# WAVELAND CAPITAL PARTNERS LLC X-17A-5 (2024-03-25) — Broker-dealer annual report

- Company: WAVELAND CAPITAL PARTNERS LLC
- Form: X-17A-5
- Filed: 2024-03-25
- Period: 2023-12-31
- Accession: 0001005806-24-000001
- CIK: 1005806
- File #: 8-48962
- Type: Broker-dealer
- Material weakness: No
- Auditor: Ohab and Company, PA
- Auditor location: Maitland, FL
- Contact: Scott Dinh
- Phone: 949-706-5000
- Email: parn@ohabco.com
- Website: ohabco.com
- Signed by: Michael Greer (President)

Original filing: https://www.sec.gov/Archives/edgar/data/1005806/000100580624000001/wcpaudited2023sec.pdf

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL REPORTS FORM X-17 A-5 PART Ill FACING PAGE OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 SEC FILE NUMBER 8-48962 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 /2023 MM/DD/VY AND ENDING 12/31 /2023 MM/DD/YY A. REGISTRANT IDENTIFICATION NAME OF FIRM: WAVELAND CAPITAL PARTNERS LLC TYPE OF REGISTRANT (check all applicable boxes): 0 Broker-dealer 0 Security-based swap dealer 0 Check here if respondent is also an OTC derivatives dealer 0 Major security-based swap participant ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) 19800 MACARTHUR BLVD., SUITE 650 (No. and Street) IRVINE CA 92612 (City) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING MICHAEL GREER 949-706-5000 (Name) (Area Code - Telephone Number) (Email Address) B. ACCOUNTANT IDENTIFICATION INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* OHAB AND COMPANY, PA {Name - if individual, state last, first, and middle name) 100 E SYBELIAAVE., SUITE 130 MAITLAND FL 32751 (Address) {City) (State) {Zip Code) JULY 28, 2004 1839 l" of "'"'""''"" with PCAOB){lf •PPli~bl•) FOR OFFICIAL USE ONL V (PCAOB R•glnrntloo N"m'"· If •pplk•bl•) <sup>I</sup> \*Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public

accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-S(e)(l)(ii), If applicable.

Persons who are to respond to the 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**

| I, Michael Greer |  |  |  | , swear (or affirm) that, to the best of my knowledge and belief, the     |       |  |
|------------------|--|--|--|---------------------------------------------------------------------------|-------|--|
|                  |  |  |  | financial report pertaining to the firm of Waveland Capital Partners, LLC | as of |  |

12/31 2~ is true and correct. I further swear (or affirm) that neither the company nor any partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer. , ·Qt\ .#'

, , / vt<A-<( . *L* 1die: *I CC/Y* .f. *Y::-r* t.A.-:r~ *0 i/1.:•-./1.--iJ'l-Y(* \_P\_re\_s\_lde\_n\_t \_\_\_\_ l\_~-----------

f t /) 1 / *re* e Cl. .fh~ *ui e/L* Sig~1 yr1~/, ... v J·· */1/* . --~-·-···~~.·~-~

Notary Public

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

- iii (a) Statement of financial condition.
- D (b) Notes to consolidated statement of financial condition.
- Iii (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).
- iii (d) Statement of cash flows.
- iii (e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- D (f) Statement of changes in liabilities subordinated to claims of creditors.
- iii (g) Notes to consolidated financial statements.
- Iii (h) Computation of net capital under 17 CFR 240.15c3-1or17 CFR 240.18a-l, as applicable.
- D (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- D (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- D (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.
- D (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3.
- iii (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- D (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.
- Iii (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 240.15c3-3or17 CFR 240.18a-4, as applicable, If material differences exist, or a statement that no material differences exist.
- D (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- iii (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- D (r) Compliance report in accordance with 17 CFR 240.17a-5or17 CFR 240.18a-7, as applicable.
- Iii (s) Exemption report in accordance with 17 CFR 240.17a-5or17 CFR 240.18a-7, as applicable.
- D (t) Independent public accountant's report based on an examination of the statement of financial condition.
- iii (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.
- D (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5or17 CFR 240.18a-7, as applicable.
- ii (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.
- D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable.
- D (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). D (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.*

