FRY9_20180801_omb

Supporting Statement for the
Financial Statements for Holding Companies
(FR Y-9 family of reports; OMB No. 7100-0128)
Summary
The Board of Governors of the Federal Reserve System (Board), under delegated
authority from the Office of Management and Budget (OMB), has extended for three years, with
revision, the Consolidated Financial Statements for Holding Companies (FR Y-9C; OMB No.
7100-0128). The Board has extended, without revision, the following reports:
 Parent Company Only Financial Statements for Large Holding Companies (FR Y-9LP),
 Parent Company Only Financial Statements for Small Holding Companies (FR Y-9SP),
 Financial Statements for Employee Stock Ownership Plan Holding Companies
(FR Y-9ES), and
 Supplement to the Consolidated Financial Statements for Holding Companies
(FR Y-9CS).
The Board requires bank holding companies, savings and loan holding companies,
securities holding companies, and U.S. intermediate holding companies (collectively holding
companies (HCs)) to provide standardized financial statements to fulfill the Board’s statutory
obligation to supervise these organizations. HCs file the FR Y-9C and FR Y-9LP quarterly, the
FR Y-9SP semiannually, the FR Y-9ES annually, and the FR Y-9CS on a schedule that is
determined when this supplement is used.
The Board has adopted a number of revisions to the FR Y-9C, which are consistent with
proposed changes to the Federal Financial Institutions Examination Council (FFIEC)
Consolidated Reports of Condition and Income (Call Reports) (FFIEC 031, FFIEC 041, and
FFIEC 051; OMB No. 7100-0036).1 The revisions to the FR Y-9C include deleting certain data
items, consolidating existing data items into new data items, as well as adding new or raising
existing reporting thresholds for certain data items. The revisions would be effective beginning
with the reports reflecting the June 30, 2018, report date. No changes are proposed for the
FR Y-9LP, FR Y-9SP, FR Y-9ES, or FR Y-9CS. The total annual reporting burden for the
proposed FR Y-9 family of reports is estimated to be 179,845 hours, a decrease of 2,152 hours
from the current burden of 181,997 hours.
Background and Justification
The FR Y-9C, FR Y-9LP, and FR Y 9SP serve as standardized financial statements for
the consolidated HC; the FR Y-9ES is a financial statement for HCs that are Employee Stock
Ownership Plans (ESOPs). The Board uses the FR Y-9CS (a free-form supplement) to collect
additional information deemed to be critical and needed in an expedited manner.
The FR Y-9 family of reporting forms continues to be the primary source of financial
data on HCs that examiners rely on between on-site inspections. Financial data from these
1

See 83 FR 15678 (April 11, 2018).

reporting forms is used to detect emerging financial problems, review performance, conduct preinspection analysis, monitor and evaluate capital adequacy, evaluate HC mergers and
acquisitions, and analyze an HC’s overall financial condition to ensure the safety and soundness
of its operations.
Description of Information Collection
The FR Y-9C consists of standardized financial statements similar to the Call Reports
filed by commercial banks. It collects consolidated data from HCs and is filed quarterly by toptier HCs with total consolidated assets of $1 billion or more.2
The FR Y-9LP includes standardized financial statements filed quarterly on a parent
company only basis from each HC that files the FR Y-9C. In addition, for tiered HCs, a separate
FR Y-9LP must be filed for each lower-tier HC.
The FR Y-9SP is a parent company only financial statement filed semiannually by HCs
with total consolidated assets of less than $1 billion. This report is designed to obtain basic
balance sheet and income data for the parent company, and data on its intangible assets and
intercompany transactions.
The FR Y-9ES collects financial data annually from ESOPs that are also HCs on their
benefit plan activities. It consists of four schedules: a Statement of Changes in Net Assets
Available for Benefits, a Statement of Net Assets Available for Benefits, Memoranda, and Notes
to the Financial Statements.
The FR Y-9CS is a supplemental report that the Board may utilize to collect additional
data deemed to be critical and needed in an expedited manner from HCs. The data are used to
assess and monitor emerging issues related to HCs, and the report is intended to supplement the
other FR Y-9 reports, which are used to monitor HCs between on-site inspections. The data
items included on the FR Y-9CS may change as needed.
Adopted Revisions
Based on the agencies’ review of the Call Report and the Board’s review of comparable
information that HCs are required to report in the FR Y-9C, the Board has determined that it no
longer needs the current level of detail for certain information and will delete and/or combine a
number of data items. The Board will add several new thresholds and revise one existing
threshold. These revisions to the FR Y-9C reporting requirements are consistent with changes to
the Call Report that become effective on June 30, 2018. Additional detail on specific line items
that will be revised are discussed below in the Discussion of Revisions section. The changes
consist of:
 Combining certain data items into new or existing data items pertaining to (1) Interestonly strips on Schedule HC-F – Other Assets, (2) Certain 1-4 family residential mortgage
banking activities on Schedule HC-P, (3) Loans measured at fair value and the unpaid
2

