Reporting FR Y-9SP

INSTRUCTIONS FOR PREPARATION OF

Parent Company Only Financial Statements for
Small Holding Companies

GENERAL INSTRUCTIONS
Who Must Report
A. Reporting Criteria
All bank holding companies, savings and loan holding
companies,1 and securities holding companies (collectively ‘‘holding companies’’) regardless of size, are
required to submit financial statements to the Federal
Reserve, unless specifically exempted (see description of
exemptions below).
The specific reporting requirements for each holding
company depend upon the size of the holding company,
or other specific factors as determined by the appropriate
Federal Reserve Bank. Holding companies must file the
appropriate forms as described below:
(1) Holding Companies With Total Consolidated
Assets of Less Than $3 billion. Holding companies
with total consolidated assets of less than $3 billion
must file the Parent Company Only Financial Statements for Small Holding Companies (FR Y-9SP) on
a semiannual basis as of the last calendar day of June
and December.2
1. Savings and loan holding companies do not include any trust (other
than a pension, profit-sharing, stockholders’ voting, or business trust)
which controls a savings association if such trust by its terms must
terminate within 25 years or not later than 21 years and 10 months after the
death of individuals living on the effective date of the trust, and (a) was
in existence and in control of a savings association on June 26, 1967, or,
(b) is a testamentary trust. See Section 238.2 of Regulation LL for more
information.
2. The Reserve Bank with whom the reporting holding company files its
reports may require that a holding company with total consolidated assets
of less than $3 billion submit the FR Y-9C and the FR Y-9LP reports to
meet supervisory needs. Reserve Banks will consider such criteria including, but not limited to, whether the holding company (1) is engaged in
significant nonbanking activities either directly or through a nonbank
subsidiary; (2) conducts significant off-balance-sheet activities, including
FR Y9SP
General Instructions September 2018

For tiered holding companies. Except as noted
below, when holding companies with total
consolidated assets of less than $3 billion own or
control, or are owned or controlled by, other holding
companies (i.e., are tiered holding companies), the
top-tier holding company must file the FR Y-9SP for
the top-tier parent company of the holding company.
In addition, such tiered holding companies, must also
submit, or have the subsidiary holding company
submit, a separate FR Y-9SP for each lower-tier
holding company.
When a holding company that has total consolidated
assets of less than $3 billion is a subsidiary of a
holding company with the total consolidated assets of
$3 billion or more, the holding company with total
consolidated assets of less than $3 billion would
report on the FR Y-9LP rather than the FR Y-9SP.
The FR Y-9SP consists of a balance sheet, income
statement, and memoranda items.
(2) Holding Companies that are Employee Stock
Ownership Plans. Holding companies that are
employee stock ownership plans (ESOPs) as of the
last calendar day of the calendar year must file the
Financial Statements for Employee Stock Ownership
Plan Holding Companies (FR Y-9ES) on an annual
basis, as of December 31. No other FR Y-9 series
form is required. However, holding companies that
are subsidiaries of ESOP holding companies (i.e., a
tiered holding company) must submit the appropriate
securitizations or managing or administering assets for third parties, either
directly or through a nonbank subsidiary; or (3) has a material amount of
debt or equity securities (other than trust preferred securities) outstanding
that are registered with the Securities and Exchange Commission.
In addition, any holding company that is not subject to the Federal
Reserve’s Capital Adequacy Guidelines, but nonetheless elects to comply
with the guidelines, are required to file a complete FR Y-9C and FR Y-9LP
report, and generally would not be permitted to revert back to filing the FR
Y-9SP report in any subsequent periods.

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General Instructions

FR Y-9 series in accordance with holding company
reporting requirements.
(3) Holding Companies with Total Consolidated Assets
of $3 billion or More. Holding companies with total
consolidated assets of $3 billion or more (the top tier
of a multi-tiered holding company, when applicable)
must file:
(a) the Consolidated Financial Statements for Holding Companies (FR Y-9C) quarterly, as of the
last calendar day of March, June, September, and
December.
(b) the Parent Company Only Financial Statements
for Large Holding Companies (FR Y-9LP) quarterly, as of the last calendar day of March, June,
September, and December.
Each holding company that files the FR Y-9C
must submit the FR Y-9LP for its parent company.
For tiered holding companies. When holding companies with total consolidated assets of $3 billion or
more, own or control, or are owned or controlled by,
other holding companies (i.e., are tiered holding
companies), only the top-tier holding company must
file the FR Y-9C for the consolidated holding company organization unless the top-tier holding company is exempt from reporting the FR Y-9C. If a
top-tier holding company is exempt from reporting
the FR Y-9C, then the lower-tier holding company
(with total consolidated assets of $3 billion or more)
must file the FR Y-9C.
In addition, such tiered holding companies, regardless of the size of the subsidiary holding company,
must also submit, or have the holding company
subsidiary submit, a separate FR Y-9LP for each
lower-tier holding company.
The instructions for the FR Y-9C, FR Y-9LP and FR
Y-9ES are not included in this booklet, but may be
obtained from the Federal Reserve Bank in the district
where the holding company files its reports, or may be
found on the Federal Reserve Board’s public website
(www.federalreserve.gov/boarddocs/reportforms).

B. Exemptions from Reporting the
Holding Company Financial Statements
The following holding companies do not have to file
holding company financial statements:
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(1) a holding company that has been granted an exemption under Section 4(d) of the Holding Company Act;
or
(2) ‘‘qualified foreign banking organization’’ as defined
by section 211.23(a) of Regulation K (12 CFR 211.23
(a)) that controls a U.S. subsidiary bank.
Holding companies that are not required to file under the
above criteria may be required to file this report by the
Federal Reserve Bank of the district in which they are
registered.

C. Shifts in Reporting Status
A top-tier holding company that reaches $3 billion or
more in total consolidated assets as of June 30 of the
preceding year must begin reporting the FR Y-9C and the
FR Y-9LP in March of the current year, and any lowertier holding companies must begin reporting the FR Y9LP in March of the current year. If a top-tier holding
company reaches $3 billion or more in total consolidated
assets due to a business combination, then the holding
company must begin reporting the FR Y-9C and the
FR Y-9LP with the first quarterly report date following
the effective date of the business combination, and any
lower-tier holding companies must begin reporting the
FR Y-9LP with the first quarterly report date following
the effective date of the business combination. In general,
once a holding company reaches or exceeds $3 billion in
total consolidated assets and begins filing the FR Y-9C
and FR Y-9LP, it should file a complete FR Y-9C and FR
Y-9LP going forward (and any lower-tier holding companies should file a complete FR Y-9LP going forward).
If a top-tier holding company’s total consolidated assets
should subsequently fall to less than $3 billion for four
consecutive quarters, then the holding company may
revert to filing the FR Y-9SP (and any lower-tier holding
companies in those organizations may revert to filing the
FR Y-9SP).

Where to Submit the Reports
Electronic Submission
All holding companies are required to submit their
completed reports electronically. Holding companies should contact their district Reserve Bank or go
to www.frbservices.org/centralbank/reportingcentral/index.html for procedures for electronic submission.
FR Y9SP
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General Instructions

When to Submit the Reports
The Parent Company Only Financial Statements for
Small Holding Companies (FR Y-9SP) are required to be
submitted as of June 30 and December 31. The submission date is 45 calendar days after the as of date unless
that day falls on a weekend or holiday (subject to the
timely filing provisions). For example, the June 30 report
must be received by August 14 and December 31 report
by February 14. The term ‘‘submission date’’ is defined
as the date by which the Federal Reserve must receive the
holding company’s FR Y-9SP.
If the submission deadline falls on a weekend or holiday,
the report must be received on the first business day after
the Saturday, Sunday, or holiday. Earlier submission aids
the Federal Reserve in reviewing and processing the
reports and is encouraged. No extensions of time for
submitting reports are granted.
The reports are due by the end of the reporting day on the
submission date (i.e., 5:00 P.M. at each of the Reserve
Banks).

How to Prepare the Reports
A. Applicability of GAAP, Accrual Basis,
and Equity Method
Holding companies are required to prepare and file the
Parent Company Only Financial Statements for Small
Holding Companies in accordance with generally accepted
accounting principles (GAAP) as set forth in the FASB
Accounting Standards Codification and these instructions.
For purposes of these instructions, the FASB Accounting
Standards Codification is referred to as ‘‘ASC.’’ All
reports shall be prepared in a consistent manner.
The holding company’s financial records shall be maintained in such a manner and scope so as to ensure that the
Parent Company Only Financial Statements for Small
Holding Companies can be prepared and filed in accordance with these instructions and reflect a fair presentation of the holding company’s financial condition and
results of operations.
Holding companies should retain workpapers and other
records used in the preparation of these reports.

Accrual Basis Reporting
All reports must be prepared on an accrual basis. On the
accrual basis, income is recognized at the time it is
FR Y9SP
General Instructions June 2013

earned, not necessarily when it is received. Expenses are
recognized as they are incurred, not necessarily when
they are paid.

Equity Method of Accounting for
Investments in Bank and Nonbank
Subsidiaries and Associated Companies
Each holding company in preparing its parent company
only financial statements shall account for all investments
in subsidiaries, associated companies, and those corporate joint ventures over which the holding company
exercises significant influence according to the equity
method of accounting, as prescribed by GAAP. The
equity method of accounting is described in items 4, 5,
and 6 on Schedule SC, Balance Sheet.

B. Report Form Captions, Non-applicable
Items and Instructional Detail
No caption on the report forms shall be changed in any
way. An amount or a zero should be entered for all items
except where the reporting holding company cannot
report a line item because of the nature of their organization. For example, if the parent company does not own
any subsidiary holding companies, Schedule SC items
6(a), 6(b), and 6(c) should be left blank. A zero should be
entered whenever a parent company can participate in an
activity, but does not, on the report date, have any
outstanding balances.
Questions and requests for interpretations of matters
appearing in any part of these instructions should be
addressed to the appropriate Federal Reserve Bank (that
is, the Federal Reserve Bank in the district where the
holding company submits this report).

C. Rounding
All holding companies must report all dollar amounts in
thousands, with the figures rounded to the nearest thousand. Items less than $500 will be reported as zero.
Rounding could result in details not adding to their stated
totals. However, in order to ensure consistent reporting,
the rounded detail items should be adjusted so that totals
and the sums of their components are identical.
On the Parent Company Only Financial Statements
for Small Holding Companies, ‘‘Total assets’’ (Balance
Sheet, item 9) and ‘‘Total liabilities and equity capital’’
(Schedule SC, item 17), which must be equal, must be
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General Instructions

derived from unrounded numbers and then rounded in
order to ensure that these two items are equal as reported.

D. Negative Entries
Except for the items listed below, negative entries are
generally not appropriate on the FR Y-9SP and should
not be reported. Hence, assets with credit balances must
be reported in liability items and liabilities with debit
balances should be reported in asset items, as appropriate, and in accordance with these instructions. Items for
which negative entries may be made include:
(1) Schedule SC, items 4(a), 5(a), and 6(a) ‘‘Equity
investment in bank subsidiary,’’ ‘‘Equity investment
in nonbank subsidiary(ies),’’ and ‘‘Equity investment
in subsidiary holding company(ies).’’
(2) Schedule SC, items 4(b), 5(b), and 6(b), ‘‘Goodwill
associated with investment in bank subsidiary,’’
‘‘Goodwill associated with investment in nonbank
subsidiary,’’ and ‘‘Goodwill associated with investment in subsidiary holding company.’’
(3) Schedule SC, item 16(c), ‘‘Retained earnings.’’
(4) Schedule SC, item 16(d), ‘‘Accumulated other comprehensive income.’’
(5) Schedule SC, item 16(e), ‘‘Other equity capital components.’’
When negative entries do occur in one or more of these
items, they shall be recorded with a minus (2) sign rather
than in parenthesis.
On the Parent Company Only Income Statement, negative entries may appear as appropriate. Income items
with a debit balance and expense items with a credit
balance must be reported with a minus (2) sign.

