Anatomy of the Series 82 Exam

The structure

The Series 82 consists of 50 multiple-choice items, each with four answer choices. Candidates are allowed 1 hour and 30 minutes.

Every candidate's exam includes 5 additional, unidentified PRETEST items that do not count toward the score, randomly distributed through the exam. So you will answer 55 questions and be graded on 50, without knowing which are which. FINRA uses pretest items to trial questions for future exams.

The passing score is 70.

There is no penalty for guessing, so every item should be answered. With four choices, an eliminated wrong answer moves a blind guess from 25 percent to 33, and two eliminated moves it to 50. On an exam this short, disciplined elimination on four or five uncertain items is worth a grade band.

The time is generous relative to the item count — 90 minutes for 55 questions is roughly a minute and a half each — but the Series 82 asks compound questions. A single item can require you to identify which exemption is in play, then whether a condition was met, then what follows. Budget for reading rather than for arithmetic.

Candidates may not bring reference materials into the testing session, and FINRA imposes severe penalties for cheating or attempting to cheat.

The four functions and what the weighting means

FINRA publishes the item allocation across four job functions, and it is lopsided.

Function 1, seeking business for the broker-dealer from customers and potential customers, carries 25 items — 50 percent of the exam.

Function 2, opening accounts after obtaining and evaluating customers' financial profile and investment objectives, carries 9 items, or 18 percent.

Function 3, providing customers with information about investments, making recommendations, transferring assets and maintaining appropriate records, carries 13 items, or 26 percent.

Function 4, obtaining and verifying customers' purchase instructions and agreements and processing, completing and confirming transactions, carries 3 items, or 6 percent.

Half the exam is Function 1, and Function 1 is dominated by a single knowledge area: task 1.2, which covers the types of offerings, the exemptions from registration, the determination of QIB and accredited investor status, due diligence, the mechanics of distribution and the components of the spread. That one task's rule list runs to the whole of Regulation D, Regulation S, Regulation A, Rule 144A, Rule 147, six Exchange Act rules and six Securities Act sections.

So this course gives that material eight of its fifteen lessons — the four exemption lessons in Module 2 and the four distribution lessons in Module 3.

Function 4 is three questions. It is worth an evening, not a week. But note that its subject matter overlaps with Function 3.4's records requirements, so the single lesson covering both earns more than three questions' worth of attention.

The practical conclusion: a candidate who knows Regulation D cold, can distinguish 506(b) from 506(c) under pressure, and can tell an accredited investor from a QIB from a qualified purchaser has already secured a large share of the exam. A candidate who is vague on those and strong on confirmations has it exactly backwards.

Equating, and why 70 is not 35 questions

FINRA states that all candidate test scores are placed on a common scale using a statistical adjustment process known as EQUATING.

Different candidates receive different sets of items drawn from a larger pool, and those sets are not identically difficult. Equating adjusts for that variation so that a given scaled score means the same level of competence regardless of which items a candidate happened to receive. FINRA's own description is that this "allows for a fair comparison of scores and ensures that every candidate is held to the same passing standard."

Two consequences follow, and both are practical.

First, the passing score of 70 is a scaled score, not a raw percentage. Answering 35 of 50 items correctly does not automatically produce a 70. Depending on the difficulty of the items you received, the raw number required may be somewhat higher or lower. Do not aim at 35 correct.

Second, aim high enough that the difference does not matter. Candidates who are consistently scoring in the high seventies to mid-eighties on realistic practice material pass comfortably. Candidates hovering at 70 to 72 in practice are inside the band where item difficulty and a bad morning decide the outcome.

On retakes: the long-standing rule is that a candidate may retake the exam 30 days after a failed attempt, and after three or more failures in succession must wait 180 calendar days.

Those periods are changing, and the current position is worth stating precisely because it is easy to get wrong in either direction. FINRA filed a rule change, SR-FINRA-2026-014, amending Rule 1210 to shorten the waiting periods from 30 days to 15 days after the first and second failed attempts, and from 180 days to 60 days after the third and subsequent failed attempts occurring within a two-year period. The filing became effective on 29 June 2026. But the reduced waiting periods are NOT YET IN EFFECT for candidates: FINRA has said it will announce the implementation date in a future regulatory notice.

So as things stand the applicable periods are still 30 and 180 days, with 15 and 60 pending. Check FINRA's own announcement before relying on either, and treat any study material that states one pair without mentioning the other as out of date in one direction or the other.

How to study for this one

The Series 82 rewards a different method from the broad exams, because its syllabus is narrow, deep and almost entirely rule-based.

READ THE RULES THEMSELVES. This is unusual advice and it is right for this exam. The Series 7 syllabus is too large to read primary sources for; the Series 82's is not. Regulation D is nine rules and you can read all of them in an evening. Rule 144A, Rule 147, Rule 3a4-1, Rule 15c2-4 and Rule 10b-9 are each a few pages. Every citation in this course links to the text. Reading the actual rule once beats reading a summary of it five times, because exam items are drawn from conditions and exceptions that summaries smooth away.

BUILD THE COMPARISON TABLES YOURSELF. Four comparisons carry a disproportionate share of the exam, and writing them out from memory is a better use of an hour than rereading a chapter:

506(b) against 506(c) — solicitation, purchaser eligibility, non-accredited allowance, verification standard, information requirement.

Accredited investor against QIB against qualified purchaser — the source, the thresholds, whether natural persons qualify, and what each one gates.

5122 against 5123 — who issues, what is filed, with which department, by when, and the 85 percent rule.

Rule 504 against Rule 506 — the dollar cap, general solicitation, state preemption.

LEARN THE NUMBERS AS A SET. This exam has perhaps thirty numbers that carry real weight: 35 purchasers per 90 days, 15 calendar days for Form D and for a 5123 filing, 85 percent, 25 retail investors in 30 days, one million and two hundred thousand and three hundred thousand, five million, one hundred million and ten million and twenty-five million, twenty and seventy-five million, six months and one year, 30 calendar days, four years. Put them on cards and drill them until recall is instant. Compound questions are much easier when no working memory is spent retrieving a threshold.

DO PRACTICE QUESTIONS, AND READ THE EXPLANATIONS FOR THE ONES YOU GOT RIGHT. On a 50-item exam the difference between knowing and half-knowing is decisive, and a correct answer reached by elimination is a topic you have not learned yet.

A reasonable ratio for this exam is roughly a third reading, two thirds practice. The next and final lesson turns that into a four-week schedule.