Prohibition on the Use of Reputation Risk by Regulators (final rule; effective 2026-06-09), 91 FR 18279, FR Doc 2026-06947 (Part 1 of 2)

Bitcoin Research — Law, Regulation, Markets & Origins (2026)

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2026-04-10

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Research, not advice. Part of the Bitcoin research archive (October 2026). Claims labelled unverified, contested or fringe are reported, not endorsed; statuses of bills and rules are as of the date checked. Government, court and patent records are public domain; the research notes are CC BY 4.0.

Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations                                         18279

                                            implementing regulations as written at                  Congressional Review Act                              DEPARTMENT OF THE TREASURY
                                            that time. Based on the comments
                                            received, we have no reason to believe                    Pursuant to the Congressional Review                Office of the Comptroller of the
                                            this categorical exclusion was in error.                Act (5 U.S.C. 801 et seq.), the Office of             Currency
                                              Therefore, for the reasons given in the               Information and Regulatory Affairs
                                            proposed rule and in this document, we                  designated this rule as not a major rule,             12 CFR Parts 1, 4, and 30
                                            are adopting the proposed rule as a final               as defined by 5 U.S.C. 804(2).
                                                                                                                                                          [Docket ID OCC–2025–0142]
                                            rule, without change.                                   Paperwork Reduction Act
                                                                                                                                                          RIN 1557–AF34
                                            Executive Order 12866, Executive
                                            Order 14192, and Regulatory Flexibility                   This final rule contains no new
                                                                                                    reporting or recordkeeping requirements               FEDERAL DEPOSIT INSURANCE
                                            Act                                                                                                           CORPORATION
                                                                                                    under the Paperwork Reduction Act of
                                               This rule does not meet the criteria of              1995 (44 U.S.C. 3501 et seq.). Further,
                                            a ‘‘significant regulatory action’’ under                                                                     12 CFR Parts 302 and 364
                                                                                                    this rule will reduce the reporting and
                                            Executive Order 12866, as amended by                    recordkeeping requirements in 9 CFR                   RIN 3064–AG12
                                            Executive Orders 14215 and 13563.                       93.314.
                                            Therefore, the Office of Management                                                                           Prohibition on the Use of Reputation
                                            and Budget (OMB) has not reviewed this                  List of Subjects in 9 CFR Part 93                     Risk by Regulators
                                            rule under those orders. This regulation
                                            is also not a ‘‘regulatory action,’’ as the               Animal diseases, Imports, Livestock,                AGENCY: Office of the Comptroller of the
                                            meaning of that term is set forth in                    Poultry and poultry products, Reporting               Currency, Treasury, and Federal Deposit
                                            Executive Order 14192 and                               and recordkeeping requirements.                       Insurance Corporation.
                                            implementing guidance.                                    Accordingly, we are amending 9 CFR                  ACTION: Final rule.
                                               Under the Regulatory Flexibility Act                 part 93, subpart C, as follows:                       SUMMARY: The Office of the Comptroller
                                            (RFA) (5 U.S.C. 601–612) (as amended
                                            by the Small Business Regulatory                        PART 93—IMPORTATION OF CERTAIN                        of the Currency and the Federal Deposit
                                            Enforcement Fairness Act (SBREFA) of                                                                          Insurance Corporation are adopting a
                                                                                                    ANIMALS, BIRDS, FISH, AND
                                            1996; 5 U.S.C. 601 et seq.), agencies                                                                         final rule to codify the elimination of
                                                                                                    POULTRY, AND CERTAIN ANIMAL,
                                            must prepare and make available for                                                                           reputation risk from their supervisory
                                                                                                    BIRD, AND POULTRY PRODUCTS;                           programs. Among other things, the rule
                                            public comment a regulatory flexibility                 REQUIREMENTS FOR MEANS OF
                                            analysis that describes the effect of the                                                                     prohibits the agencies from criticizing or
                                                                                                    CONVEYANCE AND SHIPPING                               taking adverse action against an
                                            rule on small entities (i.e., small                     CONTAINERS
                                            businesses, small organizations, and                                                                          institution on the basis of reputation
                                            small government jurisdictions). No                                                                           risk. The rule also prohibits the agencies
                                                                                                    ■ 1. The authority citation for part 93               from requiring, instructing, or
                                            regulatory flexibility analysis is                      continues to read as follows:
                                            required, however, if the head of an                                                                          encouraging an institution to close an
                                            agency or an appropriate designee                         Authority: 7 U.S.C. 1622 and 8301–8317;             account, to refrain from providing an
                                            certifies that the rule will not have a                 21 U.S.C. 136 and 136a; 31 U.S.C. 9701; 7             account, product, or service, or to
                                            significant economic impact on a                        CFR 2.22, 2.80, and 371.4.                            modify or terminate any product or
                                            substantial number of small entities.                                                                         service on the basis of a person or
                                                                                                    § 93.314    [Amended]                                 entity’s political, social, cultural, or
                                            APHIS has concluded and hereby
                                            certifies that this rule will not have a                                                                      religious views or beliefs,
                                                                                                    ■ 2. Amend § 93.314 by removing
                                            significant economic impact on a                                                                              constitutionally protected speech, or
                                                                                                    paragraph (a)(5), and redesignating                   solely on the basis of politically
                                            substantial number of small entities;                   paragraphs (a)(6) and (a)(7) as
                                            therefore, an analysis is not included.                                                                       disfavored but lawful business activities
                                                                                                    paragraphs (a)(5) and (a)(6),                         perceived to present reputation risk.
                                            This recission rule will only have minor                respectively.
                                            and beneficial impacts on small entities                                                                      The rule further forbids the agencies
                                            engaged in the importation of equines                     Done in Washington, DC, this 31st day of            from taking any supervisory action or
                                            by removing a requirement that has                      March 2026.                                           other adverse action against an
                                            proven logistically difficult to                        Kelly Moore,                                          institution, a group of institutions, or
                                            implement consistently. This recission                                                                        the institution-affiliated parties of any
                                                                                                    Administrator, Animal and Plant Health
                                            rule will have a beneficial effect on                   Inspection Service.
                                                                                                                                                          institution that is designed to punish or
                                            these small entities, lowering costs                                                                          discourage an individual or group from
                                                                                                    [FR Doc. 2026–06955 Filed 4–9–26; 8:45 am]
                                            related to paperwork and otherwise                                                                            engaging in any lawful political, social,
                                                                                                    BILLING CODE 3410–34–P
                                            improving regulatory compliance with                                                                          cultural, or religious activities,
                                            the remaining provisions of the                                                                               constitutionally protected speech, or, for
                                            regulations.                                                                                                  political reasons, lawful business
                                                                                                                                                          activities that the agencies or its
                                            Executive Order 12988                                                                                         personnel disagree with or disfavor.
                                               This final rule has been reviewed                                                                          DATES: The final rule is effective June 9,
                                            under Executive Order 12988, Civil                                                                            2026.
                                            Justice Reform. This rule: (1) Preempts                                                                       FOR FURTHER INFORMATION CONTACT:

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                                            all State and local laws and regulations                                                                         OCC: Jonathan Fink, Director, Bank
                                            that are inconsistent with this rule; (2)                                                                     Advisory, Joanne Phillips, Counsel, or
                                            has no retroactive effect; and (3) does                                                                       Collin Berger, Attorney, Chief Counsel’s
                                            not require administrative proceedings                                                                        Office, (202) 649–5490, Office of the
                                            before parties may file suit in court                                                                         Comptroller of the Currency, 400 7th
                                            challenging this rule.                                                                                        Street SW, Washington, DC 20219. If

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                                            18280                Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations

                                            you are deaf, hard of hearing, or have a                   Under 12 U.S.C. 1(a), the OCC is                   financial services on the basis of
                                            speech disability, please dial 7–1–1 to                 charged with assuring the safety and                  political or religious beliefs or lawful
                                            access telecommunications relay                         soundness of and compliance with laws                 business activities.
                                            services.                                               and regulations, fair access to financial                The agencies’ supervisory experience
                                              FDIC: Legal Division: Sheikha Kapoor,                 services, and fair treatment of customers             has shown that the use of reputation
                                            Assistant General Counsel, (202) 898–                   by the institutions and other persons                 risk in the supervisory process does not
                                            3960; James Watts, Counsel, (202) 898–                  subject to its jurisdiction. Similarly, the           increase the safety and soundness of
                                            6678.                                                   FDIC has statutory authority to
                                                                                                                                                          supervised institutions because
                                            SUPPLEMENTARY INFORMATION:
                                                                                                    administer the affairs of the
                                                                                                                                                          supervisors have little ability to predict
                                                                                                    Corporation, which includes a
                                            I. Introduction                                                                                               ex ante whether or how certain
                                                                                                    framework for banking supervision.
                                                                                                                                                          activities or customer relationships
                                               On October 30, 2025, the Office of the               Further, the FDIC’s Board of Directors
                                                                                                                                                          present reputation risks that could
                                            Comptroller of the Currency (OCC) and                   has the authority to prescribe rules and
                                                                                                    regulations as it may deem necessary to               threaten the safety and soundness of an
                                            the Federal Deposit Insurance                                                                                 institution.3 In contrast, risks like credit
                                            Corporation (FDIC) (collectively, the                   carry out the provisions of the Federal
                                                                                                    Deposit Insurance Act, and the OCC is                 risk and liquidity risk are more concrete
                                            agencies) published in the Federal                                                                            and measurable and allow supervisors
                                                                                                    authorized to prescribe rules and
                                            Register a notice of proposed                                                                                 to more objectively assess a banking
                                                                                                    regulations to carry out the
                                            rulemaking 1 to remove the use of                                                                             institution’s financial condition.
                                                                                                    responsibilities of the office.
                                            reputation risk from their supervisory                     Based on these authorities, the                    Assessments of these risks reflect
                                            programs. Among other things, the                       subjectivity of reputation risk, the                  perceptions of a bank’s financial
                                            proposed rule would also have                           inefficacy of reputation risk at                      condition consistent with objective
                                            prohibited the agencies from requiring,                 identifying risks to safety and                       principles. Conversely, an independent
                                            instructing, or encouraging an                          soundness or other statutory mandates,                consideration of reputation risk by
                                            institution to close an account, to refrain             and the potential for regulatory                      supervisors has not resulted in
                                            from providing an account, product, or                  overreach and abuse, the agencies have                consistent or predictable assessments of
                                            service, or to modify or terminate any                  removed reputation risk from their                    material financial risk. Instead, by
                                            product or service on the basis of a                    supervisory frameworks and are                        focusing on reputation risk, supervisors
                                            person or entity’s political, social,                   codifying this change in relevant                     attempt to understand and anticipate
                                            cultural, or religious views or beliefs,                regulations.                                          public opinion regarding issues and
                                            constitutionally protected speech, or                                                                         events and then to attempt to directly
                                            solely on the basis of politically                      II. Background                                        connect this public opinion regarding
                                            disfavored but lawful business activities                  The agencies believe that banking                  issues and events to an institution’s
                                            perceived to present reputation risk.                   regulators’ use of the concept of                     condition in ways that have proven
                                            The proposed rule further would have                    reputation risk as a basis for supervisory            nearly impossible to assess or quantify
                                            forbidden the agencies from taking any                  criticisms increases subjectivity in                  with accuracy. The agencies’ attempts to
                                            supervisory action or other adverse                     banking supervision without adding                    identify reputation risks and their
                                            action against an institution, a group of               material value from a safety and                      potential effects on institutions have not
                                            institutions, or the institution-affiliated             soundness perspective. The agencies                   resulted in increased safety for
                                            parties of any institution that is                      believe that most activities that could               supervised institutions as supervisors
                                            designed to punish or discourage an                     negatively impact an institution’s                    have not been able to accurately predict
                                            individual or group from engaging in                    reputation do so through traditional risk
                                            any lawful political, social, cultural, or              channels (e.g., credit risk, market risk,                3 In carrying out its responsibility, the OCC has
                                            religious activities, constitutionally                  and operational risk, among others) on                refined its examination program based on more
                                            protected speech, or, for political                     which supervisors already focus and                   than 160 years of experience supervising financial
                                            reasons, lawful business activities that                already have sufficient authority to                  institutions and monitoring developments in the
                                                                                                                                                          financial industry. In the late 1980s and the 1990s,
                                            the agencies or its personnel disagree                  address. At the same time, supervising                the OCC and other financial regulators shifted
                                            with or disfavor. Following review of                   for reputation risk as a standalone risk              toward supervision frameworks that were organized
                                            the comments received on the proposal,                  adds substantial subjectivity to bank                 by particular risks. In 1995, the OCC launched an
                                            the agencies are finalizing the proposed                supervision and can be abused. It also                examination program it called ‘‘supervision by risk’’
                                                                                                                                                          that led to the current risk-based supervision
                                            rule, with minor modifications. The                     diverts bank and agency resources from                approach to examinations. In the supervision by
                                            agencies have updated the final rule’s                  more salient risks without adding                     risk program, the OCC focused on nine categories
                                            definition of ‘‘reputation risk’’ to                    material value from a safety and                      of risk: credit risk, interest rate risk, liquidity risk,
                                            include an express reference to the                     soundness perspective or ensuring                     price risk, foreign exchange risk, transaction risk,
                                                                                                                                                          compliance risk, strategic risk, and reputation risk.
                                            operational condition of the institution.               greater compliance with the law. To                   The program later morphed into the OCC’s current
                                            The agencies have also modified the                     improve the efficiency and effectiveness              risk-based framework, which focuses on eight risk
                                            prohibition on taking supervisory action                of their supervisory programs, the                    categories, with transaction risk renamed as
                                            or other adverse action designed to                     agencies have removed reputation risk                 operational risk and foreign exchange risk
                                                                                                                                                          eliminated as a stand-alone risk. This risk-based
                                            punish or discourage lawful business                    from their supervisory frameworks and                 supervision program focuses on evaluating risk,
                                            activities that the ‘‘supervisor’’ disagrees            are proposing to codify this change in                identifying existing and emerging problems, and
                                            with or disfavors. The agencies have                    relevant regulations. This change would               ensuring that bank management takes corrective
                                            updated this provision to use language                  also respond to concerns expressed in                 action to address problems before a bank’s safety
                                                                                                                                                          and soundness is compromised. Similarly, as
                                            broader than ‘‘supervisor’’ to clarify that             Executive Order 14331, Guaranteeing

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                                                                                                                                                          regulators shifted toward risk-based supervision in
                                            bias from any individual at the agency                  Fair Banking for All Americans,2 that                 the 1990s, the FDIC added references to reputation
                                            is not a permissible basis for agency                   the use of reputation risk can be a                   risk to manuals and guidance, and supervisors cited
                                            action.                                                 pretext for restricting law-abiding                   reputation risk in formal and informal enforcement
                                                                                                                                                          actions in subsequent years. Generally, the FDIC’s
                                                                                                    individuals’ and businesses’ access to                supervision framework has evaluated a variety of
                                              1 See ‘‘Prohibition on Use of Reputation Risk by                                                            risks, such as liquidity risk, interest rate risk,
                                            Regulators,’’ 90 FR 48825 (October 30, 2025).             2 90 FR 38925 (Aug. 12, 2025).                      operational risk, and reputational risk.

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                                                                  Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations                                               18281

                                            the public’s reaction to business                       political, social, cultural, or religious             growth of these lawful businesses and
                                            decisions made by institutions.                         views or beliefs, constitutionally                    consequently interfering with the job
                                               In other words, there is no clear                    protected speech, or politically                      creation and the economic activity their
                                            evidence that supervisory interference                  disfavored but lawful business                        operations could generate.
                                            in banks’ activities or relationships in                activities. Different stakeholders may                   Moreover, even if reputation risk
                                            the interest of protecting the banks’                   have different perspectives on how such               could be quantified, the agencies lack
                                            reputations has protected banks from                    activities or relationships impact an                 evidence that reputation risk, in the
                                            losses or improved banks’ performance.                  institution’s reputation, if at all, which            absence of identified financial or
                                               In addition to not enhancing safety                  creates unpredictability and                          operational risks, is a factor that can
                                            and soundness, focusing on reputation                   inconsistency for regulated entities.                 hurt an institution’s safety and
                                            risk can distract institutions and the                  Additionally, the subjective nature of                soundness. Although there are examples
                                            agencies from devoting resources to                     supervisory decisions about reputation                of risks such as credit risk and liquidity
                                            managing core financial risks—such as                   risk introduces the potential for political           risk being the primary driver of an
                                            credit risk, liquidity risk, and interest               or other biases to enter into the                     institution’s unsafe or unsound
                                            rate risk—that are quantifiable and have                supervisory process. Thus, supervisory                condition, the agencies have not seen
                                            been shown to present significant                       judgments about reputation risk can                   evidence that reputation risk can be the
                                            threats to institutions. Monitoring                     create subjective regulatory interference             primary driver of an institution being in
                                            requires dedicated resources. For                       in day-to-day business decisions of                   unsafe or unsound condition. When
                                            example, in order to confront such risks,               banks that should be based on neutral                 reputational issues are identified as a
                                            institutions frequently purchase                        market factors. This practice can also                cause of harm that has impacted a
                                            expensive risk-monitoring models that                   result in distortions to industries and               supervised institution’s financial
                                            must be maintained, implement detailed                  the U.S. economy, as the agencies use                 condition, there are typically other more
                                            loan review programs, hire expensive                    reputation risk to choose winners and                 significant factors, such as those relating
                                            outside advisers, and provide time-                     losers among market participants and                  to the institution’s capital, asset quality,
                                            intensive training for staff. Parallel to               industries. Given the difficulty of                   liquidity, earnings, or interest rate
                                            these actions by institutions, the                      measuring reputation risk in an accurate              sensitivity, that are the primary drivers
                                            agencies have limited resources and a                   and precise way, it is inappropriate for              of the institution’s weakened financial
                                            responsibility to use these resources in                the agencies’ supervisors to examine                  condition. The OCC’s analysis shows
                                            an efficient and productive manner in                   supervised institutions against this risk.            that the agency will not lose information
                                            furtherance of their statutory                             More importantly, when a supervised                useful to anticipate regulated
                                            responsibilities. In the judgment of the                institution alters its behavior to comply             institutions’ failure by ceasing to
                                            agencies, examining for reputation risk                 with supervisory expectations relating                produce reputation risk ratings in the
                                            diverts resources that could be better                  to reputation risk management, such as                Risk Assessment System (RAS) ratings
                                            spent on other risks that have been                     by closing an account or choosing not to              system, as the RAS reputation risk
                                            shown to present significant, tangible                  enter into or continue a business                     ratings do not forecast failure after
                                            threats to institutions and that are more               relationship with a customer or industry              accounting for the CAMELS composite
                                            easily quantified and addressed through                 that it would otherwise maintain, it is               rating and components. Instead, only
                                            regulatory intervention.                                forgoing an opportunity to maintain or                RAS ratings that assess fundamental
                                               Moreover, the agencies’ use of                       build a profitable business relationship              financial risks predict failure risk once
                                            reputation risk in reaching supervisory                 that may otherwise be consistent with
                                                                                                                                                          CAMELS ratings are accounted for.
                                            conclusions introduces subjectivity and                 sound risk management practices.
                                                                                                                                                             In addition, there is no evidence that
                                            unpredictability into the agencies’                     Accordingly, the agencies’ past practice
                                                                                                                                                          ceasing to impose Matters Requiring
                                            judgments. Agency supervision more                      of encouraging supervised institutions
                                                                                                                                                          Attention (MRAs) that focus on
                                            effectively fosters safe and sound                      to alter their behavior due to reputation
                                                                                                                                                          reputation risk will harm the agencies’
                                            banking when supervised institutions                    risk may have adversely impacted
                                                                                                                                                          ability to anticipate and resolve failure
                                            have a reasonable expectation of how                    institutions’ earnings, capital positions,
                                                                                                                                                          risk. The agencies’ analysis shows that
                                            the agencies would evaluate an activity.                and safety and soundness. In this way,
                                                                                                                                                          MRAs that either mention reputation
                                            The agencies have not been able to                      the agencies’ prior focus on reputation
                                                                                                                                                          risk in the MRA description or include
                                            clearly explain how banks should                        risk may have caused supervised
                                                                                                    institutions to be less safe and sound                reputation risk as either a primary or
                                            measure the reputation risk from                                                                              secondary risk have no ability to predict
                                            different activities, business partners, or             than had they been permitted to engage
                                                                                                    in lawful business activities without                 bank failures.
                                            clients, nor have the agencies been able                                                                         The OCC’s supervision is required by
                                            to clearly articulate the criteria for                  these limitations resulting from
                                                                                                    supervisory expectations surrounding                  law to focus on the safety and
                                            which activities, business partners, or                                                                       soundness of its institutions and
                                            clients are deemed to present reputation                reputation risk.
                                                                                                       In addition, examining for reputation              compliance with laws and regulations
                                            risk.4 Without clear standards, the                                                                           as well as, as applicable, fair access to
                                            agencies’ supervision for reputation risk               risk can result in agency personnel or
                                                                                                    leadership implicitly or explicitly                   financial services and fair treatment of
                                            has been inconsistent and has at times                                                                        customers.5 The FDIC is responsible for
                                            reflected individual perspectives of                    encouraging institutions to restrict
                                                                                                    access to banking services on the basis               the supervision and examination of
                                            agency staff rather than data-driven                                                                          State nonmember banks, including for
                                            conclusions. This can result in agency                  of agency personnel’s personal views of
                                                                                                    a group’s or individual’s political,                  safety and soundness principles.6 In
                                            staff implicitly or explicitly encouraging                                                                    furtherance of these objectives, the
                                                                                                    social, cultural, or religious views or

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                                            institutions to restrict access to banking                                                                    agencies’ supervision should focus on
                                            services on the basis of staff’s personal               beliefs, constitutionally protected
                                            views of a group’s or individual’s                      speech, or politically disfavored but
                                                                                                                                                            5 12 U.S.C. 1.
                                                                                                    lawful business activities. Denying                     6 See 12 U.S.C. 1811 et seq. The FDIC also insures
                                              4 Supervised institutions have similarly been         lawful businesses access to financial                 the deposits of insured depository institutions and
                                            unable to explain this in their own risk                services can further have negative                    manages receiverships of failed depository
                                            management programs.                                    effects on the economy by hindering the               institutions.

