# SLD AMERICA EQUITIES, INC. X-17A-5 (2026-03-06) — Broker-dealer annual report - Company: SLD AMERICA EQUITIES, INC. - Form: X-17A-5 - Filed: 2026-03-06 - Period: 2025-12-31 - Accession: 0000921271-26-000006 - CIK: 921271 - File #: 8-47089 - Type: Broker-dealer - Material weakness: No - Auditor: Deloitte & Touche, LLP - Auditor location: Chicago, IL - Contact: Conrad Kilian - Phone: 4706488668 - Email: conrad.kilian@resolutionlife.us - Website: resolutionlife.us - Signed by: Conrad Kilian (Financial Operations Principal) Original filing: https://www.sec.gov/Archives/edgar/data/921271/000092127126000006/public.pdf --- {0}------------------------------------------------ SLD AMERICA EQUITIES, INC. (SEC I.D. No. 8-47089) FINANCIAL STATEMENT AS OF DECEMBER 31, 2025, AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Filed pursuant to Rule 17a-5(e)(3) under the Securities Exchange Act of 1934 as a PUBLIC DOCUMENT. {1}------------------------------------------------ # UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response: SEC FILE NUMBER # ANNUAL REPORTS FORM X-17A-5 PART III | | SEC FILE NUMBER | |--|-----------------| | | | | | | OMB APPROVAL | |------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------|--------------------------------------------| | | UNITED STATES | OMB Number: | | SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL REPORTS
FORM X-17A-5
PART III | | Expires:
Estimated average burden | | | | | | | | | | | | 8-47089 | | | | | | | | | | | FACING PAGE | | | | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | | | | 01/01/25
FILING FOR THE PERIOD BEGINNING _____________________ AND ENDING ________ | 12/31/2
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____ | | | MM/DD/YY | MM/DD/YY | | | A.
REGISTRANT IDENTIFICATION | | | | | | | SLD America Equities, Inc. | NAME OF FIRM: _______________________________________________________________________ | | | | | | | TYPE OF REGISTRANT (check all applicable boxes): | | | | Broker-dealer | Security-based swap dealer | Major security-based swap participant | | Check here if respondent is also an OTC derivatives dealer | | | | | | | | | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | 1475 Dunwoody Drive | _____________________________________________________________________________________ | | | | (No. and Street) | | | West Chester | PA | 19380 | | (City) | _____________________________________________________________________________________
(State) | (Zip Code) | | | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | conrad.kilian@resolutionlife.us | | Conrad Kilian________________
(Name) | _
__(470)-648-8668__________
(Area Code – Telephone Number) | (Email Address) | | | B.
ACCOUNTANT IDENTIFICATION | | | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | | Deloitte & Touche, LLP | _____________________________________________________________________________________ | | | | (Name – if individual, state last, first, and middle name) | | | 111 South Wacker Drive | Chicago
_____________________________________________________________________________________ | IL
60606 | | (Address) | (City) | (State)
(Zip Code) | | October 20, 2003 | 34
_____________________________________________________________________________________ | | | | | (PCAOB Registration Number, if applicable) | | (Date of Registration with PCAOB)(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 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. {2}------------------------------------------------ | Conrad Kilian
tinancial report pertaining to the firm of LD America Equities, Inc. | swear (or affirm) that, to the best of my knowledge and belief, the
વર | |------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------| | of December 31 | 2 025_ is true and correct. I further swear (or affirm) that neither the company nor | | any
solely as that of a customer. " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " | partner, officer, director, or equivalent personal, has any proprietary interest in any account classified | ![](_page_2_Picture_2.jpeg) - - - - - - - - - - - - - - - - - - - - - - - - - - - {3}------------------------------------------------ ## **SLD America Equities, Inc. Statement of Financial Condition December 31, 2025** #### **Contents** | Report of Independent Registered Public Accounting Firm | 1 | | |---------------------------------------------------------|---|--| | Statement of Financial Condition | 2 | | | Notes to Financial Statement | 3 | | {4}------------------------------------------------ #### Deloitte & Touche LLP 111 S Wacker Dr Chicago, IL 60606 USA Tel: 312-486-1000 Fax: 312-247-1000 www.deloitte.com ### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors of SLD America Equities, Inc. 1475 Dunwoody Dr. West Chester, PA 19380 #### Opinion on the Financial Statement We have audited the accompanying statement of financial condition of SLD America