E. Confidentiality
The completed version of this report is available to the
public upon request on an individual basis. However,
a reporting holding company may request confidential
treatment for the Parent Company Only Financial Statements for Small Holding Companies (FR Y-9SP) if the
holding company is of the opinion that disclosure of
specific commercial or financial information in the report
would likely result in substantial harm to its competitive
position, or that disclosure of the submitted information
would result in unwarranted invasion of personal privacy.
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A request for confidential treatment must be submitted in
writing prior to the electronic submission of the report.
The request must discuss in writing the justification for
which confidentiality is requested and must demonstrate
the specific nature of the harm that would result from
public release of the information; merely stating that
competitive harm would result or that information is
personal is not sufficient.
Check Box. Holding companies must select on page 1 of
the form whether any confidential treatment is requested
for any portion of the report. If the answer to the first
question is “Yes,” the Reporter must indicate whether a
letter justifying the request for confidential treatment is
included with the submission or has been provided
separately. If an institution does not fulfill both requirements, or does not check the appropriate boxes, confidential treatment will not be considered.
Note: Responses to the questions regarding confidential treatment on page 1 of the form will be considered
public information.
Information, for which confidential treatment is requested,
may subsequently be released by the Federal Reserve
System in accordance with the terms of 12 CFR 261.16,
or otherwise provided by law. The Federal Reserve may
subsequently release information for which confidential
treatment is accorded if the Board of Governors determines that the disclosure of such information is in the
public interest. If the Federal Reserve deems it necessary
to release confidential data, the reporting institution will
be notified before it is released.

F. Verification and Signatures
Verification. All addition and substraction should be
double-checked before reports are submitted. Totals and
subtotals in supporting materials should be cross-checked
to corresponding items elsewhere in the reports. Before a
report is submitted, all amounts should be compared with
the corresponding amounts in the previous report. If there
are any unusual changes from the previous report, a brief
explanation of the changes should be provided to the
appropriate Reserve Bank.
Signatures. The Parent Company Only Financial Statements for Small Holding Companies must be signed by
the Chief Financial Officer of the holding company (or by
the individual performing this equivalent function).
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General Instructions

Holding companies must maintain in their files a manually signed and attested printout of the data submitted.
By signing the cover page of this report, the authorized
officer acknowledges that any knowing and willful misrepresentation or omission of a material fact on this
report constitutes fraud in the inducement and may
subject the officer to legal sanctions provided by 18 USC
1001 and 1007. The cover page of the Reserve Banksupplied, holding company’s software, or from the Federal Reserve’s website report form should be used to
fulfill the signature and attestation requirement and this
page should be attached to the printout placed in the
holding company’s files.

The Federal Reserve also requests that holding companies that have restated their prior period financial statements as a result of an acquisition accounted for on a
pooling of interest basis submit revised reports for the
prior year-ends. In the event that certain of the required
data is not available, holding companies should contact
the appropriate Reserve Bank for information on submitting revised reports.

G. Amended Reports

(2) The Line Item Instructions for each schedule of the
report for the parent company only of the holding
company.

The Federal Reserve may require the filing of amended
Parent Company Only Financial Statements for Small
Holding Companies if reports as previously submitted
contain significant errors. In addition, a holding company
should file an amended report when internal or external
auditors make audit adjustments that result in a restatement of financial statements previously submitted to the
Federal Reserve.

FR Y9SP
General Instructions June 2013

H. Organization of the Instruction Book
The instruction book is divided into two sections:
(1) The General Instructions describing overall reporting
requirements.

Additional copies of this instruction book may be obtained
from the Federal Reserve Bank in the district where
reporting holding company submits its FR Y-9SP reports,
or may be found on the Federal Reserve Board’s public
website (www.federalreserve.gov).

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LINE ITEM INSTRUCTIONS FOR

Income Statement
Schedule SI

The Income Statement reflects income and expenses for
the calendar year-to-date, the period from January 1 to
June 30 for the June 30 reporting period and the period
from January 1 to December 31 for the December 31
reporting period.
For purposes of this report, a savings and loan holding
company should report income from its savings association(s) (as defined in section 238.2 of Regulation LL),
nonbank subsidiary(ies), and subsidiary savings and
loan holding company(ies) following the same guidelines
and accounting rules set forth in these instructions for a
bank holding company.

Operating Income
Line Item 1. Income from bank subsidiary(ies).
Line Item 1(a) Dividends.
Report the amount of the holding company’s proportionate share of the dividends declared by the bank subsidiary(ies) during the reporting period (calendar year-to-date).
(See the worksheet provided to assist in the calculation of this amount.) Holding companies that own
equity capital in associated banks, as previously defined,
should also report their proportionate interest in the
dividends declared by these banks.

Exclude interest income from unrelated depository institutions. Such income is to be included in item 4 below.
Do not include any income tax benefit received from the
bank subsidiary(ies) in this item. This should be included
in the amount reported in item 10 below, “Applicable
income taxes (benefits).”
Line Item 2 Income from nonbank subsidiary(ies).
Line Item 2(a) Dividends.
Report the amount of the holding company’s proportionate share of the dividends declared by the nonbank
subsidiary(ies) during the reporting period. Holding companies that own equity capital in associated nonbank
companies, as previously defined, should also report their
proportionate interest in the dividends declared by these
nonbank companies.
If the reporting holding company is a tiered holding
company, the dividends from the subsidiary holding
company(ies) should be reported in this item 3(a),
“Dividends from subsidiary holding company(ies).”
Line Item 2(b) Other income.

Line Item 1(b) Other income from bank
subsidiary(ies).

Report the income from nonbank subsidiary(ies) other
than dividends declared. This includes but is not limited
to interest income, noninterest income, management fees,
and rental income.

Report the income from the bank subsidiary(ies) other
than dividends declared. This includes but is not limited
to interest income, noninterest income, management fees,
and rental income.

Report interest income paid or payable to the reporting
holding company related to cash and balances due from
and extensions of credit to nonbank subsidiaries and
associated nonbank companies.

Report interest income paid or payable to the reporting
holding company related to cash and balances due from
and extensions of credit to bank subsidiaries and associated banks.

If the reporting holding company is a tiered holding
company, other income from subsidiary holding company(ies) should be reported in item 3(b), “Other
income from subsidiary holding company(ies).”

FR Y-9SP
Schedule SI June 2013

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Schedule SI

Line Item 3 Income from subsidiary holding
company(ies).
This item is to be reported only by those holding
companies that have subsidiary holding companies.
Line Item 3(a) Dividends.
Report the amount of the reporting parent holding company’s proportionate share of the dividends declared by
the subsidiary holding company during the reporting
period calendar year-to-date. Reporting parent holding
companies that own equity capital in associated holding
companies, as previously defined, should also report their
proportionate interest in the dividends declared by these
banks.
Line Item 3(b) Other income.
Report the income from subsidiary holding company(ies)
other than dividends declared. This includes but is not
limited to interest income, noninterest income, management fees, and rental income. Do not include any income
tax benefit received from the subsidiary holding company(ies) in this item. This should be reported in Schedule
SI, item 10 below.
Line Item 4 Other income.
Report all other income accrued by the holding company
from its direct activities.
Include interest income paid or payable to the reporting
holding company related to cash and balances due from
and extensions of credit to unrelated depository institutions.
Line Item 5 Total operating income.
Report the sum of items 1(a), 1(b), 2(a), 2(b), 3(a), 3(b),
and 4.
Line Item 6 Interest expense.
Report the amount of all interest expense accrued on the
holding company’s parent company only borrowings
reported in Schedule SC item 10(a), ‘‘Commercial paper,’’
item 10(b), ‘‘Other short-term borrowings,’’ and in item
11, ‘‘Long-term borrowings.’’ The amount should reflect
interest accrued for the calendar year-to-date.
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Line Item 7 Other expense.
Report the amount of all other parent company only
expenses incurred by the holding company, other than
interest expense, which is reported in item 6 above.
Include in this item goodwill impairment losses and
amortization expense and impairment losses from other
intangible assets. In addition, for purposes of this reporting item, include any interest expense accrued on borrowings reported in Schedule SC item 14, ‘‘Balances due to
subsidiaries and related institutions.’’
Holding companies that have adopted ASU 2016-13,
which governs the accounting for credit losses, report the
amount expensed as the provisions for credit losses,
during the calendar year-to-date. The provisions for
credit losses represents the amount appropriate to absorb
estimated credit losses over the life of the financial assets
reported at amortized cost within the scope of the standard. Exclude the initial allowances established on the
purchase of credit-deteriorated (PCD) financial assets,
which are recorded at acquisition as an adjustment to the
amortized cost basis of the asset.
Line Item 8 Total operating expense.
Report the sum of items 6 and 7.
Line Item 9(a) Income (loss) before change in net
unrealized holding gains (losses) on equity securities
not held for trading, applicable income taxes, and
discontinued operations.
Report the holding company’s pretax income from continuing operations before change in net unrealized holding gains (losses) on equity securities not held for
trading. This amount is determined by subtracting line
item 5 minus line item 8. Report a negative amount in
parentheses.
Note: Holding companies that have adopted ASU 201613, which governs the accounting for credit losses,
should report the provisions for credit losses in item 7,
referenced above.
NOTE: Item 9(b) is to be completed by all holding
companies. However, an institution may choose to measure equity securities and other equity investments that
do not have readily determinable fair values at cost minus
impairment, if any, plus or minus changes resulting from
observable price changes in orderly transactions for the
identical or a similar investment of the same issuer.
FR Y-9SP
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Schedule SI

Line Item 9(b) Change in net unrealized holding
gains (losses) on equity securities not held for
trading.
Report change in net unrealized holding gains (losses)
during the year-to-date reporting period on equity securities with readily determinable fair values not held for
trading. Include change in net unrealized holding gains
(losses) during the year-to-date reporting period on equity
securities and other equity investments without readily
determinable fair values not held for trading that are
measured at fair value through earnings. Also, include
impairment, if any, plus or minus changes resulting from
observable price changes during the year-to-date reporting period on equity securities and other equity investments without readily determinable fair values not held
for trading for which this measurement election is made.
If a holding company sells an equity security or other
equity investment, but had not yet recorded the change in
value to the point of sale since the last value change was
recorded, include the change in value of the equity
security or other equity investment to the point of sale in
this item.
Line Item 9(c) Income (loss) before applicable
income taxes, discontinued operations, and
undistributed income.
Report the institution’s pretax income from continuing
operations as the sum of Schedule SI, item 9(a), “Income
(loss) before unrealized holding gains (losses) on equity
securities not held for trading, applicable income taxes,
discontinued operations” and Schedule SI, item 9(b),
“Unrealized holding gains (losses) on equity securities
not held for trading.” Report a negative amount in
parentheses.
Line Item 10 Applicable income taxes (benefits)
(estimated).
Report the total estimated federal, state and local, and
foreign income tax expense (if applicable) or benefit
applicable to the parent company only income reported in
item 9(c), ‘‘Income (loss) before applicable income taxes,
discontinued operations, and undistributed income’’
including the tax effects of gains (losses) on securities not
held in trading accounts. Include both the current and
deferred portions of these income taxes. Also, include the
tax benefit of a loss carryforward or carryback for which
the source of the income or loss in the current year is
reported in SI item 9(a), “Income (loss) before unrealized
FR Y-9SP
Schedule SI December 2020

