NASAA Series 65 — All Questions
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283 questions
A company just paid a $2.00 dividend. Analysts expect dividends to grow 10% a year for the next two years and 4% a year forever after that. If investors require a 9% return, the stock's value today is closest to:
- a.$42.92
- b.$54.39
- c.$44.79
- d.$46.42✓
Dividends are $2.20 in year 1, $2.42 in year 2 and $2.5168 in year 3. At the end of year 2 the stock is worth $2.5168 / (0.09 - 0.04) = $50.34, and the present value is $2.20 / 1.09 + ($2.42 + $50.34) / 1.09^2 = $2.02 + $44.40 = $46.42. $54.39 leaves the year-2 terminal value undiscounted. $44.79 capitalizes the year-2 dividend instead of the year-3 dividend, skipping the first 4% step. $42.92 discounts the terminal value for three years even though it is measured at year 2.Multistage dividend discount model (CFA Institute curriculum, Equity Valuation)
An analyst forecasts free cash flow of $12 million in year 6, growing 2% a year indefinitely. Using a 10% discount rate and valuing the business at the end of year 5, the present value of the terminal value is closest to:
- a.$150.0 million
- b.$74.5 million
- c.$102.5 million
- d.$93.1 million✓
The terminal value at year 5 is $12 million / (0.10 - 0.02) = $150 million. Discounting it five years at 10% gives $150 / 1.10^5 = $93.1 million. $150.0 million forgets to discount. $74.5 million capitalizes the cash flow at the full 10% instead of the 8% spread between the discount rate and growth, then discounts. $102.5 million discounts for only four years.Discounted cash flow terminal-value valuation (CFA Institute curriculum, Equity Valuation)
On Tuesday the Dow Jones Industrial Average closes at a new high, but the Transportation average stays below its earlier high. A follower of Dow theory would view the uptrend as:
- a.Confirmed, because the Industrial average is the leading indicator
- b.Confirmed once trading volume tops its 50-day average
- c.Unconfirmed, because the two averages are not rising together✓
- d.Reversed, because any divergence signals a primary downtrend
Dow theory requires the Industrial and Transportation averages to confirm one another before a primary trend is considered intact. A new high in only one average is a non-confirmation, a warning rather than a signal. Counting the Industrial average alone ignores the confirmation requirement, and a volume threshold is not a substitute for it. A divergence does not by itself declare a reversal either; a reversal also needs confirmation by both averages.NASAA Series 65 Exam Content Outline, Section II (Investment Vehicle Characteristics); technical analysis (Dow theory)
A company's founders sell 4 million of their own shares to the public in a registered offering, and the company issues no new shares. Which statement is correct?
- a.It is a secondary offering, but the company gets the proceeds because it filed the registration statement
- b.It is a secondary offering: the selling shareholders get the proceeds and the company's share count is unchanged✓
- c.It is a secondary offering that dilutes existing holders, because 4 million more shares become outstanding
- d.It is a primary offering, because the shares are sold under a registration statement, so the company gets the proceeds
In a secondary offering existing holders sell shares they already own, so the proceeds go to them and no new shares are created. The company may bear registration costs but receives no proceeds. A primary offering is one in which the issuer sells newly issued shares and receives the money. Dilution comes from newly issued shares, which these are not, so the outstanding share count does not change.Securities Act of 1933 s.5
A special purpose acquisition company holds its IPO proceeds in a trust account. Its shareholders are asked to vote on a merger with a target they dislike. Which right do SPAC shareholders typically have?
- a.Redeeming their shares for a pro rata portion of the trust account, whether they vote for or against✓
- b.Redeeming only if they vote against, since redemption rights end once a merger is announced
- c.Rescinding their purchase and recovering the IPO price from the sponsor
- d.Putting their shares to the target company at the merger exchange ratio
SPAC charters usually let public shareholders redeem for a pro rata share of the trust, plus interest, in connection with the vote on a business combination, and they can do so even if they vote in favor. The sponsor is not an insurer of the IPO price, and no right of rescission arises from the vote. Shares are not put to the target at an exchange ratio; shareholders who do not redeem simply receive target-company shares. Redemption is not tied to a no vote, nor does it lapse when a deal is announced.SEC Release 33-11265 (SPAC rules, January 2024)
A development-stage penny-stock company whose only business plan is to acquire an unidentified company registers an offering under Rule 419. What must happen to the offering proceeds?
- a.At least 50% is held in escrow and returned if no acquisition closes within 12 months
- b.At least 90% is held in escrow and returned to purchasers if no acquisition closes within 18 months✓
- c.All of it goes to the company at once, but purchasers can demand repayment after 18 months
- d.At least 90% is held in escrow and returned if no acquisition closes within 36 months
Rule 419 protects investors in blank check offerings by penny-stock issuers: the issuer may receive only up to 10% of the proceeds (net of underwriting commissions) before an acquisition, and the rest stays in escrow. If no qualifying acquisition occurs within 18 months of the effective date the funds go back to purchasers, and after an acquisition is found purchasers get a reconfirmation window of 20 to 45 business days. The other choices change either the escrowed share or the time limit, or leave the money with the company.17 CFR 230.419
A fund's Class A shares charge a 6% front-end load on the amount invested and a 0.25% annual 12b-1 fee. Class C shares have no front-end load, no deferred sales charge and a 1.00% annual 12b-1 fee. Ignoring compounding and breakpoints, about how long must an investor hold the fund before Class A becomes the cheaper class?
