# CETERA FINANCIAL SPECIALISTS LLC X-17A-5 (2026-03-13) — Broker-dealer annual report

- Company: CETERA FINANCIAL SPECIALISTS LLC
- Form: X-17A-5
- Filed: 2026-03-13
- Period: 2025-12-31
- Accession: 0000700380-26-000003
- CIK: 700380
- File #: 8-27082
- Type: Broker-dealer
- Material weakness: No
- Auditor: Deloitte & Touche LLP
- Auditor location: Los Angeles, CA
- Contact: Rodney Dowell
- Phone: 3103411853
- Email: rodney.dowell@cetera.com
- Website: cetera.com
- Signed by: Rodney Dowell (Vice President)

Original filing: https://www.sec.gov/Archives/edgar/data/700380/000070038026000003/cfspub.pdf

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CETERA FINANCIAL SPECIALISTS LLC (SEC I.D. No. 8-27082)

STATEMENT OF FINANCIAL CONDITION AS OF DECEMBER 31, 2025 AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Filed pursuant to Rule 17a-5( d) under the Securities Exchange Act of 1934 as a Public Document

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Public

**UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** 

# **ANNUAL REPORTS FORM X-17A-5 PART** Ill

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SECFILE NUMBER 8-27082

| Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934                             |                | FACING PAGE                                                |                          |                       |                                              |
|---------------------------------------------------------------------------------------------------------------------------------------|----------------|------------------------------------------------------------|--------------------------|-----------------------|----------------------------------------------|
|                                                                                                                                       |                |                                                            |                          | AND ENDING 12/31/2025 |                                              |
| FILING FOR THE PERIOD BEGINNING O 1/01/2025<br>MM/DD/YY                                                                               |                |                                                            | MM/DD/YY                 |                       |                                              |
|                                                                                                                                       |                | A. REGISTRANT IDENTIFICATION                               |                          |                       |                                              |
| NAME oF FIRM: Cetera Financial Specialists LLC                                                                                        |                |                                                            |                          |                       |                                              |
| TYPE OF REGISTRANT (check all applicable boxes):<br>[!] Broker-dealer<br>□ Check here if respondent is also an OTC derivatives dealer |                | □ Security-based swap dealer                               |                          |                       | □ Major security-based swap participant      |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)                                                                   |                |                                                            |                          |                       |                                              |
| 1450 American Lane, 6th Floor, Suite #650                                                                                             |                |                                                            |                          |                       |                                              |
|                                                                                                                                       |                | (No. and Street)                                           |                          |                       |                                              |
| Schaumburg                                                                                                                            |                | IL                                                         |                          |                       | 60173                                        |
| (City)                                                                                                                                |                | (State)                                                    |                          |                       | (Zip Code)                                   |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                                          |                |                                                            |                          |                       |                                              |
| Rodney Dowell                                                                                                                         | (310) 341-1853 |                                                            | rodney.dowell@cetera.com |                       |                                              |
| (Name)                                                                                                                                |                | (Area Code - Telephone Number)                             |                          | (Email Address)       |                                              |
|                                                                                                                                       |                | B. ACCOUNTANT IDENTIFICATION                               |                          |                       |                                              |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*<br>Deloitte & Touche LLP                                    |                |                                                            |                          |                       |                                              |
|                                                                                                                                       |                | (Name - if individual, state last, first, and middle name) |                          |                       |                                              |
| 555 W. 5th Street, Floor 27                                                                                                           |                | Los Angeles                                                |                          | CA                    | 90013                                        |
| (Address)                                                                                                                             |                | (City)                                                     |                          | (State)               | (Zip Code)                                   |
| October 20, 2003                                                                                                                      |                |                                                            | 34                       |                       |                                              |
| (Date of Re11:istration with PCAOB)(if acclicable)                                                                                    |                |                                                            |                          |                       | (PCAOB Re11:istration Number, if aoolicable) |
|                                                                                                                                       |                | FOR OFFICIAL USE ONLY                                      |                          |                       |                                              |

\* Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-S(e)(l)(ii), if applicable.

Persons who are to respond to the collectlon of Information contained In this form are not required to respond unless the form dlsplays a currently valld 0MB control number.

