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Board of Governors of the Federal Reserve System
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FR Y-6 OMB Number T100-0297 Approval expires September 30, 2018 Page 1 of 2
:~ t Annual Report of Holding Companies-FR Y-6 ' ,\<°',..(', ,..,, ""C:.-:
·· =?~1?4~ R~S~~· • • .. ....
Report at the close of business as of the end of fiscal year
This Report is required by law: Section 5(c)(1 )(A) of the Bank Holding Company Act (12 U.S.C. § 1844(c)(1)(A)); sections 8(a) and 13(a) of the International Banking Act (12 U.S.C. §§ 3106(a) and 3108(a)); sections 11(a)(1), 25, and 25A of the Federal Reserve Act (12 U.S.C. §§ 248(a)(1), 602, and 611a); and sections 113, 165, 312, 618, and 809 of the Dodd-FrankAct (12 U.S.C. §§ 5361 , 5365, 5412, 1850a(c)(1), and 5468(b)(1)). Return to the appropriate Federal Reserve Bank the original and the number of copies specified.
NOTE: The Annual Report of Holding Companies must be signed by one director of the top-tier holding company. This individual should also be a senior official of the top-tier holding company. In the event that the top-tier holding company does not have an individual who is a senior official and is also a director, the chairman of the board must sign the report. If the holding company is an ESOP/ESOT formed as a corporation or is an LLC, see the General Instructions for the authorized individual who must sign the report. 1, Karl A. Roessner
Name of the Holding Company Director and Official
Chief Executive Officer and Director ntle of the Holding Company Director and Official
attest that the Annual Report of Holding Companies (including the supporting attachments) for this report date has been prepared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief.
With respect to information regarding individuals contained in this report, the Reporter certifies that it has the authority to provide this information to the Federal Reserve. The Reporter also certifies that it has the authority, on behalf of each individual, to consent or object to public release of information regarding that individual. The Federal Reserve may assume, in the absence of a request for confidential treatment submitted in accordance with the Board's "Rules Regarding Availability of Information," 12 C.F.R. Part 261, that the Reporter and individual consent to public release of all details in t e1e art Of:leeming-tha individual.
For holding companies not registered with the SEC-Indicate status of Annual Report to Shareholders:
0 is included with the FR Y-6 report 0 will be sent under separate cover 0 is not prepared
For Federal Reserve Bank Use Only
RSSDID C.I.
This report form is to be filed by all top-tier bank holding companies, top-tier savings and loan holding companies , and U.S. intermediate holding companies organized under U.S. law, and by any foreign banking organization that does not meet the requirements of and is not treated as a qualifying foreign banking organization under Section 211 .23 of Regulation K (12 C.F.R. § 211.23). (See page one of the general instructions for more detail of who must file .) The Federal Reserve may not conduct or sponsor, and an organization (or a person) is not required to respond to, an information collection unless ii displays a currently valid OMB control number.
Date of Report (lop-tier holding company's fiscal year-end):
December 31, 2016 Month I Day I Year
549300LYE2HSVYJFJD24 Reporte~s Legal Entity Identifier (LEI) (20-Character LEI Code)
Reporter's Name, Street, and Mailing Address
E*TRADE Financial Corporation Legal Title of Holding Company
1271 Avenue of the Americas , 14th Floor (Mailing Address of the Holding Company) Street I P.O. Box
New York NY 10020 City State Zip Code
Physical Location (if different from mailing address)
Person to whom questions about this report should be directed: Lori Sher General Counsel Name
703-236-8254 Area Code I Phone Number I Extension
571-227-7576 Area Code I FAX Number
lori.sher@etrade.com E-mail Address
www.etrade.com
Trtle
Address (URL) for the Holding Company's web page
Is confidential treatment requested for any portion ~ of this report submission? ........... _ .................. ~ In accordance with the General Instructions for this report (check only one),
1. a letter justifying this request is being provided along with the report .............. ....... ..... .... ...... .... .. ...... ...... D
2. a letter justifying this request has been provided separately ........ .... .. .... ..... ........ .. _ ..................... _ ... . D
NOTE: Information for which confidential treatment is being requested must be provided separately and labeled as "confidential."
