Instinet, Llc

Allegations: THE FEDERAL HOUSING FINANCE AGENCY (FHFA), AS CONSERVATOR FOR THE FEDERAL NATIONAL MORTGAGE ASSOCIATION (FANNIE MAE) AND THE FEDERAL HOME LOAN MORTGAGE CORPORATION (FREDDIE MAC) FILED A COMPLAINT AGAINST NOMURA HOLDING AMERICA INC., NOMURA ASSET ACCEPTANCE CORPORATION, NOMURA HOME EQUITY LOAN, INC., NOMURA CREDIT & CAPITAL, INC., NOMURA SECURITIES INTERNATIONAL, INC., CERTAIN OF THEIR OFFICERS AND AN UNAFFILIATED UNDERWRITER. THE SUIT ASSERTS CLAIMS PURSUANT TO SECTIONS 11, 12, AND 15 OF THE SECURITIES ACT OF 1933, STATE SECURITIES LAW AND STATE COMMON LAW IN CONNECTION WITH THE SALE OF RESIDENTIAL MORTGAGE-BACKED SECURITIES TO FANNIE MAE AND FREDDIE MAC. THE SUIT ALLEGES THAT THE REGISTRATION STATEMENTS FOR SUCH SECURITIES CONTAINED MISSTATEMENTS AND OMISSIONS CONCERNING THE UNDERLYING MORTGAGES. Status: On Appeal Summary: ON MAY 15, 2015 THE COURT ENTERED A FINAL JUDGMENT IN FAVOR OF THE PLAINTIFF AGAINST THE DEFENDANTS, JOINTLY AND SEVERALLY, ORDERING DEFENDANTS TO PAY APPROXIMATELY $806,000,000, PLUS ATTORNEY FEES AND COSTS, UPON DELIVERY OF THE RMBS CERTIFICATES TO DEFENDANTS BY THE GSES. A STAY OF EXECUTION HAS BEEN ENTERED. ON JUNE 10, 2015, THE DEFENDANTS FILED A NOTICE TO APPEAL WITH THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK.

Allegations: ALLEGED VIOLATIONS OF FINRA RULE 7450. FINRA ALLEGED THAT DURING Q1 2009, INSTINET, LLC: 1)FAILED TO REPAIR REJECTED REPORTABLE ORDER EVENTS ("ROES") THAT WERE REPAIRABLE WITHIN THE REQUIRED FIVE BUSINESS DAYS; AND 2) FAILED TO TRANSMIT ROES TO THE ORDER AUDIT TRAIL SYSTEM("OATS")THAT WERE REJECTED BY OATS FOR CONTEXT OR SYNTAX ERRORS. Status: Final Sanction Detail: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE IMPOSITION OF SANCTIONS AND PAID A $7,500 FINE ON SEPTEMBER 27, 2011.

Allegations: FINRA ALLEGED THAT THE FIRM FAILED TO PROHIBIT EXECUTIONS IN SHORT SALES SUBJECT TO THE SEC EMERGENCY ORDER PURSUANT TO SECTION 12(K)(2) OF THE SECURITIES AND EXCHANGE ACT OF 1934 ON CERTAIN DATES DURING SEPTEMBER 2008. Status: Final Sanction Detail: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE IMPOSITION OF A CENSURE AND PAID A FINE OF $50,000 ON FEBRUARY 22, 2012. Summary: FINRA ALLEGED THAT THE FIRM FAILED TO PROHIBIT EXECUTIONS IN SHORT SALES SUBJECT TO THE SEC EMERGENCY ORDER PURSUANT TO SECTION 12(K)(2) OF THE SECURITIES AND EXCHANGE ACT OF 1934 ON CERTAIN DATES DURING SEPTEMBER 2008.

Allegations: ALLEGED VIOLATIONS OF NASD RULE 6130 AND FINRA 7230A BY REPORTING INCORRECT CAPACITY CODES, COUNTERPARTIES, AND BUY/SELL CODES TO FINRA/NASDAQ TRADE REPORTING FACILITY FOR CERTAIN TRANSACTIONS BETWEEN APRIL 2008 AND SEPTEMBER 2010. Status: Final Sanction Detail: WITHOUT ADMITTING OR DENYING FINDINGS , THE FIRM CONSENTED TO THE IMPOSITION OF A CENSURE AND PAID A FINE OF $7,500 ON MARCH 27, 2013 Summary: ALLEGED VIOLATIONS OF NASD RULE 6130 AND FINRA 7230A BY REPORTING INCORRECT CAPACITY CODES, COUNTERPARTIES, AND BUY/SELL CODES TO FINRA/NASDAQ TRADE REPORTING FACILITY FOR CERTAIN TRANSACTIONS BETWEEN APRIL 2008 AND SEPTEMBER 2010.

Allegations: ALLEGED NON-REGISTRATION OF (1) A LIMITED NUMBER OF FIRM PERSONNEL IN THE CATEGORIES OF (A) PROPRIETARY TRADER, (B) PROPRIETARY TRADER PRINCIPAL AND (C) PROPRIETARY TRADER COMPLIANCE OFFICER, AND (2) THE MINIMUM NUMBER OF INDIVIDUALS REQUIRED TO BE REGISTERED AS PROPRIETARY TRADER PRINCIPAL WITH THE CBOE BY NOVEMBER 5, 2011. Status: Final Sanction Detail: FINE WAS $20,000 AND IT WAS PAID ON 3/20/14 Summary: PLEASE SEE QUESTION 7.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATION NMS AND EDGA RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED, FINED $42,500 AND UNDERTAKES TO REVISE THE FIRM'S WRITTEN SUPERVISORY PROCEDURES. Summary: PLEASE SEE QUESTION 7.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATION SHO RULES IN A LIMITED NUMBER OF INSTANCES. FAIL TO DELIVER POSITIONS WERE NOT CLOSED WITHIN THE TIME FRAME PRESCRIBED BY THE RULE FOR TWO INSTANCES OF SALES MARKED LONG AND TWO INSTANCES OF SALES THAT THE SELLER WAS DEEMED TO OWN. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED $12,500. Summary: PLEASE SEE QUESTION 7.

