FR Y-12 Reporting: Thresholds, Schedules and the 45-Day Deadline

A top-tier U.S. holding company that files the FR Y-9C owes the Federal Reserve Board an FR Y-12 report within 45 calendar days of each quarter-end once its aggregate nonfinancial equity investments equal or exceed the lesser of $100 million or 10 percent of consolidated Tier 1 capital. FR Y-12 reporting, the Consolidated Holding Company Report of Equity Investments in Nonfinancial Companies, has run since the Board instituted it in September 2001, and a top-tier FR Y-9SP filer reports semiannually once the same investments equal or exceed 10 percent of total capital. Both tests run on acquisition cost, and the aggregate counts unfunded commitments as well as money already paid in.

The report has four schedules. The panel is small: the Board’s 2023 burden estimate counted 23 quarterly and 8 semiannual filers on June 2022 data, and 23 financial holding companies filing the companion FR Y-12A on long-held merchant banking investments on December 2021 data.

Related reading: FR Y-9C Reporting: An 8% CBLR and a Four-Quarter Grace Period

Filing summary

Legal basis: BHC Act section 5(c), HOLA, Dodd-Frank section 165 and Regulation YY

Page 1 of the form states that the report is required by law under section 5(c) of the Bank Holding Company Act (12 U.S.C. 1844(c)), section 10 of the Home Owners’ Loan Act (12 U.S.C. 1467a(b)), section 165 of the Dodd-Frank Act (12 U.S.C. 5365) and section 252.153(b)(2) of Regulation YY. The collection runs under OMB control number 7100-0300, which it shares with the FR Y-12A, and the Board’s supporting statement describes the obligation to respond as mandatory.

The 2023 supporting statement maps each authority to a filer type. Bank holding companies report under section 5(c) of the BHC Act (12 U.S.C. 1844(c)(1)(A)) and savings and loan holding companies under section 10(b)(2) of HOLA (12 U.S.C. 1467a(b)(2)). U.S. intermediate holding companies (IHCs) report under section 5(c) together with sections 102(a)(1) and 165 of the Dodd-Frank Act: the foreign parent of an IHC is treated as a bank holding company for purposes of the BHC Act and section 165, and section 5(c) lets the Board require reports from a bank holding company’s subsidiaries. Regulation YY adds a direct hook, because 12 CFR 252.153(b)(2) requires each U.S. intermediate holding company to submit information in the manner and form prescribed by the Board.

The authority an investment was made under decides whether it belongs in the report. The instructions define a nonfinancial equity investment as an equity investment made by the holding company or any of its subsidiaries through one of five routes:

• the merchant banking authority of section 4(k)(4)(H) of the BHC Act and subpart J of Regulation Y;
• section 4(c)(6) or 4(c)(7) of the BHC Act, in a nonfinancial company or in a company that makes investments in nonfinancial companies, including mutual funds that hold equity investments;
• a Small Business Investment Company (SBIC), whether or not it is consolidated, under section 302(b) of the Small Business Investment Act of 1958;
• the portfolio investment provisions of Regulation K (12 CFR 211.8(c)(3));
• section 24 of the Federal Deposit Insurance Act (12 U.S.C. 1831a).

The glossary defines a nonfinancial company as one engaged in an activity that has not been determined to be financial in nature or incidental to a financial activity under section 4(k) of the BHC Act, with telecommunications, health care, entertainment, transportation and manufacturing as its examples. An equity investment covers common stock, partnership interests, convertible preferred stock, convertible debt, and warrants, options and other rights to acquire common stock. The instrument-side carve-out is narrow, and the instructions word it two ways: the Scope section excludes only equity securities held in a trading account that are short-term in nature, meaning managed or purchased with the intent to sell in relation to short-term price movements, while the glossary excludes positions held in a trading account on a short-term basis as part of underwriting, market-making or dealing activity. Every other nonfinancial equity investment is reported wherever it sits on the balance sheet.

The purpose statement explains why the Board wants the data between examinations. The report gives more timely information than periodic supervisory reviews of this business line and helps identify institutions that are significantly changing their risk profile in it or devoting significant resources to it.

Who must report the FR Y-12: two thresholds keyed to the FR Y-9 report

The filing test depends on which FR Y-9 report the top-tier holding company files. Under the FR Y-9 instructions, a holding company with total consolidated assets of $3 billion or more files the consolidated FR Y-9C quarterly, and one below $3 billion files the parent-only FR Y-9SP semiannually, although a Reserve Bank may require a smaller holding company to file the FR Y-9C to meet supervisory needs.