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| A notary public or other officer completing this certificate verifies only the identity of<br>the individual who signed the document to which this certificate is attached, and not<br>the truthfulness, accuracy, or validity of that document. |                                                                              |  |  |  |  |  |
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| State of California                                                                                                                                                                                                                              |                                                                              |  |  |  |  |  |
| <J yfAt/\ 1 ~<br>County of                                                                                                                                                                                                                       |                                                                              |  |  |  |  |  |
| Subscribed and sworn to (or affirmed) before me on this _'Z;_:-z, __ -_ day                                                                                                                                                                      | v\.l                                                                         |  |  |  |  |  |
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| proved to me on the basis of satisfactory evidence to be the perso~<br>who appeared before me.                                                                                                                                                   |                                                                              |  |  |  |  |  |
| MICHAEL ALLEN SHELLEY '<br>z<br>COMM. #2480551<br>Notary Public - Califernia<br>~<br>Orange County<br><br>My Comm. E ires Jan. 30, 2023                                                                                                          |                                                                              |  |  |  |  |  |
| (Seal)                                                                                                                                                                                                                                           | Signature                                                                    |  |  |  |  |  |

# Optional Information

Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this jurat to an unauthorized document and may prove useful to persons relying on the attached document.

# Description of Attached Document

This certificate is attached to a document titled/for the purpose of

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Waveland Capital Partner, LLC Report Pursuant to Rule 17a-5 Financial Statements For the Year Ended December 31, 2023

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# **Table of Contents**

| Report of Independent Auditors                             |     |  |  |  |
|------------------------------------------------------------|-----|--|--|--|
| Financial Statements                                       |     |  |  |  |
| Statement of Financial Condition                           | 2   |  |  |  |
| Statement of Operations                                    | 3   |  |  |  |
| Statement of Changes in Member's Equity                    | 4   |  |  |  |
| Statement of Cash Flow                                     | 5   |  |  |  |
| Notes to Financial Statements                              | 6-9 |  |  |  |
| Schedule I Computation of Net Capital Requirements         | 10  |  |  |  |
| Schedule II Computation for Determining of Reserve         | 11  |  |  |  |
| Schedule Ill Information Relating to Possession or Control | 12  |  |  |  |

PAGE

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I 00 E. Sybclia Ave. Suitt: 130 Maitland. FL 32751

*Certified P11hlic Acco11n1a11ts*  Email; parn@ohabco.com

Telephone 407-740-7311 Fax 407-740-6441

#### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Members of Waveland Capital Partners, LLC

#### **Opinion on the Financial Statements**

We have audited the accompanying statement of financial condition of Waveland Capital Partners, LLC as of December 31, 2023, the related statements of operations, changes in member's equity, 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 Waveland Capital Partners, LLC as of December 31, 2023, 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.

#### **Basis for Opinion**

These financial statements are the responsibility of Waveland Capital Partners, LLC's management. Our responsibility is to express an opinion on Waveland Capital Partners, 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 Waveland Capital Partners, 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.

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.

#### **Auditor's Report on Supplemental Information**

The Schedules I, II and Ill have been subjected to audit procedures performed in conjunction with the audit of Waveland Capital Partners, LLC's financial statements. The supplemental information is the responsibility of Waveland Capital Partners, 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 Schedules I, II and Ill are fairly stated, in all material respects, in relation to the financial statements as a whole.

We have served as Waveland Capital Partners, LLC's auditor since 2018.

