Series 79

What an Investment Banking Representative Does

Each representative as defined in paragraph (b)(1) of Rule 1220 is required to register with FINRA as an Investment Banking Representative if his or her activities in the investment banking or securities business of a member involve advising on or facilitating debt or equity securities offerings through a private placement or a public offering, including but not limited to origination, underwriting, marketing, structuring, syndication, and pricing of such securities and managing the allocation and stabilization activities of such offerings, or advising on or facilitating mergers and acquisitions, tender offers, financial restructurings, asset sales, divestitures or other corporate reorganizations or business combination transactions, including but not limited to rendering a fairness, solvency or similar opinion.

Covered activities include advising on and/or facilitating debt and equity offerings (private placement or public offering), mergers and acquisitions, tender offers, financial restructurings, asset sales, divestitures or other corporate reorganizations and business combination transactions.

What the Registration Includes and Excludes

The Investment Banking Representative registration category is meant to include investment bankers who, as part of their job activities, advise on or facilitate the marketing of an offering. This would include activities such as preparing a marketing plan, advising on a marketing plan prepared by a sales team, or developing and/or contributing information for marketing materials. However, it would not include persons who actively market the offering and interact with investors or potential investors, such as a person who is engaging in road show activities. Such a person would also need to be registered as a General Securities Representative (the SIE plus the Series 7 exam) or Private Securities Offerings Representative (the SIE plus the Series 82 exam) depending on the type of offering being made.

For a person registered as a General Securities Representative (Series 7), if the person is only engaged in selling the offering or actively marketing the offering to investors or potential investors, the General Securities Representative registration is sufficient. If the person wants to engage in activities such as preparing a marketing plan or advising on a marketing plan prepared by a sales team or developing and/or contributing information for marketing materials, the person also needs to be registered as an Investment Banking Representative by passing the Series 79 exam.

An associated person who participates in a new employee training program conducted by a member is not required to register as an Investment Banking Representative for a period of up to six months from the time the associated person first engages within the program in activities described in paragraph (b)(5) of Rule 1220, but in no event more than two years after commencing participation in the training program. This exception is conditioned upon the member maintaining records that evidence the existence and details of the training program, including but not limited to its scope, length, eligible participants and administrator, and that identify those participants whose activities otherwise would require registration as an Investment Banking Representative and the date on which each participant commenced such activities.

An associated person is not required to register as an Investment Banking Representative if his or her activities in the investment banking or securities business of a member are limited solely to advising on or facilitating the placement of direct participation program securities as defined in paragraph (b)(8)(A) of the rule; effecting private securities offerings as specified in paragraph (b)(9) of the rule; or retail or institutional sales and trading activities.

Qualifying for the Registration

Candidates must pass the Securities Industry Essentials (SIE) exam and the Series 79 exam to obtain the Investment Banking Representative registration. The SIE exam is a corequisite to the Series 79 exam.

Subject to the lapse of registration provisions in Rule 1210.08, each person registered with FINRA as an Investment Banking Representative on October 1, 2018 and each person who was registered with FINRA as an Investment Banking Representative within two years prior to October 1, 2018 is qualified to register as an Investment Banking Representative without passing any additional qualification examinations. All other individuals registering as Investment Banking Representatives after October 1, 2018 must, prior to or concurrent with such registration, pass the SIE and the Investment Banking Representative qualification examination.

Under Rule 1210, each person engaged in the investment banking or securities business of a member must be registered with FINRA as a representative or principal in each category of registration appropriate to his or her functions and responsibilities as specified in Rule 1220, unless exempt from registration pursuant to Rule 1230. Before the registration of a person as a representative can become effective under Rule 1210, such person must pass the SIE and an appropriate representative qualification examination as specified in Rule 1220(b). Passing the SIE alone does not qualify an individual for registration with FINRA.

Candidates must be associated with and sponsored by a FINRA member firm or other applicable self-regulatory organization (SRO) member firm to be eligible to take FINRA representative-level qualification exams.