Sources: FR Y-12 instructions, Who Must Report; FR Y-9C instructions, Schedule HC-M; FR Y-9SP instructions, Schedule SC-M.

Unfunded commitments count toward the threshold

Footnote 2 of the instructions carries the detail most likely to move a firm across the line: the aggregate includes both the funded and the unfunded amount of commitments in the acquisition cost. The 2023 revision wrote this in, describing the aggregate as including investments the holding company has made or has committed to make in the future. Schedule A, column A, reports what was actually paid, and unused commitments appear separately as an off-balance-sheet amount in Schedule B, memorandum item 1. Where a holding company has unfunded commitments, the scope test therefore runs on a larger number than the Schedule A total.

The screening questions on the FR Y-9

The holding company answers the test itself, on its FR Y-9 report. On the FR Y-9C, Schedule HC-M item 18 asks whether aggregate nonfinancial equity investments equal or exceed the lesser of $100 million or 10 percent of Tier 1 capital, and the instructions state that a yes to both item 17 and item 18 means the organization must complete the FR Y-12. If the answer to either is no, it does not. On the FR Y-9SP, Schedule SC-M item 18 asks whether the holding company holds, directly or indirectly through a subsidiary or affiliate, nonfinancial equity investments under the listed authorities, and item 19 applies the 10 percent of total capital test; two yes answers again trigger the report.

The FR Y-9SP question text names four routes: SBIC structures, section 4(c)(6) or 4(c)(7), merchant banking and Regulation K. The definition printed beneath it adds the fifth, section 24 of the FDI Act. A small holding company whose only qualifying investments were made under section 24 has to reconcile the narrower question with the wider definition, and the instructions do not address the gap.

Consolidation level and tiered groups

Only the top tier files, on a consolidated basis, using the consolidation rules of its FR Y-9C or FR Y-9SP: subsidiaries are consolidated as in the holding company’s annual reports to the SEC or, for non-SEC filers, under GAAP, which generally means any company in which it owns more than 50 percent of the outstanding voting stock. A lower-tier holding company files instead when it functions as the consolidated top-tier reporter for other financial reports, for example where the top tier is a non-U.S. holding company, an ESOP or a limited partnership. A domestic holding company is one incorporated in one of the 50 States, the District of Columbia, Puerto Rico or a U.S. territory or possession.

That definition fixes the position of foreign banking organizations. The purpose statement names U.S. intermediate holding companies among the holding companies the report monitors, while the foreign parent above an IHC is incorporated abroad and falls outside the domestic definition. Our FR Y-7Q reporting guide covers the capital and asset report filed at the foreign parent level.

Securities holding companies file the FR Y-9 series, yet the FR Y-12 purpose statement names only bank holding companies, savings and loan holding companies and IHCs. The Board’s 2020 supporting statement records why it chose not to add supervised securities holding companies to the panel: they are not subject to the nonbanking-activity restrictions that limit other holding companies’ investments, so their FR Y-12 data would be of limited use and not comparable with the rest.

What the report contains: Schedules A to D, five column types and the memoranda

The form has a signed cover page and four schedules, all in thousands of U.S. dollars, with each cell carrying an MDRM code under the BHEI prefix.

Source: FR Y-12 form, pages 2 to 4.

Five column definitions

Acquisition cost (column A) is the amount paid for the investment when it was acquired, adjusted only for permanent writedowns and partial returns of capital; the glossary excludes temporary impairment writedowns, amortization of discounts or premiums and fair value adjustments. Column B takes the unrealized holding gains (losses) on equity securities not held for trading that are reported in net income on the FR Y-9C or FR Y-9SP, and every holding company must complete it, because all institutions are now required to have adopted ASU 2016-01. Investments accounted for under the equity method, or that result in consolidation, stay out of column B. Column C takes all other unrealized holding gains (losses) that the FR Y-9C or FR Y-9SP reports in accumulated other comprehensive income. Since the 2023 revision the instructions state that columns B and C apply only to Schedules A and C.

Carrying value (column D, and column B of Schedule B) is the amount in the consolidated GAAP financial statements: fair value for equity securities under ASC Topic 321, and for equity-method investments the acquisition cost adjusted for the pro-rata share of earnings or losses and reduced by dividends or similar distributions. Column E, on Schedule A item 1 only, is the publicly quoted market value at period end, the shares held times the closing price on the last business day, with zero entered where no quoted price is available.

