# CUMBERLAND SECURITIES LLC X-17A-5 (2025-02-20) — Broker-dealer annual report

- Company: CUMBERLAND SECURITIES LLC
- Form: X-17A-5
- Filed: 2025-02-20
- Period: 2024-12-31
- Accession: 0000739502-25-000002
- CIK: 739502
- File #: 8-31215
- Type: Broker-dealer
- Material weakness: No
- Auditor: RSM US LLP
- Auditor location: Chicago, IL
- Contact: Scott Fowler
- Phone: 512-807-5564
- Email: sfowler@drw.com
- Website: drw.com
- Signed by: Scott Fowler (Director of Regulated Entities)

Original filing: https://www.sec.gov/Archives/edgar/data/739502/000073950225000002/CMSC_2024_Public.pdf

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Financial Report December 31, 2024

Filed as PUBLIC Information Pursuant to Rule 17a-(5)d Under the Securities and Exchange Act of 1934.

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

OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12

| ANNUAL REPORTS |
|----------------|
| FORM X-17A-5   |
| PART III       |

| SEC FILE NUMBER |
|-----------------|
| 8-31215         |

FACING PAGE

| Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934                                                                      |                                                            |                                            |                 |  |  |  |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------|--------------------------------------------|-----------------|--|--|--|
| FILING FOR THE PERIOD BEGINNING_01/01/2024 ___________________________________________________________________________________________________________________________________ |                                                            |                                            |                 |  |  |  |
|                                                                                                                                                                                | MM/DD/YY                                                   |                                            | MM/DD/YY        |  |  |  |
| A. REGISTRANT IDENTIFICATION                                                                                                                                                   |                                                            |                                            |                 |  |  |  |
| NAME OF FIRM: Cumberland Securities 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                               |                                            |                 |  |  |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)                                                                                                            |                                                            |                                            |                 |  |  |  |
| 540 W Madison, Suite 2500                                                                                                                                                      |                                                            |                                            |                 |  |  |  |
| (No. and Street)                                                                                                                                                               |                                                            |                                            |                 |  |  |  |
| Chicago                                                                                                                                                                        |                                                            |                                            | 60661           |  |  |  |
| (City)                                                                                                                                                                         | (State)                                                    |                                            | (Zip Code)      |  |  |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                                                                                   |                                                            |                                            |                 |  |  |  |
| Scott Fowler                                                                                                                                                                   | 512-807-5564                                               |                                            | sfowler@drw.com |  |  |  |
| (Name)                                                                                                                                                                         | (Area Code - Telephone Number)                             | (Email Address)                            |                 |  |  |  |
|                                                                                                                                                                                | B. ACCOUNTANT IDENTIFICATION                               |                                            |                 |  |  |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*<br>RSM US LLP                                                                                        |                                                            |                                            |                 |  |  |  |
|                                                                                                                                                                                | (Name - if individual, state last, first, and middle name) |                                            |                 |  |  |  |
| 30 S Wacker, Suite 3300                                                                                                                                                        | Chicago                                                    |                                            | 60606           |  |  |  |
| (Address)                                                                                                                                                                      | (City)                                                     | (State)                                    | (Zip Code)      |  |  |  |
| 9/23/2003                                                                                                                                                                      |                                                            | 49                                         |                 |  |  |  |
| (Date of Registration with PCAOB)(if applicable)                                                                                                                               |                                                            | (PCAOB Registration Number, if applicable) |                 |  |  |  |
| 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
CER 240 17-5/o\/1\ii) if anniicehla CFR 240.17a-5(e)(1)(ii), if applicable.

Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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#### OATH OR AFFIRMATION

| Scott Fowler<br>l, |  |
|--------------------|--|
|--------------------|--|

swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Cumberland Securities LLC as of 12/31 ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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

![](_page_2_Figure_4.jpeg)

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

- (a) Statement of financial condition.
- (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.
□ (j) C
- □ (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.
- | 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.18a-1, or 17 CFR 240.18a-2, 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 diffic andes exist.
- □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- (q) Oath or affirmation in accordance with 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
□ L C
- □ (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-5 or 17 CFR 240.18a-7, as applicable.
- = (t) Independent public accountant's report based on an examination of the statement of financial condition.
- [0] (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.
- [0] (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.
- | as applicable.
- n (y) Report describing any material inadequacies found to 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:
- \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as 1 applicable.

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#### **Contents**

| Report of Independent Registered Public Accounting Firm | 1     |
|---------------------------------------------------------|-------|
| Financial Statement                                     |       |
| Statement of Financial Condition                        | 2     |
| Notes to Financial Statement                            | 3 – 4 |

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#### **Report of Independent Registered Public Accounting Firm**

Manager and Member Cumberland Securities LLC

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

We have audited the accompanying statement of financial condition of Cumberland Securities LLC (the Company) as of December 31, 2024, and the related notes (collectively, 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, 2024, in conformity with accounting principles generally accepted in the United States of America.

