# FIRST BROKERS SECURITIES LLC X-17A-5 (2025-03-18) — Broker-dealer annual report - Company: FIRST BROKERS SECURITIES LLC - Form: X-17A-5 - Filed: 2025-03-18 - Period: 2024-12-31 - Accession: 0000867810-25-000001 - CIK: 867810 - File #: 8-43035 - Type: Broker-dealer - Material weakness: No - Auditor: Citrin Cooperman & Company, LLP - Auditor location: New York, NY - Contact: Robert Dower - Phone: 212-513-4443 - Email: robert.dower@firstbrokers.com - Website: firstbrokers.com - Signed by: Robert Dower (CFO) Original filing: https://www.sec.gov/Archives/edgar/data/867810/000086781025000001/FBS_Financials2.pdf --- {0}------------------------------------------------ ### UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 # ANNUAL REPORTS FORM X-17A-5 PART III | OMB APPROVAL | |--------------------------| | OMB Number: 3235-0123 | | Expires: Nov. 30, 2026 | | Estimated average burden | | hours per response: 12 | | | SEC FILE NUMER 8- 43035 | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | FACING PAGE | | | |--------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------|-----------------|--------------------------------------------| | FILING FOR THE PERIOD BEGINNING 01/01/24 | MM/DD/YY | | MM/DD/YY | | | A. REGISTRANT IDENTIFICATION | | | | NAME OF FIRM: First Brokers Securities LLC | | | | | TYPE OF REGISTRANT (check all applicable boxes):
12 Broker-dealer
□ Check here if respondent is also an OTC derivatives dealer | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | Harborside 5, 185 Hudson Street, Suite 1500 | | | | | | (No. and Street) | | | | Jersey City | New Jersey | | 07311-4011 | | (City) | (State) | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | Robert H. Dower | (212) 513-4443 | | Robert.Dower@firstbrokers.com | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | B. ACCOUNTANT IDENTIFICATION | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | Citrin Cooperman & Company, LLP | | | | | | (Name - if individual, state last, first, and middle name) | | | | 50 Rockefeller Plaza | New York | NY | 10020 | | (Address) | (City) | (State) | (Zip Code) | | 11/02/2005 | | 2468 | | | (Date of Registration with PCAOB)(if applicable) | | | (PCAOB Registration Number, if applicable) | | * Claims for exemption from the requrement that the annual reports of an independent public. | FOR OFFICIAL USE ONLY | | | exams of exchiption non the requirement of facts and circumstances relied on as the basis of the exemption. See 17 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. {1}------------------------------------------------ ### AFFIRMATION Robert H. Dower I. financial report pertaining to First Brokers Securities LLC as of 123124 " true and correct. I further swear (or affirm) that meither 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. ANDREA R. SMITH Notary Public, State of Florida Commission# HH 173579 My comm. expires Oct. 8, 2025 ower 3/5/25 Signature CFO Title nitt Notary Public nes 20: {2}------------------------------------------------ ### This filing\*\* contains (check all applicable boxes): - 区 (a) Statement of financial condition. - □ (b) Notes to unconsolidated or consolidated statement of financial condition, as applicable. - 四 (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). - Z (d) Statement of cash flows. - E (e) Statement of changes in stockholders' or partners' or sole proprietor's equity, as applicable. - 区 (f) Statement of changes in liabilities subordinated to claims of creditors. - E (g) Notes to unconsolidated or consolidated financial statements,, as applicable. - 四 (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. - D (i) 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. - = (1) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - 四 (m) Information relating to possession or control requirements for customers under 17 CFR 240.1563-3. - = (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 tangible 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 that no material differences exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - 四 (q) Oath or affirmation in accordance with 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-5 or 17 CFR 240.18a-7, as applicable. - [ (t) Independent public accountant's report based on an examination of financial condition. - 区 (u) Independent public accountant's report based on an examination of the 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-le or 17 CFR 240.17a-12, as applicable. - | (y) Report describing any material inadequacies 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: \*\* To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(c)(3) or 17 CFR 240.18a-7(d)(2), as applicable. {3}------------------------------------------------ # First Brokers Securities LLC Financial Statements and Supplemental Schedules Pursuant to Rule 17a-5 under the Securities and Exchange Act of 