# KIPPSDESANTO & COMPANY X-17A-5 (2025-02-14) — Broker-dealer annual report - Company: KIPPSDESANTO & COMPANY - Form: X-17A-5 - Filed: 2025-02-14 - Period: 2024-12-31 - Accession: 0001067122-25-000001 - CIK: 1067122 - File #: 8-51183 - Type: Broker-dealer - Material weakness: No - Auditor: Keiter - Auditor location: Glen Allen, VA - Contact: Gabrielle Halprin - Phone: 5045337377 - Email: gabnelle.halpnn@capitalone.com - Website: capitalone.com - Signed by: Gabrielle Halprin (Chief Financial Operations Officer) Original filing: https://www.sec.gov/Archives/edgar/data/1067122/000106712225000001/KDC2024PUBLICFS.pdf --- {0}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** # **ANNUAL REPORTS FORM X-17A-5 PART** Ill SEC FILE NUMBER 8-51183 **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 | ___
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1_2_/3_1_/_24 | |--------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------|-------------------|---------------------------------------------| | | MM/DD/VY | | MM/DD/VY | | | A. REGISTRANT IDENTIFICATION | | | | | NAME oF FIRM: _K~ip~p_s_D_e_S_a_n_t_o_&_C_o_m~p~a_n_y~------------ | | | | TYPE OF REGISTRANT (check all applicable boxes):
[!] Broker-dealer
D Check here 1f respondent Is also an OTC denvat1ves dealer | □ Security-based swap dealer | | D MaJor security-based swap part1c1pant | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | 1675 Capital One Dr., Suite 1200 | | | | | | (No and Street) | | | | McLean | VA | | 22102 | | (City) | (State) | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | Gabrielle Halprin
(504) 533-7377
gabnelle.halpnn@capitalone.com | | | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | | | | | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | Keiter | | | | | | (Name - 1f 1nd1v1dual1 state last, first, and middle name) | | | | 4401 Dominion Blvd. | Glen Allen | VA | 23060 | | | (City) | (State) | (Zip Code) | | (Address)
10/22/2003 | | 80 | (PCAOB Reg,strat,oa Norn be,, ,f apphcable) | CFR 240 17a-S(e)(1)(11), 1f 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 0MB control number.** {1}------------------------------------------------ #### **OATH OR AFFIRMATION** I, Gabrielle Halprin , swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of KippsDeSanto & Company , as of December 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. | | C
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1 | | Signature: | W | | |---------------|-------------|-----------------------------------------------------------------------------------------------------------------------|------------|------------------------------------|--------| | Notary Public | | THOMAS LANOSGA Title:
NOTARY PUBLIC # 131148
PARISH OF JEFFERSON
STATE OF LOUISIANA
COMMISSIONED FOR LIFE | | Chief Financial Operations Officer | a/11/4 | #### **This filing\*\* contains (check all applicable boxes):** - Iii (a) Statement of financial condition. - Iii (b) Notes to consolidated statement of financial condition. 1 - D (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) piesented, a statement cif comprehensive income (as defined in§ 210.1-02 of Regulation S-X). - D (d) Statement of cash flows. - D (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. - D (g) Notes to consolidated financial statements. - D (h) Computation of net capital under 17 CFR 240.1Sc3-1 or 17 CFR 240.18a-1, 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 240.1Sc3-3. - D (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.1Sc3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.1Sc3-3. - D (m) Information relating to possession or control requirements for customers under 17 CFR 240.1Sc3-3. - D (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.1Sc3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - D (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.1Sc3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.1Sc3-3 or 17 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-S, 17 CFR 240.17a-12, or i7 CFR 240.18a-7, as applicable. - D (r) Compliance report in accordance with 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable. - D (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - Iii (t) Independent public accountant's report based on an examination of the statement of financial condition. - D (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-S, 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-5 or 17 CFR 240.18a-7, as applicable. - D (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 240.1Ba-7(d}{2), as applicable. {2}------------------------------------------------ (A Wholly Owned Subsidiary of Capital One, N.A.) FINANCIAL REPORT # Year Ended December 31, 2024 With Report of Independent Registered Public Accounting Film SEC ID 8-51183 Filed pursuant to Rule 17a-5(e)(3) as a PUBLIC DOCUMENT {3}------------------------------------------------ (A Wholly Owned Subsidiary of Capital One, NA.) #### **Table of Contents** | Report of Independent Registered Pub he Accountmg Firm | 1 | |----------------------------------------------------------------------|--------| | Fmancrnl Statement: | | | Statement of Fmancrnl Condit10n
Notes to Financial Statement
. | 2
3 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) #### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Board of Directors of KippsDeSanto & Company #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of KippsDeSanto & Company (the "Company") as of December 31, 2024, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company'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 the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial s\_tatement. We believe that our audit provides a reasonable basis for our opinion. We have served as the Company's auditor since 2019. Glen Allen, Virginia February 10, 2025 > ) **Certified Public Accountants** & **Consultants** 4401 Dominion Boulevard Glen Allen, VA 23060 T:804.747.0000 F:804.747.3632 www.keitercpa.com {5}------------------------------------------------ (A Wholly Owned Subsidiary of Capital One, NA ) ### Statement of Fmancrnl Condition December 31, 2024 | Assets: | | |--------------------------------------------------------------------------------------------------------|---------------------------| | Cash | \$
64,166,709 | | Accounts receivable. | 190,800 | | Other receivables . | 46,952 | | Defe1Ted tax asset | 1,109,518 | | Total assets . | \$====6=5=,5=l=f3,=97=9 | | Liabilities: | | | .
