On September 15, 2026, the SEC approved FINRA Rule 3290 (Outside Activities Requirements), which replaces two rules broker-dealers have built their OBA and private-securities-transaction programs around for decades: Rule 3270 (Outside Business Activities of Registered Persons) and Rule 3280 (Private Securities Transactions of an Associated Person). FINRA will announce the effective date separately in a Regulatory Notice, so 3270 and 3280 remain fully in force until then. But the shape of what's coming is now settled, and it's a genuinely different framework — not a relabeling.

The headline change is a narrower, risk-based scope: fewer notices for low-risk activity, more structure around the activity that actually matters. The change compliance teams are most likely to miss is quieter. Rule 3290 is a FINRA rule. Form U4 is not — it's a Uniform Registration form used across FINRA, other SROs, and state regulators, and this rulemaking doesn't touch it. An activity that no longer requires notice under Rule 3290 can still be reportable on Form U4 Item 13. Trim your intake process to match the new rule alone, and you can quietly create a U4 reporting gap.

How the rule got here

January 22, 2026
FINRA files the proposed rule change with the SEC under Exchange Act Section 19(b)(1), seeking to replace Rules 3270 and 3280 with a single consolidated Rule 3290.
February 3–24, 2026
The proposal is published in the Federal Register for public comment; the SEC receives comment letters during the 21-day window.
May 1, 2026
FINRA responds to the comment letters and files Amendment No. 1, modifying the proposal. The SEC opens a second comment period and institutes proceedings to determine whether to approve or disapprove.
June 11, 2026
FINRA responds to the second round of comment letters.
July 24, 2026
FINRA consents to extend the SEC's decision deadline to October 1, 2026.
September 15, 2026
The SEC approves the proposed rule change, as modified by Amendment No. 1, in Release No. 34-106381. FINRA will set the effective date in a future Regulatory Notice.

What actually changes: two categories instead of one broad net

Rule 3270 currently captures almost any outside business activity — employment, ownership stakes, board seats, side income — regardless of whether it has anything to do with financial services. Rule 3290 narrows that considerably. It organizes everything under two categories, both gated by a new, defined term: investment-related activity, covering securities, crypto assets, commodities, derivatives, currency, banking, insurance, and real estate, among others.

Because the trigger is now "investment-related" rather than "any business activity," things like bartending, driving for a rideshare service, or refereeing sports games generally fall outside Rule 3290's notice requirement entirely — FINRA's own stated rationale for the change. The member assessment itself also picks up a new required factor: whether the activity involves a customer of the associated person, on top of the existing questions about interference with duties and whether the public would view the activity as part of the firm's business.

What's now excluded outright

Beyond narrowing the general trigger, Rule 3290 carves out several categories entirely:

Separately, activity at an unaffiliated SEC- or state-registered investment adviser is reclassified: it moves from being treated as a private securities transaction under current Rule 3280 to being an outside activity under Rule 3290. The firm still has to receive notice and run the assessment, but Rule 3290 no longer requires the firm to supervise or keep records of the advisory activity itself — a real reduction in overlapping oversight for dual registrants and hybrid firms.

The gap nobody's fixing

Rule 3290 is a FINRA rulemaking. Form U4 — specifically Item 13, which asks whether an individual is engaged in another business as a proprietor, partner, officer, director, employee, trustee, or agent — is a separate Uniform Registration form used by FINRA, other SROs, and state regulators, and nothing in this rulemaking amends it. A registered person's low-risk, non-investment-related activity may fall entirely outside Rule 3290's notice requirement while remaining fully reportable on Form U4. If your firm simplifies or retires its OBA questionnaire to match Rule 3290's narrower scope without separately checking it against Form U4 obligations, you can end up under-collecting information you're still required to have.

How Compliers Can Help

We help firms rebuild disclosure and supervisory workflows around rule changes like this one — separating what a new rule requires from what a separate reporting form still requires, so nothing falls through the seam. Learn more about our Code of Ethics & Oversight engagement.

Conditional approvals now carry an explicit supervision duty

Under both current rules, a member could approve an outside activity or PST subject to conditions — restrictions on solicitation, working hours, compensation, or contact with firm customers, for example. Rule 3290.06 makes explicit what was previously only implicit: a member that imposes conditions must reasonably supervise the person's compliance with them. Approving an activity "subject to conditions" and then never checking on those conditions again is no longer a defensible reading of the rule, if it ever was. Firms should expect examiners to ask not just what conditions were imposed, but who owns monitoring them, how often, and what the evidence trail looks like.

What to do before the effective date

Sourced from SEC Release No. 34-106381 (File No. SR-FINRA-2026-001), Order Approving a Proposed Rule Change, as Modified by Partial Amendment No. 1, to Adopt FINRA Rule 3290 (Outside Activities Requirements), issued September 15, 2026. FINRA Rules 3270 and 3280 remain in effect until Rule 3290's effective date, which FINRA will announce separately in a Regulatory Notice. This article is provided for general informational purposes and is not legal advice.