1934 December 31, 2024 With Reports of Independent Registered Public Accounting Firm Thereon CONFIDENTIALes d Accou Ac This report is deemed CONFIDENTIAL in accordance with Rule 17a-5(e)(3) under the Securities Exchange Act of 1934. {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Managing Members First Brokers Securities LLC # **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of First Brokers Securities LLC as of December 31, 2024, and the related statements of operations, changes in members' equity, changes in liabilities subordinated to claims of general creditors, and cash flows for the year then ended, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of First Brokers Securities LLC as of December 31, 2024, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. CONFIDENTIAL ndition ofFirstB rations, changesin cash flows fo f ncial statements") statements nancial posi operation i rally th t # **Basis for Opinion** These financial statements are the responsibility of First Brokers Securities LLC's management. Our responsibility is to express an opinion on First Brokers Securities LLC's financial statements 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 First Brokers Securities LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. of onFirstB ccounting counting firmreg PCAOB") and ar ordance th ecurities Exch 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 statements are 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 statements, 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 statements. 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 statements. We believe that our audit provides a reasonable basis for our opinion. audit in accor theaudi misst s th d perform evi {5}------------------------------------------------ ![](_page_5_Picture_0.jpeg) ### **Auditor's Report on Supplemental Information** The supplemental information contained in Schedules I and II has been subjected to audit procedures performed in conjunction with the audit of First Brokers Securities LLC's financial statements. The supplemental information is the responsibility of First Brokers Securities LLC's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a–5. In our opinion, the supplemental information contained in Schedules I and II is fairly stated, in all material respects, in relation to the financial statements as a whole. CONFIDENTIALC.F stated airl We have served as First Brokers Securities LLC's auditor since 2018. New York, New York March 17, 2025 e 20 {6}------------------------------------------------ # First Brokers Securities LLC Statement of Financial Condition December 31, 2024 ### Assets | Cash | \$ | 7,419,880 | |---------------------------------------------------------------------------------------------|----------|------------------------------| | Receivable from broker-dealers | | 738 | | Securities owned, at fair value | | 3,833,013 | | Right-of-use asset, net | | 1,466,757 | | Property and equipment, net | | 508,342 | | Prepaid expenses and other assets | | 378,384 | | Total assets | \$ | L
L
13,6
13,607,114 | | A
A
Liabilities and Members' Equity | | | | Liabilities | | | | I
T
Due to clearing broker, net | \$
\$ | 1,594,869 | | Accrued compensation and related expenses | | 607,263 | | N
Accounts payable and accrued expenses | | 168,065 | | Lease liabilities | | 1,826,590 | | Revolving note subordinated to the claims of general creditors
ral creditors
creditor | | 4 ,000,000 | | Payable to affiliate | | 4,444 | | E
Total liabilities | | 8,201,231 | | D
Commitments and contingencies (Note 10)
0) | | | | I
F
Members' equity | | 5,405,883 | | Total liabilities and members' equity
d
embers' eq
equity | \$ | 13,607,114 | | N
O
C | | | {7}------------------------------------------------ # First Brokers Securities LLC Statement of Operations Year Ended December 31, 2024 | Revenues | | | |--------------------------------|--------|------------------------| | Principal transactions | \$ | 15,358,272 | | Commissions | | 12,659 | | Other revenue | | 228,852 | | Total revenues | | 15,599,783 | | | | | | Expenses | | | | Compensation and related costs | | 11,760,977
11 | | Travel and entertainment | | 594,435
59 | | Communications | | 1,915,811
1,915,8 | | Clearance | | L
360,01
360,014 | | Occupancy | | 767
767,913 | | Depreciation and amortization | | 220,062
2 | | Regulatory fees | A
I | 149,293 | | Interest
Other | | 30,498
445,109 | | Total expenses | | 16,244,112 | | | T
T | | | | | | | N
E
Net loss | \$ | (644,329) | | | | | | | | | | | | | | | | | | D
I | | | | | | | | | | | | F | | | | | | | | | | | | N | | | | O | | | | | | | | | | | | C | | | | | | | | | | | {8}------------------------------------------------ # First Brokers Securities LLC Statement of Changes in Members' Equity Year Ended December 31, 2024 | Balance, January 1, 2024 | \$