Accrued expenses . | \$
91,133 | | Accrued compensat10n expenses
| 16,001,310 | | Due to affiliates
. | 4,277,671 | | Total liabilities . | 20,370,114 | | Stockholder's equity: | | | Common stock, no par value, 2,000,000 shares authorized, 1,363,153
.
issued and outstanding
. | | | Additional paid-m capital .
. . | 7,207,138 | | Retained earnings
.
| 37,936,727 | | Total stockholder's equity . | 45,143,865 | | Total liabilities and stockholder's equity | \$====6-'5,;5_13-'-,9=7=9 | See accompanymg Notes to Financial Statement {6}------------------------------------------------ (A Wholly Owned Subs1dia1y of Capital One, N.A.) ## Notes to Financial Statement ### **Note 1-0rganization** KtppsDeSanto & Company (the "Company") 1s a wholly owned subsidiary of Capital One, National Association ("CONA'') The Company is primarily engaged in investment banking and adv1s01y services The Company's customers are located throughout the Umted States. Investment banking services are occasionally provided to companies outside of the Umted States. The Company 1s registered with the Secunt1es and Exchange Comm1ss1on as a broker-dealer and 1s a member of the Fmancial Industry Regulatory Authonty, Inc ("FINRA") ## **Note 2-Summary of Significant Accounting Policies** #### **Basis of Accounting** The financial statement of the Company is prepared m accordance with U.S. generally accepted accounting principles ("U S GAAP"). ### **Use of Estimates** The preparat10n of financial statements m conformity with U S GAAP reqmres management to make estimates and assumptions that affect the amounts reported m the financial statements and accompanymg notes. While management makes its best Judgment, actual results could differ from those estimates ## **Cash on Deposit with Parent Company** The Company considers all highly hquid investments with a stated matmity of three months or less when purchased to be cash eqmvalents. Cash includes amounts held at CONA, its parent company, totalmg \$6,643,188 at December 31, 2024 CONA is a major financial mstitution and ts msured up to \$250,000 by the Federal Deposit Insurance Cm porat1on. #### **Accounts Receivable** Accounts receivable are non-mterest-beanng uncollaterahzed obhgat10ns receivable m accordance with the te1ms agreed upon with each client. The Company follows ASU No 2016-13, Financial Instrnments-Cred1t Losses (Topic 326). *Measurement ofCredzt Losses on Financzal Instruments.* This gmdance reqmres use of the current expected credit loss model that is based on expected losses (net of expected recovenes), rather than mcmTed losses, to detenmne the Company's allowance for credit losses on financial assets measured at amortized cost, certain net investments m leases and certam off-balance sheet arrangements. {7}------------------------------------------------ (A Wholly Owned Subs1dia1y of Capital One, N.A.) #### Notes to Financial Statement (continued) The Company has no material h1stoncal credit losses. There are no cmTent indications of nonreceipt from counterparties. The Company projects no probability of future losses related to these balances. Management has determined that these receivables have minimal credit nsk and, therefore, no allowance was deemed necessary as of December 31, 2024 #### **Income Taxes** The Company 1s included in Capital One Financial Carp's ("Capital One") consolidated federal income tax return, but files separate state income tax returns. Capital One allocates federal income tax expense to the Company using a separate return basis The Company is reimbursed by Capital One for federal income tax losses, 1f applicable. Amounts owed to or due from Capital One for federal mcome taxes are reported as a component of due to or from affiliates in the accompanying statement of financial cond1t10n. Taxes payable amounts mcluded m due to affihates totaled \$2,944,121 at December 31, 2024, of wluch a portion relates to years pnor to 2024. Deferred tax assets and liabilities are based on differences between the financial reportmg and tax basis of assets and habihties and are measured usmg the enacted tax iates and laws that will be m effect when the differences are expected to reverse The Company has evaluated the effect of accountmg gmdance surrounding uncertain mcome tax pos1t10ns and concluded that the Company has no significant financial statement exposure to uncertain income tax positions as of December 31, 2024 #### **Recently Adopted Accounting Guidance** In November 2023, the FASB issued ASU 2023-07: Improvements to Reportable Segment Disclosures This ASU, which amends Topic 820: Segment Repotiing, improves disclosure ieqmrements for reportable segments and enhances disclosures for compames with smgle reportable segments. The Company has a smgle reportable segment based on the nature of its services and the regulatory environment in which it opetates The nature of the busmess and the accounting policies of the segment are the same as descnbed throughout Notes **1** and 2 The Company's Chief Operating Decis10n Maker ("CODM") is its Executive Team. The CODM assesses the segment's performance and allocates resomces based on net income and total assets wluch are