Under certain circumstances described in the General Instructions, HCs with assets under $1 billion may be
required to file the FR Y-9C.

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principal balances of such loans on HC-Q – Memoranda, (4) Certain types of credit
exposures, ownership interests, credit exposures to securitization facilities sponsored by
HCs, and transactions involving small business obligations on Schedule HC-S, and
(5) Certain detail on Schedule HC-V – Variable Interest Entities (VIEs), on consolidated
VIEs used as asset-backed commercial paper (ABCP) conduits and certain detail on other
VIEs,
Deleting certain data items on (1) Schedules HC-N – Past Due and Nonaccrual Loans,
Leases, and Other Assets, (2) HC-P – 1-4 Family Residential Mortgage Banking
Activities in Domestic Offices, (3) HC-Q – Assets and Liabilities Measured at Fair Value
on a Recurring Basis-Memoranda, and (4) HC-S – Servicing, Securitization, and Asset
Sale Activities, and
Adding new and revising existing reporting thresholds for certain data items on
Schedules HC-P, HC-Q, and HC-S.
Detailed Discussion of Revisions
Schedule HC-F – Other Assets

The Board has combined the reporting of interest-only strips receivable on Schedule
HC-F, which are currently reported in data items 3(a) for those on mortgage loans and 3(b) for
those on other financial assets, into a single new item 3, Interest-only strips receivable.
Schedule HC-N – Past Due and Nonaccrual Loans, Leases, and Other Assets
The Board has deleted Schedule HC-N, Memoranda, data items 5(b)(1) and 5(b)(2),
columns A through C pertaining to past due and nonaccrual status of the fair value and unpaid
principal balance of held-for-investment loans measured at fair value. Memorandum item 5(a),
“Loans and leases held for sale,” would be renumbered as item 5 for columns A through C.
Schedule HC-P – 1-4 Family Residential Mortgage Banking Activities in Domestic
Offices
The Board has modified the reporting criteria for Schedule HC-P by removing the current
$1 billion asset-sized threshold and applying only the existing activity-based threshold to all
HCs, regardless of size. Schedule HC-P would be completed by HCs where any of the following
residential mortgage banking activities (in domestic offices) exceeds $10 million for two
consecutive quarters:
 Closed-end and open-end first lien and junior lien 1-4 family residential mortgage loan
originations and purchases for resale from all sources during a calendar quarter,
 Closed-end and open-end first lien and junior lien 1-4 family residential mortgage loan
sales during a calendar quarter, or
 Closed-end and open-end first lien and junior lien 1-4 family residential mortgage loans
held for sale or trading at calendar quarter-end.
The Board has combined a number of data items pertaining to 1-4 family residential
mortgage banking activity detail collected in this schedule for closed-end loans and