Public ;eportin_g burden for this information collection is estimated to vary from 1.3 to 101 hours per response, with an average of 5.50 hours per response, including time to gather and '.'1ainta1n dat? in the required form and to review instructions and complete the information collection. Send comments regarding this burden estimate or any other aspect of this collection oF information, including suggestions for reducing this burden to: Secretary, Board of Governors of the Federal Reserve System, 20th and c Streets, NW, Washington, DC 20551, and to the Office of Management and Budget, Paperwork Reduction Project (7100-0297), Washington, DC 20503.
1212016
For Use By Tiered Holding Companies
FRY-6 Page 2 of2
Top-tiered holding companies must list the names, mailing address, and physical locations of each of their subsidiary holding companies below.
ETB Holdings, Inc. Legal Title of Subsidiary Holding Company Legal Title of Subsidiary Holding Company
671 N. Glebe Rd . (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box
Arl ington VA 22203 City Stale Zip Code City State Zip Code
Physical Location (if different from mailing address) Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box
City State Zip Code City State Zip Code
Physical Location (if different from mailing address) Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box
City State Zip Code City State Zip Code
Physical Location (if different from mailing address) Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street J P.O. Box
City State Zip Code City State Zip Code
Physical Location (if different from mailing address) Physical Location (if different from mailing address)
12/2012
E*TRADE Financial Corporation-AnnualRcport of Holding Companies (FR Y-6)
1. Report Item 2a: 01·ganizational Cha1ts (Domestic, Jntemational and Capital Trusts)
E+l-TRADE FIN AN CI AL"
Domestic Subsidiaries
ETCF Asset Funding Corporation
New York, NY (Incorporated in NV)
100% by ETFC (No LEI)
E•TRADE RV AND MARINE
TRUST 2004-1 New York, NY
(Formed in NY) 100% by ETFC Asset Funding Corporation
(No LEI)
Legend
Corporation
Capital Trusts
(See Trusts Chart) (No LEI)
D 0 Limited Liability
Company
6 Trust
Member Managed
Non-Member Managed
E*TRADE Financial Corporation
New York, NY (Incorporated in DE)
Parent Company (ETFC)
549300LYE2HSVYJFJD24
ETB Holdings, Inc. Arlington, VA
(Incorporated in DE) 100% by ETFC
E•TRADE Financial Corporate Services, Inc.
Alpharetta, GA (Incorporated in DE)
100% by ETFC (No LEI)
TRADE lnfonmati Services, LLC*"
Ar1 ington, VA (Fonmed in DE) 100% by ETFC
(No LEI)
Capitol View LLC' Arlington, VA
(Formed in DE) 100% by ETB Holdings,
Inc.