6,138,464 | |-------------------------------------------------------------------------|---------------------------------------------| | Contributions | 283,762 | | Distributions | (372,014) | | Net loss | (644,329)
44 | | Balance, December 31, 2024
I
T
N
E
D
I
F
N
O | L
L
\$
5,405,883
5,40
A
A | | C | | {9}------------------------------------------------ # First Brokers Securities LLC Statement of Changes in Liabilities Subordinated to Claims of General Creditors Year Ended December 31, 2024 | Balance, January 1, 2024 | \$
4,000,000 | |---------------------------------|----------------------------| | Drawdowns | 48,000,000 | | Repayments | (48,000,000) | | Balance, December 31, 2024 | \$
4,000,000
4,00 | | E
D
I
F
N
O
C | L
L
A
I
T
N | | | | {10}------------------------------------------------ | Cash flows from operating activities | | |---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------| | Net loss | \$
(644,329) | | Adjustments to reconcile net loss to net cash used in
operating activities | | | Non-cash charges included in net loss: | | | Depreciation and amortization | 220,062 | | | | | Non-cash lease expense | (89,257) | | (Increase) decrease in operating assets: | | | Receivable from/due to clearing broker, net | 3,653,182 | | Receivable from broker-dealers | 1,034 | | Securities owned, at fair value | (3,456,262)
(3 | | L
A
Prepaid expenses and other assets | 31,906 | | Increase (decrease) in operating liabilities: | | | Accrued compensation and related expenses | (206,171) | | Accounts payable and accrued expenses | 25,303 | | I
Payable to affiliate | 2,611 | | Net cash used in operating activities | (461,921) | | T
N
Cash flows from financing activities
E
Drawdown of revolving note subordinated to the claims of general creditors
ms
credit credi
Repayment of revolving note subordinated to the claims of general creditors
of
c genera
Contributions from members
D
Distributions to members
Net cash used in financing activities
vities
I
Net decrease in cash | 48,000,000
(48,000,000)
283,762
(372,014)
(88,252)
(550,173) | | F | | | Cash | | | Beginning of year | 7,970,053 | | | | | End of year | \$
7,419,880 | | N
O
Supplemental information
orm
C
Cash paid during the year for interest
uring
in | \$
17,556 | {11}------------------------------------------------ ### 1. Organization First Brokers Securities LLC (the "Company") is a Delaware Limited Liability Company. The Company, which is headquartered in New Jersey, and has a branch office in Juno Beach, Florida, is a broker-dealer registered with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority, Inc. ("FINRA"). The Company's principal business activity is the brokering of corporate and government debt securities. The Company is owned 60% by AO-First Brokers LLC and 40% by ICAP Global Broking Inc. ### Brokerage Capacities With regard to certain products, the Company acts in the capacity of either "matched principal" or "name giveup." When acting in the capacity of "matched principal", the Company acts as a "middleman" or intermediary by serving as the counterparty for identified buyers and sellers in the matching in whole or in part of reciprocal back-to-back trades. "middle "midd wh he w When acting in the "name give-up" capacity, the Company acts in an agency capacity, whereby it connects buyers and sellers and may assist in the negotiation of the price and other material terms of the transaction. At the point at which the parties agree to terms, the Company leaves the buyer and seller to clear and settle through the appropriate market mechanism and records the revenue agreed to by the parties for its services. The receivable from broker dealers in the statement of financial condition is associated with these transactions. CONFIDENTIALprincipal matched principa any age ny an the o he leave e lea reven ecords ement c #### 2. Summary of Significant Accounting Policies Policies ### (a) Basis of Presentation The preparation of financial statements in conformity with accounting principles generally accepted in the United States ("U.S. GAAP") 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 statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. co statement AAP") ma m ssets liabilities ets s reported r estim est #### (b) Cash and Restricted Cash nd Cas Ca The Company considers short-term interest bearing investments with initial maturities of three months or less to be cash equivalents. At December 31, 2024, the Company has no cash equivalents. mpany considers pany consid h equivalents equivalen Restricted cash is subject to a legal or contractual restriction by third parties as well as a restriction as to withdrawal or use, including restrictions that require the funds to be used for a specified purpose and restrictions that limit the purpose for which the funds can be used. As of December 31, 2024, the Company's restricted cash is the deposit with clearing broker which