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                                            18282                Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations

                                            concrete risks and objective criteria                      The prohibitions of the proposed rule              A. Comments Regarding the Need for
                                            directly related to applicable statutory                would have applied to actions taken on                and Adoption of the Rule
                                            requirements. In the agencies’                          the basis of reputation risk; political,                 Although the agencies received
                                            experience, using reputation risk in its                social, cultural, or religious views and              comments both supporting and
                                            supervisory process does not further                    beliefs; constitutionally protected                   opposing the proposed rule, the
                                            this mission.                                           speech; or solely based on bias against               majority of comment letters expressed
                                            III. Overview of the Notices of Proposed                politically disfavored but lawful                     support. Many commenters urged the
                                            Rulemaking and General Summary of                       business activities perceived to present              agencies to adopt the proposed rule
                                            Comments                                                reputation risk. The proposed rule                    because they perceived reputation risk
                                                                                                    would not have prohibited criticism,                  to be ill-suited as a supervisory tool.
                                               The proposed rule sought to codify                   supervisory feedback, or other actions to
                                            the removal of reputation risk from the                                                                       These commenters expressed concern
                                                                                                    address traditional risk channels related             that reputation risk is subjective and
                                            OCC and FDIC’s supervisory programs.                    to safety and soundness and compliance
                                            The proposed rule would have                                                                                  hard to measure in a predictable or
                                                                                                    with applicable laws, including credit                quantitative fashion. These observations
                                            prohibited the agencies from criticizing,               risk, market risk, and operational risk
                                            formally or informally, or taking adverse                                                                     mirrored the agencies’ experience with
                                                                                                    (including cybersecurity, information                 the shortcomings of reputation risk as a
                                            action against an institution on the basis              security, and illicit finance), provided
                                            of reputation risk. In addition, under the                                                                    supervisory tool, as discussed above in
                                                                                                    that such criticism, supervisory                      the ‘‘Background’’ section. The
                                            proposal, the agencies would be                         feedback or other action addressing
                                            prohibited from requiring, instructing,                                                                       commenters explained that this
                                                                                                    these other risks was not a pretext                   subjectivity interfered with both banks
                                            or encouraging an institution or its                    designed to covertly continue
                                            employees to refrain from contracting                                                                         and other regulators for FDIC-insured
                                                                                                    supervision for reputation risk.                      banks, such as State banking agencies,
                                            with or to terminate or modify a
                                            contract with a third party, including an                  Under the proposed rule, the OCC                   being able to anticipate Federal
                                            institution-affiliated party, on the basis              planned to make seven conforming                      regulators’ perspectives and concerns.
                                            of reputation risk. The proposed rule                   amendments to the OCC’s regulations to                These commenters also noted that
                                            also stated that the agencies could not                 eliminate references to reputation risk.              regulators’ focus on reputation risk, and
                                            require, instruct, or encourage an                      These conforming amendments would                     the consequent need for financial
                                            institution or its employees to refrain                 be made in (1) the list of risks a national           institutions to focus on anticipating
                                            from doing business with or to                          bank shall consider, as appropriate, as               regulators’ concerns regarding
                                            terminate or modify a business                          set out in 12 CFR part 1 of the OCC                   reputation risk, distract from more
                                            relationship with a third party,                        regulations; and (2) the safety and                   material risks or better use of resources.
                                            including an institution-affiliated party,              soundness standards set forth in 12 CFR               The agencies agree with these
                                            on the basis of reputation risk. The                    part 30 of the OCC regulations,                       observations by commenters on the
                                            proposed rule would have also                           including the OCC guidelines. The OCC                 harms of including reputation risk in
                                            prevented the agencies from requiring,                  regulations at 12 CFR part 30 would                   the supervisory program.
                                            instructing, or encouraging an                          include six conforming amendments.7                      In contrast, other commenters
                                            institution to enter into a contract or                    Under the proposed rule, the FDIC                  opposed the proposed rule and stated
                                            business relationship with a third party                planned to make one conforming                        that examination for reputation risk is
                                            on the basis of reputation risk. The                    amendment to the FDIC’s regulations                   necessary to support bank safety and
                                            proposed rule would have further                        relating to reputation risk. This                     soundness. In contrast to the
                                            prohibited the agencies from requiring,                 amendment would be made in the safety                 commenters who stated that reputation
                                            instructing, or encouraging an                          and soundness standards set forth in 12               risk cannot be measured quantitatively
                                            institution or an employee of an                        CFR part 364 of the FDIC’s regulations.8              or objectively, one commenter stated
                                            institution to terminate a contract with,               Under the proposed rule, the FDIC                     that it could be measured accurately.
                                            discontinue doing business with, or                     would eliminate the reference to                      However, this commenter did not
                                            modify the terms under which it will do                 reputation risk in the regulation.                    recommend an actionable method that
                                            business with a person or entity on the                    The agencies received comments on                  the agencies could adopt for such a
                                            basis of the person’s or entity’s political,            many areas of the proposed rule. The                  measurement, and the regulators are not
                                            social, cultural, or religious views or                 commenters represented government                     aware of an objective and reliable
                                            beliefs, constitutionally protected                     entities, congresspeople, industry trade              method for measuring reputation risk.
                                            speech, or solely on the basis of the                   groups, nonprofits, financial                            Some of these commenters stated that
                                            third party’s involvement in politically                institutions, other types of businesses,              damage to a bank’s reputation can cause
                                            disfavored but lawful business activities               and individuals. The agencies received                substantial financial harm to a bank. As
                                            perceived to present reputation risk.                   a mix of comments both supporting and                 support for this assertion, some
                                               The proposed rule was solely focused                 opposing the proposed rule. Many                      commenters cited the spring 2023 bank
                                            on the functions and activities of the                  commenters made suggestions for                       failures, which they claimed happened
                                            OCC and the FDIC. The proposed rule                     alternatives to the rule or for ways to               due to reputational harms to the
                                            did not include prohibitions,                           strengthen or alter the rule.                         financial institutions involved.
                                            restrictions, or requirements on the self-                                                                    However, those failures were caused by,
                                            directed activities of supervised                       IV. Overview of Final Rule                            among other contributing factors, a lack
                                            institutions or institution-affiliated                    The agencies have decided to adopt                  of public confidence in the financial
                                            parties.                                                                                                      condition of the institutions; the

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                                                                                                    the proposed rule with minor
                                               The proposed rule provided                           modifications.                                        agencies have not identified non-
                                            definitions of several terms used in the                                                                      financial reputation risk as among them.
                                            rule, including ‘‘adverse action,’’ ‘‘doing               7 See 91 FR 16156 (Apr. 1, 2026) (rescission of
                                                                                                                                                          The final rule is adopting from the
                                            business with,’’ ‘‘institution,’’                       appendix E of 12 CFR part 30 effective May 1,         proposed rule a definition of reputation
                                            ‘‘institution-affiliated party,’’ and                   2026).                                                risk that specifically excludes issues
                                            ‘‘reputation risk.’’                                      8 12 CFR part 364.                                  that could negatively impact public

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                                                                 Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations                                       18283