Maitland, Florida

March 19, 2024

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### Waveland Capital Partners, LLC Statement of Financial Condition December 31, 2023

#### Assets

| Cash and cash equivalents             | \$ 1,145,603 |
|---------------------------------------|--------------|
| Accounts receivable                   | \$<br>31,463 |
| Prepaid expense                       | 73           |
| Investments                           |              |
| Total assets                          | \$ 1,177,138 |
| Liabilities and Member's Equity       |              |
| Liabilities                           |              |
| Accounts payable                      | \$<br>35,337 |
| Accrued expenses - related party      | 18,938       |
| Total liablilities                    | 54,275       |
| Member's equity                       |              |
| Member's equity                       | 1,122,863    |
| Total member's equity                 | 1,122,863    |
| Total liabilities and member's equity | \$ 1,177,138 |

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### Waveland Capital Partners, LLC Statement of Operations For the Year Ended December 31, 2023

#### Revenues

| Commission income<br>Mutual fund and 128-1 Trail income<br>Other income | \$<br>\$  | 2,726,868<br>6,153<br>425 |  |
|-------------------------------------------------------------------------|-----------|---------------------------|--|
| Total revenues                                                          | 2,733,446 |                           |  |
| Expenses                                                                |           |                           |  |
| Employee compensation and benefits                                      |           | 1,627,607                 |  |
| Occupancy expense                                                       |           | 31,200                    |  |
| Professional fees                                                       |           | 91,000                    |  |
| Licenses and Permits                                                    |           | 19,271                    |  |
| Other operating expenses                                                |           | 33,325                    |  |
| Total expenses                                                          |           | 1,802,403                 |  |
| Net income before income tax provision                                  |           | 931,043                   |  |
| Income tax                                                              |           | 13,100                    |  |
| Net income                                                              | \$        | 917,943                   |  |

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### Waveland Capital Partners, LLC Statement of Changes in Member's Equity For the Vear Ended December 31, 2023

|                              | Member's Equity |  |  |
|------------------------------|-----------------|--|--|
| Balance at December 31, 2022 | \$<br>204,920   |  |  |
| Net income (loss)            | 917,943         |  |  |
| Balance at December 31, 2023 | \$<br>1,122,863 |  |  |

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### Waveland Capital Partners, LLC Statement of Cash Flows For the Year Ended December 31, 2023

|              | 917,943         |
|--------------|-----------------|
|              |                 |
|              |                 |
|              |                 |
| (13,495)     |                 |
| 183          |                 |
|              |                 |
| (59,175)     |                 |
|              | (72,487)        |
|              | 845,456         |
|              | 845,456         |
|              | 300,147         |
|              | \$<br>1,145,603 |
|              |                 |
|              |                 |
|              |                 |
| \$<br>13,100 |                 |
| \$<br>\$     | \$              |

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### Waveland Capital Partners, LLC Notes to Financial Statements December 31, 2023

### Note 1: GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES *General*

Waveland Capital Partners, LLC ("the Company") was organized on August 8, 1995 under the name Mercer Global Securities, LLC. In September 2001 the Company was sold to United Equity Holdings, LLC who changed its name to Waveland Securities, LLC. On March 28, 2005, Waveland Securities , LLC changed its name to Waveland Capital Partners, LLC. The Company is a registered broker/dealer in securities under the Securities Exchange Act of 1934 and is a member of the Financial Industry Regulatory Authority ("FINRA") and the Securities Investor Protection Corporation ("SIPC").

The Company is a wholly-owned subsidiary of Waveland Capital Group (the "Parent"), and is affiliated through common ownership with Waveland Management Group ("WMG").

Under its membership agreement with FINRA and pursuant to Rule 15c3-3{k)(2)(ii), the Company no longer conducts any trading activities. Accordingly, the Company is exempt from the requirement of Rule 15c3-3 under the Securities Exchange Act of 1934 pertaining to the possession or control of customer assets and reserve requirements.

The Company operates as the Managing Broker Dealer for Regulation D Offerings for which it receives a fee as proceeds are raised for the fund.

### *Summary of Significant Accounting Policies*

The presentation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenue and expenses during the reporting period. Actual results could differ from those estimates.