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#### OATH OR AFFIRMATION

| I, Rodney Dowell                                                                            | swear (or affirm) that, to the best of my knowledge and belief, the               |
|---------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------|
| financial report pertaining to the firm of Cetera Financial Specialists LLC (the "Company") | as of                                                                             |
| December 31<br>2~                                                                           | is true and correct. I further swear (or affirm) that neither the company nor any |

partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer.

| Signature: |  |
|------------|--|

Title: Vice President

#### This **filing••** contains (check all applicable **boxes):**

- [i) (a) Statement offinancial condition.
- [i) {b) Notes to consolidated statement of financial condition.
- □ (c) Statement of income (loss) or, if there is other comprehensive income in the period{s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation **S-X).**
- □ {d) Statement of cash flows.
- □ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- □ {f) Statement of changes in liabilities subordinated to claims of creditors.
- □ {g) Notes to consolidated financial statements.
- □ {h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- □ (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- □ (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- □ {k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable.
- □ {I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3.
- □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- □ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3{p){2) or 17 CFR 240.18a-4, as applicable.
- □ {o) Reconciliations, induding appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.1Sc3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material drfferences exist.
- □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- [i) (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- □ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR .240.18a-7, as applicable.
- □ (s) Exemption report in accordance with 17 CFR .240.17a-S or 17 CFR .240.18a-7, as applicable.
- [i) (t) Independent public accountant's report based on an examination of the statement of financial condition.
- □ (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable.
- □ (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12{k). □ (z)other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_
- 
- <sup>0</sup> To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.1Ba-l{d)(2), as applicable.

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# **Deloitte.**

#### **Deloitte & Touche LLP**

555 W. 5th Street, Suite 2700 Los Angeles, CA 90013-1010 USA Tel: +1 213 688 0800 Fax: +1 213-688 0100

www.deloitte.com

#### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Board of Directors and Member of Cetera Financial Specialists LLC

#### **Opinion on the Financial Statement**

We have audited the accompanying statement of financial condition of Cetera Financial Specialists LLC (the "Company") as of December 31, 2025, and the related notes ( collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

#### **Basis for Opinion**

The financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on this financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that our audit of the financial statement provides a reasonable basis for our opinion.

March 13, 2026 We have served as the Company's auditor since 2016.

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#### **CETERA FINANCIAL SPECIALISTS LLC**

## **STATEMENT OF FINANCIAL CONDITION AS OF DECEMBER 31, 2025**

| ASSETS                                     |                  |
|--------------------------------------------|------------------|
| Cash and cash equivalents                  | \$<br>18,899,803 |
| Commissions and fees receivable            | 9,152,239        |
| Other receivables                          | 1,367,459        |
| Deferred charges                           | 1,560,134        |
| Other assets, net of allowance of \$38,500 | 736,088          |
| Total assets                               | \$<br>31,715,723 |
| LIABILITIES AND MEMBER'S EQUITY            |                  |
| LIABILITIES                                |                  |
| Commissions payable                        | \$<br>8,442,946  |
| Related party payables                     | 4,563,967        |
| Deferred revenue                           | 591,192          |
| Accrued expenses and accounts payable      | 209,381          |
| Accrued compensation                       | 535,588          |
| Other liabilities                          | 723,666          |
| Total liabilities                          | 15,066,740       |
| COMMITMENTS AND CONTINGENCIES (NOTE 7)     |                  |
| MEMBER'S EQUITY                            | 16,648,983       |
| Total liabilities and member's equity      | \$<br>31,715,723 |

The accompanying notes are an integral part of this Statement of Financial Condition.

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#### **CETERA FINANCIAL SPECIALISTS LLC**

## **NOTES TO STATEMENT OF FINANCIAL CONDITION AS OF DECEMBER 31, 2025**

## **NOTE 1** - **ORGANIZATION AND DESCRIPTION OF THE COMPANY**

Cetera Financial Specialists LLC (the "Company") is an introducing broker-dealer registered under the Securities Exchange Act of 1934 and a member of the Financial Industry Regulatory Authority, Inc. ("FINRA"). The Company provides brokerage and insurance services to the public nationally through independent financial advisors.

A majority of the financial advisors affiliated with the Company hold both securities and advisory licenses and provide investment advisory services through Cetera Investment Advisors LLC ("CIA"), an affiliated registered investment advisor ("RIA"). As a result, all advisory business generated by the Company's advisors is recorded at CIA.

The Company is a wholly owned subsidiary of Cetera Financial Group, Inc. ("Cetera Financial") which is a wholly owned subsidiary of Cetera Financial Holdings, Inc. ("Cetera Holdings"). Cetera Holdings is a wholly owned subsidiary of Aretec Group, Inc. ("Aretec"). Aretec is a direct wholly owned subsidiary of GC Two Intermediate Holdings, Inc. which is a wholly owned subsidiary of GC Two Holdings, Inc. ("GC Two"). GC Two is a wholly owned subsidiary of GC Three Holdings, LLC ("GC Three").