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commitments under open-end loans for retail originations (item 1), wholesale originations and
purchases (item 2), mortgage loans sold (item 3), mortgage loans held for sale or trading (item
4), and repurchases and indemnifications of mortgage loans (item 6). Specifically, the Board
has:
 Combined 1(a), 1(b), and 1(c)(1) into new data item 1,
 Combined 2(a), 2(b), and 2(c)(1) into new data item 2,
 Combined 3(a), 3(b), and 3(c)(1) into new data item 3,
 Combined 4(a), 4(b), and 4(c)(1) into new data item 4, and
 Combined 6(a), 6(b), and 6(c)(1) into new item 6.
The Board also has combined data items 5(a) and 5(b) pertaining to noninterest income
from the sale, securitization, and servicing of closed-end and open-end 1-4 family residential
mortgage loans into new data item 5. In addition, the Board has removed data items 1(c)(2),
2(c)(2), 3(c)(2), 4(c)(2), and 6(c)(2) pertaining to the principal amount funded for open-end loans
extended under lines of credit for each of the above listed categories.
Schedule HC-Q – Assets and Liabilities Measured at Fair Value on a Recurring
Basis
The Board has modified the reporting criteria for Schedule HC-Q by applying an activity
threshold. Schedule HC-Q now must be completed only by HCs that (1) have elected to report
financial instruments or servicing assets and liabilities at fair value under a fair value option with
changes in fair value recognized in earnings or (2) are required to complete Schedule HC-D,
Trading Assets and Labilities. HCs that do not meet either of these criteria would no longer need
to complete this schedule, regardless of asset size.
The Board has deleted column B (domestic offices) on Schedule HC-Q, for the fair value
and the unpaid principal balance of such loans currently collected in Memorandum items 3 and
4, respectively. The Board has combined certain existing loan categories in Memorandum
items 3 and 4 for fair value option loans secured by 1-4 family residential properties, detail on
revolving, open-end loans secured by 1-4 family residential properties and extended under lines
of credit; closed-end loans secured by first liens on 1-4 family residential properties; and closedend loans secured by junior liens on 1-4 family residential properties that currently are reported
for domestic offices in column B would be consolidated into a single category and collected for
the consolidated HC. For fair value option loans secured by real estate other than 1-4 family
residential properties, detail on construction, land development, and other land loans; loans
secured by farmland; loans secured by multifamily (5 or more) residential properties; and loans
secured by nonfarm nonresidential properties that currently are reported for domestic offices in
column B have been consolidated into a single category and collected for the consolidated HC.
These revisions have replaced the existing items for total fair value option loans secured by real
estate for the consolidated HC. For fair value option consumer loans, detail for the consolidated
HC on credit cards, other revolving credit plans, automobile loans, and other consumer loans
have been consolidated into a single category. More specifically, the Board has:
 Deleted existing Memoranda items 3(a) and 4(a), column A, on the fair value and the
unpaid principal balance of consolidated loans secured by real estate,

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Combined existing Memorandum items 3(a)(3)(a), 3(a)(3)(b)(i), and 3(a)(3)(b)(ii),
column B, into new Memorandum item 3(a)(1) for the fair value of consolidated loans
secured by 1-4 family residential properties measured at fair value,
Combined existing Memorandum items 3(a)(1), 3(a)(2), 3(a)(4), and 3(a)(5), column B,
into new Memorandum item 3(a)(2) for the fair value of all other loans secured by real
estate measured at fair value,
Combined existing Memorandum items 3(c)(1) through 3(c)(4) into new Memorandum
item 3(c) pertaining to the fair value of all consumer loans measured at fair value,
Combined existing Memorandum items 4(a)(3)(a), 4(a)(3)(b)(i), and 4(a)(3)(b)(ii),
column B, into new Memorandum item 4(a)(1) pertaining to the unpaid principal balance
of consolidated loans secured by 1-4 family residential properties that are measured at
fair value,
Combined existing Memorandum items 4(a)(1), 4(a)(2), 4(a)(4), and 4(a)(5), column B,
into new Memorandum item 4(a)(2) pertaining to the unpaid principal balance of all other
loans secured by real estate measured at fair value for the consolidated HC, and
Combined existing Memorandum items 4(c)(1) through 4(c)(4) into new Memorandum
item 4(c) pertaining to the unpaid principal balance of all consumer loans measured at
fair value.
Schedule HC-S – Servicing, Securitization, and Asset Sale Activities