E·TRADE Bank Ar1ington, VA
(No LEI)
(No state of incorporation as Federally chartered)
100% by ETB Holdings, Inc. LEl#VHLKBUIUPJ080FD9GE42
E•TRADE Community
Development Corporation Ar1ington, VA
(Incorporated in DE) 100% by E•TRADE Bank
(No LEI)
E•TRADE Savings Bank Ar1ington, VA
(No state of incorporation as federally chartered)
100% by E·TRADE Bank (No LEI)
E"TRADE Capital Management, LLC**
New York, NY (Fonmed in DE)
100% by ETCM Holdings LLC
(No LEI)
Y-6 Report (as of December 31, 2016)
E*TRADE Securities LLC .. New York, NY (Formed in DE)
100% by ETCM Holdings LLC 549300PJRJFMBCDPWR57
E•TRADE Insurance Services, Inc. New York, NY
(Incorporated in CA) 100% by ETFC
(No LEI)
Aperture Entities ... (See Page 2)
Page 1
1tlonMONSTER Media, L Chicago, IL
(Formed in IL) 100% by tradeMONSTER
Group, LLC (No LEI)
Continued from Page 1
Aperture New Holdings, LLC Chicago, 1L
(Formed in DE) 100% by ETCM Holdings, LLC
(No LEI)
perture lntermediaf Holdings, LLC
Chicago, IL (Formed in DE)
100% by Aperture New Holdings, LLC
(No LEI)
Aperture Group1 LLC Chicago, IL
(Formed in DE) 100% by Aperture intermediate
Holdings, LLC (No LEI)
tradeMONSTER Group, LLC Chicago, IL
(Formed in DE) 100% by Aperture Group, LLC
(No LEI)
Aperture, LLC Chicago, IL
(Formed in IL) 100% by tradeMONSTER
Group, LLC (No LEI)
OptionsHousel, LLC Chicago, IL
(Formed in DE) 100% by tradeMONSTER
Group, LLC (No LEI)
Y-6 Report (as of December 31, 2016}
E+l-TRADE FINANCIAL"
International Subsidiaries Group
E•TRADE Europe Holdings B.V. Amsterdam, the Netherlands
(Incorporated in the Netherlands) 100% by ETFC
(No LEI)
E•TRADE UK (Holdings) Limited
London, UK (Incorporated in UK)
100% by E•TRADE Europe Holdings B.V.
(No LEI )
I E*TRADE Securities Limited
London, UK (Incorporated in UK)
100% by E•TRADE UK (Holdings) Limited
(No LEI)
I E•TRADE UK Nominees Limited
London, UK (Incorporated in UK)
100% by E'TRADE Securities Limited (No LEI)
1 E'TRADE Financial Corporation ("ETFC")
E*TRADE Financial Corporation 1
New York, NY (Incorporated in DE)
Parent Company
TIR (Holdings) Limited George Town, Grand Cayman
(Incorporated in Cayman Island) 100% by ETFC
{No LEI)
ETRADE Securities (Hong Kong) Limited
Hong Kong (Incorporated in Hong Kong)
100% by TIR (Holdings) Limited (No LEI)
8
Y-6 Report (as of December 31, 2016)
Legend Foreign Corporation
Domestic Corporation
E* TRADE
TRUSTS
me
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E1B H~?lliop,l!>C.
c,,.,,i Truc• :c;i
E•ntADE c., ... n,,.,,, >:l·::Vm
As of: December 31, 2016 Note for each trust company: Location : Arlington, VA, USA State of Formation : Delaware Ownership : 100% owned by ETB Holdings, Inc. No Trust has an LEI Number
I E•TR,U)· Fiiwtclll
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E*TRADE Financial Corporation-A11nualRepo1·t of Holding Companies (FR Y~6)
1. Repo1t ltem 2b: List of branches for depository institutions
Results: A ll:rt of brandies foryo\Jr holdin~ company: E~DE FINANOAL CORPORATION (3412SS3) of NEW YORK, NY.
The d:tb :ire <lS of 12/31/2016. D:ata reflects informa;tl'on that ms received and processed through 12/31/2016.
Reconc!liation and Ven"fication St1:p1
1. In the Data Action column of e:ic:h br:inch raw, enter one or more of the actions spedficd below.
2 If required, enter the date Tn the Effective Oate eolumn.
Al;![Qll1
OK: lfthe br:inch Information is correc:t.entcr'OK' Jn the Data Action column.
Ch:ins:c: If the br:inc:h rnform:ition i: Incorrect or incomplete, revise the d:rta, enter 'Ch:anee' in the Data Action column and the date wken this lnformation first became v.:illd In the Effective Date column. Oosc: If a branch listed was sold or dosed, enter 'Oo:;e' in the Data Action column :iind the ~le or dosure date ln the Effective Date column.
Delete: If :i branch tJstcd was never owned by this depository Institution, enter "Delete' In the Dat.1 Action column.