#### **Basis for Opinion**

This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's 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 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. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

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 provides a reasonable basis for our opinion.

1

We have served as the Company's auditor since 2019.

Chicago, Illinois February 7, 2025

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# **Statement of Financial Condition December 31, 2024**

#### **Assets**

| Cash<br>Other assets<br>Total assets                                      | \$<br>355,925<br>1,392<br>357,317 |
|---------------------------------------------------------------------------|-----------------------------------|
| Liabilities and Member's Equity                                           |                                   |
| Liabilities<br>Accrued expenses<br>Payable to parent<br>Total liabilities | 14,000<br>5,000<br>19,000         |
| Member's equity                                                           | 338,317                           |
| Total liabilities and member's equity                                     | \$<br>357,317                     |

See Notes to Financial Statements.

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# **Notes to Financial Statement**

### **Note 1. Nature of Business and Significant Accounting Policies**

**Nature of business:** Cumberland Securities LLC (the Company) is a Washington limited liability company and a wholly-owned subsidiary of DRW Holdings, LLC (DRWH). The Company is a registered broker-dealer under the Securities and Exchange Act of 1934. The Company is not currently conducting any broker-dealer or revenue generating activities.

The following is a summary of the Company's significant accounting policies:

The Company follows United States Generally Accepted Accounting Principles (GAAP), as established by the Financial Accounting Standards Board (the FASB), to ensure consistent reporting of financial condition, results of operation and cash flows.

**Use of estimates:** The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

**Income taxes:** The Company is taxed as a corporation and records income taxes using the asset and liability method. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in which those temporary differences are expected to be reversed or settled. To the extent that the Company is required to record related interest and penalties, they would be included in income tax expense on the statement of operations. The Company's effective income tax rate, which does not differ from the U.S. federal statutory income tax rate, for the year ended December 31, 2024 is 21%. No tax benefit has been recorded due to the uncertainty of the realization of any tax assets.

Accounting Standards Codification Topic 740 -- Income Taxes provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in financial statements. ASC Topic 740 requires the evaluation of tax positions taken in the course of preparing the tax returns to determine whether the tax positions are "more-likely-than-not" to be sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. The Company is generally not subject to examination by U.S. federal or state taxing authorities for tax years before 2021. There are no material uncertain tax positions as of December 31, 2024.

**Segment Reporting:** The Company is not currently engaged in revenue generating activities as brokerdealer. The Company has identified its Chief Executive Officer as the Chief Operating Decision Maker ("CODM"), who uses net income to evaluate the results of the business to manage the Company. Additionally, the CODM uses excess net capital (see Note 5), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The CODM utilizes members equity for the Company as a whole as a measure of segment assets, refer to the Statement of Financial Condition

#### **Note 2. Related Party Transactions**

The Company incurs amounts payable to its parent in the ordinary course of business. At December 31, 2024, \$5,000 represents payable to parent, in connection with such transactions.

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# **Notes to Financial Statement**

# **Note 3. Risk**

The Company maintains certain cash deposits with a financial institution. On occasion, these deposits may exceed the maximum insurance level provided by the Federal Deposit Insurance Corporation. The company monitors such credit risks and has not experienced any losses related to such risks.

# **Note 4. Commitments and Contingencies**

In the normal course of its business, the Company may indemnify certain service providers against specified potential losses in connection with their acting as an agent of, or providing services to, the Company. The maximum potential amount of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes that it is unlikely it will have to make material payments under these arrangements and has not recorded any contingent liability in the financial statements for these indemnifications.

Additionally, the Company may enter into contracts and agreements that contain a variety of representations and warranties. The Company's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. The Company expects the risk of any future obligations under these representations and warranties to be remote.

The Company may be involved in legal or regulatory inquiries; however, the Company believes resolution of any such matters would not have a material adverse effect on the Company and has not recorded any contingent liability in the financial statements.

# **Note 5. Regulatory Requirements**

The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (SEC Rule 15c3-1) which requires the maintenance of minimum net capital. The Company has elected to use the alternative method permitted by the rule, which requires the Company to maintain net capital equal to the greater of \$250,000 or 2 percent of aggregate debit balances arising from customer transactions, as defined. The rule also provides that equity capital may not be withdrawn if the resulting net capital would be less than 5 percent of aggregate debits. At December 31, 2024, the Company had net capital of \$336,925, which was \$86,925 in excess of its required net capital of \$250,000.

#### **Note 6. Subsequent Events**

The Company has evaluated subsequent events for potential recognition and/or disclosure through the date these financial statements were issued. The Company has not identified any subsequent events that require disclosure through the date of this audit report.


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