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The Board has made the following revisions to Schedule HC-S:
Combine data items 2(a), 2(b), and 2(c) into new item 2, columns A through G,
pertaining to the maximum amount of credit exposure arising from recourse or other
seller-provided credit enhancements in the form of retained interest-only strips,
subordinated securities and other residual interests, and standby letters of credit and other
enhancements,
Add a reporting threshold of $100 billion or more in total assets before HCs must
complete Schedule HC-S, data item 3, which is used for reporting unused commitments
to provide liquidity to structures reported in item 1 involving assets sold and securitized
by the reporting HC with servicing retained or with recourse or other seller-provided
credit enhancements,
Combine data items 6(a) and 6(b) pertaining to ownership (or seller’s) interests carried as
securities or loans into new data item 6. The Board has added a reporting threshold of
$10 billion or more in total consolidated assets before HCs must complete data item 6,
Delete data items 7(a) and 7(b) pertaining to loan amounts included in ownership (or
seller’s) interests carried as securities that are 30-89 days past due and 90 days or more
past due, respectively,
Delete data items 8(a) and 8(b) pertaining to charge-offs and recoveries, respectively, on
loan amounts included in the ownership (or seller’s) interests carried as securities that are
currently reported in 6(a),
Combine data item 9, columns B (home equity lines) and C (credit card receivables),
pertaining to the maximum amount of credit exposures arising from credit enhancements
in the form standby letters of credit, purchased subordinated securities, and other
enhancements provided by the reporting HC to other institutions’ securitization
structures, into existing column G, All other loans, all leases, and all other assets,
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Add a reporting threshold of $10 billion or more in total assets for reporting unused
commitments to provide liquidity to other institutions’ securitization structures in item
10. The Board has combined data item 10, columns B (home equity lines) and C (credit
card receivables), pertaining to a reporting institution’s unused commitments to provide
liquidity to other institutions’ securitization structures, respectively, into existing column
G,
Combine data item 11, columns B through F, pertaining to assets sold with recourse or
other seller-provided credit enhancements and not securitized, into existing column G.
The activities reported in columns B through F pertain to home equity lines, credit card
receivables, auto loans, other consumer loans, and commercial and industrial loans,
respectively,
Combine data item 12, columns B through F, pertaining to the maximum amount of
credit exposure arising from recourse or other seller-provided credit enhancements on
assets sold with recourse or other seller-provided credit enhancements and not
securitized, into existing column G,
Delete Memorandum items 1(a) and 1(b) pertaining to the outstanding principal balance
and the amount of retained recourse, respectively, on small business obligations
transferred with recourse under section 208 of the Riegle Community Development and
Regulatory Improvement Act of 1994, and include the amounts previously reported in
these two memorandum items in either items 1 or 2 (column F) or items 11 and 12
(column G), depending on whether the obligations were securitized or not securitized,
respectively, and
Add a reporting threshold of $10 billion or more in total assets for reporting the detail on
ABCP conduits in Memorandum items 3(a)(1) through 3(b)(2), and the amount of
outstanding credit card fees and finance charges included in credit card receivables sold
and securitized with servicing retained or with recourse or other seller-provided credit
enhancements in Memorandum item 4. To complete Memorandum item 4, a HC with
$10 billion or more in total assets would also need to meet one of the existing criteria for
reporting this information, i.e., the HC, together with affiliated institutions, has
outstanding credit card receivables that exceed $500 million as of the report date, or the
HC is a credit card specialty HC (as defined in the instructions).
Schedule HC-V– Variable Interest Entities

The Board has consolidated information collected on consolidated VIEs used as ABCP
conduits (column B) and other VIEs (column C) for all items into a single column B covering all
VIEs other than those used as securitization vehicles (which will continue to be reported in
column A). In lieu of the detailed breakdown of assets and liabilities of ABCP conduit VIEs
currently reported in column B, the Board will collect data on the total assets and total liabilities
of such VIEs in new data items 5 and 6, respectively. For these ABCP conduit VIEs, the total
assets item would include the assets that could be used only to settle these VIEs’ obligations,
which are currently reported in items 1(a) through 1(k), column B, and all other assets of these
VIEs, which are currently reported in item 3, column B; the total liabilities items would include
these VIEs, liabilities for which creditors do not have recourse to the general credit of the
reporting bank, which are currently reported in items 2(a) through 2(e), column B, and all other