- a.About 6 years, because Class C's 1.00% fee adds up to the 6% load
- b.About 1 year, because Class C's annual fee exceeds Class A's load
- c.About 24 years, because the 6% load is recovered at Class A's 0.25% fee
- d.About 8 years, because Class C costs 0.75% more each year✓
The cumulative extra cost of Class C is 1.00% - 0.25% = 0.75% a year, so it overtakes the 6% load after 6 / 0.75 = 8 years. Dividing the load by Class C's whole fee (6 years) forgets that Class A also pays 0.25% annually. Dividing by Class A's fee (24 years) uses the wrong fee entirely. A single year of Class C fees (1.00%) is nowhere near the 6% load.FINRA Rule 2341; mutual fund prospectus fee tables
An investor sends $10,000 to buy Class A shares. The fund's sales charge is 5.75% of the public offering price. How much of the $10,000 is invested in fund shares?
- a.$9,425✓
- b.$10,000, with the load charged on top of the check
- c.$9,575
- d.$9,456
The load is a percentage of the public offering price, which is the amount the investor pays: 5.75% x $10,000 = $575, leaving $10,000 - $575 = $9,425 to buy shares at net asset value. $9,456 divides $10,000 by 1.0575 as though the load were added to the investment. $9,575 transposes the digits of the 94.25% that remains after the charge. A load is deducted from the amount sent, not added to it.FINRA Rule 2341
A plan sponsor placing $25 million in a mutual fund wants the share class with no load, no 12b-1 fee and the lowest expense ratio, and can meet a high minimum. Which class fits best?
- a.Class R shares, aimed at retirement plans, with a 12b-1 fee for plan servicing
- b.Class A shares at the top breakpoint, with a reduced load and an annual 12b-1 fee
- c.Institutional shares, with no load or 12b-1 fee in exchange for a large minimum✓
- d.Class C shares, with no front-end load and a level 12b-1 fee
Institutional classes are priced for large accounts: they generally carry neither a sales charge nor a 12b-1 fee, but require a high minimum. Class R shares are built for employer plans and normally bear a 12b-1 fee to pay for plan administration. Class A shares keep a 12b-1 fee even when the load is reduced or waived at high breakpoints. Class C shares avoid a front-end load but carry the highest annual 12b-1 fee.Investment Company Act Rule 12b-1; mutual fund prospectus
Fund X reports 15% portfolio turnover and Fund Y reports 140%. Which statement about a taxable investor comparing them is accurate?
- a.Fund Y's expense ratio already includes its brokerage commissions and spreads, so the two funds' costs can be compared directly
- b.Fund Y probably incurs trading costs not shown in its expense ratio and may distribute more short-term gains✓
- c.Fund Y's high turnover means it holds securities longer and defers more tax, so it is the more tax-efficient fund
- d.Fund X's 15% turnover means about 15% of its shareholders redeemed during the year, forcing it to sell holdings
Turnover measures how much of the portfolio was traded during the year. Brokerage commissions and other trading costs are not part of the expense ratio, and heavy trading tends to realize short-term gains that are passed through to taxable holders. Turnover has nothing to do with shareholder redemptions. High turnover means shorter holding periods, the reverse of deferring tax.Investment Company Act of 1940 s.30; Form N-1A
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An investor puts $40,000 into each of two funds. Both earn 7% before expenses for the year. Fund A's expense ratio is 0.35% and Fund B's is 1.15%. Ignoring loads and taxes, by how much does Fund B's ending value trail Fund A's?
- a.$460
- b.$140
- c.$320✓
- d.$22.40
Net returns are 7.00% - 0.35% = 6.65% for Fund A and 7.00% - 1.15% = 5.85% for Fund B. On $40,000 the ending values are $42,660 and $42,340, a gap of $320, which is also 0.80% x $40,000. $460 is Fund B's entire expense charge, and $140 is Fund A's. $22.40 applies the 0.80-point gap to the $2,800 gain instead of to the assets.Form N-1A (fee table)
Why do ETFs generally pass through fewer capital gains than comparable open-end index mutual funds?
- a.Investors redeem directly with the fund for cash at NAV, so the fund never needs to sell securities to meet redemptions
- b.Exchange trading makes ETFs exempt from the rule requiring regulated funds to distribute their realized capital gains
- c.Trading on an exchange means the fund pays no portfolio transaction costs, so it realizes fewer taxable gains each year
- d.Authorized participants redeem in kind, so the ETF can hand over low-basis securities instead of selling them✓
When an authorized participant redeems a large block, the ETF usually delivers a basket of securities rather than cash, and handing over low-basis shares does not trigger a taxable sale inside the fund. Ordinary investors do not redeem with the fund; they sell on the exchange to other investors. ETFs are regulated investment companies and remain subject to the distribution rules. Exchange trading of the ETF's own shares has no effect on the fund's portfolio costs.Investment Company Act Rule 6c-11; IRC s.852
An equity ETF's shares trade at $50.40 while the net asset value of its underlying basket is $50.00. Which action by an authorized participant tends to close the gap?