Equities, Inc. (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. February 20, 2026 We have served as the Company's auditor since 2021. {5}------------------------------------------------ ## **SLD America Equities, Inc. Statement of Financial Condition December 31, 2025** | Assets | | | |-----------------------------------------------------------------------------------------------|----|-----------| | Cash | \$ | 1,958,258 | | Accounts receivable, net of allowance of \$3,064 | | 6,139 | | Prepaid expenses | | 18,049 | | Other assets | | 5,180 | | Total assets | \$ | 1,987,626 | | | | | | Liabilities and stockholder's equity | | | | Liabilities: | | | | Commissions payable | \$ | 1,514 | | Payable to affiliates | | 19,587 | | Total liabilities | \$ | 21,101 | | | | | | Contingencies (Note 6) | | | | | | | | Stockholder's equity: | | | | Common stock (\$1.00 par value; 250,000 shares authorized; 150,000 issued
and outstanding) | \$ | 150,000 | | Additional paid-in capital | | 2,031,967 | | Accumulated deficit | | (215,442) | | Total stockholder's equity | | 1,966,525 | | Total liabilities and stockholder's equity | \$ | 1,987,626 | *The accompanying notes are an integral part of this financial statement.* {6}------------------------------------------------ #### **1. Nature of Business and Ownership** The business of SLD America Equities, Inc. (the "Company") is to serve as principal underwriter for affiliated and third party insurance companies issuing and administering variable life policies and variable annuity contracts funded by interests in separate accounts established by such companies. The Company operates as a broker-dealer under the Securities Exchange Act of 1934, as amended, and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company is also registered as a broker-dealer with the appropriate state authorities and U.S. jurisdictions/territories, as applicable, to conduct business. The Company is a wholly-owned subsidiary of Security Life of Denver Insurance Company ("SLD" or "Parent"). The Company's securities activities are limited to variable life insurance and variable annuities. The Company does not carry customer accounts and is not required to make the periodic computation of reserve requirements for the exclusive benefit of customers. Accordingly, the Company is exempt from Securities and Exchange Commission ("SEC") Rule 15c3-3 under paragraph (k)(1). Effective October 30, 2025, following receipt of necessary regulatory approvals the Company underwent a change of control pursuant to which Nippon Life Insurance Company acquired 100% of the shares of the Company's indirect parent, Resolution Life Group Holdings Ltd. Management has determined that there were no material events through February 20, 2026 that would require an adjustment to or disclosure in the Company's financial statements. #### **2. Summary of Significant Accounting Policies** #### *Basis of Presentation* The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). #### *Use of Estimates* The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management believes that the estimates utilized in preparing its financial statements are reasonable and prudent. Actual results could differ from those estimates. *Cash* Cash represents cash on deposit with financial institutions. #### *Accounts Receivable, net* Accounts receivable are reported in the Statement of Financial Condition at net realizable value. Based on management's assessment, the Company provides for estimated uncollectible amounts through a valuation allowance in the period that the receivable is determined to be uncollectible. ### *Prepaid Expenses* The Company classifies expenses that are paid before the benefit is received as prepaid expense in the Statement of Financial Condition. This prepaid expense is charged to operations ratably over the period of benefit. {7}------------------------------------------------ #### *Revenue and Expense Recognition* Revenue is measured based on consideration specified in a contract with a customer and excludes any amounts collected on behalf of third parties. Commission revenue is recognized when the variable life policies and annuity contracts are issued, or when additional premiums are received on previously issued policies, which is the time at which they are earned. Commissions represent revenue earned by the Company in its role as wholesale distributor of variable life and variable annuity products. For these products, the Company provides distribution services at a point in time and shareholder services over time. With respect to commission revenue the Company has a single performance obligation to sell variable life policies and variable annuity contracts issued and administered by affiliated and thirdparty insurance companies. Renewal commission revenue is based on renewal premiums paid over-time and the estimate of these future commissions is constrained as the amount may vary significantly based on policyholder behavior