# NW CAPITAL MARKETS INC. X-17A-5 (2026-03-31) — Broker-dealer annual report - Company: NW CAPITAL MARKETS INC. - Form: X-17A-5 - Filed: 2026-03-31 - Period: 2025-12-31 - Accession: 0000786389-26-000003 - CIK: 786389 - File #: 8-35363 - Type: Broker-dealer - Material weakness: No - Auditor: Adeptus Partners LLC - Auditor location: Jericho, NY - Contact: lisa petrosky-muckle - Phone: 2016560115 - Email: lpetrosky@nwfinancial.com - Website: nwfinancial.com - Signed by: Lisa Petrosky-Muckle (FINOP) Original filing: https://www.sec.gov/Archives/edgar/data/786389/000078638926000003/nwsofc.pdf --- {0}------------------------------------------------ STATEMENT OF FINANCIAL CONDITION For the year ended December 31, 2025 {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** 0MB APPROVAL 0MB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # **ANNUAL REPORTS FORM X-17A-5 PART Ill** | SEC FILE NUMBER | | |-----------------|--| | 8-35363 | | MM/DD/YY **FACING PAGE Information Required Pursuant to Rules 17a-5, 17a-12, and lSa-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNING **1/1/2025** MM/DD/YY AND ENDING **12/3 1 / 2 0 2 5** **A. REGISTRANT IDENTIFICATION** # NAME oF FIRM : NW Capital Markets Inc. TYPE OF REG ISTRANT {check all applicable boxes): C!J Broker-dealer □ Securit y-based sw ap dealer □ Check here if respondent is also an OTC derivatives dea ler □ Major security-based swap participant ADDRESS OF PRINCIPAL PLACE OF BUSINESS: {Do not use a P.O. box no.) # 522 Broad Street | | (No. and Street) | | | | | |-----------------------------------------------------------------------------------------------------|------------------------------------------------------------|---------------------------|--|--|--| | Bloomfield, | NJ | 07003 | | | | | (City) | (Stat e) | (Zip Code) | | | | | PERSON TO CONTACT WITH REGARD TO THIS FILI
NG | | | | | | | Lisa Petrosky-Muckle | 201-656-0115 | lpetrosky@nwfinancial.com | | | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in t his f iling*
Adeptus Partners LLC | | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | | 390 N Broadway, Suite 120 | Jericho | NY
11753 | | | | | (Address) | (City) | (State)
(Zip Code) | | | | | 1/6/2010 | | 3686 | | | | | | | | | | | | FOR OFFICIAL USE ONLY | | | | | | \* Claims for exemption from the requirement that t he annua l reports be covered by the reports of an independent public accou ntant must be supported by a st atement of facts and circumst ances relied on as t he basis of t he exempt ion. See 17 CFR 240.17a-S(e)(l)(ii), if applica ble. **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 0MB control number.** {2}------------------------------------------------ #### OATH OR AFFIRMATION | I, Lisa Petrosky-Muckle | | swear (or affirm) t hat, to t
he best of my kn
owledge and belief, t he | | |---------------------------------------------------------------------|----|-------------------------------------------------------------------------------------------|-------| | fi nancial report pertaining to the firm of NW Capital Markets Inc. | | | as of | | December 31 | 2~ | is true and correct. I furt
her sw ear (or affirm) t hat neit her t he company nor any | | partner, officer, director, or equivalent person, as t he case may be, has any proprietary interest in any account classifi ed solely as t hat of a customer. | Signature : | | |-------------|--| |-------------|--| Tit le: FINOP #### **This filing\*\* contains (check all applicable boxes):** - Kl (a) Statement of financial condit ion. - Kl (b) Notes to consolidated statement of financial condit ion. - □ (c) Statement of income (loss) or, if t here is ot her 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) Computat ion 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 determinat ion 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, including appropriate explanations, of the FOCUS Report with computation of net capital or t angible net worth under 17 CFR 240.15c3-1, 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 t hat no material differences exist. - □ (p) Summary of fi nancial data for subsidiaries not consolidated in the statement of financial condit ion. - lxl (q) Oath or affirmat ion 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 wit h 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. - l29 (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 t he date of t he 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 applicable. {3}------------------------------------------------ ## **CONTENTS** | | Page(s) | |---------------------------------------------------------|---------| | Report of independent registered public accounting firm | 1 | | Financial statement: | | | Statement of financial condition | 2 | | Notes to financial statement | 3-5 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) To the Stockholder of NW Capital Markets, Inc. #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of NW Capital Markets, Inc. 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 NW Capital Markets, Inc. as of December 31 , 2025 in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of NW Capital Markets, lnc.'s management. Our responsibility is to express an opinion on NW Capital Markets, lnc.'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 NW Capital Markets, Inc. 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 provides a reasonable basis for our opinion. We have served as NW Capital Markets, lnc.'s auditor since 2021. Jericho, New York March 20, 2026 {5}------------------------------------------------ ## **Statement of Financial Condition December 31, 2025** | Assets | | |------------------------------------------------------------------|-----------------| | Cash | \$
365,507 | | Receivable from clearing broker (including deposit of \$100,000) | 1,772,562 | | Prepaid expenses | 17,624 | | Total assets | \$
2,155,693 | | | | | Liabilities and Stockholder's Equity | | | Liabilities | | | Accounts payable and accrued expenses | \$
660,758 | | | 660,758 | | | | | Stockholder's equity | | | Common stock, no par value, 1,000 shares issued, | | | authorized and outstanding at stated value | 10,000 | | Additional paid-in capital | 140,462 | | Retained earnings | 1,344,473 | | Total stockholder's equity | 1,494,935 | | | | | Total liabilities and stockholder's equity | \$