Investments without readily determinable fair values

Here the instructions pull in two directions. The note under column A, on a page revised in December 2023, allows the U.S. GAAP measurement alternative and directs that impairment and observable price changes go to column B, leaving acquisition cost at the amount paid adjusted for partial returns of capital. The glossary adds that these impairments are reflected in column B and in carrying value without changing acquisition cost. The column D guidance, on a page still dated December 2020, says carrying value for nonfinancial equity investments without readily determinable fair values should be reported at historical cost.

My reading is that a firm applying the measurement alternative reports the carrying value its GAAP books show, as the general column D definition requires, and that the historical-cost bullet predates the ASU 2016-01 changes. The instructions do not reconcile the two passages, which makes the treatment worth confirming with the Reserve Bank.

Placing an investment in the rows

Schedule A separates direct from indirect holdings. An indirect investment is one held in an investment fund or similar entity engaged in making equity investments in nonfinancial companies, in any legal form; the glossary’s example is a private equity fund making merchant banking investments. A public entity has at least one issue of publicly traded stock, and a nonpublic entity has none.

Schedule C routes by legal vehicle, with the depository-institution side taking priority. Anything owned or controlled directly or indirectly through a depository institution belongs in item 1, including SBICs consolidated in a subsidiary depository institution’s financial statements and Edge or agreement corporations it owns. Items 2(a) to 2(e) cover the parent and its nonbank subsidiaries, and item 2(d) is reserved for a nonbank subsidiary predominantly engaged in investing in and managing nonfinancial equity investments under section 4(c)(6), 4(c)(7) or merchant banking authority. The memoranda split the same totals by where the investee is domiciled: inside or outside the 50 States, the District of Columbia, Puerto Rico and U.S. territories and possessions.

Memoranda that only some filers complete

Schedule A memorandum item 1 records the number of companies in the portfolio as a band code: 1 for 1 to 10, 11 for 11 to 25, 26 for 26 to 99 and 100 for 100 or more, counting funds for indirect investments. The form’s column header prints the third band as 26-100; the instructions say 26 to 99, which puts a portfolio of exactly 100 companies in the top band. Item M2 is for financial holding companies (FHCs) only and reports investments held under merchant banking authority, with carrying value on the valuation method used for the FR Y-9C or FR Y-9SP.

Items M3 and M5 are year-to-date pre-tax figures for FR Y-9C filers only: the impact of the portfolio on net income as reported in FR Y-9C Schedule HI, item 8c, and the impact of management fees on investments managed for others, in both cases excluding overhead and other expense items. Item M4 reports, as an off-balance-sheet amount, the carrying value of nonfinancial equity investments the holding company manages for others as general partner of a limited partnership or in a similar role for a private equity fund. Investments managed through a bank trust department in a fiduciary capacity are excluded.

Units, signs and translation

Amounts are rounded to the nearest thousand dollars. Holdings in other currencies are converted at the spot rate on the report date, on the same basis the filer uses for its FR Y-9C or FR Y-9SP, and a zero goes in any item with no activity. Electronic filers show negatives with a minus sign, while paper filers may also use parentheses. The instructions call out negative values for net losses in column B, for memoranda M3 and M5, and for Schedule D items 3 and 4.

FR Y-12 reporting deadlines: as-of dates and the 45-day clock

The report must be submitted within 45 calendar days of the reporting date, by the end of the reporting day, which the instructions fix at 5:00 p.m. at each district Reserve Bank. Earlier submission is encouraged.

• 31 March report (FR Y-9C filers): due 15 May.
• 30 June report (all filers): due 14 August.
• 30 September report (FR Y-9C filers): due 14 November.
• 31 December report (all filers): due 14 February.

Those dates are my count of the 45-day rule. They match the FR Y-9LP instructions, which apply the same 45-day count and give 14 August for the June report and 14 November for the September report, and the Board’s 2023 supporting statement, which describes 15 February as 46 calendar days after 31 December. If the deadline falls on a Saturday, Sunday or holiday, the report must be received on the first business day afterwards.

The FR Y-12 instructions say nothing about extensions. The FR Y-9LP instructions, by comparison, state that no extensions of time are granted for that report.

