UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of report: March 2, 2017
(Date of earliest event reported)


E*TRADE Financial Corporation
(Exact name of Registrant as Specified in its Charter)

Delaware

1-11921

94-2844166

(State or other jurisdiction
of incorporation or organization)

(Commission File Number)

(I.R.S. Employer
Identification Number)

1271 Avenue of the Americas, 14th Floor, New York, New York 10020

(Address of Principal Executive Offices and Zip Code)

(646) 521-4300
(Registrant’s Telephone Number, including Area Code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 7.01    REGULATION FD DISCLOSURE

On March 2, 2017, E*TRADE Financial Corporation (the “Company”) announced reductions to the Company’s trading commissions. The Company estimates that these changes would have reduced 2016 commission revenue by approximately $100 million. In addition, the Company updated its 2017 operating margin target to 36 percent. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

An updated copy of the Company’s investor presentation is also available on its corporate website, about.etrade.com .

Investors should note that the Company announces material financial information in SEC filings, press releases, and public conference calls. Based on guidance from the SEC, the Company may also use the Investor Relations section of its corporate website, about.etrade.com , to communicate with investors about the Company. It is possible that the financial and other information posted there could be deemed to be material information. The information on the Company’s corporate website is not part of this filing.

The information appearing in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.

Forward-Looking Statements

This Item 7.01 contains statements that are “forward-looking statements” within the meaning of the federal securities laws, including statements regarding our future trade commissions, the timing of the price reduction and the potential impact of these changes on our revenues and future operating margin, and are subject to a number of uncertainties and risks. Actual results may differ materially from those indicated in the forward-looking statements. The uncertainties and risks include, but are not limited to, competition within our industry, the ability to attract and retain customers, trading volumes, general economic and market trends and the other factors set forth in our annual, quarterly, and current reports on Form 10-K, Form 10-Q, and Form 8-K previously filed with the Securities and Exchange Commission (including information in these reports under the caption “Risk Factors”). Any forward-looking statement included in this communication speaks only as of the date of this communication; the Company disclaims any obligation to update any information, except as required by law.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS

(d)     Exhibits

99.1    Press Release dated March 2, 2017


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:

March 2, 2017

 

E*TRADE FINANCIAL CORPORATION

 

 

 

By:

/s/ Lori S. Sher

Name:

Lori S. Sher

Title:

Corporate Secretary

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