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liabilities of the VIEs, which are currently reported in item 4, column B. In the two columns that
would remain, the Board has:
 Combined data items 1(b) and 1(c), pertaining to held-to-maturity and available-for-sale
securities, into a single new item 1(b), Securities not held for trading,
 Combined data items 1(e) through 1(g), pertaining to loans and leases held for sale, loans
and leases held for investment, and the allowance for loan and lease losses, into a single
new item 1(c), Loans and leases held for investment, net of allowance, and held for sale,
 Combined data items 2(c) and 2(d), pertaining to commercial paper and other borrowed
money, into a single new item 2(a), Other borrowed money,
 Deleted data items 1(d), 1(h), and 1(i), pertaining to securities purchased under
agreements to resell, trading assets (other than derivatives), and derivative trading assets.
The data currently reported in these items will now be included in existing data item 1(k),
Other assets, which has been renumbered as data item 1(e). Existing data item 1(j) Other
real estate owned has been renumbered 1(d), and
 Deleted VIE detail on data items 2(a) and 2(b), pertaining to securities sold under
agreements to repurchase and derivative trading liabilities. The data formerly reported in
these items will now be included in existing data item 2(e), Other liabilities, which has
been renumbered as data item 2(b).
Frequency
The Board has made no changes to the reporting frequency for the FR Y-9 family of
reports. The current reporting frequencies provide adequate timely data to meet the analytical
and supervisory needs of the Board.
Time Schedule for Information Collection and Publication
The FR Y-9C and FR Y-9LP are filed quarterly as of the last calendar day of March,
June, September, and December. The filing deadline for the FR Y-9C is 40 calendar days after
the March 31, June 30, and September 30 as-of dates and 45 calendar days after the
December 31 as-of date. The filing deadline for the FR Y-9LP is 45 calendar days after the
quarter-end as-of date. The FR Y-9SP is filed semiannually as of the last calendar day of June
and December. The filing deadline for the FR Y-9SP is 45 calendar days after the as-of date.
The annual FR Y-9ES is collected as of December 31 and the filing deadline is July 31, unless an
extension is granted for filing by October 15.
The data from the FR Y-9 family of reports that are not given confidential treatment are
available to the public on the FFIEC website: www.ffiec.gov/nicpubweb/nicweb/NicHome.aspx.
Legal Status
The FR Y-9 family of reports is authorized by section 5(c) of the Bank Holding Company
Act (12 U.S.C. 1844(c)), section 10 of Home Owners’ Loan Act (12 U.S.C. 1467a(b)), section
618 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act)
(12 U.S.C. 1850a(c)(1)), and section 165 of the Dodd-Frank Act (12 U.S.C. 5365). These
reports are mandatory.

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With respect to FR Y-9LP, FR Y-9SP, FR Y-ES, and FR Y-9CS, as well as most items
on the FR Y-9C, the information collected would generally not be accorded confidential
treatment. If confidential treatment is requested by a respondent, the Board will review the
request to determine if confidential treatment is appropriate.
With respect to FR Y-9C, Schedule HI, item 7(g) “FDIC deposit insurance assessments,”
Schedule HC-P, item 7(a) “Representation and warranty reserves for 1-4 family residential
mortgage loans sold to U.S. government agencies and government sponsored agencies,” and
Schedule HC-P, item 7(b) “Representation and warranty reserves for 1-4 family residential
mortgage loans sold to other parties” are considered confidential. Such treatment is appropriate
because the data is not publicly available and could cause substantial harm to the competitive
position of the respondent. The public release of this confidential data may impair the Board’s
future ability to collect similarly confidential data. Thus, this information may be kept
confidential under exemptions (b)(4) of the Freedom of Information Act, which exempts from
disclosure “trade secrets and commercial or financial information obtained from a person and
privileged or confidential” (5 U.S.C. 552(b)(4)), and (b)(8) of the Freedom of Information Act,
which exempts from disclosure information related to examination, operating, or condition
reports prepared by, on behalf of, or for the use of an agency responsible for the regulation or
supervision of financial institutions (5 U.S.C. 552(b)(8)). If confidential treatment is requested
by a respondent for other items in the FR Y-9C, the Board will review the request to determine if
confidential treatment is appropriate.
Consultation Outside the Agency
On April 30, 2018, the Board published an initial notice in the Federal Register
(83 FR 18843) requesting public comment for 60 days on the proposal to extend, with revision,
the FR Y-9C and to extend, without revision, the FR Y-9LP, FR Y-9SP, FR Y-9ES, and
FR Y-9CS. The comment period expired on June 29, 2018.
The Board received one comment from a banking association. The final proposal is
unchanged from the version that went out for public comment, except for the additional
clarifications to the report form and instructions discussed below.
The commenter noted several inconsistencies on the FR Y-9C reporting form and one
inconsistency on the instructions when compared to the Call Report pertaining to Schedule
HC-Q Memoranda item 4.b and 4.d, column A and Schedule H-S Column G instructions and
requested clarification on the proper reporting. The draft reporting form was inadvertently
updated to reflect the removal of two MDRM numbers associated with line items 4.b and 4.d and
a line item reference on the instructions for Schedule HC-S column G was also inadvertently
struckthrough. The Board has revised these items so that both the report form and instructions
align with the Call Report. Additionally, the commenter noted an inconsistency between the
caption on the report form and the caption on the instructions pertaining to Equity investments
without readily determinable fair values on Schedule HC-F line item 4 on the FR Y-9C report.
The Board has updated the caption on the instructions so that the report form and instructions
align.