                                            perception for reasons ‘‘clearly and                    ultimately national security. However,                practices will continue to be forbidden,
                                            directly related to the financial                       as another commenter noted, the                       and the agencies will continue to expect
                                            condition of the institution.’’ Thus, the               agencies’ efforts to take sides in ongoing            their regulated institutions to comply
                                            concerns that caused the public to cease                public debates can harm the stability of              with all applicable laws addressing
                                            doing business with the institutions                    the banking system because whichever                  these issues. Moreover, the proposed
                                            affected by the spring 2023 bank failures               side the regulators decide against and                rule does not alter the legal
                                            were not the types of concerns that                     denounce as causing reputational harm                 requirements and supervisory
                                            would fall under the definition of                      to financial institutions will lose faith             expectations around the detection and
                                            reputation risk in the final rule and for               and trust in the regulators, thus harming             prevention of fraud. The removal of
                                            which the agencies would be prevented                   the credibility that U.S. financial                   reputation risk from the agencies’
                                            from supervising. Indeed, the Spring                    regulatory structure relies upon. For the             supervisory programs will not impact
                                            2023 failures were examples of the types                reasons explained by this commenter,                  the agencies’ continued examination for
                                            of material financial risks on which                    the agencies believe that the harm to                 compliance with these types of laws,
                                            regulators and institutions need to focus               their public legitimacy that will come                but rather will allow the agencies to
                                            and from which they can be distracted                   from entering into contentious public                 better allocate its resources during
                                            by more nebulous and not-financially-                   debates outside of their statutory                    examinations.
                                            related reputation risk concerns.                       responsibilities is greater than the
                                               Some commenters argued that                                                                                B. Comments Regarding Harms From
                                                                                                    potential for not supervising for                     Regulators Pressuring Banks To Stop
                                            removing supervision for reputation risk                reputation risk to cause harm, risk
                                            downplays the importance of customer                                                                          Serving Certain Industries Due to
                                                                                                    which the agencies believe to be highly               Perceived Reputation Risks
                                            loyalty and trust. However, the agencies                unlikely for the reasons described
                                            have not observed that supervision for                  above.                                                   Some commenters argued that
                                            reputation risk helps support customer                                                                        economic harm to both individuals and
                                                                                                       Another commenter stated that the                  to the broader economy resulted from
                                            loyalty to financial institutions, an area
                                                                                                    proposed rule strips away an important                debanking customers due to perceived
                                            that banks compete on. Indeed, as
                                                                                                    means of recognizing discrimination                   reputation risk. Some of these
                                            another commenter explained, policing
                                                                                                    and extremism in financial institutions.              comments were from individuals or
                                            for reputation risk concerns can actually
                                                                                                    This commenter argued that reputation                 trade organizations whose members had
                                            harm an institution’s customer loyalty.
                                                                                                    risk has been a regulatory tool that                  been debanked despite the benefits that
                                            This commenter explained how
                                            financial institutions could harm their                 allowed early intervention in                         they believed their industry or business
                                            reputations by closing accounts on the                  developing patterns of discriminatory or              offered to the economy. These
                                            basis of religious or political bias and                predatory banking practices by banks.                 commenters argued that their members
                                            thus how attempts to mitigate                           Another commenter, similarly, was                     were engaged in lawful business
                                            reputation risk can actually harm                       concerned that removing examination                   operations, complied with extensive
                                            financial institutions. The commenter                   for reputation risk would cause                       regulations as applicable, and employed
                                            provided an example of negative                         financial institutions to lose their ability          many Americans. Other commenters
                                            publicity that a bank purportedly                       to detect emerging threats such as                    noted that financial institutions benefit
                                            experienced after closing the                           certain fraud schemes. Other                          from greater engagement with all
                                            commenter’s account allegedly for                       commenters were likewise concerned                    industries in the U.S. economy and that
                                            religious reasons.                                      that removing supervision for reputation              such financial institutions are
                                               In the agencies’ experience,                         risk would remove deterrence from                     financially harmed by being prevented
                                            supervising for reputation risk requires                banks engaging in predatory practices                 from doing business with certain sectors
                                            the agencies to determine which sides of                such as fraudulent account scandals or                due to reputational concerns. These
                                            potentially contentious political, social,              from providing services for people who                observations about the harms from
                                            and religious issues will be favored by                 have committed crimes. Similarly,                     regulators pressuring banks to stop
                                            the customers of the regulated                          another commenter argued that the                     serving certain industries under the
                                            institutions. Attempting to ensure                      agencies should consider that removing                guise of protecting against reputation
                                            ‘‘customer loyalty’’ for regulated                      reputation risk could lead to increased               risk are generally consistent with the
                                            institutions by preventing regulated                    incidence of illegal and risky activities             agencies’ understanding of supervision
                                            institutions from providing services for                that might be flagged by reputation risk              for reputation risk. The agencies agree
                                            businesses, individuals, or activities                  monitoring. In the same vein, one                     with these observations about these
                                            that may offend customers requires the                  commenter opined that removing                        harms and that the agencies should not
                                            agencies to accurately predict public                   examination for reputation risk would                 be requiring, instructing, or encouraging
                                            sentiment regarding controversial                       increase unethical behavior by banks.                 an institution to close an account, to
                                            issues. The agencies have not shown the                 This same commenter further stated that               refrain from providing an account,
                                            ability to accurately do this in a                      the agencies must consider that                       product, or service, or to modify or
                                            consistent and reliable manner, and                     removing reputation risk could lead to                terminate any product or service on the
                                            efforts to predict public opinion have                  worsening service for customers.                      basis of a perceived reputation risk.
                                            distracted both regulators and the                      However, the final rule does not repeal                  One commenter expressed concern
                                            regulated from focusing on risks they                   or alter any of the existing laws or                  about the ‘‘economic distortion’’ created
                                            can understand and predict.                             regulations prohibiting discriminatory                by the use of reputation risk and by the
                                               Commenters were divided on whether                   or predatory banking practices, and                   regulators picking economic winners
                                            supervision for reputation risk harms                   there is no evidence suggesting it could              and losers. Another commenter

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                                            the integrity of the banking system and                 lead to worsening customer service.                   similarly noted that debanking due to
                                            banking regulation. One commenter                       Moreover, issues stemming from a lack                 reputation risk can also open the door
                                            stated that removing supervision for                    of customer service fall outside of what              to what the commenter described as an
                                            reputation risk would harm the integrity                is being considered to be a reputation                ‘‘economic heckler’s veto’’ by any
                                            of the banking system, the political                    risk, as defined in the final regulation.             economically powerful entity, such as a
                                            institutions, U.S. elections, and                       Illegal discrimination and predatory                  customer or investor. This commenter

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                                            18284                Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations

                                            argued that allowing an economically                    that the agencies’ prior use of reputation              F. Comments Alleging That the
                                            powerful entity to pressure an                          risk violated the APA requirement that                  Agencies Failed To Consider Certain
                                            institution to not provide services to                  agency actions not be arbitrary or                      Aspects of the Rule
                                            certain businesses by claiming that such                capricious, that substantive rules be                      One commenter argued that the
                                            would create reputation risk could, in                  promulgated through notice-and-                         agencies had not presented enough
                                            practice, give outsized weight to those                 comment procedures, and that agencies                   evidence that ceasing to examine for
                                            who already have economic or financial                  act within their statutory authority. The               reputation risk would lead to better
                                            power.                                                  agencies believe that, regardless of                    supervisory outcomes. To the contrary,
                                               In support of banks’ discretion, one                 consistency with APA requirements,                      as the agencies explained above in the
                                            commenter stated that businesses such                   removing reputation risk will be of                     ‘‘Background’’ section, while there are
                                            as those involving digital assets or fossil             benefit by providing less opportunity for               examples of risks like credit risk and
                                            fuels are not members of a protected                    subjectivity in the future. Thus, this                  liquidity risk being the primary driver of
                                            class and therefore are not entitled to                 concern is another reason that the                      an institution’s unsafe or unsound
                                            guaranteed access to the banking                        agencies have decided to adopt the final                condition, the agencies have not seen
                                            system. Similarly, another commenter                    rule.                                                   evidence that reputation risk can be the
                                            stated that the government should not                                                                           primary driver of an institution being in
                                            be favoring certain sectors by preventing               D. Suggestions for Alternatives To
                                                                                                    Removing Reputation Risk From the                       unsafe or unsound condition. Even in
                                            financial institutions from debanking                                                                           cases when reputational issues are
                                            them. However, the rule both as                         Supervisory Program
                                                                                                                                                            identified as a cause of harm that has
                                            proposed and as adopted here only                          Several commenters suggested that                    impacted a supervised institution’s
                                            constrains agency action and does not                   the agencies reform the use of                          financial condition, there are typically
                                            compel or restrict any actions by                       reputation risk in its supervisory                      other more significant factors, such as
                                            financial institutions.                                 program rather than remove the concept                  those relating to the institution’s capital,
                                               As noted, the agencies agree with the                entirely. These commenters argued that                  asset quality, liquidity, earnings, or
                                            concerns about economic distortions                     the agencies could establish clearer                    interest rate sensitivity, that are the
                                            caused by regulators favoring or                        standards and metrics for measuring                     primary drivers of the institution’s
                                            disfavoring certain legal businesses over               reputation risk to make it more                         weakened financial condition.
                                            other legal businesses. It is not the role              objective. However, these commenters                       Commenters also alleged that the rule
                                            of financial regulators to pick winners                 did not propose methods for                             failed to consider the loss to the Deposit
                                            and losers among lawful businesses or                   accomplishing this that would be                        Insurance Fund from not examining for
                                            to attempt to suppress lawful                           actionable and effective, and, in the                   reputation risk. As the agencies have
                                            businesses.                                             agencies’ experience, such standards                    explained, given the lack of evidence
                                            C. Legal and Constitutional-Related                     and metrics do not exist in a form that                 linking perceived reputation risks to
                                            Concerns Regarding the Agencies’ Use                    is accurate and consistent. Moreover,                   material financial harm at regulated
                                            of Reputation Risk                                      even if reputation risk could be                        entities, the agencies do not expect an
                                                                                                    monitored through clearer standards or                  increase in bank failures due to the
                                               Some commenters contended that the
                                                                                                    metrics, as explained above, agency                     removal of reputation risk from the
                                            use of reputation risk as a supervisory
                                                                                                    experience has not shown a clear and                    supervisory program. Another
                                            tool violates multiple parts of the U.S.
                                                                                                    consistent connection between                           commenter argued that the agencies
                                            Constitution. For example, some
                                                                                                    reputation risk and actual financial                    should consider that removing
                                            commenters expressed the concern that
                                                                                                    harm to regulated institutions.                         reputation risk could lead to increased
                                            reputation risk has been used to chill
                                                                                                    Therefore, even if clearer standards or                 incidence of illegal and risky activities
                                            free speech. One commenter also argued
                                                                                                    metrics could be established, the                       that might be flagged by reputation risk
                                            that the use of reputation risk is in
                                                                                                    resources necessary to formulate such                   monitoring. Removing reputation risk
                                            violation of the Fifth Amendment of the
                                                                                                    clearer metrics would still not be well                 from the supervisory program will make
                                            Constitution because it is
                                                                                                    spent because it is not clear that the
                                            unconstitutionally vague. Other
                                                                                                    purported risk being measured actually                  Legitimate Businesses?’’ (Comm. Print 2014),
                                            commenters argued that the use of                                                                               https://oversight.house.gov/wp-content/uploads/
                                                                                                    impacts financial institutions’ safety
                                            reputation risk infringes on Americans’                                                                         2014/05/Staff-Report-Operation-Choke-Point1.pdf;
                                                                                                    and soundness.                                          Staff of H. Comm. on Fin. Servs., 119th Cong.,
                                            Second Amendment right to bear arms
                                                                                                                                                            ‘‘Operation Choke Point 2.0: Biden’s Debanking of
                                            by causing debanking in the firearms                    E. Comments Regarding Evidence of                       Digital Assets’’ (Comm. Print 2025), https://
                                            industry.                                               Debanking                                               financialservices.house.gov/uploadfiles/2025-11-30-
                                               The agencies believe that, regardless                  Several commenters argued that the                    -_fsc_debanking_report_final_1.pdf; Staff of
                                            of the constitutionality of using                                                                               Minority of S. Comm. on Banking, Hous., & Urb.
                                                                                                    agencies had not presented sufficient                   Affs., 119th Cong., ‘‘Supplemental Memorandum:
                                            reputation risk, removing it will reduce                evidence that debanking occurred that                   Analysis of CFPB Consumer Complaints Related to
                                            the subjectivity of the supervisory                     was caused by regulators’ concerns                      Debanking,’’ (Comm. Print 2025) (analysis to
                                            program and thus improve the oversight                  regarding reputation risk. In contrast,                 supplement February 5, 2025, committee hearing on
                                            of financial institutions. Thus, agencies                                                                       ‘‘Investigating the Real Impacts of Debanking in
                                                                                                    other commenters alleged that they or                   America’’), https://www.banking.senate.gov/imo/
                                            do not need to determine whether there                  their members had been debanked due                     media/doc/debanking_complaints_analysis.pdf;
                                            would be further issues regarding                       to political biases that were labeled as                Exec. Order No. 14331, 90 FR 38925 (Aug. 7, 2025)
                                            constitutionality. Therefore, the                       reputation risk. The agencies believe
                                                                                                                                                            (‘‘Bank regulators have used supervisory scrutiny
                                            agencies see removing reputation risk                                                                           and other influence over regulated banks to direct
                                                                                                    that the potential for reputation risk to               or otherwise encourage politicized or unlawful
                                            from the supervisory program as a

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                                                                                                    be misused in this manner supports                      debanking activities. ‘Operation Chokepoint,’ for
                                            prudent measure to address the                          removal from the agencies’ supervisory                  example, was a well-documented and systemic
                                            potential for such transgressions.                      program.9
                                                                                                                                                            means by which Federal regulators pushed banks to
                                               Commenters also alleged that the use                                                                         minimize their involvement with individuals and
                                                                                                                                                            companies engaged in lawful activities and
                                            of reputation risk violated the                           9 See, e.g., Staff of H. Comm. on Oversight & Gov’t   industries disfavored by regulators based on factors
                                            Administrative Procedure Act (APA).                     Reform, 113th Cong., ‘‘The Department of Justice’s      other than individualized, objective, risk-based
                                            Specifically, these commenters argued                   ‘Operation Choke Point’: Illegally Choking Off          standards.’’).