The first applicable reference date is the first report date on which the holding company answers yes to both screening questions on its FR Y-9 report. The FR Y-12 instructions frame the test as of the report date and describe no phase-in or exit period of the kind the FR Y-9 series uses, where a holding company that falls below $3 billion for four consecutive quarters may revert to the FR Y-9SP. I read that as a fresh test at every report date.

Two time windows sit inside one report. Schedule D covers transactions during the reporting period, and its net valuation line measures the change in carrying value since the last reporting period, while memoranda M3 and M5 are year-to-date. The instructions do not define the reporting period further, including for semiannual filers.

The companion FR Y-12A is filed as of 31 December and, since the 2023 revision, is due within 45 calendar days of that date, which aligns it with the December FR Y-12. Its earlier deadline was 15 February.

Submission to the Federal Reserve Bank: electronic filing, signatures and records

The instructions still describe two channels. Paper filers send an original and one copy to the appropriate Federal Reserve Bank, typed or in ink (reports in pencil are not accepted), and may submit computer printouts that reproduce every line item and column of the form. A holding company interested in filing electronically is told to contact its Reserve Bank. The Board’s 2023 supporting statement says the Board understands respondents gather the data and submit the FR Y-12 electronically, points to Reporting Central on frbservices.org, and asks a respondent that believes it may not be able to file electronically to contact its district Reserve Bank.

Neither the instructions nor the form specify a taxonomy, schema version, file format or file-naming convention. The form prints MDRM codes for the reported data items. The file mechanics sit in the Reporting Central user guide for the FR Y-12, which lists three options (an XML file, a text file or data entry), identifies each item by its MDRM code inside an XML structure carrying the series identifier FRY12, and says an uploaded XML file can have any name but must carry an .xml extension.

An executive officer of the holding company signs and attests the cover page, confirming that the report was prepared in conformance with the Federal Reserve’s instructions and is true and correct to the best of the officer’s knowledge and belief. The instructions point to 12 CFR 215.2(d) for the meaning of executive officer. In Regulation O as published in the 2025 edition of the CFR, paragraph (d) of section 215.2 defines a director, and the executive officer definition is in section 215.2(e)(1).

Paper and electronic filers alike keep a physical or electronic copy of the manually signed and attested FR Y-12 submission for three years, with the cover page fulfilling the signature and attestation requirement. The three-year period arrived with the 2023 revision; before it, the instructions required the record without saying for how long.

The FR Y-12 instructions have no section on amended reports or resubmissions. The FR Y-15 systemic risk report instructions, by contrast, let the Federal Reserve require an amended report for significant errors and require one when audit adjustments restate previously submitted financial statements. For the FR Y-12, corrections are a matter to take up with the Reserve Bank.

Official filing resources

Validation: the FR Y-12 validity and quality edits

Two edit lists are bound into the instructions. The Validity and Syntax Edits phrase their tests with “must”; the Essential Quality Edits use “should”. Each row gives an effective start and end date, a change flag (added, revised, archived, ended or no change), the schedule, edit number, target item, MDRM code, and a plain-English and an algebraic test. Rows with an end date of 99991231 are live. Many older quality tests for null values show an end date of 31 December 2018, and validity tests on the same items start from 31 March 2019.

Source: FR Y-12 instructions, Essential Quality Edits and Validity and Syntax Edits.

Three live edits catch entries that a literal reading of the line captions would get wrong:

• Return of capital. Schedule D item 2 is captioned “Less: return of capital”, validity edit 0545 requires it to be non-negative, and edits 0300 to 0330 subtract it when computing item 5. The item 5 caption and line instruction both still say “sum of items 1 through 4”. The edits fix the sign: the return of capital goes in as a positive amount.
• Investments managed for others. The line instruction for Schedule A memorandum item 4 tells a holding company that manages no such investments to proceed to Schedule B. The form labels the item “For all holding companies”, validity edit 0390 requires a non-null, non-negative value, and the Schedule A header asks for a zero where a section does not apply.
• FR Y-9SP filers and the income memoranda. The line instructions say M3 and M5 should not be reported by FR Y-9SP filers, while quality edits 0523 and 0527 expect both to equal zero for a top-tier FR Y-9SP filer or a lower-tier holding company that files as the top tier on the FR Y-9SP.

The instructions publish no rejection statistics or list of common rejection causes, so the edits are the best available evidence of what the Federal Reserve tests. They also do not explain how a failed “should” edit is cleared compared with a failed “must” edit.

