How to Pass the FINRA Series 82 Exam

Looking to become a private securities offering representative? Read Solomon Exam Prep’s guide to effective preparation for the FINRA Series 82 exam. Continue reading

What does the Series 82 exam allow me to do?

The Series 82, also known as the Private Securities Offerings Representative Exam, is a FINRA exam that qualifies you to sell private securities in a primary offering. A primary offering refers to the first time the securities are offered for sale. The sale of private securities sold in a primary offering is often referred to as a “private placement.” Therefore, another way of saying this is that the Series 82 exam qualifies you to sell private placements.

Note that passing the Series 82 exam does not allow you to sell publicly registered stocks or bonds, nor does it permit you to sell municipal or government securities. Also, the Series 82 does not permit you to structure or sell public offerings, such as IPOs.

Does the Series 82 have any prerequisites?

The Series 82 exam is considered a “top off” exam because you must also pass the Securities Industry Essentials (SIE) Exam to be fully qualified. While the SIE exam tests your knowledge of securities industry products and rules, the Series 82 tests your specific knowledge of the rules and processes related to structuring and selling private placements. The Series 82 is a fairly difficult exam that requires approximately 60 hours of study.  

You must be associated with a FINRA member firm in order to take the Series 82.

About the Exam 

The Series 82 exam consists of 50 multiple-choice questions covering the four sections of the FINRA Series 82 exam outline. FINRA updates its exam questions regularly to reflect the most current rules and regulations. The Series 82 also includes five additional unscored questions that FINRA is trying out, so the Series 82 exam contains 55 questions in total. The five unscored questions are unidentified and are distributed randomly throughout the exam.

Note: Scores are rounded down to the lowest whole number (e.g. 69.9% would be a final score of 69%–not a passing score for the Series 82 exam).

Topics Covered on the Exam

FINRA divides the questions on the Series 82 exam into four areas. These areas represent the major job functions of a Private Securities Offerings Representative.

Series 82 Exam Topics

The Series 82 exam covers many topics including the following:

    • Types of securities offerings with an emphasis on exempt offerings, such as private placements, Reg A offerings, Rule 147 offerings and private investment in public equity (PIPE) offerings
    • Underwriting commitments including firm, best efforts, mini-max and standby
    • Mechanics of exempt offerings
    • Determination of qualified institutional buyer (QIB) or accredited investor status
    • Content and purpose of offering documents such as private placement memorandums (PPMs)
    • Investor portfolio concerns, such as tax considerations, suitability, product risks, diversification, appropriate mix of assets, risk tolerance
    • Securities Industry rules related to exempt offerings
Series 82 Example Questions

Question:

What entity can receive material, nonpublic information from an issuer without public disclosure?

A. Financial publication

B. Broker-dealer that makes a market in the securities

C. Law firm hired by the issuer

D. Investment company

 

Finish the statement:

Offerings of securities are categorized by who receives the proceeds of the offering. In a primary offering, the proceeds go to the:

A. Issuing corporation

B. Major stockholders

C. Underwriting broker-dealer

D. Issuing corporation, major stockholders, and principal underwriter

 

Fill-in-the-blank:

The underwriting of private placements is typically conducted on a _____ commitment basis.

A. Firm

B. Best efforts

C. Shelf

D. Standby

 

“Except” statements:

Under Regulation D, Rule 504, a private placement must meet all of the following requirements except:

A. The offering price must be less than or equal to $5 million.

B. The offering price must be more than $5 million.

C. If multiple offerings occur during a 12-month period, they are added together when determining whether the Regulation D, Rule 504 exemption applies.

D. The total number of purchasers is unrestricted.

Study Strategies for the Series 82

  • Use all the resources. The Resources folder in your Solomon student account has helpful information, including a “fast facts” sheet for last-minute studying, and a detailed study schedule that you can print out – or use the online study schedule and check off tasks as you complete them.
  • Watch the Video Lecture. This provides a helpful introduction to the key concepts in each chapter before diving deeper into the content by reading the Solomon Study Guide. Take notes to help you stay focused.
  • Read. It’s simple: read the Study Guide, carefully. Many report that they read the Study Guide two or three times before taking the exam. To increase your ability to focus while reading, or as an alternative to reading, listen to the Solomon Audiobook, which is a word-for-word reading of the Solomon Study Guide.
  • Take handwritten notes. As you watch the Video Lecture and read the Study Guide, take handwritten notes and review your notes every day for 10 to 15 minutes. Studies show that the act of taking handwritten notes in your own words and then reviewing these notes strengthens learning and memory.
  • Make flashcards. Making your own flashcards is another powerful and proven method to reinforce memory and strengthen learning. Solomon also has digital flashcards available for the Series 82.
  • Research. Research anything you do not understand. Curiosity = learning. Students who take responsibility for their own learning by researching anything they do not understand get a deeper understanding of the subject matter and are much more likely to pass. And if you’re stuck on a content question, submit it via the Ask the Professor feature, which is included in study packages, to receive a personalized response within one business day.
  • Answer practice questions in the Exam Simulator. When you’re done with a chapter in the Study Guide, take 4 – 6 chapter quizzes in the Exam Simulator. Use these quizzes to give yourself practice and to find out what you need to study more. Make sure you read and understand the question rationales. When you’re finished reading the entire Study Guide, review your handwritten notes once more. Then, and only then, start taking full practice exams in the Exam Simulator. Aim to pass at least six full practice exams and try to get your average score to at least an 80. When you reach that point, you are probably ready to sit for the exam.
  • Take regular breaks. Studies show that if you are studying for an exam, taking regular walks in a park or natural setting significantly improves scores. Walks in urban areas or among people did not improve test scores.
  • Get a good night’s sleep and take your exam!

