The Financial Industry Regulatory Authority is investigating Robinhood CEO Vlad Tenev and co-founder Baiju Bhatt because they have not registered with FINRA, Robinhood disclosed in a filing with the Securities and Exchange Commission on Tuesday, just two days before its stock debuted Thursday on the Nasdaq.
Robinhood received the FINRA investigative request "seeking documents and information related to its compliance with FINRA registration requirements for member personnel, including related to the FINRA non-registration status of Mr. Tenev and Mr. Bhatt," the company said in its SEC filing.
"Robinhood is evaluating this matter and intends to cooperate with the investigation," the company said, also pointing to several of the lawsuits it was currently the defendant in.
FINRA already fined the firm $57 million and ordered it to pay about $12.6 million in restitution, plus interest, in June to what FINRA said were "thousands of harmed customers." Those harmed included millions of Robinhood customers who "received false or misleading information from the firm, millions of customers affected by the firm's systems outages in March 2020, and thousands of customers the firm approved to trade options even when it was not appropriate for the customers to do so," FINRA said.
Robinhood's stock, with the ticker HOOD, debuted Thursday at $38 a share, valuing the company at about $32 billion. The stock was trading near that level Thursday afternoon.
Initial Reactions
In a tweet on Wednesday referring to the FINRA investigation, Lisa Braganca, a former SEC branch chief, said: "IMHO question is whether [Tenev] has de facto control of brokerage activities via his role as CEO."
Criticizing FINRA, William Whitt, senior analyst at Aite-Novarica Group, told ThinkAdvisor by email: "I think the FINRA inquiry into non-registration of Mr. Tenev and Mr. Bhatt shows poor judgment from FINRA as to timing. FINRA has been well aware of their non-registration status for quite some time, yet they only choose to pursue an investigation now, 2 days before the IPO? The optics are terrible, and FINRA in this case comes off looking like a petulant child."
However, "regardless of the optics, I think this case will have zero impact on the IPO, as I don't believe the retail investors receiving an IPO allocation will really care about this, nor do I think this case would affect the institutional investors' views about the merits of the IPO," Whitt added.
Of more potential concern for Robinhood is the earlier ongoing investigation by "regulators at all levels," including FINRA and the SEC, related to employee trading in securities subject to early 2021 trading restrictions, which is "a little more serious," he said. That case, "assuming it has merits, is reflective of a larger issue at Robinhood, which is the very poor internal controls they have, and in a worst case scenario they are probably looking at a fine of a couple hundred million dollars," he said.
FINRA's Rules
FINRA declined to comment Wednesday, noting that, "as a matter of policy, FINRA does not comment on investigations."
