM FEES 900099 282420 282420 3563579 1683914 1683914 15389 0 129246 15389 -129246 -113857 -113857 OTHER INCOME 900099 80520 80520 80520 64107674 3563579 0 1650577 6633146 400218 17653534 1323504 1483382 1413440 600533 516890 38513 3532855 490701 7288826 2264459 403660 273045 74 3023524 352185 ELECTRONIC INFORMATION 1361234 DUES, REGIS., TRAIN. 149641 SUBSCRIPTION & PUBLI. 120577 TEMP CLERICAL ASSIST 14370 315370 49653681 1107904 1460118 10428429 12144179 8656105 8939029 2276125 2264219 64216564 45702171 18214981 18514393 36907646 48412903 6473953 5758825 84065143 97493666 5907638 5679260 336070 390385 10811822 9564370 17055530 15634015 X 67009613 81859651 67009613 81859651 84065143 97493666 14453993 396045 0 X 0 1 X 1 0 0 0 0 0 0 0 58893518 38513 38513 38513 4455824 2869707 1586117 1604994 1411511 193483 58155746 41420953 16734793 18514393 OPERATING LEASE ROU ASSET 5758825 5758825 CAPITAL LEASE LIABILITY 97 OPERATING LEASE LIABILITY 9564273 9564370 X 64619125 396045 396045 64223080 13839 -129245 -115406 64107674 49769087 129245 129245 49639842 13839 13839 49653681 PART X, LINE 2: FIN 48 (ASC 740) MSRB FOLLOWS GUIDANCE THAT CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN, INCLUDING ISSUES RELATING TO FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT. THIS GUIDANCE PROVIDES THAT THE TAX EFFECTS FROM AN UNCERTAIN TAX POSITION CAN ONLY BE RECOGNIZED IN THE FINANCIAL STATEMENTS IF THE POSITION IS "MORE-LIKELY-THAN NOT" TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. THE ASSESSMENT OF THE TAX POSITION IS BASED SOLELY ON THE TECHNICAL MERITS OF THE POSITION, WITHOUT REGARD TO THE LIKELIHOOD THAT THE TAX POSITION MAY BE CHALLENGED. MSRB IS EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(6), THOUGH IT IS SUBJECT TO TAX ON INCOME UNRELATED TO ITS EXEMPT PURPOSE, UNLESS THAT INCOME IS OTHERWISE EXCLUDED BY THE CODE. MSRB HAS PROCESSES PRESENTLY IN PLACE TO ENSURE THE MAINTENANCE OF ITS TAX-EXEMPT STATUS; TO IDENTIFY AND REPORT UNRELATED INCOME; TO DETERMINE ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS FOR WHICH IT HAS NEXUS; AND TO IDENTIFY AND EVALUATE OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. MSRB HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION OR DISCLOSURE IN THE FINANCIAL STATEMENTS. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS FROM SALE OF ASSETS -129,245. PART XII, LINE 2D - OTHER ADJUSTMENTS: LOSS FROM SALE OF ASSETS 129,245. X 1 1 X X X X X X 0 0 0 MARK T KIM PRESIDENT AND CEO 657157 0 165375 0 210 0 29269 0 40924 0 892935 0 0 0 JOHN A BAGLEY CHIEF MARKET STRUCTURE OFFICER 464603 0 95000 0 50 0 31050 0 40224 0 630927 0 0 0 ERNESTO LANZA CHIEF REGULATORY & POLICY OFFICER 420230 0 86000 0 105 0 31050 0 36042 0 573427 0 0 0 JACOB LESSER GENERAL COUNSEL 432514 0 106300 0 0 0 26456 0 2910 0 568180 0 0 0 BRIAN ANTHONY CHIEF PRODUCT OFFICER 399659 0 80000 0 150 0 25600 0 32957 0 538366 0 0 0 JOHN TOYE CHIEF INFORMATION OFFICER 319212 0 81300 0 150 0 31050 0 28177 0 459889 0 0 0 TANGIE DAVIS CHIEF OF STAFF 330467 0 56300 0 235 0 31050 0 16246 0 434298 0 0 0 SIMON WU CHIEF ECONOMIST 309272 0 38700 0 200 0 31050 0 15679 0 394901 0 0 0 SALLY KLEMPERER SENIOR ASSOCIATE GENERAL COUNSEL 297194 0 36900 0 345 0 30129 0 15187 0 379755 0 0 0 ALEIS STOKES AS OF 012024 CHIEF EXTERNAL RELATIONS OFFICER 255354 0 55000 0 0 0 22831 0 38686 0 371871 0 0 0 OMER AHMED CHIEF FINANCIAL OFFICER 289079 0 15000 0 0 0 28350 0 37478 0 369907 0 0 0 FRANK MAZZARELLI DIRECTOR, MARKET REGULATION 261925 0 27000 0 150 0 20928 0 36610 0 346613 0 0 0 MARCELO VIEIRA SENIOR DIR, RESEARCH & MRKT TRANSP. 