Caveats and interactions: public availability, the FR Y-12A and the FR Y-9 links

Public on request, unpublished in aggregate

The completed FR Y-12 is generally available to the public upon request on an individual basis. The Board does not publish the data; according to its report page and supporting statements, the microdata are, with certain exceptions, public information available through the Board’s Freedom of Information Office. A holding company that regards specific information as confidential commercial or financial information, both customarily and actually treated as private, may request confidential treatment under 12 CFR 261.17 and FOIA exemption 4 (5 U.S.C. 552(b)(4)). The request must be in writing, submitted concurrently with the report, and give the legal justification.

The cover page carries the mechanics. The holding company answers whether confidential treatment is requested for any portion of the report and, if so, whether the justification letter accompanies the report or was provided separately. A request that misses either requirement, or leaves the boxes unchecked, will not be considered, and the answers on page 1 are themselves public. Confidentiality has limits too: information for which confidential treatment is requested may later be released where disclosure is required by law, where more than 10 years have passed since the request, or, inside 10 years, where the Board believes it cannot be withheld under exemption 4, after written notice to the holding company and an opportunity to object. Even where confidential treatment is accorded, the Federal Reserve may release the information if the Board determines that disclosure is in the public interest, and the institution is notified before release.

The FR Y-12A for long-held merchant banking investments

Regulation Y generally lets an FHC own or control a merchant banking investment for no longer than 10 years, or for the duration of a private equity fund up to a maximum of 15 years where the investment is made in or held through such a fund; holding beyond those periods needs Board approval. To monitor the limits, the FR Y-12A asks each FHC to report merchant banking investments held for longer than 8 years, or 13 years through a qualifying private equity fund. The Board’s report page states that an FHC meeting the criteria completes a separate FR Y-12A for each covered investment it owns, controls or holds as of 31 December.

The supporting statement lists the content: the holding entity and the company held, the acquisition date, the holding-period expiration date, the primary activity (by NAICS code where possible), the type of interest, the voting and non-voting ownership percentage, acquisition cost, carrying value and a narrative on the disposition plan. The Board generally considers FR Y-12A information confidential under exemption 4, a different footing from the FR Y-12. For an FHC that also files the FR Y-12, the same investments stay inside the FR Y-12 totals and appear again in Schedule A memorandum item 2. The Board’s FR Y-12A report page describes the FR Y-12A panel as normally a subset of FR Y-12 filers, and notes that an FHC that does not meet, or no longer meets, the FR Y-12 threshold may still hold older private equity investments approaching the end of the Regulation Y holding period.

Dependence on the FR Y-9 figures

Several FR Y-12 numbers are defined by reference to the holding company’s FR Y-9 report, from the consolidation and currency translation basis to the split between net income and accumulated other comprehensive income behind columns B and C. A reclassification between income and other comprehensive income on the FR Y-9 therefore moves the FR Y-12 columns with it. Our FR Y-9C reporting guide covers that source report.

Holding companies outside the panel still answer two related questions on the FR Y-9. Schedule HC-M items 19(a) and 19(b) of the FR Y-9C ask each holding company not required to file the FR Y-12 whether it has sold or otherwise liquidated any nonfinancial equity investment since the previous reporting period and whether it manages any for the benefit of others. The FR Y-9SP carries the same two questions as items 20(a) and 20(b).

Proportionality

The lighter route is built into the scope rules: FR Y-9SP filers report twice a year against a capital-based test with no dollar prong. The form puts the burden at an average of 16.5 hours per response. The instructions describe no waiver procedure, and as a U.S. federal collection the report has no national discretions to track.

Recent and upcoming changes: the 2020 and 2023 revisions and the 2026 clearance date

The 2020 and 2023 Paperwork Reduction Act cycles made the most recent changes to the form and instructions, and older pages remain in the set, such as the Schedule D page dated 03/2019.

In the 2020 cycle the Board published a 60-day comment notice on 21 August 2020 (85 FR 51719), received no comments and published its final notice on 11 December 2020 (85 FR 80100). To align the report with ASU 2016-01, it added a new column B to Schedules A and C for unrealized holding gains (losses) on equity securities not held for trading that are recognized in net income, renamed the old column B as column C for all other unrealized holding gains (losses), and moved carrying value to column D and publicly quoted value to column E. The changes applied from the 31 December 2020 report date, and the validity edits switched to the new column letters from that date. At the time, the new column B was to be completed only by holding companies that had adopted ASU 2016-01; the current instructions require every holding company to complete it.