Allegations: ALLEGED EFFECTING OF A LIMITED NUMBER OF TRANSACTIONS DURING A TRADING HALT. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED $20,000.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATION NMS AND NASDAQ RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED, FINED $142,500 AND UNDERTAKES TO REVISE THE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-ADJUSTMENT OF OPEN LIMIT ORDERS, IN A MINIMAL NUMBER OF INSTANCES AND INADEQUATE WRITTEN SUPERVISORY PROCEDURES INVOLVING A LIMITED NUMBER OF TRADING RULES. Status: Final Sanction Detail: $15,000 AND UNDERTAKES TO REVISE ITS WSPS.

Allegations: FINRA ALLEGED VIOLATIONS OF FINRA AND SEC RULES RESULTING FROM INACCURATE CAPACITY DISCLOSURES FOR CERTAIN TRADES RELATED TO ERRORS (REPRESENTING LESS THAN 0.1 % OF THE FIRMS ATS VOLUME) AND CORRESPONDING SUPERVISION. Status: Final Sanction Detail: $115,000 AND UNDERTAKING TO RESOLVE CERTAIN POLICIES AND PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS , THE FIRM CONSENTED TO THE ENTRY OF FINRA'S FINDINGS AND SANCTIONS. THE FINDINGS STATED THAT THE ORDERS RELATED TO THIS MATTER INVOLVED LESS THAN 0.1% OF THE FIRMS ATS VOLUME. THE FINDINGS ALSO STATED THAT THERE IS NO EVIDENCE THAT THE FIRMS ORDERS RECEIVED ANY PREFERENTIAL TREATMENT OR TRADING ADVANTAGE OVER ANY OTHER ORDER IN THE SYSTEM.

Allegations: FINRA ALLEGED VIOLATIONS OF IMPROPERLY REPORTING CERTAIN OATS REPORTS TO THE ORDER AUDIT TRAIL SYSTEM WITH A REPORTING EXCEPTION CODE OF M THAT WERE REQUIRED TO MATCH A RELATED TRADE REPORT. Status: Final Sanction Detail: THE FIRM IS CENSURED AND FINED $12,500.00.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATORY NMS AND NYSE RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED, FINED $57,750 AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH CERTAIN REGULATORY NMS AND NYSE RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATORY NMS AND BATS BYX RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM IS CENSURED, FINED $20,625 AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH CERTAIN REGULATORY NMS AND BATS BYX RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATORY NMS AND BATS EDGA RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM IS CENSURED, FINED $57,750 AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH CERTAIN REGULATORY NMS AND BATS EDGA RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATORY NMS AND EDGX RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM IS CENSURED, FINED $16,500 AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH CERTAIN REGULATORY NMS AND BATS EDGX RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATORY NMS AND FINRA RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM IS CENSURED, FINED $78,375 AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH CERTAIN REGULATORY NMS AND FINRA RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN REGULATORY NMS AND NYSE ARCA RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED, FINED $78,375 AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH CERTAIN REGULATORY NMS AND NYSE ARCA RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF INTERMARKET SWEEP ORDERS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH CERTAIN PROFESSIONAL CUSTOMER AND EXCHANGE RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF PROFESSIONAL CUSTOMER ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED $125,000 OF WHICH $5,700.00 WAS PAID TO BZX AND THE REMAINDER OF THE FINE TOTAL PAID TO THE CBOE EXCHANGE, INC. AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH CERTAIN PROFESSIONAL CUSTOMER AND EXCHANGE RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF PROFESSIONAL CUSTOMER ORDERS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS ANDEXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $20,400 WAS PAID TO BOX;AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $59,500 WAS PAID TO FINRA;AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $75,000 WAS PAID TO IEX;AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $59,700 WAS PAID TO PHLX;AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $67,000 WAS PAID TO BX; AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $189,700 WAS PAID TO NASDAQ;AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTS TO THE SACTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $7,300 WAS PAID TO NASDAQ OPTIONS MARKET LLC AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED $276,100 PAID TO NYSE ARCA EQUITIES INC., AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM ACCEPTED THE OFFER OF SETTLEMENT AND CONSENTS TO PAY A FINE TOTAL OF $1,575,000, OF WHICH $276,100 WAS PAID TO NYSE ARCA EQUITIES INC.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $47,800 WAS PAID TO NYSE AMERICAN; AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM ACCEPTED THE OFFER OF SETTLEMENT AND CONSENTS TO PAY A FINE TOTAL OF $1,575,000, OF WHICH $47,800 WAS PAID TO NYSE AMERICAN LLC.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED $77,100 PAID TO NYSE ARCA INC., AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM ACCEPTED THE OFFER OF SETTLEMENT AND CONSENTS TO PAY A FINE TOTAL OF $1,575,000, OF WHICH $77,100 WAS PAID TO NYSE ARCA INC.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $195,600 WAS PAID TO THE NEW YORK STOCK EXCHANGE; AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM ACCEPTED THE OFFER OF SETTLEMENT AND CONSENTS TO PAY A FINE TOTAL OF $1,575,000, OF WHICH $195,600 WAS PAID TO NEW YORK STOCK EXCHANGE.

