# EQUITYBEE SECURITIES, LLC X-17A-5 (2022-02-23) — Broker-dealer annual report - Company: EQUITYBEE SECURITIES, LLC - Form: X-17A-5 - Filed: 2022-02-23 - Period: 2021-12-31 - Accession: 0001023414-22-000006 - CIK: 1023414 - File #: 8-49621 - Type: Broker-dealer - Material weakness: No - Auditor: UHY LLP - Auditor location: NEW YORK, NY - Contact: Richard Daniels - Phone: 212-751-4422 - Email: susan@equitybee.com - Website: equitybee.com - Signed by: Susan Woodard (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1023414/000102341422000006/EQUITYBEE2021ShortFINALedgar.pdf --- {0}------------------------------------------------ ## EQUITYBEE SECURITIES, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2021 {1}------------------------------------------------ | | | UNID AFF NUVAL | | | |------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--| | | | 3735-0175 | | | | | | | October 31, 2023 | | | | | hours per response | 12.00 | | | ANNUAL AUDITED REPORT | | | | | | | | SEC FILE NUMBER | | | | | | | | | | | | 8-49621 | | | | FACING PAGE | | | | | | | | | | | | | | | | | | MM/DD/YY | | | MM/DD/YY | | | | | | | | | NAME OF FIRM: EQUITYBEE SECURITIES, LLC | | | | | | | | | | | | | | | | | | Check here if respondent is also an OTC derivatives dealer | | | | | | | | | | | | | | | | | | | | | | | | | | 94301 | | | | (State) | | (Zip Code) | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | 415-596-5873 | | susan@equitybee.com | | | | (Area Code - Telephone Number) | | (Email Address) | | | | | | | | | | | | | | | | | | | | | | | | | | | | New York | NY | | 10036 | | | (City) | (State) | | (Zip Code) | | | | | 1195 | | | | | | | (PCAOB Registration Number, if applicable) | | | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | Washington, D.C. 20549
FORM X-17A-5
PART III
TYPE OF REGISTRANT (check all applicable boxes):
(No. and Street)
CA | SECURITIES AND EXCHANGE COMMISSION
REPORT FOR THE PERIOD BEGINNING 01/01/2021 AND ENDING 2 12/31/2021
A. REGISTRANT IDENTIFICATION
ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)
B. ACCOUNTANT IDENTIFICATION
INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*
(Name - if individual, state last, first, middle name) | OMB Number:
Expires:
Estimated average burden
Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934
[ Security-based swap dealer = [ ] Major security-based swap participant | | UNITED STATES OMB APPROVAL · Claims for exemption from the requirement that the anual reports of an independent public accountant must be Claims for exempton from the requirement onces relled on as the basis of the exemption. See 17 CFR 240.17a-5(e){1){ii), if applicable. Supported by a statention of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. {2}------------------------------------------------ #### OATH OR AFFIRMATION l, Susan Woodard, swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of EquityBee Securities LLC, as of December 31, 2021, is true and correct. I further swear (or affirm) that neither the company nor any partner, office, director, or equivalent person, as the case may be, has any propriet and commissionely no any partner, one Notary Public ## This filing\*\* contains (check all applicable boxes): - (a) Statement of financial condition. - 図 (b) Notes to consolidated statement of financial condition. □ (c) Statement of income (loss) or, if there is other comprehensive in the period(s) presented, a statement of - comprehensive income (as defined in § 210.1-02 of Regulation S-X). - O (d) Statement of cash flows. - □ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - □ (f) Statement of changes in liabilities subordinated to claims of creditors. - O (g) Notes to consolidated financial statements. - □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - O (i) Computation of tangible net worth under 17 CFR 240.18a-2. - □ (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - O (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. - □ (l) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - 図 (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. - □ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, or 27 CFR 240.18a-7, or 27 CFR 240. - □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - 区 (t) Independent public accountant's report based on an examination of the statement of financial condition. - O (u) Independent public accountant's report based on an examination of the financial condition. CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - ロ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CER 240 17a-5 or 17 CFR 240 19a 7, as anticeble CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (w) Independent public acountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as 11 applicable applicable. - O (y) Report describing any material inadequacies found to existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). - O (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, applicable. {3}------------------------------------------------ # CALIFORNIA JURAT | A notary public or other officer completing this certificate verifies only the ldentity of the individual who signed the document to which this certificate is attached, and n | | |--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------| | | | | State of California | | | | | | County of San Francisco | | | | | | | | | Subscribed and sworn to (or affirmed) before me on this 48 " " | | | | | | February February