Add: If a reportable branch is mlssln~ fnserta row, add~ branch data, and enter 'Add" in the Cata Action column and the opening or acqulsltlon date-In the Effective Date column.
If printing' this list, you m:rynecd to :adjuttyaur paee setup in MS Excel. Try uslne lan·dsape orientation, pag:c sc:allng, and/or lepl sfted paper.
SubmiSsipn Pmc;e:dun:
When you are finished, send a saved copy to your FRB cont::i_c:t. See the detatled instructions on th rs srte for more Information.
lf you are e-maiHng this to your FRB contact, put your institution name, city and state ln the subject line of the ~mall.
Note: To s~isfy the FR Y-10 reporting requirements, you mu:rt ;ilso submit FR V-10 Domestic Branch SchedulCs for each branch with ;;, Cati Action of Chanc:e1 d~e1 Ddete, or .;dd.
The FR Y-10 report m;ay be submitted In a hardcopyform:at'orvia the FRY-10 Online application - https://ylOonl ine.f~eralreserve.gov.
• FDIC UNINUM, Office Numbcr,.:and 1D_RSSD columns are for reference only. Verifiation of these voalues is not required.
DNAction IEffedi11eD:ate IBranchServiceTwe Street Address
OK I Full Service (Head Office 671 NORTH GI.EBE ROAD
OK I Full Service tHnd Office 671 NORTH GlEBE ROAD
FC1C UNINUM• I Office Numbe~ I Head Office Head Office 10 RSso• !Comments
43Sl!OI OI E"TRADE BANK 370271 440102 OIETRADE SAVINGS BANK 3441677
E*TRADE Financial Corporation -Annual Report of Holding Companies (FR Y-6) (
1. Report Item 3: Securities Holders i. E*TRADE Financial Corporation (top-tie1· holding company) ii. ETB Holdings, Inc, (lower-tier holding company)
Report Item 3: Securities holders (1}(a)(b)(c) and (2}(a)(b)(c)
FORM FRY-6 E*TRADE Financial Corporation
Fiscal Year Ending December 31, 2016
Current securities holders with ownership, control or holdings of 5% or more Securities holders not listed in 3(1)(a) through 3(1)(c) that had ownership, with power to vote as of fiscal year ending 12-31-2016
(l)(a) (l)(b) (l)(c)
Name, Country of Number and Percentage City, State, Country Citizenship or of Each Class of Voting
Incorporation Securities
T. Rowe Price Associates, USA 13,887,061- 5.0%1
Inc. Common Stock Baltimore, MD USA
The Vanguard Group, Inc. USA 27,991,222 -10.22%2
Malvern, PA USA Common Stock
BlackRock, Inc. USA 21,689,370 - 7.9%3
New York, NY USA Common Stock
1 Number of shares based upon Schedule 13G/A filed February 7, 2017. 2 Number of shares based upon Schedule 13G/A filed February 9, 2017. 3 Number of shares based upon Schedule 13G/A filed January 24, 2017.
control or holdings of 5% or more with power to vote during the fiscal year ending 12-31-2016
(2)(a) (2)(b) (2)(c) Name, Country of Citizenship Number and City, State, Country or Incorporation Percentage of Each
Class of Voting Securities
T. Rowe Price USA 13,887,061- 5.0% Associates, Inc. Common Stock Baltimore, MD USA
The Vanguard Group, USA 27,991,222 -10.22% Inc. Common Stock Malvern, PA USA BlackRock, Inc. USA 21,689,370-7.9% New York, NY USA Common Stock
Report Item 3: Securities holders (l)(a)(b)(c) and {2)(a)(b)(c)
FORM FRY-6 ETB Holdings, Inc.
