# UHLMANN PRICE SECURITIES, LLC X-17A-5 (2025-03-25) — Broker-dealer annual report

- Company: UHLMANN PRICE SECURITIES, LLC
- Form: X-17A-5
- Filed: 2025-03-25
- Period: 2024-12-31
- Accession: 0001035344-25-000002
- CIK: 1035344
- File #: 8-50041
- Type: Broker-dealer
- Material weakness: No
- Auditor: Ohab and Company, P.A,
- Auditor location: Maitland, FL
- Contact: Cindy Kelly
- Phone: 3122644402
- Email: jbaer@upsecurities.com
- Website: upsecurities.com
- Signed by: Alan Konn (Managing Member)

Original filing: https://www.sec.gov/Archives/edgar/data/1035344/000103534425000002/Public.pdf

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#### STATEMENT OF FINANCIAL CONDITION

#### DECEMBER 31, 2024

The report is filed in accordance with Rule 17a-5(e)(3) under the Securities Exchange Act of 1934 as a PUBLIC DOCUMENT.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

# ANNUAL REPORTS FORM X-17A-5 PART III

OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12

SEC FILE NUMBER

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 01/01/2024 AND ENDING 12/31/2024 MM/DD/YY MM/DD/YY A. REGISTRANT IDENTIFICATION NAME OF FIRM: Uhlmann Price Securities, LLC TYPE OF REGISTRANT (check all applicable boxes): @ Broker-dealer □ Security-based swap dealer □ Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) 5202 Old Orchard Road, Suite 250 (No. and Street) Skokie 60077 (City) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING James Baer 312-264-4343 jbaer@upsecurities.com (Name) (Area Code - Telephone Number) (Email Address) B. ACCOUNTANT IDENTIFICATION INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* Ohab and Company, P.A. (Name - if individual, state last, first, and middle name) 100 E. Sybelia Maitland ﻨﺎ 32751 (Address) (City) (State) (Zip Code) 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 of an independent public

accountant must be supported by a statent that the unitudi reports of an independent public
CFR 240.17a-5(e)(1)(i). if annlicable 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 displays a currently valid OMB control number.

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#### OATH OR AFFIRMATION

| Alan Konn                                                                | , swear (or affirm) that, to the best of my knowledge and belief, the                                                             |       |
|--------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------|-------|
| tinancial report pertaining to the firm of Uhlmann Price Securities, LLC |                                                                                                                                   | as of |
| 12/31                                                                    | , 2024                                                                                                                            |       |
|                                                                          | partner, officer, drector, or equivalent person, as the case may ne has any proprietany interest in any account classified cololy |       |

as that of a customer Official Seal Cara Violet Wuchenich Signature: Notary Public State of Illinois My Commission Expires 12/29/2026 Title: Managing Member

otary Public

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

- (a) Statement of financial condition.
- @ (b) Notes to consolidated statement of financial condition.
- □ (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).
- 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.
- □ (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.
- □ (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.
- □ (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.
- □ (I) 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.
- = (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, as applicable.
- □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- (t) Independent public accountant's report based on an examination of the statement of financial condition.
- □ (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17e-12, as applicable.
- □ (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).
- □ (z) Other:

<sup>\*\*</sup>To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable.

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### TABLE OF CONTENTS

|                                                         | Page(s) |
|---------------------------------------------------------|---------|
| Report of Independent Registered Public Accounting Firm | 3       |
| Statement of Financial Condition                        |         |
| Notes to Statement of Financial Condition               | 5 = 11  |

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## UHLMANN PRICE SECURITIES, L.L.C. STATEMENT OF FINANCIAL CONDITION

#### ASSETS

|                                                                   | S | 1,781,281 |
|-------------------------------------------------------------------|---|-----------|
| MEMBER'S EQUITY (Note 2)                                          |   | 801,914   |
| COMMITMENTS AND CONTINGENCIES (Notes 3 and 4)                     |   |           |
| Total liabilities                                                 |   | 979,367   |
| Due to employees (Note 3)                                         |   | 12,421    |
| Commissions and salaries payable                                  |   | 279,986   |
| Finance lease payable                                             |   | 49,032    |
| Operating lease liabilities (Note 3)                              |   | 537,901   |
| Accounts payable and accrued expenses                             | S | 100,027   |
| LIABILITIES:                                                      |   |           |
| LIABILITIES AND MEMBER'S EQUITY                                   |   |           |
|                                                                   | S | 1,781,281 |
| Other assets                                                      |   | 170,387   |
| Operating lease-right of use assets (Note 3)                      |   | 526,234   |
| of \$43,929                                                       |   | 45,679    |
| Furniture and equipment, at cost, net of accumulated depreciation |   |           |
| Other                                                             |   | 383       |
| Due from employees and affiliates (Note 3)                        |   | 46,199    |
| Commissions                                                       |   | 350.474   |
| Receivables:                                                      |   |           |
| Deposit with clearing broker                                      |   | 75,000    |
| Cash and cash equivalents                                         | S | 566,925   |

The accompanying notes are an integral part of this statement.