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTS TO THE SACTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: HE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $124,300 WAS PAID TO CBOE EDGA EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $124,300 WAS PAID TO CBOE EDGA EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $59,700 WAS PAID TO NYSE AMERICAN LLC (EQUITIES) AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM ACCEPTED THE OFFER OF SETTLEMENT AND CONSENTS TO PAY A FINE TOTAL OF $1,575,000, OF WHICH $59,700 WAS PAID TO NYSE AMERICAN LLC (EQUITIES).

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTS TO THE SACTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANT WITH WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $67,000 WAS PAID TO CBOE EDGX EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $67,000 WAS PAID TO CBOE EDGX EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $169,100 WAS PAID TO CBOE BZX EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $169,100 WAS PAID TO CBOE BYX EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN SYSTEM OF RISK MANAGEMENT CONTROLS AND EXCHANGE RULES CONSISTING OF DEFINITIONAL REQUIREMENTS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $79,700 WAS PAID TO CBOE BYX EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM WAS CENSURED AND FINED A TOTAL OF $1,575,000 OF WHICH $79,700 WAS PAID TO CBOE BYX EXCHANGE, INC. AND UNDERTAKES TO ADDRESS ITS DEFICIENCIES AND REVISE ITS WRITTEN SUPERVISORY PROCEDURES.

Allegations: ALLEGED NON-COMPLIANCE WITH A CERTAIN PROFESSIONAL CUSTOMER AND EXCHANGE RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF PROFESSIONAL CUSTOMER ORDERS AND RELATED SUPERVISION. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED $125,000 OF WHICH $119,300.00 WAS PAID TO CBOE EXCHANGE, INC. AND THE REMAINDER OF THE FINE TOTAL PAID TO THE BATS BZX EXCHANGE, INC. AND UNDERTAKES TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES. Summary: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF THE FINDINGS THAT IT WAS NON-COMPLIANCT WITH CERTAIN PROFESSIONAL CUSTOMER AND EXCHANGE RULES REGARDING THE DEFINITIONAL REQUIREMENTS OF PROFESSIONAL CUSTOMER ORDERS AND RELATED SUPERVISION.

Allegations: PURSUANT TO AN OFFER OF SETTLEMENT THAT NOMURA SECURITIES CO., LTD. ("NOMURA") PRESENTED AT A HEARING, TWO TRADERS EMPLOYED BY NOMURA PREARRANGED FIVE TRADES TOTALING 600 LOTS OF DECEMBER 2011 GOLD FUTURES CONTRACTS FOR THE PURPOSE OF TRANSFERRING POSITIONS BETWEEN TWO PROPRIETARY ACCOUNTS WITH COMMON BENEFICIAL OWNERSHIP AS PART OF NOMURA'S MIGRATION OF ITS COMMODITIES BUSINESS, INCLUDING POSITIONS USED FOR HEDGING, FROM ITS FIXED INCOME DEPARTMENT TO ITS EQUITIES DEPARTMENT. THE PANEL ALSO FOUND THAT THE TRADES WERE EXECUTED ON GLOBEX WITH THE BUY AND SELL ORDERS BEING ENTERED LESS THAN 5 SECONDS APART. THE PANEL ALSO FOUND THAT NOMURA FAILED TO DILIGENTLY SUPERVISE ITS TRADERS IN A MANNER SUFFICIENT TO ENSURE THAT THEY WERE FAMILIAR WITH EXCHANGE RULES SUCH AS THROUGH APPROPRIATE COMPLIANCE TRAINING. THE PANEL FOUND THAT AS A RESULT OF THE FOREGOING, NOMURA VIOLATED EXCHANGE RULES 432.W., 534 AND 539.A. AND C. Status: Final Sanction Detail: WITHOUT ADMITTING OR DENYING THE RULE VIOLATIONS, NOMURA PAID THE $50,000 FINE ON 11/20/2012