What the Exam Covers

As of October 2026, the Series 79 consists of 75 multiple-choice items, which are distributed among three major content areas. The time allowed is two hours and thirty minutes.

Function 1, Collection, Analysis and Evaluation of Data, has 37 items, which is 49 percent of the exam. Function 2, Underwriting/New Financing Transactions, Types of Offerings and Registration of Securities, has 20 items, which is 27 percent. Function 3, Mergers and Acquisitions (M&As), Tender Offers and Financial Restructuring Transactions, has 18 items, which is 24 percent.

Function 1: Collection, Analysis and Evaluation of Data

The first task is collection of data. The knowledge listed is collection of financial, performance, issuance and transaction data from various commercial and proprietary market databases, regulatory sources, internet sites of private and public companies, media and other resources, with analysis of trends in the market and specific industry sectors; analysis of individual companies; analysis of the capital structure and valuation metrics of comparable companies; relative valuation analysis regarding positioning, which is the company’s relative position when comparing its valuation with other companies within the same industry; and tracking of recent securities offerings and M&As executed by the firm, with precedent transactions given in parentheses, as well as recent deals executed by competitors, listed beneath it. 

The knowledge listed also includes information in schedules, reports, statements and forms filed pursuant to the Securities Exchange Act of 1934, and permissible communications with clients and other departments within the firm, coordinating when necessary with legal and compliance. Listed beneath the communications are communication with clients to gather and verify information for financial modeling/financial statements; communication with industry specialists within investment banking and capital markets to obtain information regarding business opportunities, and communication with industry specialists to collect industry data to determine marketing strategies best suited for the company; communication with the firm’s research department to obtain perspectives on the market and particular industry sectors; communication with the syndicate desk to obtain information about deals that are in the marketplace, current market demands, security pricing, structure and covenants; and coordination with internal departments to review data for inclusion in marketing materials and/or secure approval of those materials.

The second task is analysis and evaluation of data. The knowledge listed includes financial analysis of individual companies, comparable companies and particular industry sectors; and models involving basic financial accounting concepts and statistical analyses and preparation of spreadsheets, graphs and other materials based on the collected data, and data entry into proprietary financial models. Listed beneath the models are the balance sheet, with current assets, including cash and cash equivalents, marketable securities, inventory, accounts receivable, property, plant and equipment (PP&E), goodwill and intangibles; deferred assets; current liabilities, including accounts payable, short-term debt, accruals, and long-term debt; deferred liabilities; and stockholders’ equity/net worth, including preferred stock, common stock, additional paid-in capital, retained earnings and capital surplus named in parentheses; the income statement, with revenue/sales and cost of goods sold (COGS), including fixed/variable costs, selling, general and administrative (SG&A) expenses, amortization/depreciation/depletion, operating income/loss, interest income/expense, taxes, and net income/loss named in parentheses; and the cash flow statement, with operating cash flow, investing cash flow, and financing cash flow named in parentheses.

The knowledge listed also includes valuation metrics, ratios and other types of data for any or all of the following areas: equity and debt transactions, equity-linked transactions, M&As, restructurings and general corporate or financial advisory services. Listed beneath these metrics are five groups. Liquidity has cash collection cycle, including receivables turnover, inventory turnover and payables turnover, cash flow; current ratio (working capital ratio), debt-to-capital (total and long-term), debt-to-equity (total and long-term), free cash flow yield, net debt; quick ratio (acid test ratio), and working capital named in parentheses. 