You can pass the FINRA Series 82 exam! It just takes work and determination. Solomon Exam Prep is here to support you through the test-prep process!

Explore all Solomon Series 82 exam prep, including the Study Guide, Exam Simulator, Audiobook, Video Lecture, and Flashcards.

March Study Question of the Month

This month’s study question from the Solomon Online Exam Simulator question database is now available. Continue reading

This month’s study question from the Solomon Online Exam Simulator question database is now available.

***Comment below or submit your answer to info@solomonexamprep.com to be entered to win a $20 Starbucks gift card.***

This question is relevant to the Series 14, 79, 82, and SIE exams.

Question:

A research analyst who works for an underwriter that participated in an IPO may not publicly discuss or write a research report about the company until __________________.

Answer Choices:

A. 30 days after the registration is filed 

B. 20 days after the securities are issued

C. 10 days after the date of the IPO

D. 30 days after the date of the IPO

Correct Answer: C – 10 days after the date of the IPO

Explanation: A research analyst who works for an underwriter of an IPO must not discuss or write a research report about the company for 10 days after the IPO.  This 10-day period of silence is called a ‘quiet period.’ There is no quiet period for EGCs (emerging growth companies). 


To explore free samples of Solomon Exam Prep’s industry-leading online exam simulators for the SIE, Series 14, Series 79, Series 82, and many more exams, visit the Solomon website here.

ADHD Study Tips for Securities Exams Like the SIE and Series 7

It’s no small feat to study for and pass a securities exam, especially if you have ADHD. Solomon has compiled a list of strategies to support ADHD learners. Continue reading

Studying for a knowledge test, like a securities licensing exam, requires significant effort over time. Solomon offers some helpful tips for studying and passing your securities licensing exam(s).

Updated June 23, 2022

Study Strategies for People with ADHD

It’s no small feat to study for and pass a securities licensing exam, especially if you have ADHD. Two areas that can be especially challenging for people with ADHD are time management skills and study skills. Time management can be difficult because it requires a person to prioritize tasks, organize their day, and plan for short- and long-term goals, all of which are potential stumbling blocks for those with ADHD. And when it comes to studying, people with ADHD often have trouble concentrating and haven’t acquired effective study habits.

However, studies suggest that people can learn specific behaviors and strategies that help them work around ADHD symptoms and succeed in their studies. With that in mind, Solomon has compiled a list of skill-based strategies to support ADHD learners through the process of studying for their securities licensing exams.

Time Management

If you’re planning to study for a securities licensing exam, such as the Securities Industry Essentials (SIE) exam or the Series 7 or the Series 65, managing your time effectively is crucial. Depending on the exam, Solomon Exam Prep recommends studying for between 30 to 100 hours over the course of ten days to several weeks. It’s a daunting prospect for anyone. How can someone with ADHD get better at managing his or her time?

Use schedules and planners to stay on track.

Whether you use a paper or digital planner, the following tips will help you use it to your advantage:

    • Refer to the Solomon Exam Prep study schedules located in the resources folder of your online Solomon account to help create an effective study plan.
    • Fill in your planner with study targets for each week and smaller goals for each day. People with ADHD often get overwhelmed when confronted with a large task, so breaking the task up into smaller pieces will make it more approachable.
    • Be realistic about how long things take for you and build in some breathing room for when things takes longer than expected. Also build in time for frequent short study breaks.
    • Begin the day by checking your planner to see which activities you need to do. Try to complete each day’s to-do list, but don’t panic if you don’t finish everything – you built in extra time, remember?
Build structure into your day with consistent routines and rituals.
    • Figure out your best time for study. Are you more alert in the morning, afternoon, or evening? Try to study at your optimal time as much as possible.
    • Use alarm clocks, timers, and alerts to help you structure your time, build routine, and remind yourself of important tasks. While your phone can be a source of distraction, this article has a great list of apps for time management.
    • Give yourself small rewards as you study and complete tasks. This article recommends people with ADHD improve their focus by routinely rewarding themselves for achieving small goals. A reward can be as simple as taking a 10–15 minute break to have a snack or take a walk around the block. This also helps prevent fatigue and loss of concentration.

Study Skills

Studying for a securities licensing exam can make you feel like you’ve landed back in high school or college, when you were forced to study and retain large amounts of information with the end goal of passing a test. If you were a successful student, the strategies that worked for you then will probably work for you now. But individuals without prior academic success, and those with ADHD, can increase the effectiveness of their study time by applying the strategies that follow.

Make note-taking a core aspect of your studying.