Allegations: THE FSAJ INSTRUCTED THE NOMURA SECURITIES CO., LTD. ("NOMURA TOKYO") AND THREE OTHER JAPANESE SECURITIES COMPANIES AND 9 LEADING JAPANESE BANKS TO STRENGTHEN THEIR RESPECTIVE INTERNAL CONTROLS, FOLLOWING AN INDUSTRY-WIDE INVESTIGATION BY FSAJ OF THE PRACTICE OF EXCESSIVELY ENTERTAINING PUBLIC OFFICIALS. IN PARTICULAR FSAJ INSTRUCTED NOMURA TOKYO AMONG OTHERS TO TAKE THE FOLLOWING STEPS IN ORDER TO STRENGTHEN ITS INTERNAL CONTROLS: (1) TO ENHANCE THE AWARENESS OF COMPLIANCE POLICIES AND PROCEDURES AMONG ITS MANAGEMENT AND EMPLOYEES, (2) TO IMPLEMENT MEASURES DESIGNED TO PREVENT THE REOCCURRENCE OF EXCESSIVE ENTERTAINMENT PRACTICES, (3) TO IMPROVE ITS INTERNAL COMPLIANCE SYSTEMS AND (4) TO STRENGTHEN ITS INTERNAL CONTROLS ON ENTERTAINMENT EXPENSES. IN THIS CONNECTION, FSAJ FURTHER INSTRUCTED NOMURA TOKYO TO SUBMIT TO FSAJ A COMPREHENSIVE OPERATIONAL PLAN SETTING FORTH SPECIFIC MEASURES IN RESPECT OF (1) THROUGH (4) ABOVE AND THE TIME BY WITH SUCH MEASURES WOULD BE IMPLEMENTED BY SEPTEMBER 30, 1998. THE FOREGOING INSTRUCTIONS OF FSAJ TO NOMURA TOKYO WERE ISSUED BY WAY OF ADMINISTRATIVE GUIDANCE BASED ON FSAJ'S GENERAL SUPERVISORY POWER OVER SECURITIES COMPANIES LICENSED IN JAPAN (INCLUDING NOMURA TOKYO). Status: Final Sanction Detail: THE FSAJ INSTRUCTED THE NOMURA SECURITIES CO., LTD. ("NOMURA TOKYO") AND THREE OTHER JAPANESE SECURITIES COMPANIES AND 9 LEADING JAPANESE BANKS TO STRENGTHEN THEIR RESPECTIVE INTERNAL CONTROLS, FOLLOWING AN INDUSTRY-WIDE INVESTIGATION BY FSAJ OF THE PRACTICE OF EXCESSIVELY ENTERTAINING PUBLIC OFFICIALS. IN PARTICULAR FSAJ INSTRUCTED NOMURA TOKYO AMONG OTHERS TO TAKE THE FOLLOWING STEPS IN ORDER TO STRENGTHEN ITS INTERNAL CONTROLS: (1) TO ENHANCE THE AWARENESS OF COMPLIANCE POLICIES AND PROCEDURES AMONG ITS MANAGEMENT AND EMPLOYEES, (2) TO IMPLEMENT MEASURES DESIGNED TO PREVENT THE REOCCURRENCE OF EXCESSIVE ENTERTAINMENT PRACTICES, (3) TO IMPROVE ITS INTERNAL COMPLIANCE SYSTEMS AND (4) TO STRENGTHEN ITS INTERNAL CONTROLS ON ENTERTAINMENT EXPENSES. IN THIS CONNECTION, FSAJ FURTHER INSTRUCTED NOMURA TOKYO TO SUBMIT TO FSAJ A COMPREHENSIVE OPERATIONAL PLAN SETTING FORTH SPECIFIC MEASURES IN RESPECT OF (1) THROUGH (4) ABOVE AND THE TIME BY WITH SUCH MEASURES WOULD BE IMPLEMENTED BY SEPTEMBER 30, 1998. THE FOREGOING INSTRUCTIONS OF FSAJ TO NOMURA TOKYO WERE ISSUED BY WAY OF ADMINISTRATIVE GUIDANCE BASED ON FSAJ'S GENERAL SUPERVISORY POWER OVER SECURITIES COMPANIES LICENSED IN JAPAN (INCLUDING NOMURA TOKYO). Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: DISCIPLINARY ACTION PURSUANT TO RULE 42(1)(IX) OF THE REGULATIONS FOR TRANSACTION PARTICPANTS, IN CONNECTION WITH A FAILURE TO TAKE NECESSARY AND APPROPRIATE MEASURES TO PREVENT ILLEGAL TRADING BY TAKING SUFFICIENT MEASURES TO PROTECT CONFIDENTIAL INFORMATION RELATING TO THE PUBLIC OFFERING OF NEW SHARES. Status: Final Sanction Detail: NOMURA SECURITIES CO., LTD. WAS FINED 16 MILLION YEN (APPROX $200,000)

Allegations: DISCIPLINARY ACTION PURSUANT TO RULE 34, PARAGRAPH 2 OF THE TRADING PARTCIPANT REGULATIONS, IN CONNECTION WITH A FAILURE TO TAKE NECESSARY AND APPROPRIATE MEASURES TO PREVENT ILLEGAL TRADING BY TAKING SUFFICIENT MEASURES TO PROTECT CONFIDENTIAL INFORMATION RELATING TO THE PUBLIC OFFERING OF NEW SHARES. Status: Final Sanction Detail: NOMURA SECURITIES CO., LTD. WAS FINED 200 MILLION YEN (APPROX $2,400,000).

Allegations: VIOLATIONS OF ARTICLE 28, PARAGRAPH 1, OF THE ASSOCIATION'S ARTICLES OF INCORPORATION AND RECOMMENDATION BASED ON ARTICLE 29 OF THE ARTICLES OF INCORPORATION, IN CONNECTION WITH A FAILURE TO TAKE NECESSARY AND APPROPRIATE MEASURES TO PREVENT ILLEGAL TRADING BY TAKING SUFFICIENT MEASURES TO PROTECT CONFIDENTIAL INFORMATION RELATING TO THE PUBLIC OFFERING OF NEW SHARES. Status: Final Sanction Detail: NOMURA SECURITIES CO., LTD. WAS FINED 300 MILLION YEN (APPROX $3,800,000)AND ADMONISHED BY THE JAPANESE FINANCIAL SERVICES AGENCY IN A RELATED ACTION.

Allegations: ALLEGED BREACHES OF KOREAN SHORT SALE REGULATION Status: Final Sanction Detail: $50,000,000 (USD$46,974.83) FINE. PAID 12/18/2012 Summary: FINANCIAL SUPERVISORY SERVICE (FSS) OF KOREA ALLEGED BREACHES OF KORAN SHORT SALE REGULATIONS. FINANCIAL SERVICES COMMISSION (FSC) OF KOREA FOUND BREACHES OF LOCAL SHORT SALE RULES IN CONNECTION WITH THE EXECUTION OF TO CUSTOMER ODD LOT TRADES BETWEEN JANUARY 2, 2010 AND MAY 31, 2012.

Allegations: ALLEGED BREACH OF SINGAPORE EXCHANGE TRADE REPORTING RULES. Status: Final Sanction Detail: FINE WAS PAID JANUARY 3, 2014 Summary: THE SINGAPORE EXCHANGE (SGX)ALLEGED BREACHES OF TRADE REPORTING RULES FOR NOT REPORTING TWO OFF-MARKET TRADES ON JUNE 12, 2013 AND AUGUST 29, 2013 WITHIN 20 MINUTES OF THE OPENING ON THE NEXT MARKET DAY.