Profitability has adjustments including extraordinary items/nonrecurring items; earnings before interest and taxes (EBIT); earnings before interest, taxes, depreciation and amortization (EBITDA); earnings before interest, taxes, depreciation, amortization and rent (EBITDAR); earnings per share (EPS); earnings yield equity turnover; profit margins including gross margin, operating margin, net margin, net profit margin, operating profit margin, pre-tax margin, return on assets (ROA), return on equity (ROE), return on investment (ROI), and return on invested capital (ROIC); and total expense ratio named in parentheses. Leverage has interest coverage ratio, leverage net debt/EBITDA, and debt to EBITDA named in parentheses. Valuation has accretion/dilution, enterprise value (EV), adjusted EV/EBITDA, price-to-book (P/B) value (stated and tangible), compound annual growth rate (CAGR), cost of capital, discounted cash flow (DCF), dividend discount model (DDM), dividend payout ratio, dividend yield, earnings, economic profit, EV/EBITDA, EV/sales, equity value, forward price-to-earnings (P/E) multiple, internal rate of return (IRR), last 12 months (LTM), price-to-earnings multiple, market cap, net present value, normalized (operating) earnings, price to cash flow, P/E, price to free cash flow, price/net asset value (NAV), price/earnings to growth (PEG), price to sales (P/S), price per share, sum of the parts analysis, stock volatility, beta, and weighted average cost of capital (WACC) named in parentheses. Asset turnover has inventory valuation methods, with last-in, first-out (LIFO) and first-in, first-out (FIFO) named in parentheses.

The knowledge listed continues with review and analysis of precedent transactions for trends in capital raising and M&As, with capital restructuring, use of derivatives, share repurchase programs, tender offers, rights offerings, and debt issuance named in parentheses, and registration and proxy statements listed beneath it; analysis of investor and shareholder data to understand ownership and trading behavior; analysis of the impact of various financing strategies for potential investors, including risks, with investment objectives and investment strategies listed beneath it; analysis of the various financing alternatives available to the company, with types of organizational structures, types of investors and types of financing transactions listed beneath it; and evaluation of the impact of various alternatives for the company, including preliminary recommendations with respect to transactions based on the results of the above analyses and understanding of the benefits and risks associated with such recommendations.

The investment objectives named in parentheses are growth at a reasonable price (GARP), growth, aggressive growth, value income, and capital appreciation. The investment strategies named in parentheses are distressed, value, deep value, momentum trading, index, quantitative (formula driven), arbitrage, risk arbitrage, long, short, special situations, income and sector specific. 

The types of organizational structures named in parentheses are C corporations; S corporations; limited liability companies (LLCs); limited partnerships; trusts; master limited partnerships; real estate investment trusts (REITs); private equity funds; and federal, state and municipal governments. 

The types of investors named in parentheses are mutual funds, hedge funds, venture capital firms, private equity firms, qualified institutional buyers (QIBs), and qualified purchasers. 

The types of financing transactions named in parentheses are debt, equity or hybrid securities, and public versus private offering, with initial public offering (IPO), follow-on, private investments in public equity (PIPEs), primary versus secondary offering, and forward sale named in parentheses beneath it.

The third task is due diligence activities. The knowledge listed is due diligence by identification of information that is required to be disclosed in public or private offering documents; the due diligence process for sell-side transactions; the due diligence process for buy-side transactions; and due-diligence-related regulatory requirements. Listed beneath the first item are review of the business of the issuer, including, but not limited to, reviewing financial information and business plans; speaking to the company’s management, vendors, suppliers and customers; conducting site visits; and performing bring-down due diligence; and the disclosure standard that offering documents should not contain untrue statements of material fact or omit material facts necessary to make the statements therein not misleading.

Listed beneath sell-side transactions are financial due diligence on the seller; assistance to the seller in gathering due diligence materials to be provided to potential buyers; preparation, review and finalization of the client data room procedures and index of materials to be presented in data room; supplemental due diligence information, monitoring of access to data room; and assistance to the seller in performing due diligence on the potential buyers. Listed beneath buy-side transactions are coordination of the schedule for management presentations, data room access and site visits with the buyer and the target; facilitation of the buyer’s due diligence process; and performance of due diligence from available sources other than the target company. 

The facilitation of the buyer’s due diligence process includes conducting of a comprehensive and confidential investigation to uncover information that could impact the merger or acquisition, for the purpose of recommending alternatives for handling benefits, compensation and other human resource programs after the deal closes; identification of strategic positions for negotiating; evaluation of the leadership of the organization, including performing background checks; and examination of the target’s culture, environment, corporate governance, and labor issues, identification of strengths and weaknesses of the employee groups, discovery of risk, such as unfunded liabilities or obligations and corporate governance, degree of off-balance sheet disclosures, and identification of cost-saving opportunities, such as those available through consolidation or negotiation. Listed beneath due-diligence-related regulatory requirements are basic disclosure requirements with respect to compliance with the Sarbanes-Oxley Act.