Studies suggest that becoming a better note-taker can increase concentration and help learners make better use of their time by learning actively rather than passively. Here are some specific ways to boost your studying with note-taking:

    • If you have a hardcopy of your Solomon Exam Prep Study Guide, then highlight, underline, and write notes and questions in the margins as you read. If you’re reading your Study Guide online or listening to your Audiobook, take notes on paper using a note-taking system that works for you, such as the Cornell, outlining, or mapping method, all described here.
    • Use color-coding to organize your notes. Invest in colored pens, highlighters, and sticky notes and use them strategically.
    • Return to your notes frequently: review them several times; rewrite them; read them aloud; create possible test questions from them.
Do A LOT of self-testing.

Studies have found that incorporating more self-testing, or retrieval practice, into a study routine can significantly improve retention of material, especially for people with ADHD. The Solomon Exam Prep study system has two features specifically designed for self-testing:

    • Solomon Exam Prep Online Exam Simulator: with a large question bank and tools that help you identify areas that require more study, the Solomon Exam Simulator is the perfect way to incorporate self-testing into your study time.
    • Solomon Exam Prep Digital Flashcards: interactive true/false and definitions flashcards that can be organized by chapter and customized to target the terms and concepts you need to study more.
Teach the content to someone else.

To be well-prepared for a securities licensing exam, candidates must truly understand the content. What better way to check your understanding than to teach the content to another person? Becoming the teacher to a friend or family member is a highly effective learning technique. This list of study tips for learners with ADHD includes talking about the concepts aloud to yourself or others.

Even if you don’t have a study buddy or captive family member to lecture to, imagine that you’re teaching a course on the material and write up a lesson plan. Deliver your lesson to an empty room if need be, but the act of trying to explain the material out loud is a great way to confirm which areas you have a strong command of and which you need to study further.

More Posts by Solomon Exam Prep

Study Tip for Securities Licensing Exams: Learn by Listening

If you learn best by listening, Solomon Exam Prep Audiobooks offer the perfect way to study for FINRA, NASAA, or MSRB securities exams. Continue reading

Studying for a knowledge test, like a securities licensing exam, requires significant effort over time. Solomon offers some helpful tips for studying and passing your securities licensing exam(s).

Updated July 29, 2022

Solomon Exam Prep Study Guides have helped thousands pass their securities licensing exams because they are written in clear, easy-to-understand language and contain the information you need to know to pass your exam. But what if you don’t enjoy reading or struggle with reading challenges?

If you prefer to learn by listening, Solomon Exam Prep Audiobooks offer the perfect way to study for a securities exam. Solomon audiobooks are complete, verbatim readings of the Solomon Study Guides. They are read by live readers who are experts on the subject matter.

Why an audiobook? One obvious benefit is that you can learn while you’re doing other things, such as commuting, working out, or doing the dishes. Besides the advantage of learning on the go, listening to the audiobook version of your Solomon study guide can benefit your studying in several ways:

Take the reading pressure off

First, you can learn the content without the additional work of reading. For many people, it’s easier to process and comprehend auditory words than written ones. And some people simply dislike reading or haven’t developed a habit of doing it, thereby making it a chore to sit down and read intensively.

Listening can be more accessible 

Second, audiobooks can help to address a range of diverse study needs. If you’re visually impaired or have a learning disorder such as dyslexia or ADHD, you may find it much easier to learn from an audiobook. In fact, audiobooks are the preferred choice for people with dyslexia because they allow the learner to get the meaning of the text while avoiding the challenge of decoding written language.

In addition, listening to an audiobook while reading can help people with ADHD because the audiobook helps to focus the mind on the material. In fact, according to the Harvard Health Letter, listening to an audiobook can help people who are having difficulty with traditional reading due to reasons such as stress and anxiety by helping them focus.

Listening vs. reading

But is listening to an audiobook as effective for studying as traditional reading? Psychology professor Daniel T. Willingham points out in one article that learning from written texts does have some advantages over learning from audiobooks. For example, the ability to see visual cues like headings and paragraph divisions, and the ability to reread sentences can all help with comprehension.

The good news is that the auditory cues present in audiobooks may be equally beneficial for comprehension. For example, the tone and inflection of the reader’s voice can tell us a lot about the meaning of a sentence. In fact, at least one study suggests that for adults, comprehension is similar for reading and listening.

Maximize your learning

Finally, if you’re someone who enjoys reading, then an audiobook is a great way to reinforce the material in an additional modality by listening while you read. According to one article, multisensory learning – when more than one sense engages with the same information – can result in better retention of new material. In other words, using more than one sense to learn (e.g., reading and listening) has been shown to be more effective than using only one sense (e.g., just reading).

Final Thoughts

It’s clear that there are many reasons why an audiobook can boost your studying. At the very least, listening to an audiobook gives your tired eyes a rest after a long day of focusing on a computer screen. And it might turn out to be an invaluable study tool, allowing you to sidestep reading challenges and maximize your study time.

To hear samples of Solomon Audiobooks for the Securities Industry Essentials (SIE) exam, Series 7 exam, and more, visit the Solomon website. Look for Audio Samples under the Learn More tab.