is included in due to clearing broker, net in the statement of financial condition. h {12}------------------------------------------------ ### (c) Fair Value The Company utilizes various methods to measure the fair value of most of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. The three levels of inputs are: Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. e s Level 3 - Unobservable inputs for the asset or liability. The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in level 3. CONFIDENTIALies tha to a er ne e n eristics to ristics particul ment. Accordingly Accordin s le The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety. ay different y e hierarc hier he inpu inp Securities listed on a national exchange are valued at the last closing bid price if owned by the Company and the last closing ask price if sold short by the Company on the day of valuation. Securities traded in the overthe-counter market and listed securities for which no sale was reported on that date are stated at the last quoted bid price. Other assets and securities for which market quotations are not readily available are valued at estimated fair value in accordance with U.S. GAAP. The resulting gains and losses are reflected in the statement of operations. al va exchange the d t d ther se accordan accorda perations. at #### (d) Income Taxes me Tax The Internal Revenue Code ("IRC") and related state tax codes provide that any income or loss is passed through to the ultimate beneficial members for federal and state income tax purposes. nal Revenue al Revenu e ultim e The Company is a limited liability company and is treated as a partnership for income tax reporting purposes. The members of the partnership are taxed on their proportionate share of the Company's taxable income. Therefore, no provision or liability for federal or state income taxes has been included in the financial statements. The Company recognizes and measures its unrecognized tax benefits in accordance with Financial Accounting Standards Board Accounting Standards Codification ("ASC") 740, *Income Taxes.* Under that guidance, the Company assesses the likelihood, based on the technical merit, that tax positions will be sustained upon examination based on the facts, circumstances and information available at the end of each period. The measurement of unrecognized tax benefits is adjusted when new information is available, or when an event occurs that requires a change. Additionally, the Company has no uncertain tax positions. {13}------------------------------------------------ ### (e) Revenue Recognition The Company acts in the capacity of a middleman transacting simultaneous buys and sells on a riskless principal basis. The vast majority of transactions are consummated once a buyer and seller have been matched and have agreed to the performance obligation details of price and quantity of the security being traded. Revenue is recognized on a trade date basis once the details of the performance obligation are met and transfer of control of the securities is established between the customers. As of May 28, 2024, securities transactions settlement shifted from two days after trade date to one day settlement. ent. The Company's customers consist solely of institutional broker-dealers operating within the United States and the United Kingdom. Revenues are recognized on a trade date basis, regardless of customer or geographic location. ating Un gardless custom rdless The Company is generally compensated for its role in facilitating and consummating transactions by charging a brokerage fee. In "matched principal" market places, the fee typically takes the form of a markup or markdown which is added to or subtracted from as the case may be, the agreed-to transaction price. In "name give-up" market places and for other agency transactions the fee will typically take the form of a commission. Revenue from these transactions is included in commissions in the accompanying statement of operations. consummating consummatin take be, agreed ay agr typica ssions accom acc In addition, in certain fixed income markets the Company may, when acting in a "matched principal" capacity, earn a profit or realize a loss by buying a financial instrument at one price and simultaneously or shortly thereafter selling it at a higher price (or vice versa), such that the Company receives the benefit of the "spread" on the trade in addition to any markup or markdown it charges. Revenue from these transactions is included in principal transactions in the accompanying statement of operations. CONFIDENTIALMay ompany whe wh nancial ial instrumen th char anying o statemen All revenue is earned on a trade date basis. #### Unmatched Principal Transactions nsactions actions The Company may and does from time to time acquire unmatched positions as principal including, but not limited to, the