# WAVELAND CAPITAL PARTNERS LLC X-17A-5 (2026-04-14) — Broker-dealer annual report - Company: WAVELAND CAPITAL PARTNERS LLC - Form: X-17A-5 - Filed: 2026-04-14 - Period: 2025-12-31 - Accession: 0001005806-26-000001 - 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 - Signed by: Adam Dooley (President) Original filing: https://www.sec.gov/Archives/edgar/data/1005806/000100580626000001/auditedwcpii.pdf --- {0}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** OMB APPROVAL OMB Number: ϯϮϯϱͲϬϭϮϯ Expires: EŽǀ͘ϯϬ͕ϮϬϮϲ Estimated average burden hours per response: > SEC FILE NUMBER 8-48962 # **ANNUAL REPORTS FORM X-17A-5 PART III** **FACING PAGE** **Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNING \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ AND ENDING \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ 01/01/2025 12/31/2025 MM/DD/YY MM/DD/YY **A. REGISTRANT IDENTIFICATION** #### NAME OF FIRM: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ WAVELAND CAPITAL PARTNERS LLC 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.) #### \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ 19800 MACARTHUR BLVD., STE 650 | | | (No. and Street) | | | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------|------------------------------------------------------------|--------------------------------------------|------------| | IRVINE
_____________________________________________________________________________________ | | CA | | 92612 | | (City) | | (State) | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | Adam
Dooley
_____________________________________________________________________________________ | | 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
Sybelia
Ave.,
_____________________________________________________________________________________ | STE
130 | Maitland | FL | 32751 | | (Address) | | (City) | (State) | (Zip Code) | | July
28,
2004
_____________________________________________________________________________________ | | | 1839 | | | (Date of Registration with PCAOB)(if applicable) | | | (PCAOB Registration Number, if applicable) | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | \* Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 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}------------------------------------------------ #### **OATH OR AFFIRMATION** I, ~~--------------------' swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of W'1H,,-,rt- lrA *,,,.J\_* ~\* ~I /11',,r~ ~r I '- *L.* e\_, , as of *9~6-V JI* 21.n✓, 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 ac ount classified solely as that of a customer. / *e* L ~ fr7l c-1,, c\_ .L\_ ,,,1PV./1 *i* 1**:...,.,.\_,..1** c-- Signature: Title: President 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 perlod(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 (fl 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 240.15c3-1 or 17 CFR 240.lBa-1, as applicable. - D (i) Computation of tangible net worth under 17 CFR 240.lBa-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.lBa-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.lBa-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.lBa-1, or 17 CFR 240.lBa-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.lBa-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.lBa-7, as applfcable. - D (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.lBa-7, as applicable. - iii (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.lBa-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.lBa-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-S or 17 CFR 240.lBa-7, as applicable. - iii (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-S or 17 CFR 240.lBa-7, as applicable. - D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le 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. {2}------------------------------------------------ | A notary public or other officer completing this certificate verifies only the identity of
the individual who signed the document to which this certificate is attached, and not
the truthfulness, accuracy, or validity of that document. | | |--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------| | State of California | | | (7V C:l County of | | | Subscribed and sworn to (or affirmed) before me on this
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MICHAh ALLEN SHEL°LEY ' | | | COMM. #2480551
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Notary Public • California
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Orange County

M Comm. Expires Jan. 30, 2028
(Seal) | | # Optional Information Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this ju rat 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 (A . .-. -*!vi* / *f..,J e,,* / / *VM* ✓ ~~ e: / @ *µ Jv. ·")* ~ Ct *l'-V" :* 1 *ti'-.* **/1,,-,.1"'-** '""'- ,\_\_, *lI~/ ,--v-,1-/ p,rv--,-...,,)(-/7.4* -~ //"- *,,,.-.j-* //f1 *v* vi *t:-,,.,..l.* cl,,, r: J-,\_/ / ,{ ✓ /,.,,. tA--'J '-*t-* c,.. containing \_\_\_ pages, and dated \_\_\_\_\_\_\_\_\_\_\_\_\_ \_ | Method of Affiant Identification | |-------------------------------------------------------| | Proved to me on the basis of satisfactory evidence: | | 0 form(s) of identification