holding gains (losses) on equity securities not held for
trading, applicable income taxes, and discontinued operations.” Do not report the consolidated income tax
liability on this line. If the amount is a tax benefit
rather than tax expense, enclose it in parentheses.
Line Item 11 Discontinued operations, net of
applicable income taxes.
Report the results of discontinued operations, if any, net
of applicable income taxes, as determined in accordance
with the provisions of ASC Subtopic 202-20, Presentation of Financial Statements-Discontinued Operations
(Formerly FASB Statement No. 144, “Accounting for the
Impairment of Long-lived Assets”). If the amount reported
in this item is a net loss, report it with a minus (-) sign.
Line Item 12 Income (loss) before undistributed
income of subsidiary(ies).
Report item 9(c) plus item 11 minus item 10.
Line Item 13 Equity in undistributed income (loss)
of subsidiary(ies).
Line Item 13(a) Bank subsidiary(ies).
Report the amount of the holding company’s proportionate interest in the net income (loss) of the bank subsidiary(ies) as reported in Schedule RI, Income Statement,
item 12, of the bank subsidiary’s Report of Income less
any dividends declared by the bank subsidiary(ies) for the
calendar year-to-date, from January 1 to June 30 for the
June 30 reporting period and from January 1 to December 31 for the December 31 reporting period. (See the
worksheet for assistance.)
Line Item 13(b) Nonbank subsidiary(ies).
Report the amount of the holding company’s proportionate interest in the nonbank subsidiary(ies) net income
(loss) less any dividends declared by the nonbank subsidiary(ies) for the calendar year-to-date.
If the reporting holding company is a tiered holding
company, the equity in undistributed income (loss) of
the subsidiary holding company(ies) should be
reported in item 13(c), ‘‘Subsidiary holding company(ies)’’ below.
Line Item 13(c) Subsidiary holding company(ies).
This item is to be reported only by those holding
companies that are tiered holding companies.
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Schedule SI

Report the amount of the reporting parent holding company’s proportionate interest in the subsidiary holding
company’s net income (loss) as reported separately by
the subsidiary holding company in its FR Y-9SP, Schedule SI, item 14 less the reporting parent holding company’s proportionate share of any dividends declared by
the subsidiary holding company as reported in its FR
Y-9SP under Schedule SI, item 3(a) for the calendar
year-to-date.
Line Item 14 Net income (loss).
Report the sum of items 12, 13(a), 13(b), and 13(c).

Memoranda
Line Item M1 Cash dividends (or non-taxable
distributions) declared by the holding company to
its shareholders.
Report the amount of cash dividends (or non-taxable
distributions) declared by the holding company during
the calendar year-to-date. This includes dividends declared
before but not payable until after the reporting date.
Line Item M2 Does the reporting holding
company have a Subchapter S election in effect for
federal income tax purposes for the current tax
year? (Enter ‘‘1’’ for yes; enter ‘‘0’’ for no.)
Indicate whether the holding company has elected, for
federal income tax purposes, an ‘‘S corporation’’ status,
as defined in Internal Revenue Code Section 1361 as of
the report date. Enter ‘‘1’’ for yes; enter ‘‘0’’ for no. In
order to be an S corporation, the holding company must
have a valid election with the Internal Revenue Service
and obtain the consent of all of its shareholders. In
addition, the holding company must meet specific criteria
for federal income tax purposes at all times during which
the election remains in effect. These specific criteria
include, for example, having no more than 75 qualifying
shareholders and having only one class of stock outstanding.
Line Item M3 Interest expense paid to
special-purpose subsidiaries that issued trust
preferred securities (included in item 7 above).
Report the amount of interest expense as of the year-todate reporting period that has been paid by the parent
holding company on parent company notes held by
special-purpose subsidiaries that have issued ‘‘trust preSI-4

ferred securities.’’ In these transactions, a special-purpose
subsidiary (typically, a trust) of the parent company
issues preferred securities and lends the proceeds of
its issuance to its parent company in exchange for a
deeply subordinated intercompany note from the parent
company.
NOTE: The amount of interest expense paid to specialpurpose subsidiaries that have issued trust preferred
securities reported in this item should also be included as
part of the total amount reported in Schedule SI, item 7,
‘‘Other expenses.’’ See the instructions for Schedule SI,
item 7.
Memorandum item 4 is to be completed by holding
companies that have elected to account for financial
instruments or servicing assets and liabilities at fair
value under a fair value option.
Memoranda item 4 is to be completed by holding companies that have adopted ASC Topic 820, Fair Value
Measurements and Disclosures (formerly FASB Statement No. 157, ‘‘Fair Value Measurements’’), and have
elected to report certain assets and liabilities at fair
value with changes in fair value recognized in earnings
in accordance with U.S. generally accepted accounting
principles (GAAP) (i.e., ASC Subtopic 825-10, Financial
Instruments – Overall (formerly FASB Statement No. 159,
‘‘The Fair Value Option for Financial Assets and Financial Liabilities’’); ASC Subtopic 815-15, Derivatives and
Hedging – Embedded Derivatives (formerly FASB Statement No. 155, ‘‘Accounting for Certain Hybrid Financial
Instruments’’); and ASC Subtopic 860-50, Transfers and
Servicing – Servicing Assets and Liabilities (formerly
FASB Statement No. 156, ‘‘Accounting for Servicing of
Financial Assets’’)). This election is generally referred to
as the fair value option.
If the holding company has elected to apply the fair value
option to interest-bearing financial assets and liabilities,
it should report the interest income on these financial
assets (except any that are in nonaccrual status) and the
interest expense on these financial liabilities for the
year-to-date in the appropriate interest income and interest expense items on Schedule SI, not as part of the
reported change in fair value of these assets and liabilities for the year-to-date. The holding company should
measure the interest income or interest expense on a
financial asset or liability to which the fair value option
has been applied using either the contractual interest
rate on the asset or liability or the effective yield method
FR Y-9SP
Schedule SI June 2018

Schedule SI

based on the amount at which the asset or liability was
first recognized on the balance sheet. Although the use of
the contractual interest rate is an acceptable method
under GAAP, when a financial asset or liability has a
significant premium or discount upon initial recognition,
the measurement of interest income or interest expense
under the effective yield method more accurately portrays
the economic substance of the transaction. In addition, in
some cases, GAAP requires a particular method of
interest income recognition when the fair value option is
elected. For example, when the fair value option has
been applied to a beneficial interest in securitized financial assets within the scope of ASC Subtopic 325-40,
Investments-Other – Beneficial Interests in Securitized
Financial Assets (formerly Emerging Issues Task Force
Issue No. 99-20, “Recognition of Interest Income and
Impairment on Purchased and Retained Beneficial Interests in Securitized Financial Assets”). interest income
should be measured in accordance with the consensus in
this Issue. Similarly, when the fair value option has been
applied to a purchased impaired loan or debt security
accounted for under ASC Subtopic 310-30, Receivables –
Loans and Debt Securities Acquired with Deteriorated
Credit Quality (formerly AICPA Statement of Position

FR Y-9SP
Schedule SI June 2011

03-3, “Accounting for Certain Loans or Debt Securities
Acquired in a Transfer”), interest income on the loan or
debt security should be measured in accordance with this
Subtopic when accrual of income is appropriate. Revaluation adjustments, excluding amounts reported as interest income and interest expense, to the carrying value of
all assets and liabilities reported in Schedule SC at fair
value under a fair value option (excluding servicing
assets and liabilities reported in Schedule SC, item 7,
“Other assets,” and Schedule SC, item 13, “Other
liabilities,” respectively, and trading assets and trading
liabilities reported in Schedule SC, item 7, and Schedule
SC, item 13, respectively) resulting from the periodic
marking of such assets and liabilities to fair value should
be reported as “Other income” in Schedule SI, item 4.
Line Item M4 Net change in fair values of
financial instruments accounted for under a fair
value option.
Report the net change in fair values of all financial
instruments that the holding company has elected to
account for under the fair value option that is included in
item 5, “Total operating income.”

SI-5

LINE ITEM INSTRUCTIONS FOR

Balance Sheet
Schedule SC

For purposes of this report, a savings and loan holding
company should report income from its savings association(s) (as defined in section 238.2 of Regulation LL),
nonbank subsidiary(ies), and subsidiary savings and
loan holding company(ies) following the same guidelines
and accounting rules set forth in these instructions for a
bank holding company.

Line Item 1(b) Balances with unrelated depository
institutions.

Assets

Line Item 2 Securities.

Line Item 1 Cash and due from depository
institutions.

Report in this item the total value of all debt securities
and all equity securities with readily determinable fair
values, other than investments in the bank subsidiary(ies), nonbank subsidiary(ies), associated banks, and
associated nonbank company(ies), held by the respondent parent holding company. Securities designated as
‘‘available-for-sale’’ must be reported at fair value and
securities designated as ‘‘held-to-maturity’’ must be
reported at amortized cost in accordance with ASC Topic
320, Investments–Debt and Equity Securities (formerly
FASB Statement No. 115, Accounting for Certain Investments in Debt and Equity Securities). The net unrealized
holding gains (losses) on available-for-sale securities
must be reported in item 16(d), ‘‘Accumulated other
comprehensive income.’’ The amount reported in item 2
must equal the sum of memoranda items 7(a) through
7(c).

Report in the appropriate item below cash and deposit
balances, both noninterest-bearing and interest-bearing,
due from depository institutions. Balances due from
depository institutions that are subsidiaries or affiliated
institutions should be reported on item 1(a). Balances due
from all other (i.e., unrelated, or third party) depository
institutions should be reported on item 1(b).
Affiliated depository institutions include those institutions that have a direct or indirect relationship with the
reporting parent holding company.
Overdrafts should not be reported in this item. Overdrafts
with subsidiaries or affiliated companies should
be reported under item 14, ‘‘Balances due to subsidiaries
and related institutions.’’ Overdrafts with unrelated or
third party depository institutions should be reported
under item 10(b), ‘‘Other short-term borrowings.’’
Depository institutions include U.S. commercial banks,
savings and loan institutions, mutual savings banks,
foreign banks, and any other similar depository institutions.

Report all currency and coin, demand, time and savings
balances, and other cash items due from, or held with,
unrelated depository institutions.

Exclude equity securities held by the parent holding
company that do not have readily determinable fair
values, which are to be reported in item 7 below.

Line Item 1(a) Balances with subsidiary or
affiliated depository institutions.

Debt securities include, but are not limited to: U.S.
Treasury securities, U.S. Government agency and corporation obligations, commercial paper, securities issued by
states and political subdivisions in the U.S. and notes,
bonds or debentures issued by private corporations.

Report all currency and coin, demand, time and savings
balances, and other cash items due from, or held with,
subsidiary or affiliated depository institutions.

Debt securities must include amortization of premium
and accretion of discount on securities purchased at other
than par or face value (including U.S. Treasury bills).