In the 2023 cycle the Board proposed its changes on 19 July 2023 (88 FR 46161), with comments due by 18 September 2023. It received none, and its 5 December 2023 notice (88 FR 84327) stated that the revisions would be implemented as proposed, effective 31 December 2023. The supporting statement proposed changes to the instructions only, leaving the report forms as they were. The five changes, each covered in the sections above, were the weekend and holiday rule with its 5:00 p.m. cut-off, the three-year retention period for the signed copy, the clarification that the aggregate includes committed investments, the statement that columns B and C apply only to Schedules A and C, and an FR Y-12A deadline of 45 calendar days after 31 December in place of 15 February. The Board’s burden estimate rose from 1,955 to 2,021 hours, the 66-hour increase coming from a new recordkeeping estimate of half an hour per response.

The form displays an OMB approval that expires on 31 December 2026. In both earlier cycles the Board published a 60-day comment notice, then a final notice, and applied the revisions from a 31 December as-of date. Until a new final notice says otherwise, the December 2023 instructions and their edit lists govern.

Frequently Asked Questions

Our only nonfinancial exposure is a fund that invests partly in financial companies. Does the whole fund investment count?

Yes, in Schedule A item 3. The line instruction states that the total amount of the equity investment in the fund is reportable even if only a portion of the fund’s investments is made in nonfinancial companies.

An insurance company subsidiary of our FHC holds equity in nonfinancial companies. Is that in scope?

The instructions exclude it. Their example of investments made under other legal authorities is the nonfinancial investments of an FHC made under section 4(k)(4)(I) of the BHC Act, the insurance company investment authority, and they also exclude investments held as debts previously contracted (DPC). The FR Y-9SP screening instructions repeat both exclusions.

We will cross $3 billion in total consolidated assets and move from the FR Y-9SP to the FR Y-9C. What changes on the FR Y-12?

Three things. The threshold becomes the lesser of $100 million or 10 percent of consolidated Tier 1 capital, the frequency becomes quarterly, and memoranda M3 and M5 become required. The timing follows the FR Y-9 instructions: a top-tier holding company that reaches $3 billion as of 30 June of the preceding year begins filing the FR Y-9C in March of the current year, and one that crosses through a business combination begins with the first quarterly report date after the combination takes effect.

Our broker-dealer subsidiary holds equity in nonfinancial companies as part of market making. Does it go in Schedule C item 2(c)?

No. Item 2(c) excludes any nonfinancial equity investment held in a trading account under applicable accounting principles as part of an underwriting, market-making or dealing activity, consistent with the glossary definition of equity investment. Item 2(c) also excludes the investments of broker-dealers controlled through a depository institution; those belong on the depository institution side in item 1.

Our subsidiary bank invested in an SBIC that it does not consolidate. Which Schedule C line takes it?

Item 1(a). Besides the investments of SBICs consolidated in a subsidiary depository institution’s statements, item 1(a) includes any nonfinancial equity investment a subsidiary depository institution makes in an SBIC that is not consolidated with it. The parallel rule on the parent side sends an investment by the holding company or a nondepository subsidiary in an unconsolidated SBIC to item 2(a).

We acquired a portfolio of nonfinancial equity investments through a merger. Where does it go in Schedule D?

Item 4, Other, which takes transactions affecting acquisition cost or carrying value outside purchases, returns of capital and valuation changes; the instructions name investments acquired through mergers and writedowns for permanent impairment as examples. Permanent impairment writedowns to carrying value may instead be included in item 3, net valuation changes, at the holding company’s option.

A large fair value decline has taken our holdings below the line on a carrying value basis. Does that end the filing obligation?

A fair value decline leaves the measure unchanged, because both screening tests run on an acquisition cost basis. The FR Y-9C defines acquisition cost for its screening question as the amount paid for the investment when it was acquired, and the FR Y-12 glossary’s acquisition cost excludes fair value adjustments and temporary impairment writedowns while reflecting permanent writedowns and partial returns of capital. The two definitions differ on permanent writedowns and partial returns of capital, and the FR Y-12 aggregate also counts unfunded commitments, which the FR Y-9 screening instructions do not mention, so a firm whose position near the threshold depends on any of these should confirm the treatment with its Reserve Bank.