- a.Selling the underlying securities to the fund at $50.40 per ETF share
- b.Buying ETF shares in the market and redeeming them with the fund for the underlying securities, which are then sold
- c.Redeeming ETF shares with the fund for cash at the $50.40 market price instead of the lower basket value
- d.Delivering the basket of underlying securities to the fund for new ETF shares and selling those shares✓
At a premium, the authorized participant earns the difference by buying the underlying basket at $50.00, delivering it for newly created ETF shares and selling those shares at $50.40; the extra supply pushes the ETF price toward NAV. Buying ETF shares and redeeming them for the basket is the discount trade. Redemptions are settled at NAV, not at the ETF's market price, and the fund does not buy securities from anyone at the ETF's market price.Investment Company Act Rule 6c-11
A closed-end fund pays distributions at a 9% annual rate, but its net investment income and realized gains cover only 6 percentage points of that. Which statement about the other 3 points is accurate?
- a.They are tax-free because they come from the fund's unrealized appreciation
- b.They may be return of capital, which is not currently taxed but lowers the investor's cost basis✓
- c.They are qualified dividends because the fund labeled the payments as dividends
- d.They are taxable capital gains even though the fund realized no gains
A distribution larger than the fund's earnings and profits is treated as return of capital. It is generally not taxed when received, but it reduces the investor's basis and so raises the gain, or lowers the loss, when the shares are sold. A label does not turn it into qualified dividends. Without realized gains there is no capital-gain distribution. Unrealized appreciation is not distributed income, and paying out capital instead lowers NAV.IRC s.301(c); IRS Pub. 550
A client wants to sell shares of an interval fund two weeks after the fund's most recent repurchase offer closed. Which statement is accurate?
- a.The fund must redeem at NAV on any business day, as an open-end fund does
- b.The shares can be sold daily on an exchange at market price, as with a listed closed-end fund
- c.The client generally must wait for the next periodic offer, which the fund makes every 3, 6 or 12 months✓
- d.The client can require repurchase after 30 days' written notice
Interval funds are not listed and have no secondary market. They make periodic repurchase offers at intervals of three, six or twelve months, each for between 5% and 25% of outstanding shares under Rule 23c-3, so the client must wait for the next one. Daily exchange trading describes a listed closed-end fund, and daily redemption at NAV describes an open-end fund. No rule lets a shareholder compel repurchase on notice.Investment Company Act Rule 23c-3
An investor puts $1,000,000 into a hedge fund charging a 2% management fee on beginning assets and a 20% performance fee on profit after the management fee. The portfolio earns 15% before fees for the year. What is the investor's ending value?
- a.$1,100,000
- b.$1,104,000✓
- c.$1,101,600
- d.$1,120,000
Gross ending assets are $1,150,000. The management fee is 2% x $1,000,000 = $20,000, profit after it is $150,000 - $20,000 = $130,000, and the performance fee is 20% x $130,000 = $26,000. The investor keeps $1,150,000 - $20,000 - $26,000 = $1,104,000. $1,100,000 charges the performance fee on the gross $150,000. $1,120,000 leaves out the management fee, and $1,101,600 computes the management fee on ending instead of beginning assets.Advisers Act s.205(a)(1) and Rule 205-3 (performance fees); private fund offering documents
A hedge fund charges a 20% performance fee on gains above a high-water mark equal to the highest year-end NAV per unit after fees. A unit ends year 1 at $116 after fees (it was $100 to start). In year 2 it falls to $108, and in year 3 it rises to $120 before the year-3 fee. What is the performance fee per unit for year 3?
- a.$0.80, charged only on the $4 above the $116 mark✓
- b.$4.00, charged on the entire $20 climb from the original $100 starting value
- c.$2.40, charged on the whole $12 recovery from the year-2 low of $108
- d.$0, because the unit must first recover its year-2 loss before any fee applies
The high-water mark is $116, so only the $4 rise from $116 to $120 is fee-eligible: 20% x $4 = $0.80. $2.40 charges 20% on the whole $12 recovery from $108, which includes gains that merely make up the year-2 loss. $4.00 charges 20% on the entire climb from the original $100. $0 would be right only if the unit finished at or below $116, but it finished above the mark.Advisers Act s.205(a)(1) and Rule 205-3 (performance fees); private fund offering documents
A hedge fund relies on Section 3(c)(7) of the Investment Company Act and may sell only to qualified purchasers. Which prospective investor, a natural person, qualifies?
- a.A person with $350,000 of income in each of the last two years
- b.An individual who owns $5.5 million in investments, not counting a primary residence✓
- c.A married couple with $1.4 million of net worth, not counting their home
- d.A person with a $5 million net worth, $3 million of it a primary residence
A natural person is a qualified purchaser if he or she owns at least $5 million in investments. Net worth is not the test, and a net worth that includes a $3 million home leaves well under $5 million of investments. The $1.4 million couple and the high earner can be accredited investors, which is enough for a Section 3(c)(1) fund, but neither meets the investments test.Investment Company Act s.2(a)(51); s.3(c)(7)
An investor commits $2,000,000 to a private equity fund. The general partner calls 25% of commitments in year 1 and 15% in year 2. How much must the investor still stand ready to fund?