Previously, the Company was a wholly owned subsidiary of Cetera Financial Specialists Services LLC ("Specialists Services") which was a wholly owned subsidiary of Cetera Financial. On June 30, 2025, Specialists Services was dissolved. As a result, certain assets and liabilities related to Specialists Services were contributed to the Company at historic cost, and the Company became a wholly owned subsidiary of Cetera Financial.

The following net assets were contributed in-kind from Specialists Services.

| Assets and (liabilities) contributed  |               |
|---------------------------------------|---------------|
| Other assets                          | \$<br>444,765 |
| Accrued expenses and accounts payable | (23,017)      |
| Accrued compensation                  | (361,732)     |
| Total net assets                      | \$<br>60,016  |

## **NOTE 2** - **SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

## **Basis of Presentation**

The Statement of Financial Condition was prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP").

## **Use of Estimates**

The preparation of the Statement of Financial Condition in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the Statement of Financial Condition. Accordingly, actual results could differ from those estimates, and 

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these differences could be material.

#### **Cash and Cash Equivalents**

Cash equivalents include highly liquid investments that are readily convertible to known amounts of cash and that are so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.

#### **Commissions and Fees Receivable and Commissions Payable**

Commissions and fees receivable includes commissions from mutual funds, variable annuities, insurance product purchases transacted directly with the product sponsors, as well as mutual fund and annuity trails and strategic partner receivables. Commissions payable related to these transactions are recorded based on estimated payout ratios for each product as commission revenue is accrued.

#### **Receivable from Clearing Broker**

Receivable from clearing broker represents commissions and fees earned and collected by the Company's clearing broker, but not yet remitted to the Company, and is included in Other receivables.

#### **Other Receivables**

Other receivables primarily consist of receivables from the Company's clearing broker, accrued receivables related to unbilled fees to client accounts and accrued receivables related to cash sweep programs.

#### Securities Owned and Securities Sold, Not Yet Purchased

Securities owned and securities sold, not yet purchased are recorded on a trade date basis and are stated at fair value. *AB* of December 31, 2025, there were no securities owned or securities sold, not yet purchased.

#### **Deferred Charges**

The Company identifies all significant costs to obtain or fulfill a contract with a customer, including advisor recruiting costs and costs that arise from the transfer of assets belonging to customers of recruited advisors. Advisor recruiting and customer transfer costs are recognized as assets and amortized on a straight-line basis over the estimated 20-year useful life of an advisor relationship and estimated 6-year useful life of a customer relationship, respectively.

The unamortized balance of these assets is presented as Deferred charges in the Company's Statement of Financial Condition. *AB* of December 31, 2025, the Company had unamortized deferred charges of \$1,560,134. As of December 31, 2025, the weighted average remaining useful life was 13 .3 years.

#### **Other Assets**

Other assets primarily include advisor advances of \$346,236 net of an allowance for bad debt of \$38,500. The Company estimates expected credit losses for advisor advances based on evaluation of several factors related to credit risk, including financial advisors' affiliation status and advance purpose. Additionally, we consider overall macro-economic factors that may 

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impact estimated expected credit losses. The methodologies and assumptions used in estimating credit losses are regularly evaluated to determine if our estimates are appropriate with adjustments made on a quarterly basis. In addition, prepaid expenses and property and equipment are included in Other assets.

#### **Deferred Credit**

Deferred credit primarily consists of rebates received on the signing of the Company's clearing services contract with Pershing LLC which is accreted on a straight-line basis. There was no unaccreted deferred credit as of December 31, 2025.

#### **Deferred Revenue**

The Company records deferred revenue when cash payments are received or due in advance of its performance, including amounts which are refundable.

#### **Recently Issued or Adopted Accounting Pronouncements**

For the year ended December 31, 2025, there were no accounting pronouncements issued that had a material impact on the Company's Statement of Financial Condition and related disclosures. There were no accounting pronouncements adopted during the period that had a material impact on the Company's Statement of Financial Condition and related disclosures.

#### **NOTE 3-FAIR VALUE MEASUREMENTS**

The Company determines fair value based on quoted prices when available or through the use of alternative approaches, such as discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the investment. U.S. GAAP defines three levels of inputs that may be used to measure fair value:

*Level 1* - Quoted prices in active markets for identical assets and liabilities that the reporting entity has the ability to access at the measurement date.

*Level 2* - Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability.