Related Articles

• FR Y-9C Reporting: An 8% CBLR and a Four-Quarter Grace Period: the consolidated holding company statements whose Schedule HC-M carries the FR Y-12 screening questions.
• FR Y-7Q Reporting: The Fed’s Capital and Asset Report for FBOs: the report filed at the level of the foreign parents of U.S. intermediate holding companies.
• FR Y-15 Reporting: The Fed’s Systemic Risk Report, Schedule by Schedule: the Board’s systemic indicator report for the largest banking organizations.
• FR Y-14 Reporting: April 30 Deadline, New Fields and a 2027 Proposal: the stress testing collections filed by large holding companies.
• FFIEC Call Report: Who Files 031, 041 or 051 for 30 September 2026: which of the three Call Report forms a bank files.

Key Takeaways

• Calendar: 15 May, 14 August, 14 November and 14 February (the March and September reports for FR Y-9C filers only), each moved to the next business day when it lands on a weekend or holiday.
• Pre-submission tie-out: Schedule C item 3 has to match Schedule A item 4 in each of columns A to D, and Schedule B item 4 has to match Schedule A item 4 in columns A and D (acquisition cost and carrying value), before the validity edits will pass.
• Measurement alternative: get the Reserve Bank’s view on the column D historical-cost wording before the first filing that relies on observable price changes.
• Confidentiality: send the written justification with the filing and complete both cover-page boxes; a request missing either is not considered.
• FHCs: one FR Y-12A per merchant banking investment held beyond 8 years (13 through a qualifying private equity fund), due on the same February date as the December FR Y-12.
• Clearance watch: OMB approval for the current form runs to 31 December 2026, and a renewal or revision arrives through a Federal Register notice.

Sources and References

• Federal Reserve Board, Instructions for the Preparation of Consolidated Holding Company Report of Equity Investments in Nonfinancial Companies, FR Y-12 (Effective December 2023), with the Essential Quality Edits and Validity and Syntax Edits: FR Y-12 instructions (PDF)
• Federal Reserve Board, FR Y-12 reporting form, OMB No. 7100-0300: FR Y-12 form (PDF)
• Federal Reserve Board, FR Y-12 report page: federalreserve.gov FR Y-12
• Federal Reserve Board, FR Y-12A report page: federalreserve.gov FR Y-12A
• Federal Reserve Board, Supporting Statement for the FR Y-12 and FR Y-12A (2023 extension, with revision): federalreserve.gov PDF
• Federal Reserve Board, Supporting Statement for the FR Y-12 and FR Y-12A (2020 extension, with revision), recording 85 FR 51719 and 85 FR 80100: reginfo.gov PDF
• Federal Reserve Board, Proposed Agency Information Collection Activities; Comment Request, 88 FR 46161 (19 July 2023): govinfo
• Federal Reserve Board, Agency Information Collection Activities: Announcement of Board Approval Under Delegated Authority and Submission to OMB, 88 FR 84327 (5 December 2023): govinfo
• 12 CFR 252.153, U.S. intermediate holding company requirement (Regulation YY), 2025 edition: govinfo CFR PDF
• 12 CFR 215.2, Definitions (Regulation O), 2025 edition: govinfo CFR PDF
• Federal Reserve Board, current FR Y-9C form and instructions, Schedule HC-M: FR Y-9C report page
• Federal Reserve Board, FR Y-9SP instructions, General Instructions and Schedule SC-M: FR Y-9SP instructions (PDF)
• Federal Reserve Board, current FR Y-9LP form and instructions, General Instructions: FR Y-9LP report page
• Federal Reserve Board, FR Y-15 instructions, General Instructions: FR Y-15 instructions (PDF)
• Federal Reserve Financial Services, Reporting Central resources: frbservices.org
• Federal Reserve Financial Services, Reporting Central User Guide, FR Y-12 (April 2026): FR Y-12 file transfer guide (PDF)

Preparing the next FR Y-12 submission

Each cycle starts on the FR Y-9 screening questions; the four schedules are then built from the same consolidated data and run through the published validity and quality edits. The report for the next as-of date is due 45 calendar days later, by 5:00 p.m. at the district Reserve Bank, and the signed cover page goes on file for three years.

Disclaimer: The information on RegReportingDesk.com is for educational and informational purposes only. It does not constitute legal, regulatory, tax, or compliance advice. Always consult your compliance officer, legal counsel, or the relevant supervisory authority for guidance specific to your institution.