For purposes relating to the statement of cash flows, the Company has defined cash equivalents as highly liquid investments, with original maturities of less than three months, that are not held for sale in the ordinary course of business.

Commissions receivable are stated at face amount with no allowance for doubtful accounts. An allowance for doubtful accounts is not considered necessary because probable uncollectible accounts are immaterial.

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### Waveland Capital Partners, LLC Notes to Financial Statements December 31, 2023

#### Revenue Recognition

The Company recognizes fee income at the point in time on trade-date basis as the Managing Broker Dealer in accordance with terms stipulated in its engagement contracts, when the Company has no further continuing obligations and collection is reasonably assured.

The recognition and measurement of revenue is based on the assessment of the contract terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; whether revenue should be presented gross or net of certain costs; and whether constraints on variable consideration should be applied due to uncertain future events. Management believes that the performance obligation is satisfied on the trade date of the individual placement because that is when the underlying financial instrument is identified and the pricing is agreed upon. The Company's services that fall with the scope of ASC 606 are presented within the Revenue section of the Statement of Operations and are recognized as fee revenue as the Company satisfies its obligation to the customer.

#### Credit Losses

The Company follows ASC Topic 326, Financial Instruments - Credit Losses ("ASC 326"). 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 the accounting update, the Company has the ability to determine that there are no expected credit losses in certain circumstances (e.g., based on the credit quality of the customer).

The Company had accounts receivable as of December 31, 2022 and 2023 of \$17,967.50, and \$31,462.50, respectively.

The Company has evaluated events subsequent to the balance sheet date for items requiring recording or disclosure in the financial statements. The evaluation was performed through January 25, 2024, which is the date the financial statements were available to be issued. Based upon this review, the Company has determined that there were no events which took place that would have a material impact on its financial statements.

#### Note 2: INCOME TAXES

The Company is treated as a disregarded entity for federal income tax purposes, in accordance with single member limited liability company rules. All tax effects of the Company's income or loss are passed through to the Parent. Therefore, no provision or liability for Federal Income Taxes is included in these financial statements.

The Company is subject to a minimum franchise tax. As of December 31, 2023, the income tax provision consists of the following:

| State taxes                | \$<br>13,100 |
|----------------------------|--------------|
| Total income tax provision | \$<br>13,100 |

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## Waveland Capital Partners, LLC Notes to Financial Statements Decemhe1· 31, 2023

State income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related to differences between the financial and income tax bases of assets and liabilities. The deferred tax assets and liabilities, if any, represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.

The Company accounts for uncertain tax positions in accordance with accounting principles generally accepted in the United States of America (GAAP). No amounts have been recognized or disclosed related to uncertain tax positions. The Company would record interest expense and penalties related to uncertain tax positions as interest expense and other operating expense, respectively.

The Company is required to file income tax returns in state tax jurisdictions. The Company's tax returns are subject to examination by taxing authorities in the jurisdictions in which it operates in accordance with the normal statutes of limitations in the applicable jurisdiction. The statute of limitations for state purposes is generally three years, but may exceed this limitation depending upon the jurisdiction involved. Returns that were filed within the applicable statute remain subject to examination. As of December 31, 2023, the state has not proposed any adjustment to the Company's tax position.

#### Note 3: RELATED PARTY TRANSACTION

The Company is affilitated through common ownership with an enity who serves as the general partner of the fund. The Company conducts certain related party transactions with the Parent and WMG. For the year ended December 31, 2023, the Company total allocated expense is \$1,802,926, and was charged \$1,784,138 as of December 31, 2023 by WMG, which serves as an administrative cost center. These reimbursements are made in accordance with an expense reimbursement agreement. Included in this charge are allocated rent (\$31,200), payroll expenses (\$1,608,818), and other costs (\$144,120) for the year ended December 31, 2023. The affilliated entity is owed \$18,788.00 at December 31, 2023.