following scenarios: nd time tim wing scenarios - (1) Taking a position to add liquidity for Company customers and to attract market participants to its market. Sometimes the act of posting or providing quotations may result in the Company acquiring a position as principal on an unmatched trade; liqu ion l mes pos po cipal unmatc pal unmat - (2) As a result of errors or out trades. From time to time, as a result of a bona fide error the Company may in "matched principal" marketplaces acquire a position in resolution of such error (this may also occur when the Company is acting as agent in an exchange based marketplace); and sult erro princ - (3) Executing or facilitating customer orders. This includes, but is not limited to, acquiring a position (i) resulting from partial mismatches in timing between multiple buyers and sellers when facilitating customer orders, (ii) where appropriate, executing in anticipation of customer interest or anticipated orders, and (iii) prior to a position being novated, given-up or settled by the relevant customer(s) and/or for the purposes of gaining the customer(s) access to any applicable clearing and settlement system. In connection with acquiring positions from unmatched principal transactions and erroneous agency transactions, the Company, while managing and liquidating such positions, may generate a profit or a loss. Profits or losses from these transactions are recognized by the Company and reflected in principal transactions in the statement of operations. During the year ended December 31, 2024, the Company realized a net profit of approximately \$176,000 related to these transactions. {14}------------------------------------------------ ### (f) Right-of-Use Assets and Lease Liabilities The Company recognizes its leases in accordance with ASC Topic 842, *Leases*. The guidance increases transparency and comparability by requiring the recognition of right-of-use assets and lease liabilities on the statement of financial condition. The Company conducts an analysis of contracts, including real estate leases and service contracts to identify embedded leases, to determine the initial recognition of right-of-use assets ("ROU") and lease liabilities, which required subjective assessment over the determination of the associated discount rates. t rates. The discount rate is the implicit rate if it is readily determinable or otherwise the Company uses its incremental borrowing rate. The implicit rates of our leases are not readily determinable and accordingly, we use our incremental borrowing rate based on the information available at the commencement date for all leases. The Company's incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms and in a similar economic environment. The present value of the lease payments was determined using a 3.5% incremental borrowing rate. Right-of-use assets also exclude lease incentives. CONFIDENTIALl uses he nable accord ble ommencement da est to hav er a etermined a The Company has elected, for all underlying classes of assets, to not recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less at lease commencement, and do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. s no n rm o m mon Com sset Co The Company's office space leases require it to make variable payments for the Company's proportionate share of the building's property taxes, insurance, and common area maintenance. These variable lease payments are not included in lease payments used to determine lease liability and are recognized as variable costs when incurred. e variab varia co nsurance, yments de ments d #### (g) Impairment of Long-Lived Assets ved Assets In accordance with U.S. GAAP, the Company periodically assesses the recoverability of the carrying amounts of long-lived assets, including right-of-use assets, whenever events or changes in circumstances occur that indicate the carrying value may not be recoverable. An impairment loss is recognized when expected undiscounted future cash flows are less than the carrying amount of the asset. The impairment loss is the difference by which the carrying amount of the asset exceeds its fair value. During the year ended December 31, 2024, there was no impairment loss on the Company's long-lived assets. Compan Comp ncluding right-of-us uding right-ofng not ma ure are re a h carryi here impair impai #### (h) The Allowance for Credit Losses for f 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. 