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OV | | | | | | SUS AN | | | WOODARD | | | | | | proved to me on the basis of satisfactory evidence to be the person(s) | | | who appeared before me. | | | | | | | | | NGOC NGUYEN | | | Notary Public - California
San Francisco County | | | Commission # 2346085 | | | My Comm. Expires Feb 9, 2025 | | | Signature | | | (Seal) | | | | | | | | | | | | | | | 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 | Additional Information | | This certificate is attached to a document titled/for the purpose of | Method of Affiant Identification | | Annual Audited Report | Proved to me on the basis of satisfactory evidence:
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Production Comments of the | | | | {4}------------------------------------------------ # EQUITYBEE SECURITIES, LLC | | Page(s) | |---------------------------------------------------------|---------| | Report of Independent Registered Public Accounting Firm | | | Financial Statement | | | Statement of Financial Condition | | | Notes to Financial Statement | | {5}------------------------------------------------ ![](_page_5_Picture_0.jpeg) ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member of EquityBee Securities, LLC #### Opinion on the Financial Statement We have audited the accompanying statement of financial condition of EquityBee Securities, LLC as of December 31, 2021, 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 EquityBee Securities, LLC as of December 31, 2021 in conformity with accounting principles generally accepted in the United States of America. #### Basis for Opinion This financial statement is the responsibility of EquityBee Securities, LLC's management. Our responsibility is to express an opinion on EquityBee Securities, LLC's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to EquityBee Securities, LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that our audit provides a reasonable basis for our opinion. We have served as EquityBee Securities, LLC's auditor since 2021. Albany, New York February 18, 2022 {6}------------------------------------------------ ## EQUITYBEE SECURITIES, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2021 # ASSETS | Current Assets: | | | |---------------------------------------|-----|---------| | Cash and cash equivalents | S | 294,713 | | Prepaid expenses and other assets | | 15,249 | | TOTAL ASSETS | S | 309,962 | | LIABILITIES & MEMBER'S EQUITY | | | | Current Liabilities: | | | | Accounts payable and accrued expenses | S | 5,400 | | Due to parent | | 21,295 | | TOTAL LIABILITIES | | 26,695 | | MEMBER'S EQUITY | | 283,267 | | TOTAL LIABILITIES AND MEMBER'S EQUITY | ಕಿತ | 309,962 | See notes to financial statement {7}------------------------------------------------ ### NOTE 1 DESCRIPTION OF ORGANIZATION AND BUSINESS EQUITYBEE SECURITIES, LLC (the "Company") is a Delaware limited liability company organized on March 4, 1998. The Company is a broker-dealer registered with the Securities and Exchange Commission and a member of the Financial Industry Regulatory Authority ("FINRA"). EquityBee. Inc. (the "Parent"), a Delaware corporation, purchased the Company from Hamilton Miller Investments, LLC on April 13, 2021(the "Purchase"). The Company changed its name to EQUITYBEE SECURITIES, LLC on May 5, 2021. The Parent is the sole member of the Company. The Company acts as placement agent in connection with Private Financing Contracts. Private Financing Contracts offer shareholders and stock option holders, primarily current or former employees of private companies ("Employees"), the ability to obtain liquidity in connection with, or in order to exercise, stock options that they hold in private companies. Private Financing Contracts are structured as private placements, exempt from registration under Section 4(a)(2) of the Securities Act. The Parent identifies through its online platform Employees interested in entering into a Private Financing Contract as described above and, in turn, the Company will sell investments in the private placement to accredited investors. The Company has not begun its principal operations after the Purchase and the expected date for starting its principal operations is some time during the first quarter of 2022. The Company has an expense sharing agreement with its Parent. #### Securities and Exchange Commission Footnote 74 Exemption Status The Company is a "Non-Covered" Firm under Footnote 74 of SEC Release 34-70073. The Company does not directly, or indirectly receive, hold, or owe funds or securities for or to customers, other than funds received and promptly transmitted in compliance with paragraphs (a) or (b)2 of Rule 15c204. The Company does not carry accounts of customers and does not carry proprietary accounts as defined in SEC Rule 15c3-3. ## NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES #### Basis of Presentation These financial statements were prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") which 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 amounts of income and expenses during the reporting period. Actual results could differ from these estimates. #### Cash and cash equivalents The Company at times maintains deposits with financial institutions in an amount that is in excess of federally insured limits; however, the Company does not believe it is exposed to any significant credit risk. The Company considers highly-liquid investments purchased with an original maturity of three months or less to be cash equivalents. At