Fiscal Year Ending December 31, 2016
Current securities holders with ownership, control or holdings of 5% or more Securities holders not listed in 3(1)(a) through 3(1)(c) that had ownership, with power to vote as of fiscal year ending 12-31-2016 control or holdings of 5% or more with power to vote during the fiscal year
ending 12-31-2016
(1)(a) (1)(b) (1)(c) (2)(a) (2)(b) (2)(c)
Name, Country of Citizenship Number and Name, Country of atizenship Number and City, State, Country or Incorporation Percentage of Each City, State, Country or Incorporation Percentage of Each
Class of Voting Class of Voting Securities Securities
E*TRADE Financial USA
2,000 shares - 100% N/A N/A N/A
Corporation Common Stock
E*TRADE Financial Corporation-Annual Report of Holding Companies (FR Yw6)
1. Report Item 4: Insiders i. E*TRADE Financial CorpOl'ation ii. ETB Holdings, Inc.
Report Item 4: Insiders (1), (2), (3)(a)(b)(c), and (4)(a)(b)(c)
(2) (1) Principal Name, Occupation if other City, State, than with Holding Country Company
Richard J. Carbone Retired Financial Staten Island, NY Services USA Executive
Michael J. Curcio N/A Chicago, IL USA
FORM FRY-6 E*TRADE Financial Corporation
Fiscal Year Ending December 31, 2016
(3}(c) (3)(b} Title & Position Trtle & Position with Other
(3}(a) with Subsidiaries Businesses Title & Position (include names of (include names with Holding subsidiaries) of other Company businesses}
Director Director, Director of E*TRADE Bank Resolution Life
Holdings and Lincoln Beneficial Life; Director of a non-profit organization
Chief Brokerage Manager and N/A Officer Chief Executive
Officer of Aperture, LLC; Managerand
(4)(c) List names of other companies (includes partnerships} if 25% or more of
(4}(b) voting securities (4)(a) Percentage of are held (list Percentage of Voting Shares in names of Voting Shares Subsidiaries companies and in Holding (include names percentage of Company of subsidiaries) voting securities
held)
* N/A N/A
* N/A N/A
{4)(c) List names of other companies (includes partnerships) if
{3)(c) 25% or more of {3)(b) Trtle & Position (4){b) voting securities
(2) Title & Position with Other (4){a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Chief Executive Officer of Aperture Group, LLC; Manager and Chief Executive Officer of Aperture New Holdings, LLC; Chief Executive Officer of E*TRADE Capital Management, LLC; Director of E*TRADE Financial Corporate Services, Inc.; President and Chief Executive
(4}(c) List names of other companies (includes partnerships) if
(3}(c) 25% or more of (3)(b) Title & Position (4)(b) voting securities
(2) Title & Position with Other (4}(a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Officer of E*TRADE Securities LLC; Manager and Chief Executive Officer of OptionsHousel, LLC; Manager and Chief Executive Officer of tradeMONSTER Group, LLC
Michael E. Foley N/A Chief Technology Director of N/A * N/A N/A New York, and Operations E*TRADE
NY Officer Financial USA Corporate
Services, Inc.; Manager of E*TRADE
(4}(c) List names of other companies (includes partnerships) if
(3}(c) 25% or more of (3}(b) Title & Position (4)(b) voting securities
(2) Trtle & Position with Other (4)(a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Information Services, LLC; Director of
E*TRADE
Insurance Services, Inc.;
Manager of
E*TRADE
Securities LLC; Director of
ETCM Holdings,
Inc.; Manager of
Aperture Group,
LLC; Manager of
Aperture
Intermediate Holdings, LLC; Manager of
Aperture New
Holdings, LLC;
(4)(c) List names of other companies (includes partnerships) if
(3)(c) 25% or more of (3)(b) Title & Position (4)(b) voting securities
(2) Title & Position with Other (4)(a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Manager of OptionsHouse1, LLC; Manager of
tradeMONSTER Group, LLC
James P. Healy Chief Executive Director Director, Chief Executive * N/A N/A Riverside, CT Officer of Capra E*TRADE Bank Officer of
USA Ibex Advisors Capra Ibex Advisor; Director of
Student Sponsor
Partners
Kevin T. Kabat Retired Banking Lead Director, Lead Director * N/A N/A Grand Haven, Ml Executive Independent E*TRADE Bank and Chairman
USA Director elect of Unum Group; Director of NiSource Inc.