Allegations: ALLEGED BREACH OF ITALIAN SHORT SALE REGULATION Status: Final Sanction Detail: FINE WAS PAID 9/24/13 (120,000.00 EURO) Summary: CONSOB ALLEGED BREACHES OF ITALIAN SHORT SALE REGULATIONS IN CONNECTION WITH THE UNTIMELY SETTLEMENT OF TRANSACTIONS BETWEEN JANUARY 9, 2012 AND JANUARY 20, 2012 BY AN INDIRECT CLIENT OF IEL.

Allegations: ALLEGED BREACH OF ITALIAN SHORT SALE REGULATION Status: Final Sanction Detail: FINE WAS PAID 5/31/13. 50,000.00 EURO. Summary: CONSOB ALLEGED BREACHES OF ITALIAN SHORT SALE REGULATIONS IN CONNECTION WITH THE UNTIMELY SETTLEMENT OF TRANSACTIONS BETWEEN JANUARY 9, 2012 AND JANUARY 20, 2012 BY AN INDIRECT CLIENT OF IEL.

Allegations: VIOLATION OF ARTICLE 59 OF THE CONSTITUTION OF THE EXCHANGE (VIOLATION OF THE JUST AND EQUITABLE PRINCIPLES OF TRADE). Status: Final Sanction Detail: THE TOKYO STOCK EXCHANGE IMPOSED A FINE OF 5 MILLION YEN UPON THE NOMURA SECURITIES CO., LTD. (CONVERTED JAPANESE YEN TO US DOLLARS USING CONVERSION RATE AS OF MARCH 20, 2007.) Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: VIOLATION OF ARTICLE 8 OF FAIR BUSINESS PRACTICE REGULATIONS NO. 9 (REGULATIONS CONCERNING SOLICITATION FOR INVESTMENT AND MANAGEMENT OF CUSTOMER ACCOUNTS BY ASSOCIATION MEMBERS) AND FOR VIOLATION OF ARTICLE 24, PARAGRAPH 1, SUBPARAGRAPH 4 OF THE ASSOCIATION'S ARTICLES OF ASSOCIATION (PRINCIPLES OF FAIR AND EQUITABLE TRADE) IN CONNECTION WITH PAYMENTS FOR LOSS COMPENSATION; AND FOR VIOLATION OF ARTICLE 24 , PARAGRAPH 1, SUBPARAGRAPH 4 OF THE ASSOCIATION'S ARTICLES OF ASSOCIATION IN CONNECTION WITH DEALINGS WITH A JAPANESE CRIME ORGANIZATION. Status: Final Sanction Detail: ON JULY 10, 1991, THE ASSOCIATION IMPOSED A FINE OF 5 MILLION YEN UPON THE NOMURA SECURITIES CO., LTD ("TNSC") FOR VIOLATION OF ARTICLE 8 OF FAIR BUSINESS PRACTICE REGULATIONS NO. 9 (REGULATIONS CONCERNING SOLICITATION FOR INVESTMENT AND MANAGEMENT OF CUSTOMER ACCOUNTS BY ASSOCIATION MEMBERS) AND FOR VIOLATION OF ARTICLE 24, PARAGRAPH 1, SUBPARAGRAPH 4 OF THE ASSOCIATION'S ARTICLES OF ASSOCIATION IN CONNECTION WITH PAYMENTS FOR LOSS COMPENSATION; AND IMPOSED A FINE OF 5 MILLION YEN UPON TNSC FOR VIOLATION OF ARTICLE 24, PARAGRAPH 1, SUBPARAGRAPH 4 OF THE ASSOCIATION'S ARTICLES OF ASSOCIATION IN CONNECTION WITH DEALINGS WITH A JAPANESE CRIME ORGANIZATION. (CONVERTED JAPANESE YEN INTO US DOLLARS USING CONVERSION RATE AS OF MARCH 20, 2007.) Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: VIOLATIONS OF ARTICLE 24, PARAGRAPH 1, SUBPARAGRAPH 4 OF THE ASSOCIATION'S ARTICLES OF ASSOCIATION (PRINCIPLES OF FAIR AND EQUITABLE TRADE), IN CONNECTION WITH EXCESSIVE SALES PROMOTION AND WITH LOSS COMPENSATION. Status: Final Sanction Detail: IN OCTOBER 21, 1991, THE JAPAN SECURITIES DEALERS ASSOCIATION ("ASSOCIATION") IMPOSED A FINE OF 75 MILLION YEN BASED UPON THE NOMURA SECURITIES CO., LTD ("TNSC") FOR VIOLATION OF ARTICLE 24, PARAGRAPH 1, SUBPARAGRAPH 4 OF THE ASSOCIATION'S ARTICLES OF ASSOCIATION (PRINCIPLES OF FAIR AND EQUITABLE TRADE), IN CONNECTION WITH EXCESSIVE SALES PROMOTION; AND IMPOSED A FINE OF 5 MILLION YEN UPON TNSC FOR VIOLATION OF ARTICLE 24, PARAGRAPH 1, SUBPARAGRAPH 4 OF THE ASSOCIATION'S ARTICLES OF ASSOCIATION IN CONNECTION WITH LOSS COMPENSATION. (CONVERTED JAPANESE YEN TO US DOLLARS USING CONVERSION RATE AS OF MARCH 20, 2007.) Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: NOMURA INTERNATIONAL PLC. FAILED TO CONDUCT ITS BUSINESS WITH DUE SKILL, CARE AND DILIGENCE AND FAILED TO TAKE REASONABLE CARE TO ORGANIZE AND CONTROL ITS AFFAIRS REASONABLY AND EFFECTIVELY WITH ADEQUATE RISK MANAGEMENT SYSTEMS. Status: Final Sanction Detail: £1.75 MILLION - THE PENALTY IMPOSED IS DISCOUNTED BY 30% PURSUANT TO THE STAGE 1 EARLY SETTLEMENT DISCOUNT SCHEME. WERE IT NOT FOR THE DISCOUNT, THE FSA WOULD HAVE IMPOSED A FINANCIAL PENALTY OF £2.5 MILLION. Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: VIOLATION OF MINISTERIAL ORDINANCE CONCERNING RULES, ETC. OF SOUNDNESS OF SECURITIES COMPANIES, ARTICLE 3, PARAGRAPH 7 IN CONNECTION WITH EXCESSIVE SALES PROMOTION AND FOR VIOLATION OF DIRECTIVES FROM THE DIRECTOR-GENERAL OF SECURITIES BUREAU OF MOF DATED DECEMBER 26, 1989 IN CONNECTION WITH LOSS COMPENSATION. Status: Final Sanction Detail: THE MOF IMPOSED A 4 WEEK AND A 6 WEEK SUSPENSION UPON CERTAIN BRANCH OFFICES AND SALES & RESEARCH DEPARTMENTS OF THE NOMURA SECURITIES CO., LTD. ("TNSC") FOR VIOLATION MINISTERIAL ORDINANCE CONCERNING RULES, ETC. OF SOUNDNESS OF SECURITIES COMPANIES, ARTICLE 3, PARAGRAPH 7 IN CONNECTION WITH EXCESSIVE SALES PROMOTION AND ORDERED TNSC TO CONDUCT A REVIEW OF ITS INTERNAL MEASURES; AND IMPOSED A ONE WEEK SUSPENSION UPON THE CORPORATE SERVICE DIVISION OF TNSC FOR VIOLATION OF DIRECTIVES FROM THE DIRECTOR-GENERAL OF THE SECURITIES BUREAU OF THE MOF DATED DECEMBER 26, 1989 IN CONNECTION WITH LOSS COMPENSATION. Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: VIOLATION OF ARTICLE 59 OF THE CONSTITUTION OF THE EXCHANGE (VIOLATION OF JUST AND EQUITABLE PRINCIPLES OF TRADE) IN CONNECTION WITH LOSS COMPENSATION AND IN CONNECTION WITH EXCESSIVE SALES PROMOTION. Status: Final Sanction Detail: THE EXCHANGE IMPOSED A FINE OF 5 MILLION YEN UPON THE NOMURA SECURITIES CO., LTD. ("TNSC") FOR VIOLATION OF ARTICLE 59 OF THE CONSTITUTION OF THE EXCHANGE (VIOLATION OF JUST AND EQUITABLE PRINCIPLES OF TRADE) IN CONNECTION WITH LOSS COMPENSATION; AND IMPOSED A FOUR WEEK AND A SIX WEEK SUSPENSION UPON CERTAIN BRANCH OFFICES AND CERTAIN SALES DEPARTMENTS OF TNSC AND IMPOSED A FINE OF 50 MILLION YEN IN CONNECTION WITH EXCESSIVE SALES PROMOTION. (CONVERTED JAPANESE YEN TO US DOLLARS USING CONVERSION RATE AS OF MARCH 20, 2007.) Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: ON DECEMBER 2, 1991, THE FAIR TRADE COMMISSION OF JAPAN IMPOSED A PROHIBITION ON THE NOMURA SECURITIES CO., LTD. AGAINST FUTURE VIOLATIONS OF ARTICLE 19 OF THE ANTIMONOPOLY LAW IN CONNECTION WITH LOSS COMPENSATION. Status: Final Sanction Detail: ON DECEMBER 2, 1991, THE FAIR TRADE COMMISSION OF JAPAN IMPOSED A PROHIBITION ON THE NOMURA SECURITIES CO., LTD. AGAINST FUTURE VIOLATIONS OF ARTICLE 19 OF THE ANTIMONOPOLY LAW IN CONNECTION WITH LOSS COMPENSATION. Summary: THE EVENT OR PROCEEDING OCCURRED MORE THAN TEN YEARS AGO