FR Y-9SP
Schedule SC

June 2018

SC-1

Schedule SC

Equity securities include common stock, perpetual preferred stock, and warrants.
Equity securities owned by a holding company are
defined as available-for-sale securities in accordance
with ASC Topic 320 and must be reported at fair value as
of the report date. The fair value of securities should be
determined, to the extent possible, by timely reference to
the best available source of current market quotations or
other data on relative current value. For example, securities traded on national, regional, or foreign exchanges or
on organized over-the-counter markets should be valued
at the most recently available quotation in the most active
market. Quotations from brokers or others making markets in securities that are neither widely nor actively
traded are acceptable if prudently used. Equity securities
for which fair value is not readily determinable may be
reported at historical cost.
Holding companies that have adopted ASU 2016-13,
which governs the accounting for credit losses, report the
amortized cost net of any applicable allowance for credit
losses.
Line Item 3 Loans and lease financing receivables
(exclusive of loans and lease financing receivables
due from bank(s) and nonbank subsidiaries).
Line Item 3(a) Loans and leases, held for
investment and held for sale.
Loans and lease financing receivables are extensions
of credit resulting from either direct negotiation between
the holding company itself and its borrowing customers
or the purchase of loans and participations in loans from
others. This includes loans and participations in loans
purchased without recourse from the respondent holding
company’s bank subsidiary(ies) or its nonbank subsidiaries. Do not report direct loans or loans purchased with
recourse from bank subsidiary(ies) or nonbank subsidiary(ies) in this item; these loans should be reported in
items 4(c) or 5(c) below, as appropriate.
Report the aggregate book value of all loans and leases
before deduction of the ‘‘Allowance for loan and lease
losses,’’ which is to be reported in item 3(b). The amount
reported should be reported net of unearned income.
Parent holding companies may also report these amounts
net of any allocated transfer risk reserve.
The amount reported in this item should include the
amount reported in memoranda item 5 below that has
SC-2

been lent by the parent holding company to executive
officers and principal shareholders and their related interests, but should exclude amounts reported in memoranda
item 5 that have been lent by a nonbank subsidiary(ies) to
insiders.
Exclude intercompany loans from this item. Loans to the
bank subsidiary(ies) should be reported in item 4(c)
below; loans to the nonbank subsidiary(ies) should be
reported in item 5(c) below. Also exclude all holdings of
commercial paper, which should be reported in item 2
above.
Holding companies that have adopted ASU 2016-13,
which governs the accounting for credit losses, should
not include any allowance for credit losses on loans held
for sale that have been included in Schedule SC, item 3.b,
allowance for loan and lease losses.
Line Item 3(b) Less: Allowance for loan and lease
losses.
Report the allowance for loan and lease losses. The
amount reported should reflect an evaluation by the
management of a holding company of the collectability
of the loan and lease financing receivable portfolios,
including any accrued and unpaid interest. The amount of
the allowance on the balance sheet should be adequate to
absorb anticipated losses.
Holding companies that have adopted ASU 2016-13,
which governs the accounting for credit losses, report the
allowance for credit losses.
Line Item 3(c) Loans and leases, held for
investment, and held for sale, net of the allowance
for loan and lease losses.
Report the amount derived by subtracting item 3(b)
from 3(a).
Line Item 4 Investment in bank subsidiary(ies).
The investment in the bank subsidiary(ies) must be
reported under the equity method of accounting on
the FR Y-9SP. Under the equity method, the original
investment in the bank subsidiary(ies) is recorded at cost
and is adjusted periodically to recognize the holding
company’s share of the earnings or losses of the bank
subsidiary(ies) after the date of the acquisition of the
bank(s) by the holding company. Dividends paid by the
bank(s) and received by the holding company reduce the
amount of the investment while the holding company’s
Schedule SC

FR Y-9SP
June 2021

Schedule SC

share of the undistributed earnings of the bank subsidiary(ies) (reported in Schedule SI, item 13(a)) increases the
amount of the investment in the bank subsidiary(ies) as
reported in the FR Y-9SP.
Holding companies that own shares in an associated bank
or banks (those banks in which the holding company
controls between 20 and 25 percent) should also report
their investment in the equity capital of these banks on
the equity basis of accounting.
Line Item 4(a) Equity investment in bank
subsidiary(ies).
Report the amount of the holding company’s investment
in the book value of the equity capital of the bank
subsidiary(ies) as of the reporting date. This amount
generally should be equivalent to the holding company’s
proportionate interest in the equity capital accounts of the
bank subsidiary(ies) as reported in the bank’s Report of
Condition in Schedule RC-Balance Sheet, item 28. (See
Worksheet for clarification. A worksheet has been
provided to assist in the preparation of the response to
this item.) The holding company, if applicable, should
also include investments in the stock of any associated
banks (those banks in which the holding company controls between 20 and 25 percent).
This item also includes any other equity elements including the net unrealized holding gains (losses) on availablefor-sale securities that are recorded by the bank subsidiary(ies) and associated bank(s) and stock-based employee
compensation expense that has been credited to the
subsidiary’s equity (surplus) as described in ASC Topic
718, Compensation-Stock Compensation (formerly FASB
Statement No. 123(R), Shared-Based Payment).
Line Item 4(b) Goodwill.
Report the amount (book value) of the goodwill associated with the acquisition of the bank subsidiary(ies) that
has not been ‘‘pushed down’’ to the books of the bank
subsidiary(ies) for financial reporting purposes. The
amount of the goodwill associated with investment in the
bank subsidiary(ies) should generally be equivalent to the
difference between the original cost of the shares of
the bank subsidiary(ies) and the book value of the
holding company’s proportionate share of the equity
capital accounts of the bank subsidiary(ies) on the date of
acquisition.
FR Y-9SP
Schedule SC

June 2018

For purposes of this item, any goodwill that has not been
pushed down to the books of the subsidiary bank(s), and
is included in the investment in subsidiary account on
the parent’s books, should be reported in this item.
Any goodwill that has been pushed down to the books
of the subsidiary bank(s) should not be reported separately in this item. The amount pushed down would be
reported in line item 4(a), ‘‘Equity investment in bank
subsidiary(ies).’’
Line Item 4(c) Loans and advances to and
receivables due from bank subsidiary(ies).
Report the total of all loans to the bank subsidiary(ies);
notes, bonds, or subordinated debentures issued by the
bank subsidiary(ies) that are held by the holding company; dividends declared by the bank subsidiary(ies), but
not yet paid; and any other accounts receivable, including
tax receivables, from the bank subsidiary(ies). The
amount reported should include loans and participation in
loans purchased with recourse by the holding company
from the bank subsidiary(ies).
Line Item 5 Investment in nonbank
subsidiary(ies).
The investment in nonbank subsidiary(ies) must also
be reported under the equity method of accounting on
the FR Y-9SP. Under the equity method, the original
investment in the nonbank subsidiary(ies) is recorded at
cost and is adjusted periodically to recognize the holding
company’s share of the earnings or losses of the nonbank
subsidiary(ies) after the date of the acquisition of the
nonbank subsidiary(ies) by the holding company. Dividends paid by the nonbank subsidiary(ies) and received
by the holding company reduce the amount of the
investment, while the holding company’s share of the
undistributed earnings of the nonbank subsidiary(ies)
(reported in Schedule SI, item 13(b)) increases the
amount of the investment in the nonbank subsidiary(ies)
as reported in the FR Y-9SP.
If the reporting holding company is a tiered holding
company, the investment in subsidiary holding company(ies) should be reported in the appropriate subitems 6(a), 6(b), or 6(c).
Line Item 5(a) Equity investment in nonbank
subsidiary(ies).
Report the amount of the holding company’s direct
investment in the book value of the equity capital of the
SC-3

Schedule SC

directly or indirectly held nonbank subsidiary(ies) as of
the reporting date. This amount generally should be
equivalent to the holding company’s proportionate interest in the nonbank subsidiary’s equity capital accounts as
reflected on the financial statements of the nonbank
subsidiary as of the report date. The holding company, if
applicable, should also include investments in the stock
of any associated nonbank company(ies) (those nonbank
company(ies) in which the holding company controls
between 20 and 25 percent, or any nonbank company(ies) over which the holding company exercises significant influence (such as subsidiaries of a lower-tier
holding company, referred to as ‘‘indirect’’ subsidiaries)).
This item also includes any other equity elements including the net unrealized holding gains (losses) on availablefor-sale securities that are recorded by the nonbank
subsidiary(ies) and stock-based employee compensation
expense that has been credited to the subsidiary’s equity
(surplus) as described in ASC Topic 718, CompensationStock Compensation (formerly FASB Statement No.
123(R), Shared-Based Payment).
Line Item 5(b) Goodwill (associated with the
investment in the nonbank subsidiary(ies)).
Report the amount (book value) of the goodwill associated with the acquisition of the nonbank subsidiary(ies)
that has not been ‘‘pushed down’’ to the books of the
nonbank subsidiary(ies) for financial reporting purposes.
The amount of the goodwill should generally be equivalent to the difference between the original cost of the
shares of the nonbank subsidiary(ies) and the book value
of the holding company’s proportionate share in the
interest in the book value of the equity capital accounts of
the nonbank subsidiary(ies) on the date of acquisition.
For purposes of this item, any goodwill that has not been
pushed down to the books of the nonbank subsidiary(ies),
and is included in the investment in subsidiary account
on the parent’s books, should be reported in this item.
Any goodwill that has been pushed down to the books of
the nonbank subsidiary(ies) should not be reported separately in this item. The amount pushed down would be
reported in line item 5(a), ‘‘Equity investment in nonbank
subsidiary(ies).’’
Line Item 5(c) Loans and advances to and
receivables due from nonbank subsidiary(ies).
Report the total of all loans to nonbank subsidiary(ies);
notes, bonds, or subordinated debentures issued by the
SC-4

nonbank subsidiary(ies) that are held by the holding
company; dividends declared by the nonbank subsidiary(ies), but not yet paid; and any other accounts receivable
due from the nonbank subsidiary(ies).
Line Item 6 Investments in subsidiary holding
company(ies).
These items are to be completed only by companies that
have subsidiary holding companies.
The investment in subsidiary holding companies must
be reported under the equity method of accounting on
the FR Y-9SP. Under the equity method, the original
investment in the subsidiary holding company by the
holding company directly owning the shares is recorded
at cost and is adjusted periodically to recognize the
reporting parent holding company’s share of the earnings
or losses of the subsidiary holding company after the date
of the acquisition of the subsidiary holding company by
the reporting parent holding company. Dividends declared
or paid by the subsidiary holding company and received
by the reporting parent holding company reduce the
amount of the investment while the reporting parent
holding company’s share of the undistributed earnings of
the subsidiary holding company (reported in Schedule SI,
item 13(c) increases the amount of the investment in the
subsidiary holding company as reported in the parent
holding company’s FR Y-9SP.
In addition, the reporting parent holding company that
owns shares in an associated lower-tier holding company
(those lower-tier holding companies in which the parent
holding company controls between 20 and 25 percent)
should also report their investment in the equity capital of
these companies on the equity basis of accounting.
Line Item 6(a) Equity investment.
Report the amount of the reporting parent holding company’s investment in the book value of the equity capital
of the subsidiary holding company(ies) as of the reporting date. This amount generally should be equivalent to
the reporting parent holding company’s proportionate
interest in the equity capital accounts of the subsidiary
holding company as reported separately in the subsidiary
holding company’s filing of the FR Y-9SP on Schedule
SC, item 16(f). The reporting parent holding company, if
applicable, should also include investments in the stock
of any associated holding companies (those other holding
Schedule SC

FR Y-9SP
June 2018

Schedule SC

companies in which the reporting parent holding company controls between 20 and 25 percent).
This item also includes any other equity elements including the net unrealized holding gains (losses) on availablefor-sale securities that are recorded by the subsidiary
holding company(ies) and associated holding company(ies) and stock-based employee compensation expense
that has been credited to the subsidiary’s equity (surplus)
as described in ASC Topic 718, Compensation-Stock
Compensation (formerly FASB Statement No. 123(R),
Shared-Based Payment).
Line Item 6(b) Goodwill.
Report the amount (book value) of the goodwill associated with the acquisition of the subsidiary holding company that has not been ‘‘pushed down’’ to the books of
the subsidiary holding company for financial reporting
purposes. The amount of the goodwill associated with
investment in the subsidiary holding company should
generally be equivalent to the difference between the
original cost of the shares of the subsidiary holding
company and the book value of the reporting parent
holding company’s proportionate share of the equity
capital accounts of the subsidiary holding company on
the date of acquisition.
For purposes of this item, any goodwill that has not been
pushed down to the books of the subsidiary holding
company, and is included in the investment in subsidiary
account on the parent’s books, should be reported in this
item. Any goodwill that has been pushed down to the
books of the subsidiary holding company should not be
reported separately in this item. The amount pushed
down would be reported in line item 6(a), ‘‘Equity
investment in subsidiary holding company(ies).’’
Line Item 6(c) Loans and advances to and
receivables due from the subsidiary holding
company.
Report the total of all loans to the subsidiary holding
company; notes, bonds, or debentures issued by the
subsidiary holding company that are held by the reporting parent holding company; dividends declared by the
subsidiary holding company, but not yet paid; and any
other accounts receivable, including tax receivables, from
the subsidiary holding company. The amount reported
should include loans and participations in loans purFR Y-9SP
Schedule SC