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## NOTES TO FINANCIAL STATEMENTS

## NOTE 1 -ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

#### Organization and Business

Uhlmann Price Securities, L.L.C. (the "Company") a limited liability company, was organized in the State of Illinois on February 19, 1997, and operates as a securities broker-dealer. The Company is registered as a securities broker-dealer with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority, Inc. ("FINRA"). The Company earns revenues from the sale of securities and acts as a selling agent for public and private commodity pools.

Effective December 31, 2017, UPS Holdings, L.L.C. (UPSH), a limited liability company purchased 100% of the membership interests in the Company from Price Holdings, Inc., the Company's sole owner. Effective January 1, 2018, UPSH sold a 1% interest in the Company to JBAK Holdings L.L.C. (JBAK). The principals of UPSH and JBAK are James Baer and Alan Konn, both of whom are officers of the Company.

### Clearing Agreement

The Company, under Rule 15c3-3(k)(2)(i), is exempt from the reserve and possession or control requirements of Rule 15c3-3 of the Securities and Exchange Commission. The Company does not carry or clear customer accounts. Accordingly, all customer transactions are executed and cleared on behalf of the Company by its clearing broker on a fully disclosed basis. The Company's agreements with its clearing brokers provides that as clearing broker, that firm will make and keep such records of the transactions effected and cleared in the customer accounts as are customarily made and kept by a clearing broker pursuant to the requirements of Rules 17a-4 of the Securities and Exchange Act of 1934, as amended (the "Act"). It also performs all services customarily incident thereon, including the preparation and distribution of customer's confirmation and statements and maintenance margin requirements under the Act and the rules of the Self Regulatory Organizations of which the Company is a member.

### Use of Estimates

The preparation 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

### Cash Equivalents

The Company considers all liquid investments with original maturities of three months or less to be cash equivalents.

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# NOTES TO FINANCIAL STATEMENTS

## NOTE 1 -ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

#### Allowance for Credit Losses

The Company recognizes an allowance for credit losses in accordance with Financial Instruments -Credit Losses (ASC 326). ASC 326 requires immediate recognition of expected credit losses for certain financial assets and off-balance sheet commitments, including trade and other receivables, loans and commitments and other financial assets held at amortized cost at the reporting date, to be measured based on historical experience, current conditions, and reasonable and supportable forecasts.

As of December 31, 2024, the Company had receivables of \$397,056 and recognized no expected credit losses.

#### Depreciation and Amortization

Furniture and computer equipment are recorded at cost and the Company provides for depreciation of furniture and computer equipment on a straight-line method based on the estimated useful lives of the assets or the lease term for finance leases.

#### Income Taxes

The Company is an Illinois limited liability company and is not subject to federal income tax. The Company's members are required to file federal and state income tax returns recognizing their allocable portion of the Company's taxable income.

The Company is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any tax related appeals or litigation processes, based on the technical merits of the Company files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states. The Company is not subject to income tax return examinations by major taxing authorities for years before 2021. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized results in the Company recording a tax liability that reduces net assets. However, the Company's conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, on-going analyses of and changes to tax laws, regulations and interpretations thereof. The Company recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income taxes payable, if assessed. No interest expense or penalties have been recognized as of and for the year ended December 31, 2024.

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## NOTES TO FINANCIAL STATEMENTS

#### NOTE 1 -ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

#### Segment Reporting

The Company is engaged in a single line of business as an introducing broker-dealer. The chief operating decision maker ("CODM") role is fulfilled by James Baer and Alan Konn, the Company's Managing Members. The CODM uses net income to evaluate the results of the business and to manage the Company. Additionally, the CODM uses excess net capital (see Note 2), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to retain capital or make distributions to members. 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.

#### NOTE 2 -NET CAPITAL AND MINIMUM CAPITAL REQUIREMENTS

Pursuant to the net capital provisions of Rule 15c3-1 of the Securities Exchange Act of 1934, the Company is required to maintain a minimum net capital, as defined under such provisions. At December 31, 2024, the Company had net capital and net capital requirements of \$467,740 and \$50,000, respectively.

The Company's net capital ratio (aggregate indebtedness to net capital) was .9688 to 1. According to Rule 15c3-1, the Company's net capital ratio shall not exceed 15 to 1.

### NOTE 3 -COMMITMENTS AND RELATED PARTY TRANSACTIONS

The Company adopted the new guidance for leases under FASB Accounting Standards Update 2016-02, Leases (Topic 842) prospectively effective January 1, 2019. The new guidance requires that the Company determine if an arrangement is a lease at inception of the transaction. Operating lease assets are included in right-of-use ("ROU") assets while the corresponding lease liabilities are included in operating lease liabilities in the statement of financial condition. Finance leases are included in property and equipment while the related liability is shown as finance lease payable in the statement of financial condition.