Allegations: ALLEGED CONFERRING OF UNDUE PROFITS TO A SHAREHOLDER/CLIENT OF NOMURA TOKYO, INCLUDING DISCRETIONARY SECURITIES TRADING FOR HIS BENEFIT, FOR THE PURPOSE OF REWARDING HIM FOR COOPERATION WITH NOMURA TOKYO IN ENSURING THE SMOOTH CONDUCT OF AN ANNUAL SHAREHOLDERS' MEETING. Status: Final Sanction Detail: ON JUNE 30, 1997, MOF OF JAPAN ORDERED THE NOMURA SECURITIES CO., LTD. ("NOMURA TOKYO") TO SUSPEND (1) EQUITY RELATED PROPRIETARY TRANSACTIONS INCLUDING TRADES IN STOCKS, WARRANTS, CONVERTIBLE BONDS, INDEX FUTURES AND SECURITIES OPTIONS (WITH CERTAIN EXCEPTIONS) FROM AUGUST 6, 1997 TO DECEMBER 31, 1997, (2) ALL EQUITY-RELATED TRANSACTIONS (WITH CERTAIN EXCEPTIONS) AT THE HEAD OFFICE AND ALL BRANCH OFFICES OF NOMURA TOKYO FROM AUGUST 6, 1997 TO AUGUST 12, 1997, (3) BROKERAGE TRANSACTIONS IN SECURITIES, INDEX FUTURES AND SECURITIES OPTIONS (WITH CERTAIN EXCEPTIONS) BY THE CORPORATE DEVELOPMENT AND SERVICES DEPARTMENT I OF NOMURA TOKYO'S HEAD OFFICE FROM AUGUST 6, 1997 TO DECEMBER 5, 1997, (4) BROKERAGE TRANSACTIONS IN SECURITIES, INDEX FUTURES AND SECURITIES OPTIONS (WITH CERTAIN EXCEPTIONS) BY THE SALES DEPARTMENT, CORPORATE DEVELOPMENT AND SERVICES DEPARTMENT II, INVESTMENT CONSULTING DEPARTMENT, AND CORPORATE SERVICES DEPARTMENT OF THE HEAD OFFICE FROM AUGUST 6, 1997 TO SEPTEMBER 5, 1997, (5) UNDERWRITING AND BIDDING FOR JAPANESE GOVERNMENT BONDS, MUNICIPAL BONDS, AND BOND GUARANTEE BY THE JAPANESE GOVERNMENT (WITH CERTAIN EXCEPTIONS) FROM AUGUST 6, 1997 TO DECEMBER 31, 1997. ALSO, THE MOF DIRECTED NOMURA TOKYO TO IMPLEMENT MEASURES TO REINFORCE NOMURA TOKYO'S COMPLIANCE SYSTEM AND PREVENT THE RE OCCURRENCE OF THE EVENTS THAT LED TO THESE PENALTIES AND TO REPORT TO THE MOF THE STATUS OF IMPLEMENTATION OF SUCH MEASURES IN WRITING NOT LATER THAN SEPTEMBER 19, 1997. THESE ACTIONS WERE TAKEN BY THE MOF IN VIEW OF ITS FINDING THAT NOMURA TOKYO VIOLATED JAPAN'S SECURITIES AND EXCHANGE LAW AND THE COMMERCIAL CODE IN CONNECTION WITH THE CONFERRING OF UNDUE PROFITS TO A SHAREHOLDER/CLIENT OF NOMURA TOKYO, INCLUDING DISCRETIONARY SECURITIES TRADING FOR HIS BENEFIT, FOR THE PURPOSE OF REWARDING HIM FOR HIS COOPERATING WITH NOMURA TOKYO IN ENSURING THE SMOOTH CONDUCT OF AN ANNUAL SHAREHOLDERS' MEETING. CONTINUED IN #13... Summary: FURTHERMORE, ON JULY 31, 1997, THE TOKYO STOCK EXCHANGE("TSE") AND SEVEN OTHER JAPANESE STOCK EXCHANGES SIMILARLY ORDERED NOMURA TOKYO TO SUSPEND THE SAME TRANSACTIONS STATED IN (1) THROUGH (4) ABOVE ON EACH SUCH EXCHANGE FOR THE RESPECTIVE SAME PERIODS IN LIGHT OF THE ABOVE-MENTIONED ADMINISTRATIVE SANCTIONS IMPOSED BY THE MOF. ALSO, ON AUGUST 8, 1997, THE TSE FINED NOMURA TOKYO 100 MILLION YEN FOR VIOLATIONS OF THE JAPANESE SECURITIES EXCHANGE LAW AND THE COMMERCIAL CODE. ON THE SAME DATE, THE JAPANESE SECURITIES DEALERS ASSOCIATION ("JSDA") IMPOSED A SIMILAR FINE FOR VIOLATIONS OF ITS ARTICLES OF ASSOCIATION. BOTH THE TSE AND JSDA ALSO DIRECTED NOMURA TOKYO TO SUBMIT REPORTS AS TO THE STATUS OD THE IMPLEMENTATION OF THE MEASURES BEING TAKEN FOR IMPROVING BUSINESS OPERATIONS AND COMPLIANCE.