the same amounts m all matenal respects as those reported on the statement of mcome and statement of financial condition The Company adopted the standatd on Januaiy **1,** 2024. The adoption did not have a matenal impact on the Company's financial statements. {8}------------------------------------------------ (A Wholly Owned Subs1dia1y of Capital One, N.A.) #### Notes to Fmancial Statement (continued) #### **New Accounting Pronouncements** In December 2023, the F ASB issued ASU 2023-09: Income Taxes (Topic 740): Improvements to Income Tax D1sclosmes, which modifies the rnles on mcome tax disclosures to reqmre disaggregated mf01mation about a 1ep01tmg entity's effective tax rate reconc1hat1on as well as mfo1mat1on on mcome taxes paid. The gm dance is effective for the Company in 2025. The Company is cmTently evaluatmg the potential impact of adoptmg this new gmdance. #### **Note 3-Income Taxes** Under its Compliance Assurance Program, the Internal Revenue Service 1s m the process of auditing Capital One's 2024, 2023, and 2022 federal mcome tax returns. The outcome of the audit is not expected to have a material nnpact on the financial results of the Company #### **Note 4-Related Party Transactions** Vanous admm1strative expenses are paid on behalf of the Company by CONA, under a Master Services Agreement between the Company, CONA and various affiliates. These admimstrative expenses are reimbursed by the Company to CONA on a monthly basis. As of December 31, 2024, the Company has reimbursements payable of \$1,333,550 included in due to affiliates in the accompanymg statement of financial cond1t10n In add1t1on, the Company pays a management fee to CONA based on an mternally calculated allocation of overhead cost. The Company sponsors an mcentive plan for qualified employees. A portion of individual employee's mcentlve compensat10n may be awarded in the f01m of restricted share umts (the "Units") of Capital One and is payable to employees accordmg to a vestmg schedule. The expense associated with the vestmg of the Umts is reimbursed by the Company to Capital One on a quarteily basis The Company has an agreement with Capital One SecuntJes, Inc. ("COS") and TnpleTree, LLC ("TT"), affiliated broker-dealers, whereby associates of each broker-dealer may provide vanous admimstratlve services to the other affiliates. The Company reimburses the affiliated brokerdealers for the services 1t receives on a monthly basis, net of any amounts due to the Company for services provided. The Company currently occupies office space leased by Capital One, the expense for which is allocated as pait of the Master Services Agreement. Management has reviewed the Master Services Agreement and concluded that this contract does not contain any leases under the scope of ASU 2016- 02 Leases (Topic 842). {9}------------------------------------------------ (A Wholly Owned Subs1d1ary of Capital One, N.A.) #### Notes to Fmancial Statement ( contmued) ### **Note 5--Commitments and Contingencies** From time to time, the Company 1s mvolved m litigation that 1t considers to be mc1dental to its business The Company is not presently mvolved m any legal proceedings which management expects md1vidually or m the aggregate to have a material adverse effect on its financial condition or results of operat10ns The Company has contracts with its vendors for various services Mimmum commitments under these contiacts as of December 31, 2024 amounts to \$83,900 for 2025. #### **Note 6-Concentration** Approximately 98% of accounts ieceivable are due from two clients as of December 31, 2024 ## **Note 7-Net Capital** The Company 1s subject to the Secunt1es and Exchange Commiss10n Umfonn Net Capital Rule 15c3-1, which requires the maintenance of mm1mum net capital and requires that the ratio of aggiegate mdebtedness to net capital, both as defined, shall not exceed 15 to **1.** At December 31, 2024, the Company had net capital of \$39,853,407 which was \$38,495,399 m excess of the iequired mm1mum net capital of \$1,358,008. The Company's net capital ratio was 0.5 to 1. The Company has no obhgation under Rule 15c3-3 to prepare the Computat10n for Deteimmatlon of Reserve Reqmrements Pursuant to Rule 15c3-3 #### **Note 8-Subsequent Events** In acco1dance with U S GAAP, the Company evaluates subsequent events that have occurred after the statement of financial condition date but before the financial statements are issued There are two types of subsequent events: (1) recogmzed, or those that provide addit10nal evidence about conditions that existed at the date of the statement of financial condition, includmg estimates mherent m the process of preparmg financial statements, and (2) nonrecogmzed, or those that provide evidence about conditions that did not exist at the date of the statement of financial cond1t10n but arose after that date The Company evaluated subsequent events through February 10, 2025, the date the financial statements were issued Based on the evaluat10n, the Company did not identify any recognized or nonrecogmzed subsequent events that would have required adjustment to the financial statements Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.