Frederick W. Kanner Retired Corporate Director Director, Director of * N/A N/A
{4)(c) List names of other companies (includes partnerships) if
(3)(c) 25% or more of (3)(b) Trtle & Position (4)(b) voting securities
(2) Title & Position with Other (4)(a) Percentage of are held (list (1) Principal (3){a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding {include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
New York, NY Lawyer E*TRADE Bank Financial
USA Guaranty Insurance Company; Trustee of the Lawyers' Committee for Civil Rights Under Law
James Lam President, James Director Director, President, * N/A N/A Wellesley, MA Lam & Associates E*TRADE Bank James Lam & USA Associates
Rodger A. Lawson N/A Director and Director, Director of * N/A N/A New York, NY Executive E*TRADE Bank UnitedHealth
USA Chairman Group, Inc.
Shelley B. Leibowitz Retired Financial Director Director, President SL * N/A N/A Stamford, CT USA Technology E*TRADE Bank Advisory;
Executive Advisor to security intelligence
(4)(c) List names of other companies (includes partnerships) if
{3)(c) 25% or more of {3)(b) Title & Position (4)(b) voting securities
(2) Trtle & Position with Other (4)(a) Percentage of are held (list (1) Principal (3}(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
firm Endgame; Member of the Council on Foreign Relations
Michael A. Pizzi N/A Chief Financial Treasurer and N/A * N/A N/A Arlington, VA Officer Chief Financial USA Officer of
Capitol View LLC; Director and Chief Financial Officer of ETB Holdings, Inc.; Director and Chief Financial Officer of ETCF Asset Funding Corporation; Chief Financial
(4)(c) List names of other companies {includes partnerships) if
(3)(c) 25% or more of (3)(b) Title & Position (4)(b) voting securities
(2) Title & Position with Other (4)(a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Officer of E*TRADE Bank; Chief Financial Officer of E*TRADE Savings Bank; Manager and Chief Financial Officer of
option MONSTER Media, LLC
Karl A. Roessner N/A Director and Director, N/A * N/A N/A New York, NY Chief Executive E*TRADE Bank;
USA Officer Director and President of E*TRADE Savings Bank; Director and President of ETB Holdings, Inc.
(4}(c) List names of other companies (includes partnerships) if
(3)(c) 25% or more of (3)(b) Title & Position (4)(b) voting securities
(2) Title & Position with Other {4)(a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Rebecca Saeger Retired Director Director, N/A * N/A N/A San Francisco, CA Marketing E*TRADE Bank USA Executive
Joseph L. Sclafani Retired Banking Director Director, N/A * N/A N/A Rockville Centre, NY Executive E*TRADE Bank USA Brent Simonich N/A Senior Vice Manager and N/A * N/A N/A Arlington, VA President, Chief Financial USA Corporate Officer of ETCM
Controller and Holdings LLC; Principal Chief Financial Accounting Officer of Officer E*TRADE Capital
Management, LLC; Manager and Chief Financial Officer, Vice President and FinOp Officer of
(4)(c) List names of other companies (includes partnerships) if
{3)(c) 25% or more of (3)(b) Title & Position (4)(b) voting securities
(2) Title & Position with Other (4)(a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
E*TRADE Securities LLC; Manager of Aperture, LLC; Manager of Aperture Group, LLC; Manager of Aperture Intermediate Holdings, LLC; Manager of OptionsHousel, LLC; Manager of tradeMONSTER Group, LLC
Gary H. Stern Retired Financial Director Director, Director of * N/A N/A Minneapolis, MN Services E*TRADE Bank Standard and USA Regulator Poor's Ratings;
Director of the FDIC Systemic
(4)(c) List names of other companies (includes partnerships) if
(3)(c) 25% or more of (3)(b) Title & Position (4)(b) voting securities