Allegations: ON DECEMBER 26, 2013, INSTINET ENTERED INTO A SETTLEMENT, WITHOUT ADMITTING OR DENYING ANY FINDINGS, WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION ("SEC"). THE SEC FOUND THAT INSTINET, FROM JANUARY 2009 THROUGH JULY 2010, PAID APPROXIMATELY $430,000 IN CLIENT COMMISSION CREDITS CALLED "SOFT DOLLARS" AS REQUESTED BY ITS CUSTOMER, J.S OLIVER CAPITAL MANAGEMENT, L.P. ("JS OLIVER"), A SAN DIEGO-BASED INVESTMENT ADVISER, FOR EXPENSES THAT JS OLIVER HAD NOT PROPERLY DISCLOSED TO ITS CLIENTS. THE SEC FOUND THAT THE IMPROPER PAYMENTS INCLUDED $329,365 TO THE EX-WIFE OF JS OLIVER'S PRESIDENT, IAN O. MAUSNER; THIRTEEN MONTHS OF INCREASED RENT PAYMENTS TOTALING $65,000 FOR JS OLIVER'S OFFICES AT MAUSNER'S HOME; AND TWO PAYMENTS TOTALING $40,094.54 FOR UPKEEP ON MAUSNER'S NEW YORK CITY TIMESHARE. Status: Final Sanction Detail: THE SETTLEMENT RESULTED IN THE SEC ISSUING AN ORDER INSTITUTING ADMINISTRATIVE AND CEASE AND DESIST PROCEEDINGS PURSUANT TO SECTION 15(B) OF THE SECURITIES EXCHANGE ACT OF 1934 AND SECTION 203(K) OF THE INVESTMENT ADVISERS ACT OF 1940, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER AGAINST INSTINET ON DECEMBER 26, 2013 (THE "ORDER"). THE ORDER FOUND THAT INSTINET WILLFULLY AIDED AND ABETTED AND CAUSED J.S. OLIVER'S VIOLATIONS OF SECTIONS 206(2) AND (4) OF THE INVESTMENT ADVISERS ACT OF 1940 AND RULE 206(4)-8 THEREUNDER. INSTINET WAS ORDERED TO CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTIONS 206(2) AND 206(4) OF THE ADVISERS ACT AND RULE 206(4)-8 THEREUNDER AND WAS CENSURED. THE ORDER ALSO REQUIRED INSTINET TO PAY DISGORGEMENT OF $378,673.76, PREJUDGMENT INTEREST OF $59,607.66, AND A CIVIL MONEY PENALTY IN THE AMOUNT OF $375,000, WHICH WAS PAID ON DECEMBER 31, 2013. IN ADDITION, INSTINET UNDERTOOK TO RETAIN AN INDEPENDENT CONSULTANT TO (A) CONDUCT A COMPREHENSIVE REVIEW OF INSTINET'S POLICIES, PROCEDURES, AND PRACTICES RELATED TO ITS PAYMENT OF SOFT DOLLARS AS PART OF ITS CLIENT COMMISSION SERVICES (COLLECTIVELY, "POLICIES AND PROCEDURES"); AND (B) MAKE RECOMMENDATIONS FOR CHANGES IN OR IMPROVEMENTS TO THE POLICIES AND PROCEDURES TO PREVENT INSTINET FROM AIDING AND ABETTING AND CAUSING AN INVESTMENT ADVISER'S VIOLATIONS OF SECTIONS 206(2) AND 206(4) OF THE ADVISERS ACT AND RULE 206(4)-8 THEREUNDER WITH RESPECT TO SOFT DOLLARS. Summary: IN SETTLEMENT OF THIS ACTION, INSTINET, WITHOUT ADMITTING OR DENYING ANY FINDINGS, CONSENTED TO THE SEC'S ENTRY OF THE ORDER, THE ALLEGATIONS, DISPOSITIONS, FINDINGS AND SANCTIONS OF WHICH ARE DESCRIBED ABOVE IN ITEMS 7 AND 12.