278318 0 34400 0 200 0 28078 0 4715 0 345711 0 0 0 SHAMBREIA JOINER SR. DIRECTOR, REGULATORY COMPL. 260973 0 25900 0 0 0 26259 0 16721 0 329853 0 0 0 RONALD SMITH CORPORATE SECRETARY 243986 0 30100 0 50 0 24567 0 13622 0 312325 0 0 0 IJEOMA LASEBIKAN DIRECTOR, HUMAN RESOURCES 169744 0 26300 0 50 0 18584 0 34736 0 249414 0 0 0 SARA MAJROH FMR. OFF./SR. MGR., CORP. GOVERNANCE 192891 0 16400 0 100 0 18955 0 11587 0 239933 0 0 0 JESSICA FAUCETTE FMR. OFF/SR. GOVT. & PUBLIC AFF. 109276 0 7300 0 315 0 10832 0 17042 0 144765 0 0 0 MEREDITH L HATHORN FORMER DIRECTOR, BOARD CHAIR 78750 0 0 0 0 0 0 0 0 0 78750 0 0 0 ANGELIA SCHMIDT FORMER DIRECTOR, BOARD VICE CHAIR 60000 0 0 0 0 0 0 0 0 0 60000 0 0 0 THALIA MEEHAN FORMER DIRECTOR 48750 0 0 0 0 0 0 0 0 0 48750 0 0 0 PART I, LINE 1A ADDITIONAL BENEFITS PROVIDED: THE MSRB REIMBURSES BOARD MEMBERS, THE CHIEF EXECUTIVE OFFICER, AND ALL OTHER EMPLOYEES FOR THE COST OF COACH CLASS AIR TRAVEL FOR FLIGHTS OF 3 HOURS OR LESS IN TOTAL ONE-WAY TRIP DURATION. FOR AIR TRAVEL MORE THAN 3 HOURS IN TOTAL ONE-WAY TRIP DURATION, THE MSRB REIMBURSES BOARD MEMBERS FOR THE USE OF BUSINESS CLASS WHEN AVAILABLE, OR IF ONLY TWO CLASSES OF SERVICE ARE OFFERED, FIRST CLASS. THE MSRB HAS DETERMINED THIS MEETS THE BUSINESS REQUIREMENT STANDARD FOR NOT TREATING THE BENEFIT AS COMPENSATORY ON THE FORM W-2 OR 1099. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS REQUIRING APPROVAL BY MEMBERS OR STOCKHOLDERS: ALL PROPOSED RULE CHANGES ADOPTED BY THE BOARD OF DIRECTORS OF THE MSRB MUST BE APPROVED BY THE SECURITIES AND EXCHANGE COMMISSION PRIOR TO EFFECTIVENESS, UNLESS OTHERWISE ALLOWED BY LAW. FORM 990, PART VI, SECTION B, LINE 11B REVIEW OF FORM 990 PROCESS: THE BOARD OF DIRECTORS OF THE MSRB HAS AN AUDIT AND RISK COMMITTEE THAT IS CHARGED WITH REVIEWING THE ORGANIZATION'S COMPLETED FORM ANNUALLY PRIOR TO THE FILING OF SUCH FORM AND REPORTING ANY FINDINGS OR CONCLUSIONS TO THE BOARD OF DIRECTORS IN CONNECTION WITH THE COMMITTEE'S REVIEW OF SUCH FORM. THE AUDIT AND RISK COMMITTEE CONDUCTED ITS REVIEW ON 04/20/2026 AND THE BOARD OF DIRECTORS CONDUCTED ITS REVIEW ON 07/22/2026. FORM 990, PART VI, SECTION B, LINE 12C THE MSRB MAINTAINS CONFLICTS OF INTEREST, CODE OF CONDUCT, AND WHISTLEBLOWER POLICIES FOR ITS BOARD AND STAFF. ALL BOARD MEMBERS AND STAFF ARE TRAINED ANNUALLY ON THESE POLICIES AND MUST SIGN VARIOUS ACKNOWLEDGMENTS. THE MSRB REQUIRES OFFICERS, DIRECTORS AND KEY EMPLOYEES TO DISCLOSE ANNUALLY INTERESTS THAT COULD GIVE RISE TO CONFLICTS, AND SUBSEQUENTLY DISCLOSE UPDATES. IN CONNECTION WITH THE ELECTION OF NEW MEMBERS OF THE BOARD OF DIRECTORS, EACH CANDIDATE PROVIDES INFORMATION TO THE MSRB CONCERNING POTENTIAL CONFLICTS OF INTEREST. IN ADDITION, CERTAIN POTENTIAL CONFLICTS ARE EFFECTIVELY PROHIBITED UNDER SECTION 15B(B) OF