A ROU asset represents the Company's right to use an underlying asset for the lease term while the related operating lease liability represents the obligations to make future lease payments arising from the lease. A ROU asset and related operating lease liability are recognized at lease commencement date, based on the present value of lease payments over the lease term. The Company does not borrow funds and does not have a determinable incremental borrowing rate. The incremental borrowing rate used is the Treasury Bill Rate approximating the term of the operating lease.

The ROU asset also includes any lease payments made and excludes lease incentives. The lease term may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The lease expense for a ROU asset is recognized on a straight-line basis over the lease term.

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#### NOTES TO FINANCIAL STATEMENTS

#### NOTE 3 -COMMITMENTS AND RELATED PARTY TRANSACTIONS (continued)

| Weighted Average Remaining Lease Term |             |
|---------------------------------------|-------------|
| Operating leases                      | 2.719 years |
| Finance lease                         | 2.5 years   |
| Weighted Average Discount             |             |
| Operating leases                      | 4.01%       |
| Finance lease                         | 10.13%      |

Maturities of lease liabilities at December 31, 2024 were as follows:

|                                    |      | Operating<br>Leases |          |   | Finance<br>Leases |  |
|------------------------------------|------|---------------------|----------|---|-------------------|--|
|                                    | Year |                     |          |   |                   |  |
|                                    | 2025 | ಳಿ                  | 196,027  |   | 22,283            |  |
|                                    | 2026 |                     | 201,313  |   | 22,283            |  |
|                                    | 2027 |                     | 171,691  |   | 11,142            |  |
| Total Lease Payments               |      |                     | 569,031  |   | 55,708            |  |
| Less: Amount Representing Interest |      |                     | (31,130) |   | (6,676)           |  |
|                                    |      | S                   | 537,901  | S | 49,032            |  |
|                                    |      |                     |          |   |                   |  |

For the year ended December 31, 2024, the Company maintained a month-to-month sublease for office space both with an unrelated party. The Company earned approximately \$21,000 in rental income from the sub-lease. This amount is included in occupancy and equipment costs in the statement of operations.

The Company had payables to officers of the Company in the amount of \$12,421 and receivables from affiliated entities in the amount of \$250 at December 31, 2024. In addition, at December 31, 2024, the Company had receivables from officers and employees of the Company in the amount of \$45,949 for expenses paid on their behalf.

The Company earns commissions and fees from the sale of interests in affiliated commodity pools and alternative investments. For the year ended December 31, 2024, the Company earned approximately \$38,719 in commissions and fees from these affiliated commodity pools and alternative investments, and at December 31, 2024, had a receivable from these commodity pools and alternative investments of \$2,387.

The Company has been named as a defendant in a class action suit along with 70 other brokers as a selling agent for an investment product that sustained a decrease in value. In this matter, the amount of compensatory damages is to be determined at trial has not yet commenced. Although the outcome is uncertain at this time, the Company strongly disputes the claim. Any potential financial exposure under the class action suit is expected to be limited to the Company's insurance deductible.

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## NOTES TO FINANCIAL STATEMENTS

### NOTE 4 - FINANCIAL INSTRUMENTS, OFF-BALANCE SHEET RISK AND UNCERTAINTIES

In the normal course of business, the Company's activities through its clearing broker involve the execution, settlement and financing of various customer securities transactions. These activities may expose the Company to off-balance sheet risk. In the event a customer fails to satisfy its obligations, the Company may be required to purchase or sell financial instruments at prevailing market prices in order to fulfill the customer's obligations.

In addition, the Company bears the risk of financial failure by its clearing broker. If the clearing broker should cease doing business, the Company's receivable and deposit from this clearing broker could be subject to forfeiture.

The Company's financial instruments, including cash and cash equivalents, deposit with clearing broker, receivables, accounts payable and accrued expenses, commissions and salaries payable and due to affiliates and employees are carried at amounts that approximate fair value due to the short-term nature of the instruments.

In addition, the Company bears the risk of financial failure by its clearing broker. If the clearing broker should cease doing business, the Company's receivable and deposit from this clearing broker could be subject to forfeiture.

The Company's financial instruments, including cash and cash equivalents, deposit with clearing broker, receivables, accounts payable and accrued expenses, commissions and salaries payable and due to affiliates and employees are carried at amounts that approximate fair value due to the short-term nature of the instruments.

The Company also maintains its cash balances at Northern Trust, which at times may exceed federally insured limits. As of December 31, 2024, the Company had no funds in excess of the federally insured limit. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash and cash equivalents.

### NOTE 5 - FAIR VALUE MEASUREMENTS

FASB ASC 820, Fair value Measurements and Disclosures, defines fair value, establishes a framework for measuring fair value, and establishes a fair value hierarchy which prioritizes the Inputs to valuation techniques. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified in ASC 820, are used to measure fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad areas:

Level 1 - Inputs to the valuation methodology are quoted prices available in active markets for identical investments as of the reporting date.

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