(2) Title & Position with Other {4)(a) Percentage of are held {list {1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Resolution Advisory Committee; Director of Ambac Assurance Corporation; Director of The Depository Trust & Clearing Corporation; Director of National Council on Economic Education; Trustee of Ham line University
(4}(c) List names of other companies (includes partnerships) if
(3)(c) 25% or more of (3}(b) Title & Posit.ion (4)(b) voting securities
(2) Title & Position with Other (4}(a) Percentage of are held (list (1) Principal (3)(a) with Subsidiaries Businesses Percentage of Voting Shares in names of Name, Occupation if other Title & Position (include names of (include names Voting Shares Subsidiaries companies and City, State, than with Holding with Holding subsidiaries) of other in Holding (include names percentage of Country Company Company businesses) Company of subsidiaries) voting securities
held)
Donna L. Weaver Retired Corporate Director Director, N/A * N/A N/A Spokane, WA Executive E*TRADE Bank
USA
* Less than 1%
Report Item 4: Insiders (1), (2), (3)(a)(b)(c), and (4)(a)(b)(c)
(2) (1) Principal Name, Occupation if other City, State, than with Holding Country Company
Karl A. N/A Roessner New York, NY USA
Paul Brandow N/A New York, NY
USA Brian Conroy N/A Arlington, VA USA
FORM FRV-6 ETB Holdings, Inc.
Fiscal Vear Ending December 31, 2016
(3}(c) (3}(b} Title & Position Title & Position with Other
(3){a} with Businesses Title & Position Subsidiaries (include names with Holding (include names of other Company of subsidiaries} businesses)
Director and Director, N/A President E*TRADE Bank;
Director and President of E*TRADE Savings Bank
Director Director of N/A E*TRADE Savings Bank
Treasurer President and N/A Chief Executive Officer of Capitol View LLC; Treasurer of E*TRADE Bank; Director and President of E*TRADE Community
(4)(c) List names of other companies (includes partnerships) if 25% or more of voting securities
(4)(b) are held (list (4}(a) Percentage of names of Percentage of Voting Shares in companies and Voting Shares in Subsidiaries percentage of Holding (include names voting securities Company of subsidiaries) held)
N/A N/A N/A
N/A N/A N/A
N/A N/A N/A
(4)(c) List names of other companies (includes partnerships) if 25% or more of
(3){c) voting securities (3)(b) Title & Position (4)(b) are held (list
(2) Title & Position with Other (4)(a} Percentage of names of (1) Principal (3)(a) with Businesses Percentage of Voting Shares in companies and Name, Occupation if other Title & Position Subsidiaries (include names Voting Shares in Subsidiaries percentage of City, State, than with Holding with Holding (include names of other Holding (include names voting securities Country Company Company of subsidiaries) businesses) Company of subsidiaries} held)
Development Corporation; Director and Treasurer of E*TRADE Savings Bank
Michael Pizzi N/A Director and Treasurer and N/A N/A N/A N/A Arlington, VA Chief Financial Chief Financial
USA Officer Officer of Capitol View LLC; Chief Financial Officer of E*TRADE Bank;
. Chief Financial Officer of E*TRADE Savings Bank
Lori Sher, N/A Secretary Secretary of N/A N/A N/A N/A Arlington, VA Capitol View
USA LLC; Secretary of E*TRADE Bank; Secretary of E*TRADE Community Development
(4)(c) List names of other companies (includes partnerships) if 25% or more of
(3)(c) voting securities (3)(b) Title & Position (4)(b) are held (list
(2} Title & Position with Other (4)(a) Percentage of names of (1) Principal (3)(a) with Businesses Percentage of Voting Shares in companies and Name, Occupation if other Title & Position Subsidiaries (include names Voting Shares in Subsidiaries percentage of City, State, than with Holding with Holding (include names of other Holding (include names voting securities Country Company Company of subsidiaries) businesses) Company of subsidiaries) held}
Corporation; Secretary of E*TRADE Savings Bank