2,155,693 | **The accompanying notes are an integral part of this financial statement.** {6}------------------------------------------------ ## **Notes to Financial Statement December 31, 2025** #### **1. Nature of operations** NW Capital Markets Inc. (the "Company"), a wholly owned subsidiary of NW Financial holdings Inc., and a Subchapter S subsidiary, is incorporated under the laws of the State of Delaware. The Company is a broker-dealer registered with the Securities and Exchange Commission (the "SEC") and a member of the Financial Industry Regulatory Authority ("FINRA"). The Company engages in underwriting, investment banking, principal transactions, and investment advisor services. #### **2. Summary of Significant Accounting Policies** #### **Basis of presentation** The accompanying financial statement is presented using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). References to the "ASC" hereafter refer to the Accounting Standards Codification established by the Financial Accounting Standards Board ("FASB") as the authoritative source of U.S. GAAP. #### **Use of estimates** The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. #### **The allowance for credit losses** ASC Topic 326, Financial Instruments - Credit Losses ("ASC 326") impacts the impairment model for certain financial assets by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset. Under ASC 326, the Company could determine there are no expected credit losses in certain circumstances (e.g., based on the credit quality of the client). The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments, including fees and other receivables utilizing the CECL framework. The Company considers factors such as historical experience, credit quality, age of balances and current and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. Under the standard, the allowance for credit losses must be deducted from the amortized cost of the financial asset to present the net amount expected to be collected. As of January 1, 2025 and December 31 , 2025 the Company had no allowance for credit losses. #### **Cash** All cash deposits are held by two major financial institutions in the United States. At various times throughout the year, the Company's cash balance may exceed the Federal Deposit Insurance Corporation insurance limits. The company has not experienced any losses in such accounts and does not believe there to be any significant credit risk with respect to these deposits. As of December 31 , 2025, cash balances excealed FDIC limits by approximately \$105,500. {7}------------------------------------------------ ## **Notes to Financial Statement December 31, 2025** #### **2. Summary of Significant Accounting Policies (continued)** #### **Income taxes** The Company has elected to be taxed under the provisions of Sub chapter S of the Internal Revenue Code. In lieu of corporate income taxes, the stockholder of the Company will be taxed on the Company's taxable income. Accordingly, no provision for income taxes has been included in the accompanying financial statement. The Company recognizes interest and penalties, if any, related to unrecognized tax provisions as income tax expense in the statement of income. During the year ended December 31 , 2025, the Company did not incur any interest or penalties on its income tax returns. At December 31 , 2025, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination is subject to ongoing reevaluation as facts and circumstances may require. The Company remains subject to U.S. federal and state income tax audits for all periods subsequent to 2022. #### **Recently Adopted Accounting Pronouncements** In December 2023, the FASB issued ASU 2023-09 which amends the disclosure requirements for income taxes. The amendments require SEC-registered entities such as the Company to disclose specific categories in the income tax rate reconciliation, presented both as percentages and reporting currency amounts. The amended guidance is effective for the Company on January 1, 2025. The Company has evaluated the pronouncement and determined it is not applicable and has no impact on its financial statements and related disclosures because the Company has no income tax provision. #### **3. Transactions with related parties** The Company maintains an administrative services agreement with an affiliate. Pursuant to the agreement, the affiliate provides administrative personnel and office space. The Company incurred expenses of \$120,000 for the year ended December 31 , 2025. The Company has reported \$600,000 for management fees on the Statement oflncome as Consulting fees with its Parent, all of which remain unpaid at year ended December 31 , 2025. All transactions with related parties are settled in the normal course of business. The terms of these arrangements may not be the same as those that would otherwise exist or result from agreements and transactions among unrelated parties. #### **4. Clearing broker** Pursuant to an agreement with a clearing broker, the Company is required to maintain a clearing deposit of \$100,000. As of December 31 , 2025, a deposit of \$100,000 is included in receivable from clearing broker on the accompanying statement of financial condition. {8}------------------------------------------------ ## **Notes to Financial Statement December 31, 2025** #### **4. Clearing broker (continued)** In the normal course of its business, the Company indemnifies its clearing broker 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 this indemnification cannot be estimated. However, the Company believes that it is unlikely it will have to make payments under these arrangements and as such has not recorded any contingent liability in the financial statements for this indemnification. ### **5. Segment reporting** The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of underwriting activities. 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, predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses net capital (see Note 6), 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. #### **6. Regulatory requirements** The Company is subject to SEC Uniform Net Capital Rule 15c3-l under the Securities Exchange Act of 1934, which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to l. At December 31 , 2025 the Company had net capital of \$1,477,311 which exceeded the required net capital by \$1,377,311. The ratio of aggregate indebtedness to net capital at December 31 , 2025 was 0.45 to l. The Company is exempt from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934 as the Company's activities are limited to clearing all transactions with and for customers on a fully disclosed basis with a clearing broker. #### **7. Subsequent events** Management of the Company has evaluated events or transactions that have occurred since December 31 , 2025 and determined that there are no material events that would require recognition or disclosure in the Company's financial statement. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.