*Level 3* - Unobservable inputs that reflect the entity's own assumptions about the data inputs that market participants would use in the pricing of the asset or liability and are consequently not based on market activity.

The determination of where an asset or liability falls in the hierarchy requires significant judgment and considers factors specific to the asset or liability. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is the most significant to the fair value measurement in its entirety.

A review of the fair value hierarchy classification is conducted on an annual basis. Changes in the type of inputs used in determining fair value may result in a reclassification for certain assets. The Company assumes all transfers occur at the beginning of the reporting period in which they occur. For the year ended December 31, 2025, there were no transfers between Levels 1, 2, and 3.

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The Company's fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis by product category as of December 31, 2025, is as follows:

|                                       | Level 1 |            | Level 2 |        | Level 3 |  | Total |            |
|---------------------------------------|---------|------------|---------|--------|---------|--|-------|------------|
| Assets:                               |         |            |         |        |         |  |       |            |
| Cash equivalents - money market funds | \$      | 18,074,942 | \$      | ------ | \$      |  | \$    | 18,074,942 |
| Total                                 | \$      | 18,074,942 | \$      | ====== | \$      |  | \$    | 18,074,942 |
|                                       |         |            |         |        |         |  |       |            |

Cash equivalents include money market mutual fund instruments, which are short term in nature with readily determinable values derived from active markets.

#### **Fair Value of Financial Instruments not Measured at Fair Value**

The fair value of cash and cash equivalents was estimated to approximate the carrying value and are classified as Level 1 of the fair value hierarchy.

The fair value of commissions and fees receivable, other receivables, deferred charges, other assets, commissions payable, related party payables, deferred revenue, accrued expenses and accounts payable, accrued compensation, regulatory and litigation reserves, and other liabilities were estimated to approximate carrying value and classified as Level 2 of the fair value hierarchy due to their short-term nature.

#### **NOTE 4** - **EMPLOYEE BENEFIT PLANS**

The employees of the Company are covered by a 401 (k) defined contribution plan and a health and welfare plan that are administered by Cetera Financial. Subject to eligibility requirements, all employees are eligible to participate. The 401(k) plan features an employer-matching program. The health and welfare plan is a self-insured plan sponsored by Cetera Financial. Costs of the plans are allocated to the Company based on rates determined by Cetera Financial. The Company had no separate employee benefit plan in 2025 and relied on Cetera Financial to cover all eligible employees. All benefits that were paid by Cetera Financial were charged back to the Company for reimbursement. See Note 5 - "Related Party Transactions" for more information.

#### **NOTE 5** - **RELATED PARTY TRANSACTIONS**

Cetera Financial allocates a portion of its general administrative expenses to the Company based upon factors including total revenues, assets under management, sales volume, number of personnel, and producing advisors. Additionally, prior to its dissolution, Specialists Services allocated a portion of its general administrative expenses to the Company based on total revenue. In 2025, the Company allocated general administrative expenses to its related party, CIA, per an expense sharing agreement. Cetera Investment Services LLC ("CIS "), an affiliate, provides custodial services for certain customer retirement accounts of the Company.

Because these transactions and agreements are with affiliates, they may not be the same as those recorded if the Company was not a wholly owned subsidiary of Cetera Financial and affiliated with the other entities.

As of December 31, 2025, the Company had total outstanding Related party payables of \$4,563,967 reflected in the Statement of Financial Condition, including outstanding liabilities of \$4,004,862 to CIA and \$519,645 to Cetera Financial. In addition, the Company had \$39,460 of outstanding liabilities to other affiliates and an immaterial balance of related party receivables from

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other affiliates as of December 31, 2025.

Cetera Financial may fund note receivables as part of the recruitment effort to the Company's advisors. Those notes typically require the payback of principal and interest to Cetera Financial over periods of three to five years. The issuance of these notes by Cetera Financial is typically accompanied by the execution of a bonus agreement, between the financial advisor and the Company, providing for the payment based on the passage of time or attainment of certain production targets.

Given the credit agreements Aretec has with its lenders, in the event of a default the Company's assets could be used to satisfy Aretec's obligations.

# **NOTE 6- FINANCIAL INSTRUMENTS Wlffl OFF-BALANCE-SHEET CREDIT RISK**

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company maintains its cash and temporary cash investments in bank deposit and other accounts, the balances of which, at times, may exceed federally insured limits. Exposure to credit risk is reduced by maintaining the Company's banking relationships with high credit quality financial institutions.