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The revisions will be implemented, as proposed, with the changes in response to the
comment noted above. Modifications for all changes would be effective for reports reflecting
the June 30, 2018, report date. On July 31, 2018, the Board published a final notice in the
Federal Register (83 FR 36935). The revisions will be implemented as proposed, effective for
the June 30, 2018 report date.
Estimate of Respondent Burden
As shown in the table below, the current annual burden for the FR Y-9 family of reports
is estimated to be 181,997 hours. The proposed revisions would result in a net decrease in
burden of 2,152 hours. The estimated average hours per response for non-advanced approaches
FR Y-9C filers would decrease from 47.11 hours to 46.29 hours, a decrease of 0.82 hours
associated with the revisions to the FR Y-9C requirements. The estimated average hours per
response for advanced approaches FR Y-9C filers would decrease from 48.36 hours to 47.54
hours, a decrease of 0.82 hours associated with the revisions to the FR Y-9C requirements.
These reporting requirements represent 1.7 percent of the Board’s total paperwork burden.
Estimated
average hours
per response

Estimated
annual burden
hours

Number of
respondents3

Annual
frequency

638
18
775
3,837
82
236

4
4
4
2
1
4

47.11
48.36
5.27
5.40
0.50
0.50

120,225
3,482
16,337
41,440
41
472
181,997

638
18
775
3,837
82
236

4
4
4
2
1
4

46.29
47.54
5.27
5.40
0.50
0.50

Total

118,132
3,423
16,337
41,440
41
472
179,845

Change

(2,152)

FR Y-9
Current
FR Y-9C – non AA HCs
FR Y-9C – AA HCs
FR Y-9LP
FR Y-9SP
FR Y-9ES
FR Y-9CS
Total
Proposed
FR Y-9C – non AA HCs
FR Y-9C – AA HCs
FR Y-9LP
FR Y-9SP
FR Y-9ES
FR Y-9CS

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Of these respondents, 3,750 are considered small entities (6 FR Y-9C, 528 FR Y-9LP, 3,329 FR Y-9SP, and
82 FR Y-9ES) as defined by the Small Business Administration (i.e., entities with less than $550 million in total
assets) www.sba.gov/document/support--table-size-standards. Respondent count is as of March 31, 2018, for the
FR Y-9C FR Y-9LP, and December 31, 2017, for the FR Y-9SP. The FR Y-9ES count is an estimate based on
current NIC structure, and the FR Y-9CS count is based on the last use of the report.

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The total cost to the public is estimated to decrease from the current level of $10,200,932 to
$10,080,312 for the revised FR Y-9.4
Sensitive Questions
These collections of information contain no questions of a sensitive nature, as defined by
OMB guidelines.
Estimate of Cost to the Federal Reserve System
The estimated cost to the Federal Reserve System is estimated to decrease from
$2,351,900 to $2,335,200. The one-time cost to implement the revised reports is estimated to be
$42,100.

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Total cost to the public was estimated using the following formula: percent of staff time, multiplied by annual
burden hours, multiplied by hourly rates (30% Office & Administrative Support at $18, 45% Financial Managers at
$69, 15% Lawyers at $68, and 10% Chief Executives at $94). Hourly rates for each occupational group are the
(rounded) mean hourly wages from the Bureau of Labor and Statistics (BLS), Occupational Employment and Wages
May 2017, published March 30, 2018, www.bls.gov/news.release/ocwage.t01.htm. Occupations are defined using
the BLS Occupational Classification System, www.bls.gov/soc/.

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