O credible witness(es) | | Notarial event is detailed in notary journal on: | | Page#___ Entry# | | | | ___________
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_ | | Other | | -----
D Affant(s) Thumbprint(s) D Describe: | | | | | | | | | | | | | | | | | | | {3}------------------------------------------------ **Waveland Capital Partner, LLC Report Pursuant to Rule 17a-5 Financial Statements For the Year Ended December 31, 2025** {4}------------------------------------------------ # **Table of Contents** | | PAGE | |------------------------------------------------------------|------| | Report of Independent Auditors | 1 | | 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 | | | | {5}------------------------------------------------ ![](_page_5_Picture_0.jpeg) I ()0 I ~) bclia /we. "-uitc I J() M111lland, 11 ~'.!75 I *Certified l'uh/ic .-1ccmmtunts* I 1m11J • pam II nh:11"1,·t,.1:Hm Telephone 407-740-73 I 1 Fax 407-740-6441 #### REPORT OF **INDEPENDENT** REGISTERED PUBLIC **ACCOUNTING FIRM** To the Member 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 , 2025, the related statements of operations. changes m members equity and cash flows for the year then ended and the related notes (collectively referred to as the "financial statements ) In our opIrnon, the financial statements present fairly m all matenal respects the financial position of Waveland Capital Partners. LLC as of December 31 2025, and the results of ,ts operations and ,ts cash flows for the year then ended 1n conformity with accounting principles generally accepted In the United States of America #### **Basis for Opinion** These financial statements are the respons1b1hty of Waveland Capital Partners, LLC management Our respons1bIhty rs 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 nsks 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 fmanc1al statements We beheve that our audit provides a reasonable basis for our opinion ### Auditor's **Report** on Supplemental Information The Schedule I, Computation of Net Capital Under Rule 15c3-1, Schedule II, Computation for Determining of Reserve Requirements Pursuant to Rule 15c3-3 and Schedule Ill, Information Relating to Possession or Control Requirements Pursuant to Rule 15c3-3 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 respons1bllIty 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 m the supplemental information. In forming our opinion on the supplemental information. we evaluated whether the supplemental information, including its form and content, 1s presented in conformity with 17 C.F.R. §240. Ha-5 In our opinion, the Schedule I, Computation of Net Capital Under Rule 15c3-1, Schedule II. Computation for Determining of Reserve Requirements Pursuant to Rule 15c3-3 and Schedule Ill, Information Relating to Possession or Contrnl Requirements Pursuant to Rule 15c3-3 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 April 11 2026 {6}------------------------------------------------ ## **Waveland Capital Partners, LLC Statement of Financial Condition December 31, 2025** #### **Assets** | Cash and cash equivalents
Accounts receivable
Prepaid expense
Investments | \$
\$ | 211,373
90,318
1,403 | |------------------------------------------------------------------------------------|----------|----------------------------| | Total assets | \$ | 0
303,093 | | Liabilities and Member's Equity | | | | Liabilities | | | | Accounts payable - related party
Accrued expenses - related party | \$ | 16,225
85,274 | | Total liablilities | | 101,499 | | Member's equity | | | | Member's equity | | 201,594 | | Total member's equity | | 201,594 | | Total liabilities and member's equity | \$ | 303,093 | {7}------------------------------------------------ ## **Waveland Capital Partners, LLC Statement of Operations For the Year Ended December 31, 2025** #### **Revenues** | Commission income
Mutual fund and 12B-1 Trail income
Other income | \$
\$ | 1,927,157
8,962
300 | |-------------------------------------------------------------------------|----------|---------------------------| | Total revenues | | 1,936,420 | | Expenses | | | | Employee compensation and benefits | | 2,275,644 | | Occupancy expense | | 31,200 | | Professional fees | | 192,702 | | Licenses and Permits | | 22,426 | | Other operating expenses | | 30,147 | | Total expenses | | 2,552,118 | | Net income before income tax provision | | (615,699) | | Income tax | | 7,100 | | Net income | \$ | (622,799) | {8}------------------------------------------------ ## **Waveland Capital Partners, LLC Statement of Changes in Member's Equity For the Year Ended December 31, 2025** | | Member's Equity | | | |------------------------------|-----------------|--|--| | Balance at December 31, 2024 | \$
324,393 | | | | Net income (loss) | (622,799) | | | | Contribution | 500,000 | | | | Balance at December 31, 2025 | \$