Allegations: ON DECEMBER 26, 2013, INSTINET ENTERED INTO A SETTLEMENT, WITHOUT ADMITTING OR DENYING ANY FINDINGS, WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION ("SEC"). THE SEC FOUND THAT INSTINET, FROM JANUARY 2009 THROUGH JULY 2010, PAID APPROXIMATELY $430,000 IN CLIENT COMMISSION CREDITS CALLED "SOFT DOLLARS" AS REQUESTED BY ITS CUSTOMER, J.S OLIVER CAPITAL MANAGEMENT, L.P. ("JS OLIVER"), A SAN DIEGO-BASED INVESTMENT ADVISER, FOR EXPENSES THAT JS OLIVER HAD NOT PROPERLY DISCLOSED TO ITS CLIENTS. THE SEC FOUND THAT THE IMPROPER PAYMENTS INCLUDED $329,365 TO THE EX-WIFE OF JS OLIVER'S PRESIDENT, IAN O. MAUSNER; THIRTEEN MONTHS OF INCREASED RENT PAYMENTS TOTALING $65,000 FOR JS OLIVER'S OFFICES AT MAUSNER'S HOME; AND TWO PAYMENTS TOTALING $40,094.54 FOR UPKEEP ON MAUSNER'S NEW YORK CITY TIMESHARE. Status: Final Sanction Detail: THE SETTLEMENT RESULTED IN THE SEC ISSUING AN ORDER INSTITUTING ADMINISTRATIVE AND CEASE AND DESIST PROCEEDINGS PURSUANT TO SECTION 15(B) OF THE SECURITIES EXCHANGE ACT OF 1934 AND SECTION 203(K) OF THE INVESTMENT ADVISERS ACT OF 1940, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER AGAINST INSTINET ON DECEMBER 26, 2013 (THE "ORDER"). THE ORDER FOUND THAT INSTINET WILLFULLY AIDED AND ABETTED AND CAUSED J.S. OLIVER'S VIOLATIONS OF SECTIONS 206(2) AND (4) OF THE INVESTMENT ADVISERS ACT OF 1940 AND RULE 206(4)-8 THEREUNDER. INSTINET WAS ORDERED TO CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTIONS 206(2) AND 206(4) OF THE ADVISERS ACT AND RULE 206(4)-8 THEREUNDER AND WAS CENSURED. THE ORDER ALSO REQUIRED INSTINET TO PAY DISGORGEMENT OF $378,673.76, PREJUDGMENT INTEREST OF $59,607.66, AND A CIVIL MONEY PENALTY IN THE AMOUNT OF $375,000, WHICH WAS PAID ON DECEMBER 31, 2013. IN ADDITION, INSTINET UNDERTOOK TO RETAIN AN INDEPENDENT CONSULTANT TO (A) CONDUCT A COMPREHENSIVE REVIEW OF INSTINET'S POLICIES, PROCEDURES, AND PRACTICES RELATED TO ITS PAYMENT OF SOFT DOLLARS AS PART OF ITS CLIENT COMMISSION SERVICES (COLLECTIVELY, "POLICIES AND PROCEDURES"); AND (B) MAKE RECOMMENDATIONS FOR CHANGES IN OR IMPROVEMENTS TO THE POLICIES AND PROCEDURES TO PREVENT INSTINET FROM AIDING AND ABETTING AND CAUSING AN INVESTMENT ADVISER'S VIOLATIONS OF SECTIONS 206(2) AND 206(4) OF THE ADVISERS ACT AND RULE 206(4)-8 THEREUNDER WITH RESPECT TO SOFT DOLLARS. Summary: IN SETTLEMENT OF THIS ACTION, INSTINET, WITHOUT ADMITTING OR DENYING ANY FINDINGS, CONSENTED TO THE SEC'S ENTRY OF THE ORDER, THE ALLEGATIONS, DISPOSITIONS, FINDINGS AND SANCTIONS OF WHICH ARE DESCRIBED ABOVE IN ITEMS 7 AND 12.