Function 2: Underwriting, Types of Offerings and Registration of Securities

The first task is public offerings. The knowledge listed is the drafting of the offering documents, internal commitment memos, internal sales memos and road show presentations, with regulatory requirements pertaining to filing of registration statement of securities offerings; a company’s ongoing reporting obligations; disclosure of a firm’s interest in a distribution; securities distributions; prospectuses (base prospectus, prospectus supplement); exemptions/safe harbors; research reports and free writing prospectuses; and communication-related liabilities listed beneath it; and the distribution of the preliminary and final prospectuses.

The second task is activities of the underwriting syndicate. The knowledge listed is the execution of syndicate agreements, including agreement among underwriters, selected dealers’ agreement, deal wires, with types of underwriting commitments, with firm commitment, competitive bid or negotiated, standby commitment, all-or-none, and best efforts named in parentheses, and issuer and shareholder lock-up agreements listed beneath it; and preparation and filing of all necessary regulatory wires, with Regulation M filings named in parentheses.

The third task is execution and distribution. The knowledge listed begins with the education of the internal sales force and marketing of the offering, with determination of current trends in the market/sectors and identification of the sales points of each transaction; drafting of materials regarding the transaction to educate the internal sales force, with internal sales memo named in parentheses; assistance to the issuer in preparing the road show presentation and setting up investor meetings; review of the current shareholders of the issuer as well as shareholders of comparable companies to locate prospective investors; distribution of materials to potential investors as permitted by regulations; and status of marketing, market conditions and time frame for transaction listed beneath it.

Building the book follows, with investor interest, price-level information, maintenance of “indication of interest (IOI) book,” and creation and maintenance of the book, which includes the list of prospective investors and how the issue is split among the underwriters; and thorough assessments of customers listed beneath it. Sizing, pricing and timing follows, with information about other scheduled transactions in the market and the release of economic data for the purpose of pricing and scheduling the offering; and sizing, pricing and timing judgments and recommendations to issuers based on certain factors, including but not limited to: IOIs, supply and demand, overall market conditions, debt and volatility, investor feedback, trading depth and volatility during the marketing period, existing holder participation in a follow-on offering and valuation listed beneath it.

Allocation, syndicate short covering, stabilization and other market activities follow, with research and summarization of retail versus institutional demand and investor trading history; management of stabilizing activity and syndicate short positions; and billing and delivery listed beneath it. Beneath the management of stabilizing activity and syndicate short positions are structure and management of the over-allotment option, which is the greenshoe, and determination of whether to exercise the greenshoe. Billing and delivery has calculation of compensation of the syndicate, with components of underwriter’s spread, including management fee, underwriting fee and selling concession; gross spread; pot agreement (jump ball, fixed); free retention; and designations named in parentheses; verification of accuracy of customer orders; and communication with branch office managers or designees to confirm allotments and designations. The last item of the third task is New York Stock Exchange (NYSE) and Nasdaq listing requirements.

The fourth task is post-execution activities for financing deals. The knowledge listed is the deal file, including correspondence with underwriting group members, selling groups and/or the issuer, archives of pitch and marketing materials, information used for road shows, book building documents, prospectuses, and copies of underwriting materials; understanding of books and record requirements; and tracking of billing and finalization of the transaction.

The fifth task is securities exempt from the registration requirements of the Securities Act of 1933, and the outline lists rules beneath it.

The sixth task is transactions exempt from the registration requirements of the Securities Act of 1933. The knowledge listed includes private placements, including the performance of tasks similar to those associated with public offerings and tasks that are unique to private placement; structuring of appropriate private placement securities, convertibles, preferred stock, subordinated debt, warrants; drafting and execution of engagement documentation for private placements and the placement agent agreement; identification of the list of potential investors and determination of the types of investors for whom private placement is appropriate; determination of eligibility of interested investors and procurement of non-binding commitments; preparation of the private offering documents, including but not limited to the private placement memorandum (PPM), confidentiality agreement, teaser, with executive summary or one-page document describing financing opportunities to attract interest given in parentheses, and security term sheets, with expected pricing given in parentheses; and resales of securities by control persons.