#### Note 4: COMMITMENTS AND CONTINGENCIES

The Company has no commitments and contingencies as of the year ended December 31, 2023.

#### Note 5: GUARANTEES

FASB ASC 460, Guarantees, requires the Company to disclose information about its obligations under certain guarantee arrangements. FASB ASC 460 defines guarantees as contracts and indemnification agreements that contingently require a guarantor to make payments to the guaranteed party based on changes in an underlying factor (such as an interest or foreign exchange rate, security or commodity price, an index or the occurrence or nonoccurrence of a specified event) related to an asset, liability or equity security of the guarantor to make payments to the guaranteed party based on another entity's failure to perform under an agreement as well as indirect guarantees of indebtedness of others.

The company has issued no guarantees at December 31, 2023 or during the year then ended.

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### Waveland Capital Partners, LLC Notes to Financial Statements December 31, 2023

#### Note 6: LEASE COMMITMENT

In February 2016 the FASB issued ASU 2016-02, Leases - (Topic 842). ASU 2016-02 will require the recognition of lease assets and lease liabilities on the balance sheet to the rights and obligations created by lease agreements, including for those leases classified as operating leases under previous GAAP, along with the disclosure of key information about leasing arrangements. The Company has elected not to apply the recognition requirements ofTopic 842 relating to its short-term office lease and instead has elected to recognize the lease payments as lease cost on a straight line basis over the lease term. The company has no such lease at December 31, 2023.

#### Note 7: NET CAPITAL 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 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 capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1. Net capital and aggregate indebtedness change day to day, but on December 31, 2023, the Company had net capital of \$1,091,328 which was \$1,086,328 in excess of its required net capital of \$5,000; and the Company's ratio of aggregate indebtedness (\$54,275) to net capital was .05 to 1, which is less than the 15 to 1 maximum allowed.

### Note 8: COMP ANY CONDITION

Management expects the Company to continue as a going concern and the accompanied financial statements have been prepared on a going-concern basis without adjustment for realization in the event the Company ceases to continue as a going concern.

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# Waveland Capital Partners, LLC Schedule I- Computation of Net Capital Requirements Pursuant to Rule 15c3-1 As of December 31, 2023

### Computation of net capital

| Member's equity                                |          | \$<br>1,122,863 |                |
|------------------------------------------------|----------|-----------------|----------------|
| Total member's equity                          |          |                 | \$ 1,122,863   |
| Less: Non-allowable assets                     |          |                 |                |
| Accounts receivable                            |          | \$<br>(31,463)  |                |
| Prepaid expense                                |          | \$<br>(73)      |                |
| Total non-allowable assets                     |          |                 | \$<br>(31,535) |
| Net capital                                    |          |                 | \$ 1,091,328   |
| Computation of net capital requirements        |          |                 |                |
| Minimum net capital requirements               |          |                 |                |
| 6 2/3 percent of net aggregate indebtedness    |          | \$<br>3,618     |                |
| Minimum dollar net capital required            |          | \$<br>5,000     |                |
| Net capital required (greater of above)        |          |                 | \$<br>(5,000)  |
| Excess net capital                             |          |                 | \$ 1,086,328   |
| Ratio of aggregate indebtedness to net capital | 0.050: 1 |                 |                |

There was no material difference between net capital computation shown here and the net capital computation shown on the Company's unaudited Form X-17A-5 report dated December 31, 2023.

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# Waveland Capital Partners, LLC Schedule II - Computation for Determining of Reserve Requirements Pursuant to Rule 15c3-3 As of December 31, 2023

A computation of reserve requirements is not applicable to Waveland Capital Partners, LLC as the Company qualifies for exemption under Rule 1Sc3-3(k)(2)(ii}.

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# Waveland Capital Partners, LLC Schedule III - Information Relating to Possession or Control Requirements Pursuant to Rule 15c3-3 As of December 31, 2023

Information relating to possession or control requirements is not applicable to Waveland Capital Partners, LLC as the Company qualifies for exemption under Rule 15c3-3(k)(2)(ii).

