# USP SECURITIES CORPORATION X-17A-5 (2024-06-21) — Broker-dealer annual report - Company: USP SECURITIES CORPORATION - Form: X-17A-5 - Filed: 2024-06-21 - Period: 2023-12-31 - Accession: 0001089475-24-000002 - CIK: 1089475 - File #: 8-51883 - Type: Broker-dealer - Material weakness: Yes - Auditor: Deloitte & Touche Inc - Auditor location: Dallas, TX - Contact: Timothy Wons - Phone: 972-763-3837 - Email: twons@uspi.com - Website: uspi.com - Signed by: Timothy R. Wons (President) Original filing: https://www.sec.gov/Archives/edgar/data/1089475/000108947524000002/serv.pdf --- {0}------------------------------------------------ Financial Statements and Schedules As of and the Year Ended December 31, 2023 (With Report of Independent Registered Public Accounting Firm) {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** 0MB APPROVAL 0MB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 ## **ANNUAL REPORTS FORM X-17A-5 PART** Ill | hours per response:
12 | | |---------------------------|--| | SEC FILE NUMBER | | | 8 | | **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 **O 1/01/2023** MM/DD/VY AND ENDING **12/31/2023** MM/DD/VY **A. REGISTRANT IDENTIFICATION** NAME oF FIRM: USP Securities Corporation TYPE OF REGISTRANT (check all applicable boxes): [!] Broker-dealer □ Security-based swap dealer □ Major security-based swap participant D Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) 14201 Dallas Parkway (No. and Street) Dallas TX 75254 (City) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING Timothy Wons 972-763-3837 twons@uspi.com (Name) (Area Code -Telephone Number) (Email Address) **B. ACCOUNTANT IDENTIFICATION** INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* Deloitte & Touche, LLP (Name - if individual, state last, first, and middle name) 2200 Ross Avenue Dallas TX 75254 (Address) (City) (State) (Zip Code) **FOR OFFICIAL USE ONLY (PCAOB Reg;,tcaUoa N"mbe,,** If **applicable)** I \* 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)(l){ii), if applicable. **Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number.** {2}------------------------------------------------ #### **OATH OR AFFIRMATION** | L. | Timothy Wons | | |----|--------------|--| | | | | I, Timothy Wons swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of USP Securities Corporation as of **2/29** 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. ![](_page_2_Picture_4.jpeg) Sign~ t-J.A Title: President ### **This filing\*\* contains (check all applicable boxes):** - ~ (a) Statement of financial condition. - **ii** (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 5-X). - ~ (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. - **ii** (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. - 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§ 240.15c3-3. - D (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - D (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2} or 17 CFR 240.18a-4, as applicable. - □ (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. - **ii** (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. - D (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - D (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-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 240.1Sc3-le or 17 CFR 240.17a-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). - **ii** (z) Other: SIPC 7 AUP Report - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-S(e}{3} or 17 CFR 240.18a-7(d}{2}, as applicable. {3}------------------------------------------------ # **Deloitte.** **Deloitte & Touche LLP JPMorgan Chase Tower 2200 Ross Avenue Dallas, TX 75201-6778 USA** **Tel:** + **1 214 840 7000 www.deloitte.com** #### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Stockholder of USP Securities Corporation and the Audit Committee of Tenet Healthcare Corporation: #### **Opinion on the Financial Statements** We have audited the accompanying statement of financial position of USP Securities Corporation (the "Company") as of December 31, 2023, and the related statements of operations, cash flows, and changes to shareholder's equity for the year then ended, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company'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 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 statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. #### **Report on Supplemental Schedules** The accompanying supplemental schedules of Computation of Net Capital Under Rule 15c3-1 of the Securities and Exchange Commission and Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3 And Information Relating to the Possession or Control Requirements Under Rule 15c3-3 as of December 31, 2023 (collectively "the supplemental schedules") have been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental schedules are the responsibility of the Company's management. Our audit procedures included determining whether the supplemental schedules reconcile to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedules. In forming our opinion on the supplemental schedules, we evaluated whether the supplemental schedules, including their form and content, are presented in compliance with Rule 17a-5 under the Securities Exchange Act of 1934. In our opinion, such schedules are fairly stated, in all material respects, in relation to the financial statements as a whole. February 29, 2024 We have served as the Company's auditor since 2015 {4}------------------------------------------------ Statement of Financial Position As of December 31 , 2023 | Assets | | | | | |------------------------------------------------------------------------------------------------------------------------------|----|------------------------------|--|--| | Cash | \$ | 191,069 | | | | Total Assets | \$ | 191 069 | | | | Liabilities | | | | | | Liabilities:
Due to related party | | \$
93,716 | | | | Total Liabilities | | 93,716 | | | | Shareholder's Equity | | | | | | Shareholder's Equity:
Common stock, no par value. Authorized, issued, and outstanding 1,000 shares