Function 3: Mergers and Acquisitions, Tender Offers and Financial Restructuring

The first task is M&As: sell-side transactions. The knowledge listed has four main parts. The first part is the setup of the process, with preparation, negotiation and finalization of the engagement letter with the seller; preparation and review, with the seller, of potential transaction structures and the impact of existing market, regulatory and tax environment on the proposed transaction; performance of financial valuation analysis for the seller and production of comprehensive valuation report using a variety of valuation methods; and extensive analysis of potential buyers listed beneath it.

Listed beneath the transaction structures are identification and assessment of potential transactions, with sale of entire company, divestitures, spinoffs, and split offs named in parentheses; identification and assessment of potential transaction structures, with stock versus asset sale and merger versus tender offer named in parentheses; coordination with the seller’s tax advisors to identify potential tax issues and their financial implications, with tax-free reorganization, recapitalizations, Internal Revenue Service (IRS) Rule 338(h)(10) elections, and stock versus cash named in parentheses; coordination with the seller’s legal advisors to identify antitrust and other regulatory issues, with cross-border transactions named in parentheses; assistance in identifying potential corporate issues, with IRS Rules 160 and 280G, golden parachute, plant closings, shareholder objectives, and corporate culture named in parentheses; and assistance in evaluating the impact of terms of existing equity and debt securities and contractual obligations of the seller on the proposed transaction, with debt covenants, consents, and conversion features named in parentheses.

Listed beneath the analysis of potential buyers are assistance with identification of potential buyers and their strengths and weaknesses, including capacity to pay; assistance with evaluation of any financing requirements, including stapled financing; assessment of the primary competitors, both general and sector-specific; assessment of the existing growth strategy and optimization potential; performance of suitability assessments of specific candidates; assistance with evaluating credit implications of the potential transaction; and evaluation of potential market reaction announcements concerning a merger/acquisition.

The second part is marketing of the transaction, with assistance in preparation of confidentiality agreements; preparation, finalization and distribution of a business profile highlighting corporate overview, financial history, and other information relevant to a potential buyer (the “teaser”); assistance with the process of contacting potential buyers and signing of the confidentiality/nondisclosure agreements; assistance with the preparation of a confidential offering document for presentation to potential buyers and merger partners; preparation, finalization and distribution of bidding procedures letter to potential buyers; and assistance with drafting of management presentations listed beneath it.

The third part is management of the bidding process, with evaluation of potential buyers’ proposals from strategic and financial perspectives, with buyers’ ability to pay, strength of buyers’ currency, accretion/dilution analysis, assessment of potential synergies deemed obtainable from buyers, social issues, and sensitivity to potential regulatory/antitrust issues named in parentheses; receipt of non-binding IOIs from potential buyers and organization and communication of material to the seller; assistance with determination of successful bids and assistance with communicating regret or invitations to move forward with potential buyers; attendance at and monitoring of management presentations, data room sessions and site visits; response to potential buyers’ requests for additional information; assistance with preparation of final round procedures, including deadline for final offers and guidance on issues to be addressed in letters of intent; finalization and distribution of final round procedure letter to potential buyers; receipt, analysis and presentation of final round bids to the seller; and general understanding of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 listed beneath it.

The knowledge listed ends with execution of the transaction, with assistance with selection of buyers with whom to negotiate definitive agreements, with assistance in communicating with the seller’s legal counsel and accountants the material financial terms of the transaction as agreed to by seller and buyer listed beneath it; and assistance with the preparation of a fairness opinion, if warranted or requested.