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                                                                 Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations                                          18285

                                            available more resources for supervision                suggestion raised by commenters was                   conditions, competitive pressures, or
                                            of illegal or abusive practices. This same              that the agencies should encourage                    customer relationship management,
                                            commenter further stated that the                       institutions to identify customers whose              provided such discussions do not cross
                                            agencies must consider that removing                    accounts were closed or services denied               the line into criticism or adverse action
                                            reputation risk could lead to worsening                 solely on reputation grounds and to                   based on reputation risk or prohibited
                                            service for customers. However, issues                  offer those customers a path to                       considerations. The agencies confirm
                                            stemming from a lack of customer                        reinstatement, subject to standard, risk-             that it is not the intention of the rule to
                                            service fall outside of what is                         based underwriting. However, this                     hinder this type of communication.
                                            considered to be reputation risk as                     rulemaking is solely focused on the
                                                                                                                                                          H. Discussion of Specific Sections of the
                                            defined in the final regulation. A                      actions of the agencies, not on the
                                                                                                                                                          Final Rule and Comments Thereon
                                            commenter further alleged that there                    actions of institutions regulated by the
                                            would be capital flight to lenders in                   agencies, so these comments and all                   1. Definitions
                                            other jurisdictions with adequate                       other suggestions for expanding the rule              i. Definition of Adverse Action
                                            supervision of reputation risk. The                     to monitor, control, or prohibit private
                                            commenter presented no evidence to                      entity action are all outside the scope of               ‘‘Adverse action,’’ as defined by the
                                            support his assertion that this would                   this rulemaking. Other comments that                  rule, includes the provision of negative
                                            occur. Since the agencies ceased                        provided suggestions for improving or                 feedback, including feedback in a report
                                            examining for reputation risk in early                  clarifying agency supervisory practices               of examination, a memorandum of
                                            2025, they have seen no such flight of                  or altering methods for supervisory                   understanding, verbal feedback, or an
                                            capital.                                                communication beyond the removal of                   enforcement action. Furthermore,
                                                                                                    reputation risk are likewise outside the              ‘‘action’’ encompasses any action of any
                                            G. Suggestions for Expanding the Rule                                                                         agency employee, including any
                                                                                                    scope of this rulemaking.
                                              Some commenters suggested                                One commenter requested                            communication characterized as
                                            expanding the rule in various ways to                   clarification that institutions would still           informal, preliminary, or not approved
                                            control the behavior of regulated                       be expected to guard against issues that              by agency officials or senior staff. A
                                            entities. The comments included                         could affect their reputations, such as               downgrade (or contribution to a
                                            suggestions to prohibit banks from                      fraud. Supervised institutions have legal             downgrade) of any supervisory rating,
                                            choosing, without regulator pressure, to                and supervisory requirements to be                    including a rating assigned under the
                                            debank customers based on reputational                  vigilant against fraud, and these                     Uniform Financial Institutions Rating
                                            concerns or disagreement with                           requirements are not affected by this                 System or comparable rating system,
                                            protected political views or speech.                    rule.10 The expectation that banks                    also constitutes an ‘‘adverse action.’’ In
                                            However, other commenters opposed                       continue to follow all legal requirements             addition, a downgrade (or contribution
                                            this idea, and some commenters                          for their operations and their treatment              to a downgrade) of a rating under the
                                            requested clarifying language be added                  of customers is not altered. Moreover,                Uniform Interagency Consumer
                                            that banks still retain discretion                      concerns regarding fraud directly                     Compliance Rating System or the
                                            regarding whom they do business with.                   impact the operational and financial                  Uniform Rating System for Information
                                            These suggestions are all outside the                   condition of the institution and can                  Technology, or any other rating system,
                                            scope of this rulemaking, which is                      directly cause consumer harm. Thus,                   also constitutes an ‘‘adverse action.’’
                                            solely focused on the actions of the                    the rule excludes public concerns                     Further, a denial of a filing or licensing
                                            agencies and not on controlling or                      regarding these issues from the                       application or an imposition of a capital
                                            addressing the actions of supervised                    definition of reputation risk.                        requirement above the minimum ratios
                                            entities or other private parties.                         Another suggestion raised by                       constitutes an ‘‘adverse action’’ under
                                              In a similar vein, one commenter                      commenters was that the agencies                      the rule, as does any burdensome
                                            recommended that the rule include a                     should establish or publicize complaint               requirements placed on an approval, the
                                            requirement that national banks and                     channels enabling individuals and                     introduction of additional approval
                                            Federal savings associations must report                businesses to report suspected                        requirements, or any other heightened
                                            to the agencies information regarding all               reputation risk-based denials or closures             requirements on an activity or change.
                                            deposit account terminations and that                   at supervised institutions. The OCC                      The agencies are also including in the
                                            the rule should require the agencies to                 maintains a website, https://                         rule a general ‘‘catch-all’’ for any other
                                            make this information publicly available                helpwithmybank.gov/, through which                    actions that could negatively impact an
                                            annually in a report covering deposit                   members of the public can file a report               institution outside of traditional
                                            account termination data for each                       if they believe they have been unfairly               supervisory channels. This catch-all is
                                            reporting bank and savings association                  debanked or discriminated against by                  meant to include actions such as
                                            along with aggregate statistics on                      their bank due to their political or                  supervisory decisions on applications
                                            deposit account terminations. Similarly,                religious beliefs or lawful business                  for waivers outside of the normal
                                            other commenters suggested that all                     activities. The FDIC maintains a similar              licensing or filing channels,
                                            debanked customers who had an                           website at https://ask.fdic.gov/                      applications to engage in certain
                                            account closed should be able to access                 fdicinformationandsupportcenter/s/                    business activities for which
                                            information from their financial                        ?language=en_US, where members of                     supervisory permission is required, or
                                            institution to understand the reason for                the public can file complaints about                  other regulatory decisions affecting
                                            the closure and to have a means for                     financial institutions.                               institutions. Intent is the defining
                                            redress if there was an error. Another                     One commenter requested that the                   characteristic for whether an agency
                                            commenter recommended that banks                        agencies clarify that the proposed rule               action would fall into this catch-all

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                                            should be required to provide written                   would not prevent examiners from                      provision. As illustrations of agency
                                            notice when terminating or materially                   engaging in constructive conversations                actions that are subject to this
                                            modifying customer relationships,                       about business strategy, market                       prohibition, the prohibition prevents the
                                            including a statement of the reasons for                                                                      agencies from, for example:
                                            such actions, unless otherwise                            10 See 12 CFR 21.11, 12 CFR 353.1, and 31 CFR       disapproving a proposed member of a
                                            prohibited by law enforcement. Another                  1020.320.                                             board of directors on the basis of an

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                                            18286                Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations

                                            unsubstantiated pretense where the true                 or businesses’ ability to operate can be               contradictory. However, as explained by
                                            reason is reputation risk, denying a                    evidence of impermissible agency intent                the agencies above in the ‘‘Background’’
                                            waiver of bank director citizenship and                 as financial and compliance risks are                  section, the agencies’ supervisory
                                            residency requirements for the purpose                  not likely to be so uniformly high as to               experience has found that reputation
                                            of inducing an institution to address                   require such a result.                                 risk, as defined in the rule, is not
                                            perceived reputation risk somewhere in                    Thus, the agencies are adopting the                  financially material to institutions.
                                            the institution’s operations, or                        definition of ‘‘adverse action’’ as                       The agencies received comments that
                                            disapproving a change of control notice                 proposed.                                              were divided on whether the definition
                                            because an institution lacks internal                                                                          of ‘‘reputation risk’’ should include the
                                                                                                    ii. Definition of Doing Business With                  term ‘‘operational’’ in the phrase ‘‘for
                                            reputation risk controls. Agency actions
                                            subject to this prohibition also include                   The term ‘‘doing business with’’ in                 reasons not clearly and directly related
                                            negative feedback that is verbal, a                     the proposed rule is intended to be                    to the financial condition of the
                                            condition attached to an approval, the                  construed broadly and to include                       institution.’’ One commenter believed
                                            introduction of new approval                            business relationships both with clients               that the term ‘‘operational’’ could be
                                            requirements, and any other heightened                  of the institution and with third-party                used to evade the intention of the rule
                                            requirements that are intended to force                 service providers. It is also intended to              to allow some consideration of
                                            the bank to address perceived                           include the relationship of a bank with                reputation risk. However, another
                                            reputation risk.                                        organizations or individuals that the                  commenter noted that including this
                                                                                                    bank is providing with charitable                      term would be consistent with other
                                               The agencies received comments both
                                                                                                    services, including as part of a                       provisions of the rule that explicitly
                                            supporting and opposing the proposed
                                                                                                    community benefits agreement or as                     preserve the agencies’ authority to
                                            definition of ‘‘adverse action.’’ Although
                                                                                                    part of a Community Reinvestment Act                   supervise for operational risk.
                                            some commenters supported the                                                                                     The agencies have decided to add
                                            proposed definition, one commenter                      plan. This term is intended to include
                                                                                                    both existing business relationships and               ‘‘operational’’ into the final rule such
                                            stated that agencies should be less                                                                            that the definition of ‘‘reputation risk’’
                                            focused on the ‘‘intent’’ of the action in              prospective business relations. No
                                                                                                    comments were received on this                         will be ‘‘any risk, regardless of how the
                                            the catch-all provision because ‘‘intent’’                                                                     risk is labeled by the institution or
                                            might be hard to prove. However, the                    definition.
                                                                                                                                                           regulators, that an action or activity, or
                                            agencies believe that including ‘‘intent’’              iii. Definition of Institution-Affiliated              combination of actions or activities, or
                                            is helpful to avoid capturing agency                    Party                                                  lack of actions or activities, of an
                                            actions that might unintentionally                         The term ‘‘institution-affiliated party’’           institution could negatively impact
                                            negatively impact a certain industry but                has the same meaning as in section 3 of                public perception of the institution for
                                            is not intended to have that affect. For                the Federal Deposit Insurance Act.11 No                reasons not clearly and directly related
                                            instance, an institution may be                                                                                to the financial or operational condition
                                                                                                    comments were received on this
                                            criticized for having a large                                                                                  of the institution.’’ The agencies agree
                                                                                                    definition.
                                            concentration of loans in a specific                                                                           that operational risk is a significant
                                            business sector without proper risk                     iv. Definition of Reputation Risk                      concern for institutions. Public
                                            management of the concentration risk                       Several commenters recommended                      perception that an institution could be
                                            presented. Such criticism might                         that the proposed definition of                        susceptible to a breakdown in the
                                            unintentionally dissuade the institution                reputation risk be altered to remove the               provision of services due to operational
                                            from making further loans to that                       phrase ‘‘for reasons not clearly and                   issues such as a cyberattack or a natural
                                            business sector, but such is not the                    directly related to the financial                      disaster could have a direct impact on
                                            intent of the criticism, and such                       condition of the institution.’’ However,               customer’s willingness to do business
                                            criticism can be important to the safety                the agencies believe this phrase is                    with an institution and thus on the
                                            and soundness of the institution. As                    necessary to maintain the ability of the               institution’s financial solvency.
                                            evidence of ‘‘intent’’ the agencies will                agencies to address public concerns that
                                            look to both the effect of the action as                                                                       2. Prohibitions on the Use of Reputation
                                                                                                    directly relate to an institution’s                    Risk in the Supervisory Process
                                            well as the justification for the action.               financial condition and solvency
                                            For instance, unsubstantiated or poorly                 because those concerns can lead to runs.                  Section (a) of the rule prohibits the
                                            substantiated claims or justification for               Unlike public concerns about an                        agencies from criticizing, formally or
                                            actions are evidence of possible ulterior               institution doing business with                        informally, or taking adverse action
                                            motivations for actions that have a                     politically controversial people or                    against an institution on the basis of
                                            negative effect on a religious group or                 entities, concerns about an institution’s              reputation risk. Section (b) prohibits the
                                            lawful business. Inconsistent                           financial condition have been shown                    agencies from requiring, instructing, or
                                            application of standards or adverse                     repeatedly to lead to a direct negative                encouraging an institution or its
                                            actions between similarly situated                      impact on the institution that can cause               employees to refrain from contracting
                                            parties, especially without an                          failure.                                               with or to terminate or modify a
                                            explanation for the discrepancy, can                       One commenter stated that reputation                contract with a third party, including an
                                            also be evidence of an intent to                        risk is always directly financially                    institution-affiliated party, on the basis
                                            impermissibly punish or discourage an                   material and thus the phrase in the                    of reputation risk. The agencies also
                                            individual or group from engaging in                    definition of reputation risk that it is               cannot require, instruct, or encourage an
                                            lawful political, social, cultural, or                  ‘‘not intended to capture risks posed by               institution or its employees to refrain
                                            religious activities, constitutionally                  public perceptions of the institution’s                from doing business with or to

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                                            protected speech, or lawful business                    current or future financial condition                  terminate or modify a business
                                            activity. Moreover, an agency action that               because such perceptions relate to risks               relationship with a third party,
                                            completely or effectively prevents the                  other than reputation risk’’ is self-                  including an institution-affiliated party,
                                            affected group, individual, or business                                                                        on the basis of reputation risk. Section
                                            from accessing financial services or                      11 Public Law 81–797, 64 Stat. 873 (codified at 12   (c) of the rule further prevents the
                                            severely hinders the group, individual,                 U.S.C. 1813(u)).                                       agencies from requiring, instructing, or

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                                                                  Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations                                        18287

                                            encouraging an institution or an                        the rule prohibits supervisors from                   with or disfavors.’’ Some commenters
                                            employee of an institution to enter into                using these provisions as a pretext for               requested that this prohibition be
                                            a contract or business relationship with                reputation risk when making                           expanded to cover all agency personnel,
                                            a third party on the basis of reputation                determinations regarding such                         not just supervisors. Similarly, another
                                            risk or to terminate a contract with,                   applications.                                         commenter suggested that the
                                            discontinue doing business with, or                        The agencies received multiple                     prohibition should be extended to
                                            modify the terms under which it will do                 comments on these sections. First, on                 prohibit any attempt to discourage
                                            business with a person or entity on the                 section (c), commenters were divided on               lawful political or religious activity
                                            basis of the person’s or entity’s political,            whether the ‘‘solely’’ should be removed              regardless of what the supervisor thinks
                                            social, cultural, or religious views or                 from the prohibition that the agencies                about the activity.
                                            beliefs, constitutionally protected                     will not require, instruct, or encourage                 The agencies did not intend this
                                            speech, or solely on the basis of the                   an institution or its employees to                    provision to be read so narrowly as to
                                            third party’s involvement in politically                terminate a contract with, discontinue                only cover the views of supervisory staff
                                            disfavored but lawful business activities               doing business with, sign a contract                  as compared to the views of other
                                            perceived to present reputation risk.                   with, initiate doing business with,                   members of the agencies. Thus, the
                                            Finally, section (f) of the rule provides               modify the terms under which it will do               agencies are changing the wording in
                                            that the agencies will not take any                     business with a person or entity, ‘‘solely            the final rule to cover lawful political,
                                            supervisory action or other adverse                     on the basis of the person’s or entity’s              social, cultural, or religious activities,
                                            action against an institution, a group of               involvement in politically disfavored                 constitutionally protected speech, or, for
                                            institutions, or the institution-affiliated             but lawful business activities perceived              political reasons, lawful business
                                            parties of any institution that is                      to present reputation risk.’’                         activities that are disfavored by the
                                            designed to punish or discourage an                        Some commenters felt the word                      agency or any of its personnel. This
                                            individual or group from engaging in                    ‘‘solely’’ should be maintained because               wording is to clarify that it does not
                                            any lawful political, social, cultural, or              otherwise banks could face regulatory                 matter whether the bias comes from the
                                            religious activities, constitutionally                  uncertainty even when legitimate risk                 head of the agency or from an
                                            protected speech, or, for political                     factors are the primary basis for the                 individual examiner, the bias is not a
                                            reasons, lawful business activities that                decision. Other commenters were                       permissible basis for agency action.
                                            the supervisor disagrees with or                        concerned that ‘‘solely’’ should not be                  Commenters also stated that it was
                                            disfavors.                                              included because it could be read to                  unclear whether references to views and
                                               These prohibitions do not affect                     imply that reputation risk could be                   beliefs would extend to actions based on
                                            requirements intended to prohibit or                    considered, just not as a stand-alone                 those views or beliefs. Some
                                            reject transactions or accounts                         risk.                                                 commenters recommended extending
                                            associated with Office of Foreign Assets                   The agencies included the word                     the prohibition to cover actions as well
                                            Control-sanctioned persons, entities, or                ‘‘solely’’ in this phrase to provide the              as the views or beliefs themselves. The
                                            jurisdictions. Such prohibitions and                    ability for regulators to discourage                  agencies intend for the prohibition to
                                            rejections are not based specifically on                activities that may implicate safety and              extend to lawful activities based on
                                            ‘‘the person’s or entity’s political, social,           soundness through traditional risk                    political, social, religious, and cultural
                                            cultural, or religious views or beliefs,                channels but also involve a legitimate                views or beliefs that do not affect
                                            constitutionally protected speech, or                   business activity that might be                       creditworthiness or other permissible
                                            politically disfavored but lawful                       politically disfavored. Given that the                risk factors such as market risk.
                                            business activities perceived to present                agencies still believe it is important to             Although agency actions designed
                                            reputation risk.’’ The prohibition also                 maintain this flexibility, the final rule is          solely to discourage or punish a given
                                            does not affect the agencies’ authority to              adopting the language in this provision               view or belief are impermissible, the
                                            enforce the requirements of the                         as proposed and maintaining the word                  agencies are not prevented from
                                            provisions of United States Code title                  ‘‘solely.’’ The agencies will consider                considering actions that relate to
                                            31, chapter 53, subchapter II regarding                 whether an agency action that appears                 permissible risk factors solely because
                                            reporting on monetary transactions.12                   to have some impermissible reputation                 those actions stem, in whole or in part,
                                            However, due to the broad nature of                     risk considerations underlying it but                 from a political, social, cultural, or
                                            Bank Secrecy Act (BSA) 13 and anti-                     proports to be based largely on                       religious view or belief.
                                            money laundering (AML) supervision,                     permissible concerns violates the anti-
                                                                                                                                                             Another commenter recommended
                                            there is a risk that BSA/AML focused                    evasion provisions in the rule.
                                                                                                                                                          that the prohibition in section (f) against
                                            supervisory actions could indirectly                       Multiple commenters had concerns
                                                                                                                                                          adverse action should not only cover
                                            address reputation risk. The rule                       regarding the language at the end of
                                                                                                                                                          adverse actions that are designed to
                                            prohibits supervisors from using BSA                    section (f), which states that the
                                                                                                                                                          punish or discourage individuals from
                                            and anti-money laundering concerns as                   agencies will not ‘‘take any supervisory
                                                                                                                                                          engaging in certain beliefs or businesses,
                                            a pretext for reputation risk. In addition,             action or other adverse action against an
                                                                                                                                                          but also adverse actions that actually
                                            although the agencies may continue to                   institution, a group of institutions, or
                                                                                                                                                          have that effect regardless of the intent
                                            consider the statutory factors required                 the institution-affiliated parties of any
                                                                                                                                                          of the action. However, the agencies are
                                            with respect to certain applications,14                 institution that is designed to punish or
                                                                                                                                                          concerned that adopting such language
                                                                                                    discourage an individual or group from
                                                                                                                                                          would prevent the agencies’ ability to
                                              12 15 U.S.C. 5311 et seq.                             engaging in any lawful political, social,
                                                                                                                                                          address important risks that are directly
                                              13 Id.                                                cultural, or religious activities,
                                                                                                                                                          related to the financial condition of the

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                                              14 See, e.g., 12 U.S.C. 1816 (requiring the FDIC to
                                                                                                    constitutionally protected speech, or, for
                                            consider, among other things, the ‘‘general character                                                         institution if the remediation measures
                                                                                                    political reasons, lawful business
                                            and fitness of the management of the depository                                                               necessary for addressing such risks
                                            institution’’ in an application for deposit             activities that the supervisor disagrees
                                                                                                                                                          would unintentionally impact certain
                                            insurance); 12 U.S.C. 1817(j)(2)(B) (requiring the
                                            agencies to ‘‘conduct an investigation of the           acquirer of an institution following a notice of a
                                                                                                                                                          businesses or individuals with certain
                                            competence, experience, integrity, and financial        proposed change in control of a depository            beliefs. Thus, the agencies are not
                                            ability of each person named’’ as a proposed            institution).                                         adopting this suggestion.