and other factors. Commission revenue is therefore recognized when the constraint is resolved and the amount becomes determinable upon payment of the associated renewal premium. Distribution fee revenue is recognized when Operating expenses are allocated to (and incurred by) the Company, at which point the performance obligation is satisfied. Commission receivable of \$46 is included in Accounts receivable on the Statement of Financial Condition as of December 31, 2025. Commission expense, which reflects compensation to agents/brokers for products sold, is recognized when incurred. Commission payable of \$4,624 is included in Payable to affiliates on the Statement of Financial Condition as of December 31, 2025. Operating expenses incurred are described in the Related Party Transactions footnote. #### *Segment Reporting* SLD America Equities, Inc. has one reportable segment attributed to its role as wholesale distributor of variable life and variable annuity products. Given the Company reports as a single segment, the Net Capital reflects the operations of the Company. SLD America Equities, Inc. chief operating decision makers are the President, Vice President, Chief Compliance Officer, Chief Financial Officer and the Financial and Operations Principal. #### **3. Income Taxes** The Company reports no income; resulting in no tax expense, deferred tax assets or deferred tax liabilities. The Company has reviewed and evaluated the relevant technical merits of each of its tax positions in accordance with Accounting Standards Codification ("ASC") Topic 740, *Income Taxes*, and determined that there are no uncertain tax positions that would have a material impact on the financial statements of the Company. #### **4. Related Party Transactions** The Company distributes variable life policies and annuity contracts issued by SLD, an affiliate of the Company. The Company received revenue from the affiliate through a distribution fee. Payable related to distribution fees of \$14,963 are included in Payable to affiliates on the Statement of Financial Condition. Operating expenses of the Company are incurred when allocated from Resolution Life Services (US) Inc. pursuant to an expense sharing agreement with affiliates. {8}------------------------------------------------ # **SLD America Equities, Inc. Notes to Financial Statements** Amounts reported in the Statement of Financial Condition related to transactions and agreements with affiliates may not be the same as those recorded if the Company was not a wholly-owned subsidiary of its Parent. ### **5. Employee Benefit Plans** The employees of affiliated companies providing services to the Company are covered by 401(k) employee benefit plans that are administered by affiliates. The different plans have various eligibility standards, vesting requirements, and guidelines for matching. The Company had no separate employee benefit plan in 2025 and relied on its affiliated companies to cover all eligible employees. All benefits paid by these affiliates are charged back to the Company for reimbursement. #### **6. Contingencies** The Company is, from time to time, party to claims, lawsuits, and/or arbitrations arising in the course of its normal business activities. While it is not possible to forecast the outcome of such lawsuits/arbitrations, in light of existing insurance and established reserves, if any, it is the opinion of management that the disposition of such lawsuits/ arbitrations will not have a materially adverse effect on the Company's operations or financial position. The Company and its affiliates periodically receive informal and formal requests for information from various state and federal governmental agencies and self-regulatory organizations in connection with inquiries and investigations of the products and practices of the Company, its affiliates or the financial services industry. Such investigations and inquiries could result in regulatory action against the Company. The potential outcome of any such action is difficult to predict but could subject the Company or its affiliates to adverse consequences, including, but not limited to, settlement payments, penalties, fines and other financial liability. It is not currently anticipated that the outcome of any such action will have a material adverse effect on the Company. ### **7. Net Capital Requirements** The Company is subject to the SEC Uniform Net Capital Rule ("Rule 15c3-1"), 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 1. Rule 15c3-1 also provides that equity may not be withdrawn or cash dividends paid if the resulting aggregated indebtedness to net capital would exceed 12 to 1. As of December 31, 2025, the Company had net capital of \$1,938,311, which was \$1,933,311 in excess of its required net capital of \$5,000. The Company's ratio of aggregate indebtedness to net capital at December 31, 2025 was .01 to 1. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.