The second task is M&As: buy-side transactions. The knowledge listed has three main parts. The first part is analysis before the bid, with determination or assessment of the strategy, resources, financial capacity of the buyer; evaluation of rationale for the acquisition and value of the buyer’s business; identification of potential corporate, structural or legal impediments to the transaction, with control share acquisition statutes, shareholder rights plans, and staggered boards named in parentheses; coordination with the buyer’s tax advisors in the identification of potential tax issues and their financial implications, with tax-free reorganization, recapitalizations, IRS Rule 338(h)(10), elections, and stock versus cash named in parentheses; review of the confidential offering memorandum and confidentiality agreement provided by the seller; analysis of the target’s financial results, future prospects, market position, industry dynamics, potential strategic value to the buyer and potential synergies with the buyer; production of preliminary stand-alone and pro forma valuations of the target through comparable company analysis, precedent transaction analysis, discounted cash flow (DCF) analysis, leveraged buyout (LBO) analysis and other relevant analyses; assistance with evaluation of credit implications of the potential transaction; assessment of the capabilities of other buyers and informing of the buyer regarding recent developments among other buyers and competitors; and evaluation of potential market reaction announcements concerning a merger/acquisition.

The second part is the bidding process, with assistance with development, finalization and review of preliminary bids; assistance with process of contacting the seller and/or acting as a liaison with its advisors; and assistance with arrangement of financing alternatives from various institutions, as necessary. The third part is execution of the deal, with assistance in preparing follow-up due diligence requests and communication with the target; review of final bid with the buyer; assistance with preparation of a fairness opinion, if warranted or requested; and assistance in communicating with the buyer’s legal counsel and accountants material financial terms of the transaction as agreed to by the seller and buyer.

The third task is fairness opinions, which applies to both buy-side and sell-side transactions. The knowledge listed is assistance with the determination of whether a fairness opinion is necessary; preparation of the financial analysis for the fairness opinion; presentation of the analysis to the firm’s internal approval committees, the client, and the client’s board of directors or special committee of the board, with assistance with preparation of fairness opinion meeting and internal procedures for disclosing conflicts listed beneath it; assistance with drafting the fairness opinion letter; and assistance with the preparation of proxy statement/prospectus disclosure regarding any fairness opinion that has been issued.

The fourth task is signing to closing, which applies to both buy-side and sell-side transactions. The knowledge listed is proxy statement/prospectus disclosure regarding the transaction; assistance with determination and monitoring of closing conditions; and assistance with development of external communications materials, with press releases and investor presentations named in parentheses.

The fifth task is tender offer regulations. The knowledge listed is tender offer regulations including communications, timing, filing and disclosure requirements and equal treatment of shareholders.

The sixth task is financial restructuring and bankruptcy. The knowledge listed is potential claims and priorities of investors in connection with bankruptcy, with senior secured creditors (senior debt lenders), junior secured creditors (senior subordinated debt), unsecured creditors (trade suppliers), mezzanine (convertible debt), preferred stock, and common stock named in parentheses; fundamental terms of loan documents; and fundamental terms of bankruptcy. 

Listed beneath the fundamental terms of loan documents are credit agreements and indentures, with repayment, prepayment, events of default, and negative covenants named in parentheses; financial covenants, including an assessment of the company’s short-term and long-term liquidity, including maturities of debt, required redemptions and other obligations and rights; and consequences of refinancing early. The fundamental terms of bankruptcy named in parentheses are plan of reorganization (Bankruptcy Code Chapter 11), debtor in possession financing (DIP), liquidation (Bankruptcy Code Chapter 7), M&As (Bankruptcy Code Section 363), creditor committees, debtor in possession, company’s board of directors/management, and trustee.

Retaking a Failed Examination

As of October 2026, any person who fails to pass a qualification examination prescribed by FINRA is permitted to take that examination again after a period of fifteen calendar days has elapsed from the date of such person’s last attempt to pass that examination, except that any person who fails to pass an examination three or more times in succession within a two-year period is prohibited from again taking that examination until a period of sixty calendar days has elapsed from the date of such person’s last attempt to pass that examination. These waiting periods apply to the SIE and the representative and principal examinations specified under Rule 1220.