6 *Fin* For financial assets measured at amortized cost (e.g. cash, receivables from clearing broker and broker dealers), the Company has evaluated the expected credit losses based on the nature and contractual life or expected life of the financial assets, credit quality of the counter party and immaterial historic and expected losses. The Company concluded that there are de minimus expected credit losses and did not record a reserve for the cash or due from broker balances. The Company continuously monitors these estimates over the life of the receivable. {15}------------------------------------------------ ### (i) Segment Reporting Effective January 1, 2024, the Company adopted the provisions of ASU No.2023-07 Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 improves reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The Company is required to provide all annual disclosures about reportable segment profit or loss and assets as required by ASU 2023-07 for interim periods. In accordance with ASU 2023-07, the Company is required to disclose significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit or loss, an amount for other segment items including a description of the composition. Additionally, ASU 2023-07 requires the Company to disclose the title and position of the CODM along with an explanation of how the CODM uses reported measures of segment profit or loss in assessing segment performance and deciding how to allocate resources. ASU 2023-07 also requires the Company to clarify if the CODM uses more than one measure of a segment's profit or loss in assessing segment performance and deciding how to allocate resources. d re thin a th th CO sition t in C ss s ### 3. Employee Benefits The Company sponsors a 401(k) retirement plan (the "Plan"). The Plan covers all employees upon commencement of employment with the Company. The Company does not match employee contributions. n T y. The Company d Company #### 4. Securities Owned and Securities Sold Not Yet Purchased t As more fully described in Note 1, from time-to time the Company may hold securities positions arising from unmatched principal transactions. The Company seeks to reduce the liquidity risk associated with these positions by selling certain securities that are not yet purchased. When these situations occur the Company's statement of financial condition will reflect securities owned as well as securities sold, not yet purchased. Securities sold not yet purchased consists mainly of US Treasury debt securities that serve as a hedge against corporate debt securities that may be owned. All of the corporate debt securities and the US Treasury debt securities are classified as level 2 securities within the fair value hierarchy. At December 31, 2024, the Company had treasury securities with a fair value of approximately \$3,800,000 included in securities owned, at fair value in the accompanying statement of financial condition. There were no securities sold, not yet purchased at December 31, 2024. CONFIDENTIALse m th see se ties ye ies n secu will ased main sed consis owne ow ed secu se ury with he e accompanying 2024 ember 2 #### 5. Property and Equipment y Property and equipment are depreciated using the straight line method and are comprised of the following as of December 31, 2024: nd equipme d 20 | | | Estimated | |-------------------------------------------------|---------------|---------------| | | | Useful Lives | | Furniture and fixtures | \$
132,300 | 3 to 5 years | | Leasehold improvements | 1,443,777 | Term of Lease | | Software | 149,360 | 3 to 5 years | | | 1,725,437 | | | Less: Accumulated depreciation and amortization | (1,217,095) | | | | \$
508,342 | | | | | | The depreciation and amortization expense for the year ended December 31, 2024 was \$220,062. {16}------------------------------------------------ ### 6. Due from Clearing Broker Pursuant to an amended agreement with a clearing broker, the Company is required to maintain a clearing deposit of \$1,000,000, which is included in due to clearing broker, net in the accompanying statement of financial condition. In the normal course of its business, the Company indemnifies its clearing broker against specified potential losses in connection with its 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. e s fin ### 7. Revolving Note and Cash Subordination On October 15, 2021, the Company entered into a Revolving Note and Cash Subordination Agreement (the "Revised Agreement") with ICAP Securities USA LLC, an affiliate of ICAP Broker Holdings North America (IBHNA). On July 1, 2023, TP ICAP Global Markets Americas LLC assumed the role of lender of the Revolving Note and Cash Subordination Agreement (approved by FINRA). The Revised Agreement creates a \$4,000,000 line of credit with a draw down period that expires on October 15, 2025 and requires that any advances under the Revised Agreement be repaid by no later than October 15, 2026. CONFIDENTIALma e Subord Sub ate Broke RA). A Revised tober and ober 2025 The interest rates will be agreed to at the time of each advance. Any advances will be considered as liabilities of the Company, subordinated to claims of its general creditors, and will be available to be added back for net capital purposes. During the year ended December 31, 2024, the Company