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                                            18288                        Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations

                                            I. Other Modifications in the Rule                                          attributing the removal of reputation                          adverse supervisory actions against
                                               Regulations codified in 12 CFR part                                      risk to OCC Bulletin 2025–4. The                               supervised institutions related to
                                            41 of the OCC regulations and 12 CFR                                        analysis does so because the statements                        reputation risk.
                                            part 334 of the FDIC’s regulations refer                                    in OCC Bulletin 2025–4 are not legally                            To assess institutions’ cost savings
                                            to reputation risk concerning certain                                       binding and therefore only the final rule                      from the final rule, the OCC looked to
                                            identity theft prevention programs                                          legally removes reputation risk from                           its supervisory experience regarding
                                            required by the Fair and Accurate Credit                                    bank supervision.                                              expected cost savings from the removal
                                            Transactions Act of 2003. However, by                                       3. Background                                                  of reputation risk from supervision.
                                            statute, guidelines and regulations for                                                                                                    Based on this feedback, the OCC
                                                                                                                           As previously discussed, to improve
                                            these programs must occur jointly                                                                                                          assessed that cost savings will depend
                                                                                                                        the efficiency and effectiveness of their
                                            across certain Federal agencies, so no                                                                                                     on how much regulated institutions’
                                            conforming amendment is suggested for                                       supervisory programs, the agencies are
                                                                                                                                                                                       costs decrease from no longer being
                                            12 CFR parts 41 or 334. The OCC and                                         proposing revising their supervisory
                                                                                                                                                                                       required to explicitly respond to
                                            FDIC are considering making changes to                                      frameworks to remove reputation risk.
                                                                                                                                                                                       reputation risk concerns from
                                            12 CFR parts 41 and 334, respectively,                                      The rule would prohibit the OCC from
                                                                                                                                                                                       regulators.
                                            in a separate, joint rulemaking in the                                      criticizing or taking adverse actions
                                                                                                                        (broadly defined) against an institution                          OCC supervisory experience also
                                            future. Until that separate, joint                                                                                                         indicated that because supervisory
                                            rulemaking occurs, the agencies expect                                      on the basis of reputation risk.
                                                                                                                                                                                       actions that the OCC typically took that
                                            to exercise their discretion in enforcing                                   4. Parties Affected by the Proposal                            mentioned reputation risk, such as
                                            12 CFR parts 41 and 334 by using                                               The OCC currently supervises 997                            MRAs, almost always involved other
                                            agency resources to assess compliance                                       national banks, Federal savings                                risk issues as well, the overall number
                                            without regard to reputation risk.                                          associations, trust companies and                              of MRAs may not decrease. The OCC’s
                                            V. Impact Analysis                                                          Federal branches and agencies of foreign                       analysis found that most MRAs that
                                                                                                                        banks (collectively, ‘‘banks’’).15 Because                     listed reputation risk as the primary or
                                            A. OCC Expected Effects                                                     all OCC-regulated banks and institutions                       secondary concern also listed other risk
                                            1. Introduction                                                             were subject to reputation risk                                categories as concerns as well.16
                                               The OCC and the FDIC are issuing a                                       assessments, the rule would affect all                         Nonetheless, the OCC expected that
                                            final rule to eliminate reputation risk                                     997 institutions supervised. Because the                       there should be some cost savings for
                                            from their supervisory programs. The                                        rule aims to remove the influence of the                       institutions as they no longer need to
                                            rule would prohibit the agencies from                                       agencies’ reputation risk assessments on                       address the reputation risk concern
                                            using reputation risk in their risk                                         institutions’ customer relationships, the                      components of an MRA.
                                            assessments of institutions that they                                       OCC concludes that the rule could                                 Based on an analysis of the number of
                                            supervise and from influencing the                                          potentially affect all OCC regulated                           MRAs that mentioned reputation risk as
                                            relationship between the regulated                                          institutions’ current and future                               a primary or secondary concern over the
                                            institutions and their customers based                                      customers.                                                     past 10 years, the OCC finds that
                                            on a customer’s political, social,                                          5. Costs and Benefits: Cost Savings to                         roughly 17 percent of MRAs per year
                                            cultural, or religious views or beliefs or                                  Regulated Institutions                                         mention reputation risk as primary or
                                            solely lawful business activities                                                                                                          secondary concern (Table 1). Based on
                                                                                                                        i. Cost Savings From Decreased                                 the frequency of past MRAs that
                                            perceived to present a reputational risk.
                                                                                                                        Regulatory Compliance Burden                                   mentioned reputation risk as a concern,
                                            2. Regulatory Baselines and Conclusions                                        The OCC expects that the rule will                          the OCC expects that, if MRAs would
                                               The OCC assumes that the removal of                                      result in cost savings to regulated                            have continued to mention reputation
                                            reputation risk resulted from the final                                     institutions from a reduced compliance                         risk as a concern at a similar rate in the
                                            rule analyzed here rather than OCC                                          burden. The rule reduces regulatory                            absence of the final rule, that OCC
                                            Bulletin 2025–4. In the OCC’s                                               burden because the OCC will no longer                          institutions will experience substantial
                                            assessment, the OCC accounted for the                                       engage in examinations that assess, in                         cost savings from no longer having to
                                            full effect of the removal of reputation                                    part, issues explicitly related to                             address reputation risk as part of an
                                            risk from supervision, rather than                                          reputation risk, nor will the OCC take                         MRA may be substantial.

                                                             TABLE 1—PERCENTAGE OF MRA LISTED AS REPUTATION RISK, BY PRIMARY OR SECONDARY CONCERN
                                                                                                                                                                                       Percentage of MRAs
                                                                                                                                                             Percentage of MRAs                                   Percentage of MRAs
                                                                                                                                                                                       listing reputation risk
                                                                                               Year                                                          listing reputation risk                              not listing reputation
                                                                                                                                                                                           as a secondary
                                                                                                                                                             as a primary concern                                     as a concern
                                                                                                                                                                                               concern

                                            2016 .........................................................................................................                      0.65                      2.14                      97.21
                                            2017 .........................................................................................................                      1.50                     23.96                      74.54
                                            2018 .........................................................................................................                      1.68                     20.44                      77.87
                                            2019 .........................................................................................................                      2.02                     18.71                      79.27
                                            2020 .........................................................................................................                      1.88                     19.91                      78.21
                                            2021 .........................................................................................................                      1.43                     19.07                      79.50
                                            2022 .........................................................................................................                      1.10                     19.60                      79.30

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                                            2023 .........................................................................................................                      1.21                     17.73                      81.06
                                            2024 .........................................................................................................                      0.65                     14.68                      84.67
                                            2025 .........................................................................................................                      0.00                      2.19                      97.81

                                             15 Based on data accessed using FINDRS on                                    16 The OCC notes that there has recently been a              in the future. The OCC assesses that this decrease
                                            March 11, 2025.                                                             decrease in the overall number of MRAs that                    in current and future MRAs is due to reductions in
                                                                                                                        institutions currently face and are expected to face           MRAs due to other factors than this final rule.

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                                                                         Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations                                                                  18289

                                                 TABLE 1—PERCENTAGE OF MRA LISTED AS REPUTATION RISK, BY PRIMARY OR SECONDARY CONCERN—Continued
                                                                                                                                                                                       Percentage of MRAs
                                                                                                                                                             Percentage of MRAs                                  Percentage of MRAs
                                                                                                                                                                                       listing reputation risk
                                                                                               Year                                                          listing reputation risk                             not listing reputation
                                                                                                                                                                                           as a secondary
                                                                                                                                                             as a primary concern                                    as a concern
                                                                                                                                                                                               concern

                                            2026 .........................................................................................................                      0.00                      0.00                  100.00

                                                  Total ..................................................................................................                      1.25                    15.97                    82.77