- a.$1,200,000, the 60% of the commitment not yet called✓
- b.$800,000, the amount already called
- c.$1,500,000, after subtracting only the year-1 call
- d.$1,700,000, after subtracting only the year-2 call
Called capital is 25% + 15% = 40% of $2,000,000, or $800,000, so the unfunded commitment is $2,000,000 - $800,000 = $1,200,000. $800,000 is the paid-in capital, not the remainder. $1,500,000 subtracts only the year-1 call, and $1,700,000 subtracts only the year-2 call.NASAA Series 65 Exam Content Outline, Section II (Investment Vehicle Characteristics); private fund limited partnership agreement terms
Why do private equity funds typically report negative net returns in their early years before turning positive?
- a.Management fees and expenses accrue while portfolio companies are still held near cost and have not matured✓
- b.Holdings are priced daily at market, so early market swings in the portfolio companies depress reported returns
- c.Investors must fund the whole commitment at closing, and the idle cash earns nothing until companies are bought
- d.Carried interest is paid to the general partner up front, before capital is invested, which lowers early net returns
This is the J-curve. Fees and expenses are charged from the start, while investments are valued near cost until companies grow or are sold, so reported returns dip before gains arrive. Carried interest is paid after capital and any preferred return are returned, not up front. Capital is called as deals are found rather than all at closing, and private holdings are valued periodically by the manager, not priced daily.NASAA Series 65 Exam Content Outline, Section II (Investment Vehicle Characteristics); private equity fund return reporting
A taxpayer in the 24% federal bracket receives a $1,000 ordinary dividend from a REIT, has held the shares long enough, and can take the full 20% deduction for qualified REIT dividends. About how much federal income tax is owed on the dividend?
- a.$192, taxed after the 20% deduction✓
- b.$150, a qualified dividend taxed at 15%
- c.$48, the 24% rate applied to the deduction
- d.$240, the full dividend taxed at 24%
REIT dividends are not qualified dividends, so they are taxed at ordinary rates, but the Section 199A deduction removes 20% of the amount from taxable income: ($1,000 - $200) x 24% = $192. $240 ignores the deduction. $150 treats the dividend as a qualified dividend taxed at 15%. $48 applies the 24% rate to the deduction itself instead of to the income left after it.IRC s.199A(b)(1)(B); IRS Pub. 550
A REIT reports net income of $50 million, depreciation on real estate of $30 million and a $10 million gain on a property sale. With 20 million shares outstanding, its funds from operations (FFO) per share is:
- a.$2.00, ignoring depreciation entirely
- b.$4.00, leaving the property gain in FFO
- c.$3.50, after the gain is taken out✓
- d.$4.50, adding the gain to FFO
FFO is net income plus real estate depreciation and amortization, less gains on property sales: $50 + $30 - $10 = $70 million, or $70 / 20 = $3.50 per share. $4.00 forgets to remove the gain. $4.50 adds the gain instead of subtracting it. $2.00 ignores depreciation and subtracts the gain from net income only.Nareit FFO definition
A client's mid-cap value fund returned 6% for the year while the S&P 500 returned 11%. Which comparison best judges the manager's skill?
- a.The fund's return against the S&P 500, the market the client could own instead
- b.The fund's return against whichever index had the highest return that year
- c.The fund's return against a mid-cap value index matching its stated size and style✓
- d.The fund's return against the top-quartile peer funds
A fair benchmark reflects the fund's stated size and style, so a mid-cap value index isolates what the manager added. The S&P 500 holds large-cap stocks of every style, so the gap partly reflects the market segment rather than skill. Picking the best-performing index is cherry-picking. Top-quartile peers are a target for a few managers, not the standard for judging the manager.NASAA Series 65 Exam Content Outline, Section II (Investment Vehicle Characteristics); performance measurement against a benchmark
In mid-December an investor puts $30,000 into a mutual fund at $30.00 per share. Two days later the fund pays a $1.50 per share long-term capital gain distribution, which the investor reinvests. What is the tax result?
- a.The $1,500 is taxable this year as a long-term capital gain, even though NAV fell by the same amount✓
- b.The $1,500 is a short-term gain because the investor owned the shares only two days before the distribution
- c.The $1,500 is ordinary income taxed at the investor's bracket
- d.The $1,500 is not taxed until the investor sells shares because it was reinvested in additional shares of the fund
The investor owns 1,000 shares, so the distribution is $1,500. Capital gain distributions are taxable to shareholders in the year paid, reinvested or not, and are long-term regardless of how long the investor held the fund. The investor's position is unchanged because NAV drops by the amount paid out, so the tax is owed on gains earned before the purchase. Reinvestment gives no deferral, and the holding period of the fund shares does not alter the character.IRC s.852(b)(3); IRS Pub. 550
An investor buys one XYZ 50 call for $5.00 and sells one XYZ 60 call for $2.00, both with the same expiration. What are the spread's maximum gain and maximum loss, ignoring commissions?
- a.Maximum gain $1,000; maximum loss $300
- b.Maximum gain $700; maximum loss $500
- c.Maximum gain $700; maximum loss $300✓
- d.Maximum gain $300; maximum loss $700
This is a bull call spread with a net debit of $5.00 - $2.00 = $3.00, or $300 per spread. The maximum loss is that debit, $300. The maximum gain is the $10 strike gap less the debit, $7 x 100 = $700, reached when the stock is at or above $60. $1,000 forgets to subtract the debit. $300 and $700 swap the two figures. $500 counts only the long call's premium as the cost.OCC, Characteristics and Risks of Standardized Options
An investor buys one ABC 70 put for $6.00 and sells one ABC 60 put for $2.00, both with the same expiration. What is the break-even price at expiration?