THE SECURITIES EXCHANGE ACT OF 1934 DUE TO THE STATUTORY REQUIREMENTS REGARDING QUALIFICATION FOR MEMBERSHIP ON THE BOARD OF DIRECTORS. IN PARTICULAR, PUBLIC REPRESENTATIVES MUST BE INDEPENDENT OF ANY MUNICIPAL SECURITIES BROKER, MUNICIPAL SECURITIES DEALER OR MUNICIPAL ADVISOR. MSRB RULE A-3 DEFINES "INDEPENDENT" AS HAVING NO MATERIAL BUSINESS RELATIONSHIP WITH ANY MUNICIPAL SECURITIES BROKER, MUNICIPAL SECURITIES DEALER OR MUNICIPAL ADVISOR, INCLUDING AT A MINIMUM NOT CURRENTLY OR AT ANY TIME WITHIN THE LAST FIVE YEARS BEING ASSOCIATED WITH A MUNICIPAL SECURITIES BROKER, MUNICIPAL SECURITIES DEALER OR MUNICIPAL ADVISOR AND NOT HAVING A RELATIONSHIP WITH ANY MUNICIPAL SECURITIES BROKER, MUNICIPAL SECURITIES DEALER OR MUNICIPAL ADVISOR, WHETHER COMPENSATORY OR OTHERWISE, THAT REASONABLY COULD AFFECT THE INDEPENDENT JUDGMENT OR DECISION MAKING OF THE INDIVIDUAL. THE MSRB'S GENERAL COUNSEL REVIEWS THE DIRECTOR'S CONFLICTS OF INTEREST ACKNOWLEDGEMENT AND DISCLOSURE FORMS AND DETERMINES WHAT ACTIONS, IF ANY, NEED TO BE TAKEN, INCLUDING ASKING A BOARD MEMBER TO RECUSE HIM OR HERSELF FROM DELIBERATIONS OR VOTING ON AN ACTION. FORM 990, PART VI, SECTION B, LINE 15A PROCESS OF DETERMINING COMPENSATION: UNDER THE MSRB WRITTEN COMPENSATION STRATEGY, THE FINANCE COMMITTEE (COMPRISED OF MEMBERS OF THE BOARD OF DIRECTORS) IS RESPONSIBLE FOR MAKING RECOMMENDATIONS AND THE BOARD OF DIRECTORS IS RESPONSIBLE FOR APPROVING THE ORGANIZATION-WIDE COMPENSATION STRATEGY. THE ANNUAL SALARY BUDGET IS APPROVED BY THE BOARD OF DIRECTORS. AT LEAST ONCE EVERY FOUR YEARS, THE COMPENSATION STRATEGY IS REVIEWED BY THE FINANCE COMMITTEE. SUCH REVIEW WAS COMPLETED AND CHANGES WERE APPROVED BY THE BOARD IN 2024 WITH THE NEXT REVIEW WITHIN AT LEAST EVERY FOUR YEARS BY 2028. THE STEERING COMMITTEE (COMPRISED OF MEMBERS OF THE BOARD OF DIRECTORS) IS RESPONSIBLE FOR CONDUCTING AN ANNUAL REVIEW OF THE PERFORMANCE AND COMPENSATION OF THE CEO. TO DO SO, THE STEERING COMMITTEE OBTAINS FROM AN EXECUTIVE COMPENSATION CONSULTANT ANNUALLY A CEO COMPENSATION TRENDS REPORT FOR PEER GROUP ORGANIZATIONS OF THE MSRB. AT LEAST EVERY THREE YEARS, IN LIEU OF THE COMPENSATION TRENDS REPORT, THE STEERING COMMITTEE ENGAGES AN EXECUTIVE COMPENSATION CONSULTANT TO CONDUCT A MARKET ANALYSIS OF THE CEO'S COMPENSATION. THE FULL BOARD APPROVES THE COMPENSATION OF THE CEO, AND THE CEO ESTABLISHES THE COMPENSATION OF THE KEY EMPLOYEES WITHIN THE PARAMETERS AND PHILOSOPHY OF THE APPROVED COMPENSATION STRATEGY. ADDITIONALLY, THE CEO ANNUALLY PROVIDES TO THE BOARD THE SALARY, BENEFITS, AND TOTAL COMPENSATION OF THE SENIOR MANAGEMENT. FORM 990, PART VI, SECTION C, LINE 19 DOCUMENTS AVAILABLE TO THE PUBLIC: THE ORGANIZATION'S WEBSITE (WWW.MSRB.ORG) CONTAINS THE FOLLOWING: SECURITIES EXCHANGE ACT OF 1934 SECTION 15B (STATUTE CREATING THE MSRB), ARTICLES OF INCORPORATION, BY-LAWS, GOVERNANCE-RELATED ADMINISTRATIVE RULES, BOARD COMMITTEE CHARTERS, CODE OF ETHICS AND BUSINESS CONDUCT, CONFLICTS OF INTEREST POLICY, RISK MANAGEMENT PROGRAM, WHISTLEBLOWER AND NON-RETALIATION POLICY AND REPORT HANDLING PROCEDURES, AUDITED FINANCIAL STATEMENTS, ANNUAL BUDGET, MOST RECENT IRS FORM 990 AND CERTAIN FINANCIAL POLICIES.