201,594 | | | {9}------------------------------------------------ ## **Waveland Capital Partners, LLC Statement of Cash Flows For the Year Ended December 31, 2025** | Cash flow from operating activities:
Net income (loss)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities: | | \$
(622,799) | |--------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------|-----------------| | (Increase) decrease in assets: | | | | Accounts receivable | \$
18,175 | | | Prepaid expense | (1,079) | | | Increase (decrease) in liabilities: | | | | Accounts payable and accrued expenses | (16,131) | | | Total adjustments | | 965 | | Net cash and cash equivalents provided by (used in) operating activities | | (621,833) | | Cash flow from financing activities: | | | | Member's contribution | \$
500,000 | | | Net cash and cash equivalents provided by operating activities | | 500,000 | | Net increase in cash and cash equivalents | | (121,833) | | Cash and cash equivalent at beginning of year | | 333,206 | | Cash and cash equivalent at end of year | | \$
211,373 | | Supplemental disclosure of cash flow information: | | | | Cash paid during the year for: | | | | Interest | \$ | | | Income taxes | \$
7,100 | | {10}------------------------------------------------ ## **Waveland Capital Partners, LLC Notes to Financial Statements December 31, 2025** ## **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. #### Segment Reporting The Company is engaged in a single line of business as a securities broker-dealer, and operates as the Managing Broker Dealer for Regulation D Offerings. The Company has identified its President as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies. The company derived 81 percent of its total revenues from a single external customer in 2025. ### 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. {11}------------------------------------------------ ## **Waveland Capital Partners, LLC Notes to Financial Statements December 31, 2025** 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. #### 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, 2024 and 2025 of \$108,492.50, and \$90,317.56 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, 2025, 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. {12}------------------------------------------------ ## **Waveland Capital Partners, LLC Notes to Financial Statements December 31, 2025** The Company is subject to a minimum franchise tax. As of December 31, 2025, the income tax provision consists of the following: | State taxes | \$
7,100 | |----------------------------|-------------| | | | | Total income tax provision | | 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, 2025, 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 entity 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, 2025, the Company total allocated expense is \$2,393,489, and was charged \$2,308,215 as of December 31, 2025 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 (\$2,263,695), and other costs (\$13,320) for the year ended December 31, 2025. The affilliated entity is owed \$101,499 at December 31, 2025. ## **Note 4: COMMITMENTS AND CONTINGENCIES** The Company has no commitments and contingencies as of the year ended December 31, 2025. {13}------------------------------------------------ ## **Waveland Capital Partners, LLC Notes to Financial Statements December 31, 2025** ## **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, 2025 or during the year then ended. ## **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 of Topic 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, 2025. ## **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, 2025, the Company had net capital of \$195,147, which was \$188,381 in excess of its required net capital of \$6,767; and the Company's ratio of aggregate indebtedness (\$101,499) to net capital was .52 to 1, which is less than the 15 to 1 maximum allowed. ## **Note 8: COMPANY CONDITION** The Company has a loss for the year ended December 31, 2025, and has received capital contribution from its Parent for working capital. The Company Parent has agreed to provide capital contributions to the Company as necessary for it to continue operations and to maintain compliance with minimum net capital requirements. 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. {14}------------------------------------------------ # **Waveland Capital Partners, LLC Schedule I - Computation of Net Capital Requirements Pursuant to Rule 15c3-1 As of December 31, 2025** ## **Computation of net capital** | Member's equity | | \$
201,594 | | |-----------------------------------------------------------------------------|----------|---------------|---------------| | Total member's equity | | | \$
201,594 | | Less: Non-allowable assets | | | | | Accounts receivable | | \$
(5,044) | | | Prepaid expense | | \$
(1,403) | | | Total non-allowable assets | | | \$
(6,447) | | Net capital | | | \$
195,147 | | Computation of net capital requirements
Minimum net capital requirements | | | | | 6 2/3 percent of net aggregate indebtedness | | \$
6,767 | | | Minimum dollar net capital required | | \$
5,000 | | | Net capital required (greater of above) | | | \$