- a.$64
- b.$66✓
- c.$58
- d.$74
This is a bear put spread. The net debit is $6.00 - $2.00 = $4.00, and the position breaks even when the stock is at the higher strike less the debit: $70 - $4 = $66. $64 subtracts only the long put's premium. $74 adds the debit instead of subtracting it. $58 subtracts the short put's premium from the lower strike, which is not how the spread's break-even works.OCC, Characteristics and Risks of Standardized Options
An investor bought 500 shares at $80, then bought five 75 puts for $2.00 each and sold five 90 calls for $2.00 each. At expiration, ignoring dividends and commissions, what are the maximum loss and maximum gain?
- a.Maximum loss $2,500; maximum gain $5,000✓
- b.Maximum loss $2,500; gain unlimited
- c.Maximum loss $40,000; maximum gain $5,000
- d.Maximum loss $5,000; maximum gain $2,500
The two premiums offset, so this is a zero-cost collar. The put floors the loss at ($80 - $75) x 500 = $2,500, and the short call caps the gain at ($90 - $80) x 500 = $5,000. Unlimited gain forgets that the short call caps it. A $40,000 loss ignores the protective put. Swapping the figures reverses the $5 downside and $10 upside distances.OCC, Characteristics and Risks of Standardized Options
XYZ stock trades at $62. The 60 call is quoted at $4.50 and the 60 put at $1.25. What is the time value of each option?
- a.Call $2.50; put $1.25✓
- b.Call $2.00; put $1.25
- c.Call $4.50; put $1.25
- d.Call $2.50; put $0
Time value is the premium less intrinsic value. The call is in the money by $2, so its time value is $4.50 - $2.00 = $2.50. The put is out of the money, with zero intrinsic value, so its whole $1.25 premium is time value. $4.50 treats the call's entire premium as time value. A put of $0 assumes an out-of-the-money option has no time value. $2.00 reports the call's intrinsic value instead of its time value.OCC, Characteristics and Risks of Standardized Options
An investor buys one ABC 40 call for $3.00 and one ABC 40 put for $2.00, same expiration. What are the break-even prices at expiration?
- a.$38 and $43
- b.$37 and $42
- c.$30 and $50
- d.$35 and $45✓
A long straddle costs $3.00 + $2.00 = $5.00 and must be recovered from either side, so the break-evens are $40 - $5 = $35 and $40 + $5 = $45. $38 and $43 apply each leg's own premium to its own side, which ignores the cost of the other leg. $37 and $42 do the same with the premiums crossed. $30 and $50 double-count the cost.OCC, Characteristics and Risks of Standardized Options
An investor holds one index call with a 4,500 strike and a multiplier of $100. At expiration the index settles at 4,560 and the call is exercised. What happens?
- a.The holder receives the index stocks, valued at $6,000
- b.The holder pays $450,000 and receives the index stocks
- c.The holder receives $60 in cash
- d.The holder receives $6,000 in cash✓
Index options are cash-settled: the holder receives (4,560 - 4,500) x $100 = $6,000, and no securities change hands. Delivery of the component stocks and payment of the strike value describe settlement of an equity option, which is not how an index option works, and an index cannot be delivered. $60 leaves out the $100 multiplier.OCC, Characteristics and Risks of Standardized Options
An investor who owns 200 shares of XYZ wrote two covered XYZ 40 calls. With the stock at $46, the holder exercises both calls well before expiration. What happens to the investor?
- a.Nothing happens until expiration, because equity options can be exercised only then
- b.The investor must deliver 200 shares and receives $8,000✓
- c.The investor may pay the $1,200 difference in cash instead of delivering shares
- d.The investor delivers 200 shares and receives $9,200, the market value
Equity options are American style, so holders can exercise at any time, and each assigned short call obliges the writer to deliver 100 shares at the strike: 200 x $40 = $8,000. Exercise only at expiration describes European-style options. The writer is paid the strike, not the market price. A cash-settlement alternative applies to index options, not to options on a stock.OCC, Characteristics and Risks of Standardized Options
A farmer expects to harvest 50,000 bushels of corn and sells ten 5,000-bushel futures contracts at $4.50. At harvest the cash price is $4.00 and the futures price has fallen to $4.05. The farmer sells the corn and buys back the futures. What is the farmer's effective total revenue, ignoring costs?
- a.$225,000
- b.$202,500
- c.$200,000
- d.$222,500✓
The cash sale brings 50,000 x $4.00 = $200,000, and the short futures gain $4.50 - $4.05 = $0.45 x 50,000 = $22,500, for $222,500. A perfect hedge ($225,000) would require the cash and futures prices to fall by the same amount; here the basis weakened by $0.05. $200,000 is the unhedged result. $202,500 values the corn at the final futures price instead of the cash price.CFTC/NFA futures hedging concepts
An investor buys two E-mini S&P 500 futures at 5,000, where each index point is worth $50. Initial margin is $12,000 per contract and maintenance margin is $11,000 per contract. The contract settles at 4,970, and the broker requires equity restored to the initial level. What additional deposit is needed?