June 2019

chased with recourse by the reporting parent holding
company from the subsidiary holding company.
Line Item 7 Other assets.
Report the total value of remaining assets not reported in
the above categories, other than investments in the bank
subsidiary, nonbank subsidiary(ies), associated banks,
and associated nonbank company(ies).
The amount reported in this item should also include the
value of any assets associated with nonbanking activities
that are directly engaged in by the parent holding company.
Holding companies that have adopted ASU 2016-13,
report the amount in this line item net of any applicable
allowance for credit losses.
Include equity securities held by the parent holding
company that do not have readily determinable fair
values.
Also report in this item the amount (book value) of
goodwill that is included on the balance sheet of the
reporting holding company and is not part of the investment in subsidiaries account as reported in items 4(b),
5(b) or 6(b).
Line Item 8 Balances due from related nonbank
companies (other than investments).
This item should be completed only by lower-tier parent
holding companies.
Report in this item all balances due from and extensions
of credit to related nonbank companies (i.e., nonbank
companies directly or indirectly owned by the top-tier
parent holding company, excluding those directly or
indirectly owned by the reporting lower-tier parent holding company). Exclude those balances (including investments) included in items 5 and 6 above. Also exclude
cash and balances due from related depository institutions, which are to be reported in item 1(a) above.
Line Item 9 Total assets.
Report the sum of items 1(a), 1(b), 2, 3(c), 4(a), 4(b),
4(c), 5(a), 5(b), 5(c), 6(a), 6(b), 6(c), 7, and 8.
SC-5

Schedule SC

Liabilities and Equity Capital
Line Item 10 Short-term borrowings.

item the dollar amount outstanding of the long-term debt
guaranteed.

Report in item 10(a) the amount of commercial paper
issued by the parent company only and in item 10(b) the
amount of all other short-term borrowings by the parent
holding company only that mature in one year or less.

Line Item 12 Accrued interest payable.

Line Item 10(a) Commercial paper.

Line Item 13 Other liabilities.

Report in this item commercial paper issued by the parent
company to unrelated parties. Commercial paper consists
of short-term negotiable promissory notes that mature in
270 days or less.

Report the total amount of all other liabilities not reported
under items 10, 11, and 12 above. Exclude balances due
to subsidiaries and related institutions (reported in Schedule SC, items 14(a) or 14(b)).

Line Item 10(b) Other short-term borrowings.

Line Item 14 Balances due to subsidiaries and
related institutions.

Report in this item the amount of all other borrowings by
the parent company only from unrelated third parties that
mature in one year or less. Borrowings that finance the
acquisition of the bank subsidiary that have a “scheduled
debt retirement” exceeding one year should be reported
in item 11 below except for the amount due within one
year, which should be reported in this item.
Overdrafts to cash and due from depository institutions
should be reported in this item.

Report the amount of all interest accrued, but not yet
paid, on the total parent company only borrowings of the
holding company reported in items 10 and 11 above.

Report in this item all balances due to institutions related
to the parent holding company, including short and
long-term borrowings, accrued interest payable, taxes
payable, and any other liabilities due to related institutions.
Where the holding company is a multi-tiered holding
company, ‘‘related institutions’’ include subsidiary holding companies and their direct and indirect subsidiaries.

Short-term borrowing from the subsidiary bank(s) should
be reported in item 14(a) and from the parent holding
company and subsidiary holding company(ies) in
item 14(b) and in Memoranda items 15(a) and 15(b).

When a subsidiary holding company is filing this report,
this item should include all balances due to its parent
company(ies) and the parent’s direct and indirect subsidiaries as well as balances due to the respondent’s direct
and indirect subsidiaries.

Line Item 11 Long-term borrowings (includes
limited-life preferred stock and related surplus).

Exclude subsidiaries of the holding company’s bank
subsidiary, which are reported on the bank’s Reports of
Condition and Income.

Report in this item borrowings by the parent company
only from unrelated third parties that have a maturity or
a “scheduled debt retirement” of greater than one year,
exclusive of amounts due within the year.

Line Item 14(a) Balances due to subsidiary
bank(s).

For purposes of this item, also report the amount of any
outstanding limited-life preferred stock issued by the
holding company. The reported amount should include
any amounts received in excess of its par or stated value.
Limited-life preferred stock is preferred stock that has a
stated maturity date or that can be redeemed at the option
of the holder of the preferred stock.
NOTE: When the parent holding company has explicitly
or implicitly guaranteed the long-term debt of its
Employee Stock Ownership Plan (ESOP), report in this
SC-6

Report in this item all balances due to a bank(s) that is
directly or indirectly owned or controlled by the parent
holding company.
Line Item 14(b) Balances due to nonbank
subsidiaries and related institutions.
Report in this item all balances due to nonbank subsidiaries that are directly or indirectly owned or controlled by
the parent holding company. In addition, for purposes of
this report, include in this item instruments generally
referred to as trust preferred securities that were issued
Schedule SC

FR Y-9SP
June 2013

Schedule SC

out of special purpose entities whereby the proceeds from
the issuance are lent to the reporting parent company.

consolidated subsidiaries’) available-for-sale securities,
net of tax effects, as of the report date.

When the reporting holding company is a multi-tier
organization, nonbank subsidiaries, for purposes of this
item, include any balances due to subsidiary holding
companies of the respondent or due to the parent company(ies) of the respondent.

Also include in this item the unamortized amount of the
unrealized holding gain or loss at the date of transfer of
any debt security transferred into the held-to-maturity
category from the available-for-sale category. See the
instructions for this item on Schedule HC of the FR Y-9C
for further information.

Line Item 15 Not applicable.
Line Item 16 Equity capital.

Line Item 16(e) Other equity capital components.

Line Item 16(a) Perpetual preferred stock
(including related surplus).

Report in this item all other equity capital components
including the total carrying value (at cost) of treasury
stock and unearned Employee Stock Ownership Plan
(ESOP) shares as of the report date.

Report the aggregate par or stated value of outstanding
perpetual preferred stock, including any surplus arising
from any amount received for perpetual preferred stock
in excess of its par or stated value.
Line Item 16(b) Common stock (including related
surplus).
Report the aggregate par or stated value of common stock
issued, including any surplus arising from any amount
received for common stock in excess of its par or stated
value. Also include in this item the amount of stockbased employee compensation expense that has been
credited to equity as described in ASC Topic 718,
Compensation-Stock Compensation (formerly FASB
Statement No. 123(R), Shared-Based Payment).
Line Item 16(c) Retained earnings.
Report in this item all retained earnings.
Line Item 16(d) Accumulated other comprehensive
income.
Report in this item the amount of other comprehensive
income in conformity with the requirements of ASC
Subtopic 220-10, Comprehensive Income – Overall (formerly FASB Statement No. 130, Reporting Comprehensive Income). Accumulated other comprehensive income
includes net unrealized holding gains (losses) on
available-for-sale securities, accumulated net gains
(losses) on cash flow hedges, foreign currency translation
adjustments, and minimum pension liability adjustments.
Net unrealized holding gains (losses) on available-forsale securities is the difference between the amortized
cost and fair value of the reporting holding company’s
(and the holding company’s proportionate share of its
FR Y-9SP
Schedule SC

June 2013

NOTE: When the reporting holding company has included
in item 11 above the ESOP’s long-term debt that it has
explicitly or implicitly guaranteed, include in this item
the dollar amount of the offsetting debit to the liability
recorded by the reporting holding company in connection
with that debt. The amount of unearned ESOP shares
should be reduced as the debt is amortized. Report a total
net debit balance for this line item as a negative amount.
Report in this item as a negative amount notes receivable
that represent a capital contribution and are reported as a
deduction from equity capital in accordance with ASC
Subtopic 505-10, Equity – Overall (formerly EITF Issue
No. 85-1, Classifying Notes Received for Capital Stock)
and SEC Staff Accounting Bulletin No. 107 (Topic 4.E.,
Receivables from Sale of Stock, in the Codification of
Staff Accounting Bulletin). Also report in this item as a
negative amount accrued interest receivable on such
notes receivable that are reported as a deduction from
equity capital in accordance with ASC Subtopic 505-10.
Interest income accrued on such notes receivable should
not be reported as interest income in Schedule SI, but as
additional paid-in-capital in Schedule SC, item 16(a) or
16(b), as appropriate. For further information, see the
FR Y-9C glossary entry for ‘‘capital contributions of
cash and notes receivable’’ and ASC Subtopic 505-10.
Line Item 16(f) Total equity capital.
Report the sum of items 16(a) through 16(e).
Line Item 17 Total liabilities and equity capital.
Report the sum of items 10(a), 10(b), 11, 12, 13, 14(a),
14(b) and 16(f).
SC-7

Schedule SC

Memoranda
These items are to be completed annually only by
top-tier and single-tier holding companies for the
December 31 report date.
Line Item M1 Has the holding company engaged
in a full-scope independent external audit at any
time during the calendar year?
Enter a ‘‘1’’ for yes if the holding company has engaged
in a full-scope independent external audit (in which an
opinion is rendered on their financial statements) at any
time during the calendar year as of the December 31
report date. Also enter a ‘‘1’’ for yes if the holding
company has engaged or begun a full-scope independent
external audit by December 31 that has not yet concluded. Enter a ‘‘0’’ if the response to this question is no.
If the response to this question is yes, the holding
company must complete all of Memoranda item 2 below.
If the response to this question is no, skip Memoranda
item 2.
Line Item M2 If the response to Memoranda item
1 is yes, indicate below the name and address of the
holding company’s independent external auditing
firm, and the name and e-mail address of the
auditing firm’s engagement partner.
Report in memoranda item 2(a) the name and address
(city, U.S. Postal state abbreviation, zip code) of the
holding company’s independent external auditing firm.
An independent auditing firm is a company that provides
full-scope auditing services to the holding company in
which an opinion is rendered on their financial statements. Holding companies that do not have a full-scope
audit conducted of their financial statements do not need
to complete this item.
Report in memoranda item 2(b) the name and e-mail
address of the independent external auditing firm’s
engagement partner (partner in charge of the audit). This

SC-8

contact information is for the confidential use of the
Federal Reserve and will not be released to the public.
Memoranda items 3(a) and 3(b) are to be completed by
holding companies that have elected to account for
financial instruments or servicing assets and liabilities
at fair value under a fair value option.
Memoranda items 3(a) and 3(b) are to be completed by
holding companies that have adopted ASC Topic 820,
Fair Value Measurements and Disclosures (formerly
FASB Statement No. 157, “Fair Value Measurements”),
and have elected to report certain assets and liabilities at
fair value with changes in fair value recognized in
earnings in accordance with U.S. generally accepted
accounting principles (GAAP) (i.e., ASC Subtopic 825-10,
Financial Instruments – Overall (formerly FASB Statement No. 159, “The Fair Value Option for Financial
Assets and Financial Liabilities”); ASC Subtopic 815-15,
Derivatives and Hedging – Embedded Derivatives (formerly FASB Statement No. 155, “Accounting for Certain
Hybrid Financial Instruments”); and ASC Subtopic 86050, Transfers and Servicings – Servicing Assets and
Liabilities (formerly FASB Statement No. 156, “Accounting for Servicing of Financial Assets”). This election is
generally referred to as the fair value option.
Line Item M3 Financial assets and liabilities
measured at fair value under a fair value option.
Line Item M3(a)

Total assets.