Accumulated deficit | \$ | 1,391
,587
(1,294,234) | | | | Total Shareholder's Equity | | 97 353 | | | | Total Liabilities & Shareholder's Equity | \$ | 191 069 | | | {5}------------------------------------------------ #### Statement of Operations #### For the year ended December 31 , 2023 | Revenue | \$ | | |----------------------------------------|----|----------| | Expenses: | | | | Regulatory fees and allocated expenses | | 66 687 | | Net loss | \$ | (66 687) | {6}------------------------------------------------ Statement of Changes to Shareholder's Equity For the year ended December 31 , 2023 | | Common
stock | Accumulated
Deficit | Total | |---------------------------------------------------------------------------|----------------------------|--------------------------|-------------------------------| | Balance, January 1,2023
Contributions of capital by parent
Net loss | \$
1,300,215
91 ,372 | (1 ,227,547)
(66,687) | 72,668
91 ,372
(66,687) | | Balance, December 31
, 2023 | \$
1 391 587 | (1 294 234) | 97 353 | {7}------------------------------------------------ Statement of Cash Flows For the year ended December 31 , 2023 | Cash flows from operating activities: | | |------------------------------------------------------------------------------|----------------| | Net loss | \$
(66,687) | | Adjustments to reconcile net loss to net cash used in operating activities: | | | Change in liability -
due to related party and other current liabilities | 66 365 | | Net cash used in operating activities | (322) | | contributions of capital by parent
Cash flows from financing activities - | 91 372 | | Net change in cash | 91 ,050 | | Cash balance, beginning of year | 100 019 | | Cash balance, end of year | \$
191 069 | {8}------------------------------------------------ Notes to Financial Statements For the year ended December 31 , 2023 #### **(1) Organization and Operations** USP Securities Corporation (the Company) was incorporated in Tennessee on May 5, 1999 as a broker-dealer in securities. The Company is a wholly owned subsidiary of United Surgical Partners International, Inc. (USPI or Parent). USPI is a wholly-owned subsidiary ofUSPI Holding Company Inc., which is a wholly-owned subsidiary of Tenet Healthcare Corporation. Accordingly, the Company is ultimately a wholly owned subsidiary ofUSPI. The Company is licensed as a fully disclosed broker-dealer by the Financial Industry Regulatory Authority (FINRA). As such, the Company does not carry security accounts for customers or perform custodial functions for customer securities. The Company was formed to meet the U.S. Securities and Exchange Commission (SEC) and the FINRA requirements with respect to offering shares of affiliates of USPI to qualified investors through agents who are required to be registered by the FINRA. As such, the Company was formed to provide for the registration of these agents. The Company has had no significant revenue since its inception on May 5, 1999. The Company is dependent upon its Parent and affiliates to provide personnel, certain administrative services, and capital, as necessary, in order to fund operations. #### **(2) Going Concern** The accompanying financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred recurring losses from operations, expects to do so in the future and has relied upon capital contributions from the Parent to fund operating activities and maintain compliance with regulatory requirements. The Company's ability to continue as a going concern is dependent upon the continued financial support from the Parent. The Parent has committed that it will provide additional capital as needed to meet its obligations as they come due to continue as a going concern for at least one year following the date the consolidated financial statements are available to be issued. #### **(3) Accounting Policies** **Use of Estimates-The** preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management regularly evaluates the accounting policies and estimates that are used. In general, management bases the estimates on historical experience and on assumptions that it believes to be reasonable given the particular circumstances in which the Company operates. Although management believes all adjustments considered necessary for fair presentation have been included, actual results may vary from those estimates. **Expense Recognition** - Regulatory fees and allocated expenses are recorded on the accrual basis of accounting, as incurred. {9}------------------------------------------------ Notes to Financial Statements For the year ended December 31 , 2023 **Cash and Cash Equivalents** - Cash and cash equivalents approximate fair value and may include cash held on deposit and money market investments. As of December 31 , 2023, all cash is held at SunTrust Bank. #### **(4) Income Taxes** The Company's results of operations are included and utilized in the US federal income tax returns ofUSPI. USPI allocates taxes to the Company on a separate-return basis, whereby current and deferred taxes are allocated to the Company pursuant to the asset and liability method as if the Company were a separate taxpayer. For balance sheet purposes, such allocations are recorded in the due to related party account, which is a component of ownership equity. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities, which principally relate to net operating loss carryforwards. Income tax receivables and liabilities and deferred tax assets and liabilities are recognized based on the amounts that more likely than not will be sustained upon ultimate settlement with taxing authorities. USPI assesses the realization of the deferred tax assets of its subsidiaries, including the Company, to determine whether an income tax valuation allowance is required. Based on all available evidence, both positive and negative, and the weight of that evidence to the extent such evidence can be objectively verified, USPI determines whether it is more likely than not that all or a portion of the deferred tax assets will be realized. The main factors that are considered include: - Cumulative profits/losses in recent years, adjusted for certain nonrecurring items; - Income/losses expected in future years; - Unsettled circumstances that, if unfavorably resolved, would adversely affect future operations and profit levels; - The availability, or lack thereof, of taxable income in prior carryback periods that would limit realization of tax benefits; and - The carryforward period associated with the deferred tax assets and liabilities. {10}------------------------------------------------ Notes to Financial Statements For the year ended December 31 , 2023 USPI has allocated no income tax expense (benefit) on a separate-return basis for the year ended December 31 , 2023, as the Company has a deferred tax asset of \$271,789 for which there is a full valuation allowance recorded against it. The Company determines whether a tax position of the Company is more likely than not to be sustained upon examination by the applicable taxing authority, including the resolution of any related appeals or litigation processes, based on the technical merits of the position. The Company reviews and evaluates tax positions in the jurisdictions in which the Company operates and determines whether or not there are uncertain tax positions that require financial statement recognition. Based on this review, the Company has determined the tax jurisdictions where the Company is organized and where the Company operates; however, no reserves for uncertain tax positions were required to have been recorded. The Company's tax returns remain open for examination by major tax jurisdictions, including U.S. Federal and states, for the amount of time specified under their applicable statutes of limitations (with limited exceptions). The Company is additionally not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months. As a result, no income tax liability or expense has been recorded in the accompanying financial statements. #### **(5) Related Party Transactions** The Company entered into an expense sharing agreement (the Agreement) with USP Texas, L.P. (USP), a wholly owned subsidiary of USPI. The Agreement requires USP to allocate a portion of its expenses to the Company for rent, utilities, offering expenses, and shared personnel costs. This allocation totaled \$14,704 in 2023 and is included in the regulatory fees and allocated expenses in accompanying statement of operations. As of December 31 , 2023, \$93,716 is due to USPI and is included as due to related party in the statement of financial condition. {11}------------------------------------------------ Notes to Financial Statements For the year ended December 31 , 2023 #### **(6) Net Capital Requirements** The Company is subject to the SEC Uniform Net Capital Rule (SEC rule 15c3-l), which requires the maintenance of minimum net capital, as defined, equal to the greater of \$5,000 or 6 2/3% of aggregate indebtedness. At December 31 , 2023, the Company had net capital of\$97,353 which exceeded the minimum required amount by \$91,105. At December 31 , 2023, the Company's aggregate indebtedness to net capital ratio was 0.963 to 1. #### **(7) Rule 15c3-3 and Regulatory Filings** The Company is exempt from rule 15c3-3 under Footnote 74 of the SEC Release No. 34-70073. Under this exemption, the "Computation for Determination of Reserve Requirements" and "Information Relating to the Possession or Control Requirements" are not required. The Company properly filed the required regulatory reports in a timely manner for all of 2023. The fourth quarter report, filed on February 29, 2024, is consistent with the audited financial statements. #### **(8) Subsequent Events** Subsequent events have been evaluated through the time of issuing these financial statements on February 29, 2024. No material subsequent events have occurred since February 29, 2024, that required recognition or disclosure in these financial statements. {12}------------------------------------------------ #### **Schedule I** #### **USP SECURITIES CORPORATION** Computation ofNet Capital Under Rule 15c3-l of the Securities and Exchange Commission December 31, 2023 | Net capital:
Shareholder's equity per the accompanying financial statements
Deductions and/or charges | \$
97,353 | |---------------------------------------------------------------------------------------------------------------------------------|--------------| | Net capital | 97,353 | | Basic net capital requirements:
Minimum net capital required (the greater of \$5,000 or 6 2/3% of aggregate
indebtedness) | 6 248 | | Excess net capital | \$
91 105 | | Total aggregate indebtedness | \$
93,716 | | Ratio of aggregate indebtedness to net capital | 0.963 to 1 | | | | The above computation does not materially differ from the amended computation of net capital prepared by the Company as of December 31, 2023 and filed with the Financial Industry Regulatory Note: Authority on February 29, 2024 on Form X-l 7a-5. See accompanying report of independent registered public accounting firm. {13}------------------------------------------------ #### **Schedule II** ### **USP SECURITIES CORPORATION** Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3 And Information Relating to the Possession or Control Requirements Under Rule 15c3-3 #### December 31 , 2023 Statement of Changes in Liabilities Subordinated to Claims of General Creditors Pursuant to Rule l 7a-5(d)(2): - The statement of changes in liabilities subordinated to claims of general creditors is omitted since no such liabilities exist. - Computation for Determination of the Reserve Requirements Pursuant to Rule 15c3-3: The Company is exempt from maintaining a special reserve bank account under Footnote 7 4 of the SEC Release No. 34-70073. - Information Relating to the Possession or Control Requirements as required by Rule 15c3-3: Information relating to the possession or control requirements is omitted since the Company has no customer securities in its possession nor under its control. See accompanying report of independent registered public accounting firm. {14}------------------------------------------------ #### USP Securities Corporation Exemption Report USP Securities Corporation (the "Company") is a registered broker/dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. 