- a.$1,000
- b.$0, because the loss is unrealized
- c.$24,000
- d.$3,000✓
The daily loss is 30 points x $50 x 2 contracts = $3,000, which lowers equity from $24,000 to $21,000, below the $22,000 maintenance level. A margin call follows, and variation margin of $3,000 restores equity to the $24,000 initial level. $1,000 only restores the maintenance level. $24,000 would redeposit the entire initial margin. Futures are marked to market daily, so a loss that is unrealized in the position still has to be paid in cash.CFTC/NFA futures margin rules
A manager holds a $10 million stock portfolio that closely tracks the S&P 500 and wants to hedge it fully with index futures. The index is at 5,000 and each futures index point is worth $50. Which position does that?
- a.Buy 40 contracts
- b.Sell 20 contracts
- c.Sell 40 contracts✓
- d.Sell 2,000 contracts
One contract controls 5,000 x $50 = $250,000 of index value, so $10,000,000 / $250,000 = 40 contracts, and a short position offsets losses on the portfolio if the market falls. Buying 40 contracts doubles the exposure instead of hedging it. 2,000 ignores the $50 multiplier, and 20 uses a $100 multiplier, which belongs to index options.CFTC/NFA futures hedging concepts
A $1,000 convertible bond is convertible into 20 shares, and the stock trades at $52. The bond's market price is $1,150. What is its conversion premium over conversion value?
- a.11.0%
- b.About 9.6%
- c.15.0%
- d.About 10.6%✓
Conversion value is 20 x $52 = $1,040. The premium is $1,150 - $1,040 = $110, and $110 / $1,040 = 10.6% of conversion value. 15.0% measures the premium against par instead of conversion value. 9.6% divides by the bond's price. 11.0% divides the $110 premium by par.NASAA Series 65 Exam Content Outline, Section II (Investment Vehicle Characteristics); convertible securities
A company's 6% convertible bonds ($1,000 par) convert at $40 per share and are callable at 103. The stock trades at $55 when the company announces a call. What should a holder do?
- a.Hold the bonds, because a convertible cannot be called while the stock is above its conversion price
- b.Accept the $1,030 call price, which is above par
- c.Sell the bonds to the company at par under the put feature
- d.Convert into 25 shares worth $1,375 instead of taking $1,030✓
Each bond converts into $1,000 / $40 = 25 shares, worth 25 x $55 = $1,375, which beats the $1,030 call price. A call on a deep in-the-money convertible therefore forces conversion. Accepting $1,030 gives up $345. There is no rule barring a call when the stock is above the conversion price, and a call does not create a put right at par.NASAA Series 65 Exam Content Outline, Section II (Investment Vehicle Characteristics); convertible securities
A company has 10,000,000 shares outstanding and 2,000,000 warrants exercisable at $15, with the stock at $22. An investor owns 1,000,000 shares (10%). If every warrant is exercised for new shares, her ownership becomes about:
- a.8.3%✓
- b.8.0%
- c.9.1%
- d.10.0%
Exercise creates 2,000,000 new shares, so 12,000,000 shares are outstanding and her 1,000,000 shares are 1 / 12 = 8.3%. 10.0% treats warrants like exchange-traded calls, whose exercise does not issue new shares. 9.1% divides by 11,000,000, counting only half the new shares. 8.0% applies the 2,000,000 / 10,000,000 = 20% ratio to the whole 10% stake instead of using the enlarged share count.NASAA Series 65 Exam Content Outline, Section II (Investment Vehicle Characteristics); warrants
An investor with $200,000 of wages receives a $30,000 loss from a limited partnership K-1. She also has $10,000 of passive income from another partnership and enough at-risk basis. How much of the loss can she deduct this year?
- a.$30,000, against her wages
- b.$0, because the loss is deductible only when the partnership is sold
- c.$25,000, under the rental real estate allowance
- d.$10,000, with $20,000 carried forward✓
A limited partner generally does not materially participate, so the loss is passive and offsets only passive income. She can deduct $10,000 now; the other $20,000 is suspended and carried forward. Wages cannot absorb passive losses. The $25,000 allowance is for actively participating rental real estate and not for limited partnership interests. A suspended loss is released in full at disposition, but passive income frees up part of it earlier.IRC s.469; IRS Pub. 925
A limited partner invests $40,000 cash in an equipment-leasing partnership. Her share of the partnership's nonrecourse debt is $60,000, and her allocated first-year loss is $70,000. Assuming plenty of passive income, how much loss can she deduct under the at-risk rules?
- a.$100,000, equal to cash plus her share of the debt
- b.$70,000, because cash plus her share of the debt exceeds the loss
- c.$40,000, with $30,000 suspended✓
- d.$0, because limited partners are not at risk for any amount
The at-risk rules limit deductions to the cash invested and debt for which she is personally liable. Nonrecourse debt generally does not count outside qualified real estate financing, so her at-risk amount is $40,000. The other $30,000 is suspended until she has more at-risk basis. Counting the $60,000 share of nonrecourse debt is the common mistake. She is at risk for her cash, so the amount is not zero. A $100,000 deduction would also exceed her $70,000 allocated loss.IRC s.465; IRS Pub. 925
A customer buys a five-year structured note from a bank that promises full return of principal at maturity plus 60% of an index's gain. Two years later the bank fails and cannot pay its debt. What is the customer's position?