Report the total fair value of all assets that the holding
company has elected to account for under the fair value
option that is included in Schedule SC, Balance Sheet.
Line Item M3(b)

Total liabilities.

Report the total fair value of all liabilities that the holding
company has elected to account for under the fair value
option that is included in Schedule SC, Balance Sheet.

Schedule SC

FR Y-9SP
June 2014

LINE ITEM INSTRUCTIONS FOR

Memoranda
Schedule SC-M

Memoranda
Line Item M1 Total consolidated assets of the
holding company.
Report the total consolidated assets of the holding company. Consolidated assets include the assets of the parent
company and any bank and nonbank subsidiaries, excluding intercompany assets. This item is to be reported by all
holding companies filing the FR Y-9SP report. If this
information is not routinely available by the holding
company for internal or other financial reporting purposes, then a reasonable estimate may be provided.
Line Item M2 Holding company (parent company
only) borrowings not held by financial institution(s)
or by insiders (including directors) and their
interests.
Report the amount of both short-term and long-term
borrowings (parent company only) reported in items 10
and 11 above that are not held by financial institutions or
by holding company’s officers, directors, and shareholders and their related interests. For reporting purposes, a
related interest is a company in which an officer, director,
or shareholders controls 25 percent or more of its stock.
Related savings and loan holding companies, for purposes of reporting this item, include any savings and loan
holding company that is more than 25 percent owned or
controlled, directly or indirectly, by top-tier savings and
loan holding company owning or controlling the holding
company submitting this FR Y-9SP. Do not report
borrowings that are held by former shareholders of
the holding company in this item. Also, exclude
limited-life preferred stock reported in item 11 above.
Line Item M3 Treasury stock (report only if the
amount exceeds 5 percent of equity capital).
Report the amount, at cost, of treasury stock held by the
holding company as of the report date. Treasury stock is
FR Y-9SP
Schedule SC-M

December 2020

stock that the holding company has issued and subsequently acquired by purchase or gift, but that has not
been retired or resold. The amount of treasury stock need
only be reported when the carrying value of treasury
stock held is greater than five percent of ‘‘Total equity
capital’’ reported in item 16(f) above. If amount is less
than 5%, leave item blank.
Line Item M4 Amount of nonvoting equity
capital, including related surplus (included in
balance sheet items 16(a), 16(b), 16(c), and 16(d)).
Report the amount of the holding company’s perpetual
preferred stock and common stock (par value), including
related surplus, that does not possess voting rights.
Include in this item the amount of retained earnings and
accumulated other comprehensive income that is claimed
by perpetual preferred and common stock that does not
possess voting rights.
Line Item M5 Total loans from parent holding
company and nonbank subsidiary(ies) to insiders
(excluding directors) and their interest.
Report the total amount of loans and lease financing
receivables that the holding company (reported in item
3(a) above) and any nonbank subsidiary (not reported
above) have extended to officers and shareholders and
their related interests. A related interest is a company in
which the officer or shareholder controls 25 percent or
more of its stock.
Line Item M6

Pledged securities.

Report the amortized cost of all held-to-maturity debt
securities, the fair value of all available-for-sale debt
securities, and the fair value of all equity securities with
readily determinable fair values not held for trading held
by the reporting holding company (parent company only)
that are pledged to secure deposits, repurchase transactions, or other borrowings (regardless of the balance of
SC-M-1

Schedule SC-M

liabilities against which the securities are pledged), as
performance bonds on futures or forward contracts, or for
any other purpose.
Line Item M7(a) Fair value of securities classified
as available-for-sale in Schedule SC, item 2.
Report in this item the fair value of all securities included
in Schedule SC, item 2, “Securities,” that have been
designated as available-for-sale. The fair value (market
value) of securities should be determined, to the extent
possible, by timely reference to the best available source
of current market quotations or other data on relative
current value. For example, securities traded on national,
regional, or foreign exchanges, or on organized over-thecounter markets should be valued at the most recently
available quotation in the most active market. Quotations
from brokers or others making markets in securities that
are neither widely nor actively traded are acceptable if
prudently used. Unrated debt securities for which no
reliable market price data are available may be valued at
cost adjusted for amortization of premium or accretion of
discount unless credit problems of the obligor or upward
movements in the level of interest rates warrant a lower
estimate of current value. Equity securities that do not
have readily determinable fair values shall be reported at
historical cost. (NOTE: The sum of items 7(a) through
7(c) must equal the total amount reported in Schedule SC, item 2).
Line Item M7(b) Amortized cost of securities
classified as held-to-maturity in Schedule SC,
item 2.
Report in this item the amortized cost of securities
classified as held-to-maturity included in Schedule SC,
item 2. (NOTE: The sum of items 7(a) through 7(c) must
equal the total amount reported in Schedule SC, item 2).
Line Item M7(c) Fair value of equity securities
with readily determinable fair values (included in
Schedule SC, item 2 of the balance sheet)
Report in this item the fair value of equity securities with
readily determinable fair values included in Schedule SC,
item 2. (Note: The sum of items 7(a) through 7(c) must
equal the total amount reported in Schedule SC, item 2.)
Line Item M8(a) Total off-balance-sheet activities
conducted either directly or through a nonbank
subsidiary.
Report the total amount of off-balance-sheet activities
conducted either directly through the holding company or
SC-M-2

conducted through a nonbank subsidiary of the holding
company. Off-balance-sheet activities include unused
commitments, letters of credit, securities lent, spot foreign exchange contracts, and the notional value of derivative contracts. Exclude from this item contingencies
arising in connection with litigation. For a description of
these off-balance-sheet activities refer to the FR Y-9C
line item instructions for Schedule HC-L, Derivatives
and Off-Balance-Sheet Items, and the Glossary entry for
‘‘Derivative Contracts.’’
Also report in this item the outstanding principal amount
of assets serviced, managed or administered either directly
by the holding company or through a nonbank subsidiary.
For common trust funds and collective investment funds
that held for both managed and non-managed participating accounts, report the proportionate share of the assets
of these funds that are held for the participating accounts
that are managed.
Line Item M8(b) Total debt and equity securities
(other than trust preferred securities) outstanding
that are registered with the Securities and Exchange
Commission.
Report the amount of all debt instruments and equity
securities outstanding that are registered with the Securities and Exchange Commission. Report the amounts of
limited-life preferred stock issued and perpetual preferred stock issued inclusive of any amounts received in
excess of its par or stated value. Report the aggregate par
or stated value of common stock issued. For debt instruments, report the amount that is reported on the balance
sheet (i.e., fair value or amortized cost).
Exclude from this item instruments generally referred to
as trust preferred securities. Trust preferred securities are
undated cumulative preferred securities issued out of a
special purpose entity, usually in the form of a trust, in
which a holding company owns all of the common
securities.
Line Item M9 Balances held by the subsidiary
bank(s) due from nonbank subsidiaries of the
parent holding company.
Report in this item any intercompany assets between the
subsidiary bank(s) and the direct and indirect nonbank
subsidiaries of the parent holding company. Exclude
transactions between the bank(s) and its nonbank subsidiaries.
Schedule SC-M

FR Y-9SP
December 2020

Schedule SC-M

Line Item M10 Balances held by the subsidiary
bank(s) due to nonbank subsidiaries of the parent
holding company.
Report in this item any intercompany liabilities between
the subsidiary bank(s) and the direct and indirect nonbank subsidiaries of the parent holding company. Exclude
transactions between the bank(s) and its nonbank subsidiaries.
Line Item M11 Other assets (only report amounts
that exceed 25 percent of Schedule SC, line item 7)
Disclose in memoranda items 11(a) through 11(h) each
component of other assets, and the dollar amount of such
component, that exceeds 25 percent of the amount
reported in Schedule SC, item 7. If the dollar amount of
items 11(a) through 11(h) does not exceed 25 percent of
item 7 in Schedule SC, leave the item blank. Preprinted
captions have been provided for the following categories
of ‘‘Other assets’’:
• M11(a), ‘‘Accounts receivable,’’
• M11(b), ‘‘Income taxes receivable,’’
• M11(c), ‘‘Premises and fixed assets,’’
• M11(d), ‘‘Net deferred tax assets,’’
• M11(e), ‘‘Cash surrender value of life insurance
policies.’’
For other components of ‘‘other assets’’ that exceed the
disclosure threshold, list and briefly describe these components in memoranda items 11(f) through 11(h). The
description of these amounts should not exceed 132 characters in length (including space between words). Report
the dollar amount of each item listed in the column
provided on the right. Any component of other assets that
does not round to one thousand dollars need not be
reported. If there are no reportable amounts for memoranda items 11(f) through 11(h), enter (-0-) in the righthand column of memoranda item 11(f).
Line Item M12 Other liabilities (only report
amounts that exceed 25 percent of Schedule SC, line
item 13)
Disclose in memoranda items 12(a) through 12(g) each
component of other liabilities, and the dollar amount of
such component, that exceeds 25 percent of the amount
reported in Schedule SC, item 13. If the dollar amount of
items 12(a) through 12(g) does not exceed 25 percent of
FR Y-9SP
Schedule SC-M

June 2016

items 13 in Schedule SC, leave the item blank. Preprinted
captions have been provided for the following categories
of ‘‘Other liabilities’’:
• M12(a), ‘‘Accounts payable,’’
• M12(b), ‘‘Income taxes payable,’’
• M12(c), ‘‘Dividends payable,’’
• M12(d), ‘‘Net deferred tax liabilities.’’
For other components of ‘‘other liabilities’’ that exceed
the disclosure threshold, list and briefly describe these
components in memoranda items 12(e) through 12(g).
The description of these amounts should not exceed 132
characters in length (including space between words).
Report the dollar amount of each item listed in the
column provided on the right. Any component of other
liabilities that does not round to one thousand dollars
need not be reported. If there are no reportable amounts
for memoranda items 12(e) through 12(g), enter (-0-) in
the right-hand column of memoranda item 12(e).
Line Item M13 Notes payable to special-purpose
subsidiaries that issued trust preferred securities
(included in Schedule SC, item 14(b)).
Report the outstanding amount of notes payable by the
parent holding company to special-purpose subsidiaries
that have issued ‘‘trust preferred securities.’’ Exclude
from this item any portion of the notes payable that does
not directly relate to the amount of trust preferred
securities issued such as the amount relating to the
common stock of the special purpose subsidiary. In these
transactions, a special purpose subsidiary (typically, a
trust) of the parent company issues preferred securities
and lends the proceeds of its issuance to its parent
company in excange for deeply subordinated intercompany note from the parent company.
NOTE: The amount of notes payable to special-purpose
subsidiaries that have issued trust preferred securities
reported in this item should also be included as part of the
total amount reported in Schedule SC, item 14(b),‘‘Balances due to nonbank subsidiaries and related institutions.’’ See the instructions for Schedule SC, item 14(b).
Line Item M14 Have all changes in investments
and activities been reported to the Federal Reserve
on the holding company Report of Changes in
Organizational Structure (FR Y-10)?
This item is to be completed by the top-tier holding
company (and single-tier holding companies). The toptier holding company must not leave this item blank.
SC-M-3

Schedule SC-M

A lower-tier holding company filing this report should
leave this item blank.