December 31, 2021, the Company doesn't hold any cash equivalents or restricted cash. See Report of Independent Registered Public Accounting Firm {8}------------------------------------------------ #### NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) #### Fees Receivable Fees receivable are carried at the amounts billed to customers, net of an allowance for credit losses, which is an estimate for credit losses based on a review of all outstanding amounts. The Company did not have any fees receivable balance outstanding as of December 31, 2021. #### Allowance for credit losses The Company identifies fees receivable carried at amortized cost as impacted by the Accounting Standards Codification ("ASC") Topic 326, Financial Instruments – Credit Losses guidance (the CECL Framework"). The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments carried at amortized cost, including fees receivable utilizing the CECL Framework. The Company considers factors such as historical experience, credit quality, age of balances and current and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. The Company's expectation is that the credit risk associated with fees receivables is not significant until they are 90 days past due on the contractual arrangement and expectation of collection in accordance with industry standards. Management does not believe that an allowance is required as of December 31, 2021. #### Fair Value Hierarchy The Company utilizes various methods to measure the fair value of its investments on a recurring basis. US GAAP establishes a hierarchy that maximizes the use of relevant observable inputs and minimizes the use of unobservable inputs when determining fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. The three levels of inputs are: Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 - Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 - Unobservable inputs for the asset or liability. The availability of observable inputs can vary from security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. {9}------------------------------------------------ #### NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) #### Fair Value Hierarchy (continued) The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The recorded amounts of cash equivalents, other assets, accounts payable, accrued expenses, and due to affiliate approximate their fair value due to the short-term nature of these financial assets and liabilities. #### NOTE 3 RELATED PARTY TRANSACTIONS The Company is a party to an expense sharing agreement with its Parent dated May 1, 2021. The Parent provides the Company with certain services and allocates in the area of administrative, facility, salary, and other back office services. At December 31, 2021, the Company has a payable of \$21,295 to the Parent for expenses incurred by the Parent on behalf of the Company relating to the expense sharing agreement. #### NOTE 4 REGULATORY REQUIREMENTS The Company, as a member of FINRA, is subject to the Securities and Exchange Commission ("SEC") Uniform Net Capital Rule 15c3-1, which requires the Company to maintain minimum "het capital" equal to the greater of \$5,000 or 6-2/3 percent of "aggregate indebtedness" (12-1/2 percent during the first year of operations), as defined, and a ratio of aggregate indebtedness to net capital not to exceed 15 to 1. Net capital and the related net capital ratio may fluctuate on a daily basis. At December 31, 2021, the Company had net capital of \$268,018 and net capital requirements of \$5,000 resulting in excess net capital of \$263,018. #### NOTE 5 CONCENTRATIONS For the year ended December 31, 2021, 100% of the Company's revenues were from commissions and fees associated with a prior broker dealer before the Purchase. {10}------------------------------------------------ #### NOTE 6 INCOME TAXES The Company is a single member limited liability company and is treated as disregarded entity for federal, state and city income tax purposes; therefore, it does not incur income taxes at the Company level. Instead its earnings and losses are passed through to its member and included in the calculation of the member's tax liability. Accordingly, no provision for income taxes has been made in the accompanying financial statements. #### NOTE 7 COMMITMENTS AND CONTINGENCIES In the ordinary course of business, various legal actions may be taken against the Company. Management believes, based on currently available information, that the results of such matters, in the aggregate, will not have a material adverse effect on the Company's financial statements. #### NOTE 8 RISKS AND UNCERTAINTIES During 2020, the World Health Organization declared COVID-19 to constitute a "Public Health Emergency of International Concern." This pandemic has disrupted economic markets and the economic impact, duration and spread of the COVID-19 virus is uncertain at this time. The impact on financial markets and the overall economy, all of which are highly uncertain, cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company's results may be affected. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. #### NOTE 9 SUBSEQUENT EVENTS The Company has evaluated events and transactions that occurred through February 18, 2022, that the financial statements are available to be issued and determined there are no subsequent events requiring adjustments to or disclosure to in the financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.