Exam Relevance

The Securities Industry Essentials examination content outline does not name the Series 79. Topic 1.4, Offerings, in Section 1, Knowledge of Capital Markets, lists roles of participants, with investment bankers, underwriting syndicate, and municipal advisors named in parentheses; types of offerings, with public versus private securities offering; initial public offering (IPO), secondary offering and follow-on offering; and methods of distribution, with best efforts and firm commitment named in parentheses, listed beneath it; shelf registrations and distributions, with definition and purpose named in parentheses; types and purpose of offering documents and delivery requirements, with official statement, program disclosure document, and prospectus named in parentheses; and regulatory filing requirements and exemptions, with Securities and Exchange Commission (SEC) and blue-sky laws named in parentheses.

Topic 3.1.4, Corporate Actions, under 3.1, Trading, Settlement and Corporate Actions, in Section 3, Understanding Trading, Customer Accounts and Prohibited Activities, lists types of corporate actions, with splits, reverse splits, buybacks, tender offers, exchange offers, rights offerings, and mergers and acquisitions (M&A) named in parentheses; impact of stock splits and reverse stock splits on market price and cost basis; adjustments to securities subject to corporate actions; delivery of notices and corporate action deadlines; and proxies and proxy voting. Candidates should check the current outline before the examination.

Common Misunderstandings

The Series 79 registers a person to sell and market offerings to investors. The Investment Banking Representative registration category would not include persons who actively market the offering and interact with investors or potential investors, such as a person who is engaging in road show activities.

The Series 79 can be taken alone. Candidates must pass the SIE exam and the Series 79 exam to obtain the Investment Banking Representative registration, and the SIE exam is a corequisite to the Series 79 exam.

The Series 79 is open to anyone, like the SIE. Candidates must be associated with and sponsored by a FINRA member firm or other applicable SRO member firm to be eligible to take FINRA representative-level qualification exams.

The Series 79 covers only stock offerings. Covered activities include advising on and/or facilitating debt and equity offerings, mergers and acquisitions, tender offers, financial restructurings, asset sales, divestitures or other corporate reorganizations and business combination transactions.

Every person who works on offerings must register as an Investment Banking Representative. An associated person is not required to register as an Investment Banking Representative if his or her activities are limited solely to advising on or facilitating the placement of direct participation program securities, effecting private securities offerings, or retail or institutional sales and trading activities.

A trainee must register as an Investment Banking Representative on the first day of training. An associated person who participates in a new employee training program conducted by a member is not required to register for a period of up to six months from the time the associated person first engages within the program in activities described in paragraph (b)(5) of Rule 1220, but in no event more than two years after commencing participation in the training program.

The exam covers only securities law. Function 1, Collection, Analysis and Evaluation of Data, has 37 of the 75 items, which is 49 percent of the exam.

Key Points to Retain

The Series 79 is the Investment Banking Representative Exam.

An Investment Banking Representative advises on or facilitates debt or equity securities offerings through a private placement or a public offering, and advises on or facilitates mergers and acquisitions, tender offers, financial restructurings, asset sales, divestitures or other corporate reorganizations or business combination transactions.

The registration category does not include persons who actively market the offering and interact with investors or potential investors, such as a person engaging in road show activities.

The SIE exam is a corequisite to the Series 79 exam, and candidates must be associated with and sponsored by a member firm.

The exam is organized into collection, analysis and evaluation of data; underwriting, types of offerings and registration of securities; and mergers and acquisitions, tender offers and financial restructuring transactions.

The exam consists of 75 multiple-choice items, with 37 in Function 1, 20 in Function 2 and 18 in Function 3.

A person registered as a General Securities Representative who wants to prepare a marketing plan, advise on a marketing plan prepared by a sales team, or develop or contribute information for marketing materials also needs to be registered as an Investment Banking Representative.

As of October 2026, the retake waiting period is fifteen calendar days, or sixty calendar days after three or more failures in succession within a two-year period.

The Securities Industry Essentials examination content outline does not name the Series 79, and Topics 1.4 and 3.1.4 cover offerings and corporate actions.