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100 E. Sybclia /\ve. Suile 130 Mailland, FL 32751

*Certijied Public ;lcco1111to11ts*  Email: pam@ohabco.com

Telephone 407-740-7311 Fax 407-740-6441

#### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Members of Waveland Capital Partners

We have reviewed management's statements, included in the accompanying Exemption, in which (1) Waveland Capital Partners identified the following provision(s) of 17 C.F.R. §15c3-3(k) under which Waveland Capital Partners claimed the following exemption(s) from 17 C.F.R. §240.15c3-3: (k)(2)(ii) and (2) Waveland Capital Partners stated that Waveland Capital Partners met the identified exemption provisions throughout the most recent fiscal year without exception.

The Company is also filing this Exemption Report because the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 are limited to effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent. In addition, the Company did not directly or indirectly receive, hold, or otherwise owe funds or securities ior or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; did .not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

Waveland Capital Partners' management is responsible for compliance with the provisions contemplated by Footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 and related SEC Staff Frequently Asked Questions and its statements.

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 Waveland Capital Partners' 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.

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(s) (k)(2)(ii) of Rule 15c3-.3 under the Securities Exchange Act of 1934 and the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to i 7 C.F.R. § 240.17a-5, and related SEC Staff Frequently Asked Questions.

Maitland, Florida March 19, 2024

{18}------------------------------------------------

#### **\Vm,·eland Capitnl l'nrtncrs' Exemptlort Report**

Waveland Capital Purtnern, LLC (the "Compuny") is n registered brokcr-dc::\ler subject to Rule l 7a-5 promulgukd by the Sec\lrities nnd Exchnnge. Conunission (17 C.F.R. §240.17a-5, "Rcpl1rts to he made hy certain brnkcrn and dealers"). Thi!-: Exl•mption Report wus prepared as i·equlred by l 7C.F.R. § 240.17n-5(d)(I) and (4). To the best of its knowledge nnd belicl~ the Company stares the fol lowing:

- (1) The Company claimed an exemption frotn 17 c.r.R. *§* 240.lScJ-3 under the following provisions of 17 C. F.R. §240. I 5c3-3 (k)(2)(ii).
- (2) The. Company met the icfontificd exemption provisions in l 7 CF.R. §240.15c3-3 (k)(2)(ii) throu[lhnut the most recent fiscal year without exception.
- (3) The C'ompimy is also filing thi:-; Exemption Report because the Company's other husines.'> activitici; contemplated by Foutno[c 74 of the SEC Release No. 34-70073 udopting amendmm1ls lo 17 C. F. R. § 240.17n-5 arc limited to ( l) effecting securities tran:mctions via subscriptioni; on a subscription way basis where the funds arc pnynbk *to* the issuer or its agc11t and not to the Company; (2) receiving transnction-based compensation for referring securities transactions to other broker-dealers, and the Company (I) did not directly or indirectly 1·cc~~ivc, ht, Id, orothi;,'l'wisc owo t\md.s or securities for or (O customel's, (l)the1· llum mo11ey 01· other con.~iden1tion received and promptly transmitted in compliance with paragraph {a) or (b)(2) of Rule 15c2·4 and/or funds rc.ccivcd and promptly transrnittcd for d'ti:cting transactions viii subsc.rititions on 11 subscription way basis whore. the funds arc pnyable to tho iss11er or its agent and not lo the Com puny); (2) did not carry accounts of or for customcl's; and (3) did not cany PAB accounts (as defined in Ruic l 5c3-3) throughout the riiom 1·ecent fiseul year without exce1)tion,

Wnvcland Cnpi!ul Pnrtners, LLC

r, Michael Greer, swear (or affirm) tlrnt, to my best knowledge and belief, this Exemption Report is true, and

""'~-

Title: President 0 I /24/2024


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