- a.The principal protection is only as good as the issuer, so the customer is an unsecured creditor of the bank✓
- b.The note is backed by a portfolio of the index stocks held in trust, which the customer can claim in the failure
- c.The customer keeps full protection of principal because the note was registered with the SEC and sold by a broker-dealer
- d.The principal is guaranteed by the index sponsor, so it is paid in full regardless of the bank's failure
A structured note is an unsecured debt obligation, so its principal guarantee depends on the issuer's creditworthiness. If the issuer defaults, the holder stands among the unsecured creditors. The index sponsor does not guarantee the note. The note is not backed by a pool of index stocks held for the customer. SEC registration is a disclosure requirement, not a guarantee of payment.FINRA Regulatory Notice 12-03 (complex products)
A customer invests $10,000 in a one-year reverse convertible note paying a 12% coupon, with a 70% knock-in barrier on an underlying stock. The stock closes the year down 40%, below the barrier, and the note is settled by delivering shares. Counting the coupon, what is the customer's approximate result?
- a.A loss of $4,000, because the coupon does not offset the decline in the stock
- b.A gain of $200, because only the 10% below the barrier is lost and the coupon more than covers it
- c.A gain of $1,200, because the coupon was guaranteed and the loss is capped at the barrier
- d.A loss of about $2,800, leaving shares worth $6,000 plus $1,200 of coupons✓
A reverse convertible is a bond plus a short put the investor has written on the stock. The 40% drop breached the barrier, so the customer receives shares worth $10,000 x 60% = $6,000. The coupon is paid regardless, adding $1,200, so the net result is $7,200 against $10,000 invested, a $2,800 loss. A gain would require the principal to be protected, which it is not once the barrier is crossed. Ignoring the coupon overstates the loss at $4,000. Once the barrier is breached the investor bears the whole decline from the starting price, not just the part below the barrier, so a $200 gain is wrong.FINRA Regulatory Notice 12-03 (complex products)
Two products track the same commodity index, one an ETF holding futures and one an ETN. What risk does the ETN holder bear that the ETF holder does not?
- a.Daily margin calls, since an ETN is a margined futures position
- b.Inability to sell until the next net asset value is calculated
- c.Capital gain distributions from the fund's portfolio trading
- d.The issuer's credit risk, since the ETN is an unsecured debt obligation✓
An ETN is an unsecured debt note of a financial institution and holds no underlying portfolio, so the holder depends on the issuer's creditworthiness even if the index performs well. ETN holders are not margined and make no margin deposits. An ETN has no portfolio to trade, so it does not pass through capital gain distributions. Like an ETF, an ETN trades on an exchange all day at market prices, rather than once a day at net asset value.SEC Investor Bulletin: Exchange Traded Notes (ETNs)
An index starts at 100, rises 10% on day one, and falls 10% on day two, ending at 99. An inverse ETF seeks the opposite of the index's return each day. What is the inverse fund's two-day return, approximately?
- a.A gain of 1%
- b.A loss of 2%
- c.No change
- d.A loss of 1%✓
The inverse fund loses 10% on day one and gains 10% on day two: 0.90 x 1.10 = 0.99, a 1% loss, even though the index also lost 1%. Daily resetting compounds each day's result from a new base, so over more than one day the fund does not deliver the opposite of the index's cumulative return. A 1% gain is what an investor would expect from the index's 1% decline. No change is wrong because the day-one loss is taken on a larger base than the day-two gain. A 2% loss is not produced by either day's compounding.FINRA Regulatory Notice 09-31 (leveraged and inverse ETFs)
A retired client receives a variable annuity payout based on a 4% assumed interest rate. This year the separate account earns 7%, net of expenses. What happens to her next year's payment?
- a.It falls, because the earnings exceeded what the insurer assumed
- b.It stays the same, because the number of annuity units is fixed
- c.It is fixed for life at the amount of the first payment
- d.It rises, because the account earned more than the assumed rate✓
Under the variable payout option each payment equals the fixed number of annuity units times the current unit value. The unit value moves up when the account earns more than the assumed interest rate, and down when it earns less, so earning 7% against 4% raises the payment. The number of units is fixed, which is why that option is tempting, but the unit value is what changes. Earning more than the assumed rate never lowers the payment. A payment that never changes describes a fixed annuity.SEC Investor Bulletin: Variable Annuities
A 50-year-old withdraws $20,000 from a nonqualified deferred annuity. She paid $50,000 in premiums and the contract is worth $80,000. How is the withdrawal taxed?
- a.$20,000 is a return of basis and is not taxable
- b.All $20,000 is ordinary income, plus a 10% additional tax of $2,000✓
- c.$7,500 is ordinary income, the pro rata share of earnings, with no penalty
- d.$20,000 is taxed at long-term capital gain rates because the contract is a securities account
Withdrawals from a nonqualified annuity contract entered into after 1982 come out earnings first (LIFO), so her first $30,000 of withdrawals is all taxable ordinary income. She is under age 59 1/2, so the 10% additional tax of $2,000 also applies. A pro rata split is the rule for annuitized payments, not for withdrawals. Basis comes out last, not first. Annuity earnings are never taxed at capital gain rates.IRC s.72(e)(2), s.72(q)
A client's nonqualified variable annuity has a $60,000 basis and is worth $90,000. She wants to move to another insurer's annuity without paying tax now. Which statement is correct?