borrowed \$48,000,000 and repaid \$48,000,000 resulting in an open note balance of \$4,000,000. Borrowings during 2024 bore interest at 5.5% per annum through September 30, 2024 and from October 1, 2024 through December 31, 2024 the stated interest rate was 8.0%. ctober tober f A ach creditors, ecember 2024 \$4,000, \$4,0 Oct Oc ### 8. Net Capital Requirements The Company is subject to the SEC Uniform Net Capital Rule 15c3-1 under the Securities Exchange Act of 1934, (the "Rule"). The Company computes its net capital under the alternative method permitted by the Rule, which requires that the Company maintain minimum net capital, as defined. At December 31, 2024, the Company's net capital was approximately \$8,391,000 which was approximately \$8,141,000 in excess of its minimum requirement of \$250,000. ct Unif he comp at m Company appro pital quirement \$250, \$250 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. mpany f any exem s a g broke g ### 9. Concentration Substantially all of the cash assets of the Company are held by one bank and a single clearing broker-dealer. The Company has a significant cash receivable from its clearing broker and in addition all of the Company's securities owned are carried by this single clearing broker-dealer. The Company does not consider itself to be at any significant risk with respect to these concentrations. At times cash balances held by its bank exceed FDIC limits. As described in the preceding notes, the Company may hold unmatched principal positions and related short positions. When these securities positions arise, the amounts of the securities within the categories may be significant and may also represent securities issued by a small number of issuers. {17}------------------------------------------------ ### 10. Commitments and Contingencies The Company has entered into operating leases for its facilities in New Jersey and Florida. The Company records the expenses to occupy its facilities on a straight line basis over the lease term and are included in occupancy in the accompanying statement of operations. During the year ended December 31, 2024, the operating lease cost was \$573,000. As of December 31, 2024, maturities of the outstanding lease liability for the Company were approximately as follows: | | Year ending December 31: | | L | | |----------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------|----------------------------|--------| | | 2025 | \$ | A
A
676,000 | | | | 2026 | | 691,000
691,000 | | | | 2027 | | 705,000
705,000 | | | | 2028 | | I
I
48,000
48,000 | | | | Total | T
T
T | 2,120,000
2,120,0 | | | | Discount to present value | | 293,410
2 | | | | N
N
Lease Liability | \$ | 1,826,590 | | | | E
Weighted average remaining lease term: 2.42 years
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outfl
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\$662,000 and the variable lease payments were approximately \$79,000.
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significant | accounting | policies | notes. | | | | | | | Other information related to leases as of December 31, 2024: Weighted average remaining lease term: 2.42 years Weighted average discount rate: 3.5% For the year ended December 31, 2024, cash outflows related to operating leases were approximately \$662,000 and the variable lease payments were approximately \$79,000. 024, outflow outfl ments were approx appro ### 11. Segment Reporting The Company conducts its business activities and reports financial results as a single reportable segment, brokerage services segment. Using the management approach, qualitative and quantitative criteria established by ASC 280, the Company is considered to be a single reportable segment. The Chief Executive Officer, is also the CODM, makes decisions about allocating resources and assessing performance in a manner consistent with the way the Company operates its business and presents their financial results (see statement of operations). The nature of business and accounting policies of the brokerage services segment are the same as described in the organization and summary of significant accounting policies notes. sactiviti ac ment.ma ompany conside makes decisions decision Comp ns).b The following table presents the other required segment disclosures for the year ended December 31, 2024: g g table | Other segment disclosures | | | |--------------------------------------------|----------------|------------------| | Revenue from external customers | | \$
15,358,272 | | Commissions | | 12,659 | | Interest income | | 228,852 | | | Total Revenues | \$
15,599,783 | | | | | | Interest expense | | \$