                                            ii. Benefits From Increased Business                                        also interprets the study’s results as                           Taken together, the average
                                            Opportunities                                                               implying that it is possible that harm to                      subjectivity scores and the score
                                               The impact of the rule on regulated                                      customers would have been greater if a                         histograms are consistent with the
                                            institutions will depend on the extent to                                   larger fraction of banks had been                              hypothesis that reputation risk related
                                            which reputation risk concerns from                                         pressured to decrease lending or                               supervision could have been more
                                            regulators may have impacted regulated                                      terminate relationships with affected                          subjective. Therefore, to the extent that
                                            institutions’ behavior in response to                                       firms as this would have reduced the                           past supervisory text reflects what
                                            regulatory expectations of institutions in                                  supply of alternative financing that                           supervision would have been in the
                                            managing reputation risk. Based on                                          would have been available to the                               absence of the rule, the analysis suggests
                                            supervisory experience, the OCC                                             affected firms.                                                that the rule could benefit regulated
                                            expected that regulated institutions may                                       The OCC concludes the rule may                              institutions by making supervision less
                                            have internally perceived supervisory                                       benefit institutions and their customers                       subjective and more objectively and
                                            expectations regarding reputation risk as                                   by eliminating perceived constraints on                        consistently applied.
                                            a factor in their business decisions. That                                  institutions’ decisions that could have                        iv. Perceptions That Eliminating the Use
                                            is, institutions may have let perceptions                                   arisen from institutions’ perception of                        of Reputation Risk Information for Risk
                                            regarding regulatory assessments of                                         regulators’ expectations regarding                             Monitoring Could Threaten the Safety
                                            reputation risks influence their                                            reputation risks in the absence of the                         and Soundness of the National Banking
                                            decisions as to whether they would                                          rule.                                                          System
                                            engage in or continue customer
                                                                                                                        iii. Benefits From Less Subjective                                To address concerns that the removal
                                            relationships. As a consequence,
                                                                                                                        Supervision                                                    of reputation risk from supervision
                                            institutions may have refrained from
                                            entering into or continuing profitable                                        One additional benefit from the                              threatens the safety and soundness of
                                            business relationships with law-abiding                                     removal of reputation risk is greater                          the banking system or that the OCC may
                                            customers that they may have                                                consistency and objectivity of                                 lose information on reputation risks that
                                            maintained in the absence of implicit                                       supervisory decisions. This, in turn,                          is needed to identify risks to the safety
                                            supervisory expectations.                                                   would increase the predictability for                          and soundness of the banking system,
                                               For example, the final rule cites                                        regulated institutions to understand and                       the OCC used historical data observed
                                            several congressional reports that                                          manage regulators’ supervisory                                 prior to the regulatory baseline to create
                                            suggest that there were isolated episodes                                   expectations.                                                  estimated forecast models that predict
                                            where Federal regulators allegedly                                            In its analysis, the OCC quantitatively                      bank failures based on the OCC Risk
                                            pressured institutions to cease                                             compared the subjectivity of OCC                               Assessment System (RAS) reputation
                                            providing services to legal businesses,                                     supervisory text that mentions the word                        risk rating while controlling for both
                                            based on ‘‘reputational risk’’ concerns                                     reputation to supervisory texts that do                        other regulatory risk ratings and for
                                            that these businesses presumably posed                                      not mention the word reputation. The                           observed risk factors from institutions’
                                            to these institutions.                                                      OCC used standard natural language                             FFIEC 031 Call Report data filings.
                                               In addition, a study by Sachdeva et                                                                                                        The analysis shows that reputation
                                                                                                                        processing algorithms 18 to calculate a
                                            al.,17 shows that reputation risk                                                                                                          risk ratings do not forecast bank failures
                                                                                                                        subjectivity score for individual OCC
                                            concerns emphasized by regulators at a                                                                                                     when one controls for data on OCC’s
                                                                                                                        supervisory texts. The analysis
                                            small number of targeted institutions                                                                                                      CAMELS regulatory ratings. Because
                                                                                                                        calculated the subjectivity score for each
                                            over a short period of time may have                                                                                                       reputation risk RAS ratings do not
                                                                                                                        individual text document, and the
                                            decreased lending to and/or terminated                                                                                                     appear to have any significant
                                            relationships with affected firms that                                      scores range from 0 to 1 with scores
                                                                                                                        closer to 1 being indicative of more                           predictive power for bank failures in
                                            were deemed controversial by regulators                                                                                                    this analysis, the OCC believes that this
                                            and law enforcement. The study’s                                            subjective text. For supervisory event
                                                                                                                        text, the analysis calculated an average                       analysis at least somewhat alleviates
                                            results, however, also suggest that the                                                                                                    concerns that an end to reputation risk
                                            firms were not irreparably harmed as                                        subjectivity score of 0.41 for text that
                                                                                                                        mentions reputation and an average                             assessments will cause an increase in
                                            these firms were able to obtain                                                                                                            bank failure risk or that the OCC will
                                            substitute credit through other non-                                        score of 0.28 for supervisory event text
                                                                                                                        that does not mention reputation. For                          lose information useful to anticipate
                                            targeted banks under similar terms.                                                                                                        failure risks. However, the OCC
                                            However, the OCC interprets the study’s                                     the MRA text data, the analysis
                                                                                                                        calculated average subjectivity scores of                      acknowledges that no empirical analysis
                                            results as implying that borrowers                                                                                                         could completely assuage such
                                                                                                                        0.43 and 0.33 from text that mentions

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                                            incurred costs that resulted from having                                                                                                   concerns.
                                            to find alternative financing. The OCC                                      and does not mention reputation,
                                                                                                                        respectively.                                                     In addition, the OCC notes that in its
                                              17 Kunal Sachdeva, André F. Silva, Pablo Slutzky,
                                                                                                                                                                                       analysis, there was not any evidence
                                            Billy Y. Xu, ‘‘Defunding controversial industries:                            18 Specifically, the OCC used the Python                     that MRAs that focus on or mention
                                            Can targeted credit rationing choke firms?’’ Journal                        TextBlob package which calculates a subjectivity               reputation risk forecast institutions’
                                            of Financial Economics, Volume 172 (2025).                                  score based on the text provided.                              failures.

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                                            18290                Federal Register / Vol. 91, No. 69 / Friday, April 10, 2026 / Rules and Regulations

                                            B. FDIC Expected Effects                                supervised IDIs may incur some                        conduct or sponsor, nor is the
                                               This analysis utilizes all regulations               voluntary costs associated with making                respondent required to respond to, an
                                            and guidance applicable to FDIC-                        changes to their compliance policies                  information collection unless it displays
                                            supervised insured depository                           and procedures.                                       a currently valid Office of Management
                                                                                                       The FDIC does not have the                         and Budget (OMB) control number. The
                                            institutions (IDIs), as well as
                                                                                                    information necessary to quantify the                 agencies have reviewed this rule and
                                            information on the financial condition
                                                                                                    number of instances, or the associated                determined that it does not create any
                                            of IDIs as of the quarter ending
                                                                                                    costs, where an FDIC-supervised IDI or                information collection or revise any
                                            September 30, 2025, as the baseline to
                                                                                                    associated person was subject to a                    existing collection of information.
                                            which the effects of the final rule are
                                                                                                    covered adverse action or prohibition                 Accordingly, no PRA submissions to
                                            estimated.
                                                                                                    against certain business relationships.               OMB will be made with respect to this
                                               As discussed previously, the final rule
                                                                                                    Nor does the FDIC have the information                rule.
                                            will prohibit the FDIC from criticizing,
                                                                                                    necessary to quantify the number of
                                            formally or informally, or taking adverse                                                                     B. Regulatory Flexibility Act Analysis
                                                                                                    FDIC-supervised IDIs that might make
                                            action against an institution on the basis                                                                       OCC:
                                                                                                    changes to their compliance policies
                                            of reputation risk. The final rule will                                                                          In general, the Regulatory Flexibility
                                                                                                    and procedures. The FDIC believes that
                                            also prohibit the FDIC from requiring,                  the aggregate economic effect of any                  Act (RFA) 21 requires an agency, in
                                            instructing, or encouraging an                          such indirect benefits or costs is                    connection with a rule, to prepare a
                                            institution to discontinue doing                        unlikely to be substantive.                           regulatory flexibility analysis describing
                                            business with, initiate doing business                     As mentioned previously, the FDIC is               the impact of the rule on small entities
                                            with, modify the terms under which it                   making two changes from the proposed                  (defined by the U.S. Small Business
                                            will do business with a person or entity,               rule. First, the FDIC is making a minor               Administration (SBA) for purposes of
                                            or take any action or refrain from taking               clarifying change in response to                      the RFA to include commercial banks
                                            any action on the basis of the person’s                 comments regarding the meaning of the                 and savings institutions with total assets
                                            or entity’s political, social, cultural, or             word ‘‘supervisor’’ in 12 CFR 302.100(f).             of $850 million or less and trust
                                            religious views or beliefs,                             Second, the FDIC is revising the                      companies with total assets of $47
                                            constitutionally protected speech, or                   definition of ‘‘reputation risk’’ in 12               million or less). However, under section
                                            solely on the basis of the person’s or                  CFR 302.100(g) to include a specific                  605(b) of the RFA, this analysis is not
                                            entity’s involvement in politically                     reference to operational risk. The FDIC               required if an agency certifies that the
                                            disfavored but lawful business activities               does not expect that these changes will               rule would not have a significant
                                            perceived to present reputation risk.                   have material economic effects. Both                  economic impact on a substantial
                                               Finally, the final rule will forbid the              revisions would clarify the text of the               number of small entities and publishes
                                            FDIC from taking any supervisory action                 regulation and reduce possible                        its certification and a short explanatory
                                            or other adverse action against an                      confusion.                                            statement in the Federal Register along
                                            institution, a group of institutions, or                   One commenter suggested that IDIs                  with its rule.
                                            the institution-affiliated parties of any               would need to undertake substantial                      The OCC currently supervises
                                            institution that is designed to punish or               revisions to internal policies, training,             approximately 609 small entities, all of
                                            discourage an individual or group from                  and procedures, among other things, as                which may be indirectly impacted by
                                            engaging in any lawful political, social,               a result of the final rule. However, the              the rule.22 In general, the OCC classifies
                                            cultural, or religious activities,                      final rule applies only to the activities             the economic impact on an individual
                                            constitutionally protected speech, or, for              of the FDIC and does not require IDIs to              small entity as significant if the total
                                            political reasons, lawful business                      undertake any action.                                 estimated impact in one year is greater
                                            activities that the FDIC or its personnel                                                                     than 5 percent of the small entity’s total
                                            disagree with or disfavor.                              C. Alternatives Considered                            annual salaries and benefits or greater
                                               As of the quarter ending September                     The agencies considered adopting the                than 2.5 percent of the small entity’s
                                            30, 2025, the FDIC supervised 2,778                     proposed rule without changes.                        total non-interest expense. Furthermore,
                                            IDIs.19 The final rule will indirectly                  However, the agencies made two minor                  the OCC considers 5 percent or more of
                                            benefit FDIC-supervised IDIs or                         changes. As discussed above, these                    OCC-supervised small entities to be a
                                            associated persons to the extent they                   changes clarify the text of the regulation            substantial number. Thus, at present, 30
                                            would have been the subject of an                       to express the FDIC’s original intent                 OCC-supervised small entities would
                                            adverse action or prohibition against                   when drafting the proposed rule and                   constitute a substantial number.
                                            certain business relationships by the                   thus would have greater net benefits                     While the OCC expects that the rule
                                            agencies on the basis of reputation risk;               relative to the proposed rule.                        could result in substantial cost savings
                                            political, social, cultural, or religious                 The agencies also considered the                    for all OCC-regulated institutions in the
                                            views and beliefs; constitutionally                     suggestions made by commenters that                   aggregate, the OCC does not expect that
                                            protected speech; or politically                        included alternatives to the final rule.
                                            disfavored but lawful business activities               For a complete discussion of such                       21 5 U.S.C. 601 et seq.

                                            perceived to present reputation risk.                   comments, see section IV. Overview of                   22 The OCC bases its estimate of the number of

                                                                                                    Final Rule. For the reasons articulated               small entities on the SBA’s size thresholds for
                                            This benefit will result from the FDIC-                                                                       commercial banks and savings institutions, and
                                            supervised IDI or associated person                     in the aforementioned section (and                    trust companies, which are $850 million and $47
                                            avoiding costs associated with such                     above), the agencies believe the final                million, respectively. Consistent with the General
                                            adverse actions or prohibitions. The                    rule is preferred over the alternatives.              Principles of Affiliation, 13 CFR 121.103(a), The
                                                                                                                                                          OCC counts the assets of affiliated financial
                                            final rule may also improve the                         VI. Administrative Law Matters

lotter on DSK8BHNXB4PROD with RULES1
                                                                                                                                                          institutions when determining if it should classify
                                            efficiency and effectiveness of the                                                                           an OCC-supervised institution as a small entity. The
                                            FDIC’s supervisory programs, which                      A. Paperwork Reduction Act