(6,767) | | Excess net capital | | | \$
188,381 | | Ratio of aggregate indebtedness to net capital | 0.52 : 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, 2025. {15}------------------------------------------------ ## Waveland Capital Partners, LLC Schedule II - Computation for Determining of Reserve Requirements Pursuant to Rule 15c3-3 As of December 31, 2025 With respect to the Computation for Determination of Reserve Requirements under Rule 15c3-3, the Company does not claim an exemption under paragraph (k) of SEA Rule 15c3-3 pertaining to certain other business activities that the Company performs in reliance upon Footnote 74 of the SEC Release No. 34-70073. The Company does not hold customer funds or securities. {16}------------------------------------------------ ## Waveland Capital Partners, LLC Schedule III - Information Relating to Possession or Control Requirements Pursuant to Rule 15c3-3 As of December 31, 2025 With respect to the Information Relating to the Possession or Control Requirements under Rule 15c3-3, the Company does not claim an exemption under paragraph (k) of SEA Rule 15c3-3, pertaining to certain other business activities that the Company performs in reliance upon Footnote 74 of the SEC Release No. 34-70073. The Company does not hold customer funds or securities. {17}------------------------------------------------ ![](_page_17_Picture_0.jpeg) IOO I \) bd in Ave. S11itc 13() Mmlland 1-1 1,,751 Certified f'11blic .·lu:nuntaflts I 111:111 • p,,m" oh~1n..:n.,·om ·1 elephonc 407-740-73 I I l·a.x 407-740-M4 I #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING **FIRM** To the Member of Waveland Capital Partners, LLC We have reviewed management's statements, included in the accompanying Rule 15c3-3 Exemption Report pursuant to SEC Rule 17a-5, in which (1) Waveland Capital Partners, LLC (the Company) did not claim an exemption under paragraph (k) of 17 C F R §240 15c3-3 and (2) the Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business act1v1t1es exclusively to effecting securities transactions via subscriptions on a subscnptton way basis where the funds are payable to the issuer or its agent and not to the Company. rece1v1ng transaction-based compensation for refernng securities transactions to other broker-dealers ln addition, the Company did not directly or indirectly receive, hold or otherwise owe funds or securities for or to customers, (other than money or other cons1derat1on received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4and/or funds received and promptly transmitted for effecting transactions via subscnpt1ons 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 m Rule 15c3-3) throughout the most recent fiscal year without exception. Waveland Capital Partners, LLC's management is responsible for compliance wtth the prov1s1ons contemplated by Footnote 74 of SEC Release No 34-70073 adopting amendments to 17 C FR § 240 17a-5 and related SEC Staff Frequently Asked Questions and ,ts statements Our review was conducted m accordance with the standards of the Pubhc Company Accounting Oversight Board (United States) and, accordingly, included 1nqumes and other required procedures to obtain evidence about Waveland Capital Partners, LL C's compliance with the prov1s1ons of Footnote 74 A review is substantially less in scope lhan an examination the obJecttve of which 1s the expression of an opinion on management's statements Accordingly. we do not express such an opm1on Based on our review we are not aware of any material mod1f1cations that should be made to management's statements referred to above tor them to be fairly stated. m all material respects. based upon the Company s business acttv1t1es contemplated by Footnote 74 of the SEC Release No 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5, and related SEC Staff Frequently Asked Questions Ohab and Company, PA Maitland Florida April 11, 2026 {18}------------------------------------------------ ## **Waveland Capital Partners' Exemption Report** Waveland Capital Paitners, LLC (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.l 7a-5, "Reports to be made by certain brokers and dealers"). This Exemption Repmi was prepared as required by 17C.F.R. § 240.l 7a-5(d)(l) and (4). 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 following provisions of 17 C.F.R. §240.15c3-3 (k)(2)(ii). - (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. - (3) 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. l 7a-5 are limited to (1) effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; (2) receiving transaction-based compensation for referring securities transactions to other broker-dealers, and the Company ( 1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for 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); (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception. Waveland Capital Paiiners, LLC I, Adam Dooley, swear ( or affam) that, to my best knowledge and belief, this Exemption ::~01tis w;r]:: ~ 4 Title: President 02/26/2026 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.