Line Item M16(b) From subsidiary holding
company(ies).

Enter a “1” for yes if the top-tier holding company has
submitted all changes, if any, in its investments and
activities on the FR Y-10. If the top-tier holding company
had no changes in investments and activities and therefore was not required to file a FR Y-10, also enter a “1” in
this item. Enter a ‘‘0’’ for no if it has not yet submitted all
changes to investments and activities on the FR Y-10.
The name of the holding company official responsible for
verifying that the FR Y-10 has been completed should be
typed or printed on the line provided whether the answer
is ‘‘yes,’’ or ‘‘no.’’ In addition, enter the area code and
phone number of the official responsible for verifying the
FR Y-10.

Report the amount of borrowings by the reporting parent
holding company from the subsidiary holding company(ies) that have a maturity or a ‘‘scheduled debt retirement’’ of greater than one year, exclusive of amounts due
within the year.

Line Item M15 Short-term borrowings included in
balance sheet item 14(b).

Line Item M17 To be completed only by the
top-tier holding company for its consolidated
nonbank and thrift subsidiaries.
This item is to be completed only by the top-tier parent
holding company (and single-tier holding companies)
that files the FR Y-9SP. Lower-tier holding companies
that file this report should leave memorandum
items 17(a) through 17(f) blank.

Items M15(a) and M15(b) are to be completed only by
tiered holding companies.

A savings and loan holding company should not include
its consolidated savings association (as defined in Regulation LL) in items 17(a) through 17(f).

Line Item M15(a) From parent holding
company(ies).

If the top-tier parent holding company is an ESOP, then
the lower-tier parent holding company should report in
memorandum items 17(a) through 17(f).

Report the amount of borrowings by the reporting holding company from its direct and indirect parent holding
company(ies) that mature in one year or less.
Line Item M15(b) From subsidiary holding
company(ies).
Report the amount of borrowings by the reporting parent
holding company from the subsidiary holding company(ies) that mature in one year or less.
Line Item M16 Long-term borrowings included in
balance sheet item 14(b).
Items M16(a) and M16(b) are to be completed only by
tiered holding companies.
Line Item M16(a) From parent holding
company(ies).
Report the amount of borrowings by the reporting holding company from its direct and indirect parent holding
company(ies) that have a maturity or a ‘‘scheduled debt
retirement’’ of greater than one year, exclusive of amounts
due within the year.
SC-M-4

For bank holding companies the term ‘‘subsidiary,’’ is
defined by Section 225.2 of Federal Reserve Regulation Y, which generally includes companies 25 percent or
more owned or controlled by another company. For
savings and loan holding companies the term ‘‘subsidiary,’’ is defined by Section 238.2 of Federal Reserve
Regulation LL, which generally includes companies more
than 25 percent owned or controlled by another company.
However, for purposes of this reporting item, the term
‘‘subsidiary’’ includes only companies in which the
holding company directly or indirectly owns or controls more than 50 percent of the outstanding voting
stock, and these companies would be consolidated
using generally accepted accounting principles for
financial reporting purposes.
Nonbank subsidiaries, for purposes of this reporting item,
include but are not limited to: securities brokerage and
underwriting firms (including Section 20 subsidiaries);
federal savings associations, federal savings banks and
thrift institutions (including any thrift institution filing
the Thrift Financial Report); depository institutions (other
than U.S. banks); industrial banks that do not file the
commercial bank Reports of Condition and Income with
Schedule SC-M

FR Y-9SP
June 2013

Schedule SC-M

the federal banking agencies; Edge and Agreement corporations and their subsidiaries that are not held through
a bank subsidiary; industrial loan companies; venture
capital corporations; leasing companies; bank premises
subsidiaries; mortgage banking companies; consumer
finance companies; sales finance companies; acceptance
corporations; factoring companies; insurance brokerage
and insurance underwriting companies; small business
investment companies; data processing and information
services companies; nondepository trust companies; management consulting companies; courier service companies; companies that print or sell MICR encoded items;
financial and investment advisory companies; credit
bureaus; collection agencies; real estate settlement companies. For savings and loan holding companies, this
definition of nonbank subsidiary excludes federal
savings associations, federal savings banks, and thrift
institutions.

Enter “zero” if the reporting top-tier holding company
does not have any nonbank subsidiary assets to report.

For purposes of this reporting item, foreign nonbank
subsidiaries include those subsidiaries that meet the
definition of a nonbank subsidiary provided above that
would be consolidated using generally accepted accounting principles for financial reporting purposes, but are not
domiciled in the U.S. In addition, Edge and Agreement
corporations and their subsidiaries that are not held
through a bank subsidiary should be reported as foreign
nonbank subsidiaries.

Line Item M17(b) Total combined loans and leases
of nonbank subsidiaries.

Nonbank subsidiaries exclude all banks (including commercial, savings and industrial banks that file the commercial bank Reports of Condition and Income) and their
subsidiaries; Edge and Agreement corporations and their
subsidiaries that are held through a bank subsidiary.

Exclude balances due from related institutions on the
books of nonbank subsidiaries of the reporting holding
company (e.g., loans to the parent holding company).
Report such balances in item 17(a).

All intercompany assets among the nonbanking subsidiaries should be eliminated, but assets with the reporting
holding company and with subsidiary banks should be
included. For example, eliminate the loans made by one
nonbank subsidiary to a second nonbank subsidiary, but
do not eliminate loans made by one nonbank subsidiary
to the parent holding company or a subsidiary bank.
Include the combined assets of inactive nonbanking
subsidiaries to the extent that the top-tier holding company directly or indirectly owns or controls more than
50 percent of the outstanding voting stock, and these
companies would be consolidated using generally
accepted accounting principles for financial reporting
purposes.
FR Y-9SP
Schedule SC-M

June 2013

Line Item M17(a) Total combined nonbank assets
of nonbank subsidiaries.
Report the dollar amount of the reporting holding company’s total combined nonbank assets of nonbank subsidiaries. Nonbank assets include the assets of all foreign
and domestic nonbank subsidiaries (as defined below)
and their majority-owned direct and indirect subsidiaries.
The top-tier parent holding company should report in this
item all assets of nonbank subsidiaries, whether held
directly or indirectly or held through lower-tier holding
companies. The lower-tier parent holding company in a
multi-tier holding company who files this report (FR Y9SP) should leave memorandum items 17(a) through
17(f) blank.

Report the dollar amount of total combined loans and
leases on the books of nonbank subsidiaries of the
reporting holding company even if on the report date they
are past due and collection is doubtful. Nonbank loans
and leases include the loans and leases of all foreign and
domestic nonbank subsidiaries (as defined above) and
their majority-owned direct and indirect subsidiaries.

Exclude any loans or leases the subsidiaries have sold or
charged off. Report the combined book value of all loans
and leases before deduction of the allowance for loan and
lease losses. The amount should be reported net of
unearned income (to the extent possible), and deposits
accumulated for the payment of personal loans (hypothecated deposits).
Line Item M17(c) Total aggregate operating
revenue of nonbank subsidiaries.
Report the dollar amount of total aggregate operating
revenue of nonbank subsidiaries of the reporting holding
company. Nonbank operating revenue includes the operating revenue of all foreign and domestic nonbank subsidiaries (as defined above) and their majority-owned
direct and indirect subsidiaries. Operating revenue is
SC-M-5

Schedule SC-M

defined as the sum of total interest income and total
noninterest income (before deduction of expenses and
extroaordinary items).
Line Item M17(d) Total combined thrift assets
included in M17(a). (To be completed only by the
top-tier bank holding company)
Report the dollar amount of combined assets of federal
savings associations, federal savings banks and thrift
subsidiaries that are included in the amount reported in
line item 17(a) above. Enter ‘‘zero’’ if the reporting
top-tier bank holding company does not have any thrift
assets to report.
Line Item M17(e) Number of nonbank
subsidiaries included in M17(a).
Report the number of nonbank subsidiaries that have
been included in the total combined nonbank subsidiary
assets reported in item 17(a) above. Enter ‘‘zero’’ if the
reporting top-tier holding company does not have any
nonbank subsidiaries.
Line Item M17(f) Number of thrift subsidiaries
included in M17(d). (To be completed only by the
top-tier bank holding company)
Report the number of federal savings associations, federal savings banks and thrift subsidiaries that are included
in the total combined nonbank subsidiary assets reported
in line item 17(d) above. Enter ‘‘zero’’ if the reporting
top-tier bank holding company does not have any thrift
subsidiaries to report.

Information related to the filing of the
FR Y-12 report (Memoranda Line Items 18,
19, 20(a), 20(b))
Line items 18 and 19 will be used to determine if the
reporting holding company must complete the Consolidated Holding Company Report of Equity Investments in
Nonfinancial Companies (FR Y-12). In a multi-tiered
organization with one or more holding companies, only
the top-tier holding company should complete items 18
and 19 on a consolidated basis. However, if a lower-tier
holding company is functioning as the consolidated
top-tier reporter for other financial reports (for example,
when the top-tier is a non-U.S. holding company, ESOP,
or limited partnership), this lower-tier holding company
SC-M-6

should complete memoranda items 18 and 19 on a
consolidated basis.
Items 20(a) and 20(b) are to be completed by all holding companies that are not required to file the FR Y-12.
Line Item M18 Does the holding company hold,
either directly or indirectly through a subsidiary or
affiliate, any nonfinancial equity investments within
a Small Business Investment Company (SBIC)
structure, or under section 4(c)(6) or 4(c)(7) of the
Bank Holding Company Act, or pursuant to the
merchant banking authority of section 4(k)4(H) of
the Bank Holding Company Act, or pursuant to the
investment authority granted by Regulation K?
Enter a “1” if the answer to this question is yes. Enter a
“0” if the response to this question is no.
If the answer to this question is no, your organization
does not need to complete the FR Y-12. Skip item 19 and
proceed to items 20(a) and 20(b). If the answer to this
question is yes, proceed to item 19 below.
For purposes of this question, an equity investment refers
to common stock, partnership interests, convertible preferred stock, convertible debt, and warrants, options, and
other rights that give the holder the right to acquire
common stock or instruments convertible into common
stock. An equity investment does not include any position or security held in a trading account in accordance
with applicable accounting principles and as part of an
underwriting, market making or dealing activity.
A nonfinancial equity investment means an equity investment made by the holding company or any of its subsidiaries (including all U.S. offices, International Banking
Facilities, foreign branches, branches in Puerto Rico and
U.S. territories and possessions, and majority-owned
bank and nonbank domestic and foreign subsidiaries,
including Edge and agreement subsidiaries, domestic
nonbanking subsidiaries, and small business investment
companies (SBICs)):
• pursuant to the merchant banking authority of section
4(k)(4)(H) of the BHC Act (12 U.S.C. 1843(k)(4)(H))
and subpart J of the Board’s Regulation Y,
• under section 4(c)(6) or 4(c)(7) of the BHC Act (12
U.S.C. 1843(c)(6) and (c)(7)) in a nonfinancial company (as defined below) or in a company that makes
investments in nonfinancial companies,
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FR Y-9SP
June 2013

Schedule SC-M

• investments made through a SBIC that is consolidated
with the holding company or subsidiary, or in an SBIC
that is not consolidated, under section 302(b) of the
Small Business Investment Act of 1958,

Line Item M20(a) Has the holding company sold or
otherwise liquidated its holding of any nonfinancial
equity investment since the previous reporting
period?

• in a nonfinancial company under the portfolio investment provisions of the Board’s Regulation K (12 CFR
211.8(c)(3), or

Enter a “1” if the answer to this question is yes. Enter a
‘‘0’’ if the response to this question is no. See the
instructions for item 18 above for the definition of
nonfinancial equity investment.