- a.A Section 1035 exchange works, her $60,000 basis carries over, and the new contract starts its own surrender schedule✓
- b.A Section 1035 exchange resets her basis to $90,000, so the $30,000 gain is never taxed by anyone
- c.She can withdraw the $90,000 and avoid tax on the gain by depositing it in a new annuity within 60 days
- d.A Section 1035 exchange also lets her move the money into a life insurance policy tax-free, since both are insurance contracts
A direct exchange of one annuity for another is a tax-free Section 1035 exchange. The basis and the deferred gain carry over to the new contract, and the new contract usually starts a new surrender charge period. An exchange of an annuity for a life insurance policy is not covered, because the code allows life insurance for annuity but not the other way. The 60-day rollover is a retirement account rule that does not apply to nonqualified annuities, and cashing out is taxable. The basis does not step up, so the gain is deferred, not erased.IRC s.1035(a)
A client annuitizes under a life annuity with a 10-year period certain and dies after receiving payments for four years. What happens next?
- a.The beneficiary receives the remaining six years of payments✓
- b.The beneficiary receives the remaining value of the account as a lump sum, with no further payments
- c.Payments stop at death, and the insurer keeps the remaining value
- d.Payments continue for the remaining six years only if the client was under 59 1/2 at annuitization
A period certain guarantees payments for the stated number of years even if the annuitant dies early, so the beneficiary receives the remaining six years of payments. Payments stop at death under a straight life option, which has no period certain. After annuitization there is no account value left to pay as a lump sum, because the contract has been converted to an income stream. Age 59 1/2 matters for the 10% additional tax on withdrawals, not for the survivor payments.SEC Investor Bulletin: Variable Annuities
A 45-year-old owns a life insurance policy that failed the seven-pay test. The cash value is $150,000, premiums paid are $100,000, and she takes a $30,000 policy loan. What are the tax results?
- a.The $30,000 is taxable income but the 10% additional tax does not apply to loans
- b.The $30,000 is a tax-free loan because it is borrowed, not withdrawn
- c.The $30,000 is taxable as income and a 10% additional tax of $3,000 applies✓
- d.The $30,000 is tax-free because it comes from the $100,000 of premiums first
A policy that fails the seven-pay test is a modified endowment contract. Loans and withdrawals are taxed gain first, up to the $50,000 of gain in the policy, so the whole $30,000 is income, and because she is under 59 1/2 the 10% additional tax applies, which is $3,000. Tax-free loans are the rule for ordinary life policies, not MECs. Basis-first (FIFO) treatment applies to non-MEC withdrawals. The additional tax applies to loans from a MEC as well as withdrawals.IRC s.7702A; IRC s.72(e)(4)(A), (e)(10)(A); IRC s.72(v)
An unrelated investor buys a $500,000 life insurance policy from the insured for $80,000 and pays $20,000 of premiums afterward. When the insured dies, how much of the $500,000 is taxable income to the investor?
- a.$0, because life insurance death proceeds are always income-tax free
- b.$400,000✓
- c.$420,000
- d.$500,000
Death proceeds are normally income-tax free, but a transfer of a policy for valuable consideration limits the exclusion to the amount paid plus later premiums unless an exception applies, such as a transfer to the insured. The investor is not the insured, so the exclusion is $80,000 + $20,000 = $100,000, and the other $400,000 is taxable. Treating the proceeds as always tax free ignores the transfer-for-value rule. $420,000 leaves out the premiums paid after the purchase. $500,000 would tax the whole benefit.IRC s.101(a)(2) (transfer-for-value rule)
A fund holds near-month crude oil futures and rolls them each month. The futures curve is in contango, and the spot price is unchanged over the year. What is the likely effect on the fund?
- a.The fund gains from the roll only if the investor's account is margined
- b.The fund gains, because the later contract's higher price is earned as the expiring contract's spot return
- c.The fund tracks the unchanged spot price exactly, since futures converge to spot
- d.The fund loses value, because each roll sells a cheaper expiring contract and buys a more expensive one✓
In contango, later contracts cost more than the expiring one. Each roll sells the expiring contract and buys the dearer one, so the fund pays the roll cost and loses value even when spot is flat. Futures converge to spot only at expiry and the fund never holds to that point. The higher later price is a cost, not a gain. Margin is a deposit requirement and has no effect on the roll cost.CFTC/NFA; commodity pool disclosure concepts
How hard is the exam?
The NASAA Series 65 (Uniform Investment Adviser Law) qualifies investment adviser representatives: 130 scored questions plus 10 unscored pretest items in 180 minutes, and you must answer 92 of the 130 scored questions correctly to pass — NASAA states the grade is not calculated as a percentage. The exam fee is $187 and no employer sponsor is required. Securities and financial-services sales agents earn a median of about $78,140/year (BLS, May 2024).
- Recommended study hours
- 50-100 hours for most — heavy on economics, investment vehicles and adviser regulation.
- Pass rate
- We read NASAA's own published material in September 2026 and there is no pass rate in it. NASAA publishes the bar and not the outcome: “At least 92 of the questions must be answered correctly for an individual to pass the Series 65 exam.”Source: NASAA — General Exam Information and content outlines (Series 63, 65, 66)
- Where to focus first
- Two areas tie for largest at 30% each — Client Investment Recommendations & Strategies, and Laws, Regulations & Guidelines (including the prohibition on unethical practices).
Fees and salaries are approximate and change over time. The pass rate above is quoted from the source linked beside it, for the period that source covers — where we have not checked a source, we say so and give no number.