30,498 | | Depreciation and amortization | | 220,062 | | Noncash financing activity – asset leasing | | 89,257 | | Segment assets | | 13,607,114 | | Expenditures for segment assets | | - | {18}------------------------------------------------ ### 12. Subsequent Events Management of the Company has evaluated events and transactions that have occurred since December 31, 2024 and through the date the financial statements were available to be issued and determined there are no material subsequent events that occurred during this period that would require recognition or disclosure in these financial statements. CONFIDENTIAL {19}------------------------------------------------ # First Brokers Securities LLC Computation of Net Capital Pursuant to Rule 15c3-1 of the Securities and Exchange Commission December 31, 2024 Supplemental Schedule I | Members' equity | \$
5,405,883 | |-------------------------------------------------------------------------------------|----------------------| | ĚĚ͗ | | | Liabilities subordinated to claims of general creditors allowable in | | | computation of net capital | 4,000,000
4,000,0 | | A
Discretionary liabilities | L
50,000
50 | | | | | Total capital and allowable subordinated liabilities | 9,455,883 | | | | | Deductions and/or charges | | | Nonallowable assets | | | Property and equipment, net of accumulated depreciation of \$1,271,095
\$1 \$ | 508,342 | | Receivable from broker-dealers | 738 | | Prepaid expenses and other assets | 378,384 | | Total nonallowable assets | 887,464 | | | | | Net capital before haircuts on securities positions
ecurities positions | 8,568,419 | | | | | Haircut on securities | 177,300 | | | | | Net capital | \$
8,391,119 | | | | | Minimum net capital requirement (under SEC Rule 15c3-1)
apital pital requirement | \$
250,000 | | | | | Excess net capital (\$8,391,119 - \$250,000)
(\$8,391 | \$
8,141,119 | | | | There are no material differences in the computation of net capital presented above and the computation of net capital reported in the Company's unaudited Form X-17A-5 Part IIA Focus filing as of December 31, 2024. o mate re See Report of Independent Registered Public Accounting Firm. {20}------------------------------------------------ # First Brokers Securities LLC Computation of Reserve Requirements and Information for Possession and Control Requirements for Brokers and Dealers Pursuant to SEC Rule 15c3-3 December 31, 2024 Supplemental Schedule II The Company is exempt from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934 in that the Company's activities are limited to those set forth in the conditions for exemption appearing in paragraph (k)(2)(ii). CONFIDENTIALxempt See Report of Independent Registered Public Accounting Firm. {21}------------------------------------------------ ![](_page_21_Picture_0.jpeg) ## **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Managing Members First Brokers Securities LLC We have reviewed management's statements, included in the accompanying Management Statement Regarding Compliance with the Exemption Provisions for SEC Rule 15c3-3, in which (1) First Brokers Securities LLC identified the following provisions of 17 C.F.R. §15c3-3(k) under which First Brokers Securities LLC claimed an exemption from 17 C.F.R. §240.15c3-3: (k)(2)(ii) (the "exemption provisions") and (2) First Brokers Securities LLC stated that First Brokers Securities LLC met the identified exemption provisions throughout the most recent fiscal year without exception. First Brokers Securities LLC's management is responsible for compliance with the exemption provisions and its statements. York, New CONFIDENTIAL**TI** M EC Rule 15c3-3 C.F.R.§15c3-3(k §15c3-3( 240.15c3-3: (k)(2)( Brokers Securities ear withou excep pr Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about First Brokers Securities LLC's compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. e withthe stan cordingly includ ecurities co n examination, the t rdingly, no dingly, we Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions set forth in paragraph (k)(2)(ii) of Rule 15c3-3 under the Securities Exchange Act of 1934. e aware s toabov th ( h k) New York, New York March 17, 2025 New {22}------------------------------------------------ # First Brokers Securities LLC Management Statement Regarding Compliance with the Exemption Provisions for SEC Rule 15c3-3 The management of First Brokers Securities LLC (the "Company") is responsible for its compliance with the exemption from SEC Rule 15c3-3, under the provisions of paragraph (k)(2)(ii) of that rule. Throughout the year ended December 31, 2024, the Company has been in compliance with such provision, without exception. To the best of its knowledge and belief, the Company states the following: - (1) The Company claimed an exemption from 17 C.F.R. § 240.15c3-3 under the provisions of 17 C.F.R. § 240.15c3-3 (k)(2)(ii); and - (2) The Company met the identified exemption provisions in 17 C.F.R. § 240.15c3-3(k)(2)(ii) throughout the most recent fiscal year without exception. Signature Robert H. Dower CFO Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.