• in a nonfinancial company under section 24 of the
Federal Deposit Insurance Act (12 U.S.C. 1831a).
This question does not apply to equity investments that
a holding company or any of its subsidiaries may make
under other legal authorities. For example, this question
does not apply to nonfinancial investments made by an
insurance company subsidiary of a financial holding
company under section 4(k)(4)(I) of the Bank Holding
Company Act (12 U.S.C. 1843(k)(4)(I)). Also, this question does not apply to DPC investments.
A nonfinancial company is a company that is engaged in
any activity that has not been determined to be financial
in nature or incidental to a financial activity under
section 4(k) of the Bank Holding Company Act (12 U.S.C.
1843(k)).
Line Item M19 Do your aggregate nonfinancial
equity investments equal or exceed (on an
acquisition cost basis) 10 percent of the holding
company’s total capital as of the report date?
Enter a “1” if the answer to this question is yes. Enter a
‘‘0’’ if the response to this question is no. If the answer to
both item 18 and item 19 is yes, your organization must
complete the FR Y-12. Skip items 20(a) and 20(b), and
proceed to item 21 below. If the answer to either item 18
or item 19 is no, your organization does not need to
complete the FR Y-12. Proceed to items 20(a) and 20(b)
below.
See the instructions for item 18 above for the definition
of nonfinancial equity investment.
Acquisition cost is the amount paid by the holding
company for the nonfinancial equity investment when it
was acquired.
Total capital is the amount reported in Schedule SC,
Balance Sheet, item 16(f).
Items 20(a) and 20(b) are to be completed by all holding
companies that are not required to file the FR Y-12.
FR Y-9SP
Schedule SC-M

June 2013

Line item M20(b) Does the holding company
manage any nonfinancial equity investments for the
benefit of others?
Enter a “1” if the answer to this question is yes. Enter a
‘‘0’’ if the response to this question is no.
This item applies to all holding companies that do not file
the FR Y-12 report that manage nonfinancial equity
investments for others by serving as a general partner in a
limited partnership or performing a similar function in a
private equity fund. These investments are not owned by
the holding company and are not consolidated in the
holding company’s financial statements. Exclude investments managed through a bank trust department in a
fiduciary capacity. See the instructions for item 18 above
for the definition of nonfinancial equity investment.
Line Item M21 Net assets of broker–dealer
subsidiaries engaged in underwriting or dealing
securities pursuant to Section 4(k)(4)(E) of the Bank
Holding Company Act as amended by the
Gramm–Leach–Bliley Act.
This item is to be completed only by the top-tier financial holding company in a multi-tiered organization
(and single-tiered financial holding companies). A
financial holding company is a U.S. holding company
that has submitted a declaration to become a financial
holding company with the appropriate Federal Reserve
Bank and whose declaration has been determined to be
effective as of the reporting period (e.g., June 30 or
December 31).
Report the total net assets of all broker–dealer subsidiaries engaged in underwriting or dealing securities pursuant to Section 4(k)4(E) of the Bank Holding Company
Act as amended by the Gramm–Leach–Bliley Act. The
definition of assets generally corresponds to Schedule
SC-M, line 1. Include both domestic and foreign subsidiaries that are owned by the financial holding company.
Exclude from this item intercompany assets and claims
SC-M-7

Schedule SC-M

on affiliates that are eliminated when preparing consolidated financial statements for the financial holding company. Also exclude any subsidiaries that are held through
a U.S. depository institution.
Line Item M22 Net assets of subsidiaries engaged
in insurance or reinsurance underwriting pursuant
to Section 4(K)(4)(B) of the Bank Holding Company
Act as amended by the Gramm—Leach—Bliley Act
and (12 U.S.C. § 1843(k)(4)(B)).
This item is to be completed only by the top-tier financial holding company in a multi-tiered organization
(and single-tiered financial holding companies) and
includes only newly authorized insurance underwriting
activities permitted under the Gramm–Leach–Bliley
Act. A savings and loan holding company that wishes to
engage in financial holding company activities must
have an effective election to be treated as a financial
holding company or conducts activities under section
10(c)(2)(H)(i)
of
the
HOLA
(12
U.S.C.
1467a(c)(2)(H)(i)), section 10(c)(2)(B) of the HOLA (12
U.S.C. 1467a(c)(2)(B)), and section 10(c)(2)(F)(ii) of
the HOLA (12 U.S.C. 1467a(c)(2)(F)(ii)). See section
238 Subpart G of Regulation LL. A financial holding
company is a U.S. holding company that has submitted a
declaration to become a financial holding company with
the appropriate Federal Reserve Bank and whose declaration has been determined to be effective as of the
reporting period (e.g., June 30 or December 31). Report
the total net assets for subsidiaries engaged in insurance
or reinsurance underwriting pursuant to Section
4(K)(4)(B) of the Bank Holding Company Act as amended
by the Gramm—Leach—Bliley Act. The definition of
assets generally corresponds to Schedule SC-M,
item 16(b). Include both domestic and foreign subsidiaries that are owned by the financial holding company.
Exclude from this item:
(1) intercompany assets and claims on affiliates that are
eliminated when preparing consolidated financial
statements for the financial holding company,
(2) subsidiaries that engage solely in underwriting creditrelated insurance that was permissible for holding
companies to engage in prior to the Gramm–Leach–
Bliley Act under Section 225.23(b)(11)(I) of Regualtion Y, and
(3) subsidiaries that are principally engaged in insurance
agency activities.
SC-M-8

Line Item 23 Issuances associated with the U.S.
Department of Treasury Capital Purchase Program.
Under the U.S. Department of Treasury Capital Purchase
Program (CPP), the Treasury provides capital to participating holding companies by purchasing newly issued
senior perpetual preferred stock and warrants to purchase
common stock, depending on whether the holding company’s common stock is ‘‘publicly traded.’’ For such
holding companies that are not publicly traded, the
Treasury Department immediately exercises the warrants
for senior perpetual preferred stock (“warrant preferred
stock”). This perpetual preferred stock and warrant preferred stock is senior to the holding company’s common
stock and on par with the issuer’s existing preferred shares.
Line Item 23(a) Senior perpetual preferred stock
or similar items.
Report the carrying amount of all senior perpetual preferred stock and all warrant preferred stock issued to the
U.S. Department of Treasury (included in Schedule SC, item
16(a), “Perpetual preferred stock (including related surplus).”
Line Item 23(b) Warrants to purchase common
stock or similar items.
Report the carrying amount of all warrants issued to the
U.S. Department of Treasury to purchase common stock
of the holding company that is included in equity capital
on the balance sheet (included in Schedule SC-M, item
16(b), ‘‘Common stock (including related surplus),’’ or
Schedule SC, item 13, ‘‘Other liabilities.’’)
Warrants issued by a publicly traded holding company
should be included in equity capital on the balance sheet
provided the holding company has sufficient authorized
but unissued shares of the common stock to allow
exercise of the warrants and any other necessary shareholder approvals have been obtained. If the holding
company does not have required shareholder approval,
including shareholder approval for sufficient authorized
but unissued shares of the common stock subject to the
warrants that may be required for settlement, the warrants may be included in equity capital on the balance
sheet provided that the holding company takes the necessary action to secure sufficient approvals prior to the end
of the fiscal quarter in which the warrants are issued.
Warrants that are not eligible to be classified as equity
capital should be reported as other liabilities on the
balance sheet.

Schedule SC-M

FR Y-9SP
June 2013

LINE ITEM INSTRUCTIONS FOR

Notes to the Parent Company Only
Financial Statements for Small Holding
Companies
FR Y-9SP

This section has been provided to allow small holding companies to provide
additional explanations of the content of specific items in the parent company
only financial statements. The reporting holding company should include any
transactions reported on the Income Statement and Balance Sheet that it wishes
to explain or that have been separately disclosed in the holding company’s
quarterly reports to its shareholders, in its press releases, or in its quarterly
reports to the Securities and Exchange Commission (SEC).
Report in the space provided the schedule and line item for which the holding
company is specifying additional information, a description of the transaction
and, in the column provided, the dollar amount associated with the transaction
being disclosed.

FR Y-9SP
Notes June 2013

SP Notes-1

Worksheet
For the Y-9SP, Income Statement, Item 1(a),
‘‘Dividends from Bank Subsidiary(ies)’’
(1)

Copy the amount of the cash dividends declared by the bank subsidiary from its
Consolidated Report of Income (FFIEC 031 or FFIEC 041), Schedule RI-A,
items 8 and 9, ‘‘Cash dividends declared on preferred stock’’ and ‘‘Cash
dividends declared on common stock.’’

(2)

Determine the holding company’s percentage ownership in the subsidiary bank
specified in (1) above.

(3)

%

Multiply (1) times (2) above. (This amount should be equal to the holding
company’s dividends from the bank subsidiary, item 1 on the Income Statement
of the FR Y-9SP if the holding company has only one bank subsidiary.)

This worksheet may be completed at the holding company’s option. It is not to be submitted with the
FR Y-9SP.

FR Y-9SP
Worksheet June 2013

WKSH-1

Worksheet
For the Y-9SP, Income Statement, Item 13(a),
‘‘Equity in Undistributed Income (Loss) of Bank Subsidiary(ies)’’
(1)

Copy the amount in the bank subsidiary’s Consolidated Report of Income
(FFIEC 031 or FFIEC 041), Schedule RI, item 12, ‘‘Net Income.’’

(2)

Determine the holding company’s percentage ownership in the subsidiary bank
specified in (1) above.

(3)

Multiply (1) times (2) above. (This amount should be the equal to the holding
company’s equity in the net income of the bank subsidiary specified in
(1) above.

(4)

Copy the amount reported on item 1 on the Income Statement of the FR Y-9SP
‘‘Dividends from bank subsidiary(ies). (See attached worksheet for procedure to
calculate such dividends.)

(5)

Subtract (4) from (3). (This amount generally is the amount that should be
reported on the FR Y-9SP in item 13(a), ‘‘Equity in undistributed income (loss)
of bank subsidiary(ies).’’)

%

If audit adjustments from either internal or external auditors, or from an inspection have been made to the
subsidiary bank’s financial statements and these adjustments restate the bank subsidiary’s statements, the
amount copied in (1) above should be the restated amount.
If the bank subsidiary(ies) has issued preferred stock, the holding company should contact the Reserve
Bank with which it files the FR Y-9SP for assistance in the calculation.
This worksheet may be completed at the holding company’s option. It is not to be submitted with the
FR Y-9SP.

WKSH-2

FR Y-9SP
Worksheet June 2018

Worksheet
For the Y-9SP, Balance Sheet, Item 4(a),
‘‘Equity Investment in Bank Subsidiary(ies)’’
(1)

Copy the amount of ‘‘Total equity capital’’ reported on the Consolidated Report
of Condition (FFIEC 031 or FFIEC 041), Schedule RC, Balance Sheet, item
27(a), for the holding company’s bank subisidiary.

(2)

Determine the holding company’s percentage ownership in the subsidiary bank
specified in (1) above.

(3)

%

Multiply (1) times (2) above. (This amount generally should be the amount that
is reported on item 4(a) of the FR Y-9SP when the holding company has only
one bank subsidiary.)

If audit adjustments from either internal or external auditors, or from an inspection have been made to the
subsidiary bank’s financial statements and these adjustments restate the bank subsidiary’s statements, the
amount copied in (1) above should be the restated amount.
If the bank subsidiary(ies) has issued preferred stock, the holding company should contact the Reserve
Bank with which it files the FR Y-9SP for assistance in the calculation.
This worksheet may be completed at the holding company’s option. It is not to be submitted with the
FR Y-9SP.

FR Y-9SP
Worksheet June 2013

WKSH-3