240.17a-5. "Reports to be made by certain brokers and dealers"). To the best of its knowledge and belief, the Company states the following: - 1. The Company does not claim an exemption under paragraph (k) of 17 C.F.R. 240.15c3-3, and - 2. The Company has no possession or control obligations under SEA Rule 15c3-3(b) or reserve deposit obligations under SEA Rule 15c3-3(e) and 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 its business is limited to the business of offering for subscription certain direct participation program interests as an agent of United Surgical Partners International, the sponsor of these programs and an affiliate of the Company. During the reporting period, 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 Exchange Act Rule 15c2-4; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Exchange Act Rule 15c3-3). USP Securities Corporation I, Timothy Wons, affirm that, to the best of my knowledge and belief, this Exemption Report is true and correct. ~ ~ ~ u)vJJ.\_ By: Title: President/CCO February 29, 2024 14201 Dallas Parkway, 9th Floor Dallas, TX 75254 972-763-3500 {15}------------------------------------------------ # **Deloitte.** **Deloitte & Touche LLP** JPMorgan Chase Tower 2200 Ross Avenue Dallas, TX 75201-6778 USA Tel: + 1 214 840 7000 www.deloitte.com #### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Stockholder of USP Securities Corporation and the Audit Committee of Tenet Healthcare Corporation: We have reviewed management's statements, included in the accompanying Exemption Report, in which USP Securities Corporation (the "Company") stated that the Company did not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3 and filed the Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 ("Footnote 74") throughout the year ended December 31, 2023, without exception. The Company's management is responsible for its statements. Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about management's statements within the Exemption Report. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions of Footnote 74. February 29, 2024 {16}------------------------------------------------ # **Deloitte.** **Deloitte** & **Touche LLP** JPMorgan Chase Tower 2200 Ross Avenue Dallas, TX 75201-6778 USA Tel: + 1 214 840 7000 www.deloitte.com #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON APPLYING AGREED-UPON PROCEDURES To the Stockholder of USP Securities Corporation and the Audit Committee ofTenet Healthcare Corporation: We have performed the procedures included in Rule 17a-5(e)(4) under the Securities Exchange Act of 1934 and in the Securities Investor Protection Corporation ("SIPC") Series 600 Rules, which are enumerated below, on the accompanying General Assessment Reconciliation ("Form SIPC-7") for the year ended December 31, 2023. Management of USP Securities Corporation (the "Company") is responsible for its Form SIPC-7 and for its compliance with the applicable instructions on Form SIPC-7. Management of the Company has agreed to and acknowledged that the procedures performed are appropriate to meet the intended purpose of assisting the Company and SIPC (the "specified parties") in evaluating the Company's compliance with the applicable instructions on Form SIPC-7 for the year ended December 31, 2023. In addition, SIPC has agreed to and acknowledged that the procedures performed are appropriate for their intended purpose. This report may not be suitable for any other purpose. The procedures performed may not address all the items of interest to a user of this report and may not meet the needs of all users of this report and, as such, users are responsible for determining whether the procedures performed are appropriate for their purposes. The sufficiency of these procedures is solely the responsibility of those parties specified in this report. Consequently, we make no representation regarding the appropriateness or the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. The procedures we performed and our associated findings are as follows: - 1. Compared the listed assessment payments in Form SIPC-7 with respective cash disbursement records entries noting no differences. - 2. Compared the Total Revenue amounts reported on the audited Form X-17 A-5 Part Ill for the year ended December 31, 2023, with the Total Revenue amounts reported in Form SIPC-7 for the year ended December 31, 2023, noting no differences. - 3. Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers, noting no differences; and - 4. Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments noting no differences. We were engaged by the Company to perform this agreed-upon procedures engagement and conducted our engagement in accordance with the attestation standards established by the American Institute of Certified Public Accountants and the standards of the Public Company Accounting Oversight Board (United States). We were not engaged to and did not conduct an examination or a review, the objective of which would be the expression of an opinion or conclusion, respectively, on the Company's Form SIPC-7 and for its compliance with the applicable instructions on Form SIPC-7 for the year ended December 31, 2023. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. We are required to be independent of the Company and to meet our other ethical responsibilities in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement. This report is intended solely for the information and use of the Company and SIPC, and is not intended to be, and should not be, used by anyone other than these specified parties. February 29, 2024 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.