#### NOTE 7 - **COMMITMENTS AND CONTINGENCIES**

**Legal and regulatory proceedings related** to **business operations** - The Company is involved in legal proceedings from time to time arising out of business operations, including arbitrations and lawsuits involving private claimants, subpoenas, investigations and other actions by government authorities and self-regulatory organizations, as well as incidents involving unauthorized access to accounts, fraudulent transfers and funds-availability schemes. In view of the inherent difficulty of predicting the outcome of such matters, particularly in cases in which claimants seek indeterminate damages, the Company cannot estimate what the possible loss or range of loss related to such matters will be. The Company recognizes a loss with regard to a legal proceeding or fraudulent event when it believes it is probable a loss has occurred and the amount can be reasonably estimated. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, the Company accrues that amount. When no amount within the range is a better estimate than any other amount, the Company accrues the minimum amount in the range. The Company maintains insurance coverage, including general liability, directors and officers, errors and omissions, excess entity errors and omissions and fidelity bond insurance. The Company records an insurance receivable when the recovery is probable and the amount can be reasonably estimated.

The Company is a registered broker-dealer and, as such, is subject to the continual scrutiny of those who regulate its industry, including FINRA, SEC, and the various securities commissions of the states and jurisdictions in which it operates. As part of the regulatory process, the Company is subject to routine examinations, the purpose of which is to determine the Company's compliance with rules and regulations promulgated by the examining regulatory authority. It is not uncommon for the regulators to assert, upon completion of an examination, that the Company has violated certain of these rules and regulations. Where possible, the Company endeavors to correct such asserted violations. In certain circumstances and depending on the nature and extent of the violations, the Company may be subject to disciplinary action, including fmes.

When there is indemnification or insurance, the Company may engage in defense or settlement and subsequently seek reimbursement for such matters.

**Clearing broker** - Under the clearing arrangement with the clearing broker, the Company is required to maintain certain minimum levels of net capital and comply with other financial ratio requirements. At December 31, 2025, the Company 

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complied with all such requirements.

# **NOTE 8- NET CAPITAL REQUIREMENTS**

The Company is subject to the SEC Uniform Net Capital Rule 15c3-1. The Company computes its net capital pursuant to the alternative method provided for in the Rule 15c3-l, which requires the maintenance of minimum net capital of the greater of \$250,000 or 2% of aggregate debit items.

At December 31, 2025, the Company had net capital of \$9,060,086, which was \$8,810,086 in excess of required net capital of \$250,000.

## **NOTE 9** - **RESERVE REQUIREMENTS AND INFORMATION RELATING TO THE POSSESSION OR CONTROL REQUIREMENTS FOR BROKERS AND DEALERS**

The Company claims an exemption from the provisions of Rule 15c3-3 of the Securities Exchange Act of 1934, pursuant to paragraphs k(2)(i) for customer transactions processed directly with the issuer and k(2)(ii) for all other transactions cleared on a fully disclosed basis with a clearing broker and that the Company's other business activities met the requirements specified in Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 ("Footnote 74"). The Company carries no customers' accounts, promptly transmits customer funds and customer securities to the issuer or the clearing broker and does not otherwise hold funds or securities of customers. Because the Company claims an exemption, the Company is not required to prepare a determination of reserve requirements for brokers and dealers or provide information relating to possession or control requirements for brokers and dealers.

#### **NOTE 10** - **INCOME TAXES**

As a single-member limited liability company, the Company is a disregarded entity for federal income tax purposes and therefore does not pay corporate income taxes. The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal, state, and local jurisdictions, where applicable.

## **NOTE 11- SEGMENT REPORTING**

The Company is engaged in a single line of business as a securities broker-dealer. Operating exclusively in the United States, the Company provides brokerage and insurance services through independent financial advisors. Operations constitute a single segment and therefore, a single reportable segment because the chief operating decision makers ("CODM") manage business activities using information of the Company as a whole. The CODM, listed below, uses net income, including significant expenses such as commissions, to evaluate the business's performance, predominantly in the forecasting process, management of resources, and to make operational decisions to manage the Company. The Company does not have any customers that individually account for over 10% of revenues.

Chief Executive Officer, Cetera Holdings Chief Financial Officer, Cetera Financial Group

The Company's financial statements contain all pertinent information, including assets, net income, and significant expenses, utilized by the CODM to manage the Company. The accounting policies used to measure the profit and loss of the segment are 

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the same as those described in the summary of significant accounting policies.

## **NOTE12-SUBSEQUENTEVENTS**

The Company has evaluated activity through the date the financial statement was issued and concluded that no subsequent events have occurred that would require recognition or disclosure in the financial statement.

\*\*\*\*\*\*


Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.
