# GALLAGHER SECURITIES, INC X-17A-5/A (2026-06-22) — Broker-dealer annual report

- Company: GALLAGHER SECURITIES, INC
- Form: X-17A-5/A
- Filed: 2026-06-22
- Period: 2025-12-31
- Accession: 0001146172-26-000009
- CIK: 1146172
- File #: 8-53563
- Type: Broker-dealer
- Material weakness: No
- Auditor: Ernst & Young LLP
- Auditor location: Chicago, IL
- Contact: Ryan Fitzpatrick
- Phone: 917-499-8559
- Email: ryan\_fitzpatrick@ajgre.com
- Website: ajgre.com
- Signed by: Ryan Fitzpatrick (Chief Compliance Officer of Gallagher Securities, Inc.)

Original filing: https://www.sec.gov/Archives/edgar/data/1146172/000114617226000009/gsauditresultscommunication.pdf

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# **Gallagher Securities, Inc.**

2025 audit and attestation results **March 27, 2026**

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To Those Charged with Governance,

We are pleased to present the results of our audit and attestation engagements of Gallagher Securities, Inc. Open and candid dialogue with you, as those charged with governance, is a critical step in the audit process and in the overall corporate governance process, and we appreciate this opportunity to share the insights from our audit with you.

The audit and attestation engagements are designed to:

- Express an opinion, as required by SEC Rule 17a-5(g)(1), on the 20XX financial statements and supplemental information of the Company and statement of financial condition as required under 17a-5(e)(3).
- Issue a review report, as required by SEC Rule 17a-5(g)(2)(i), regarding the statements made by the Company in its exemption report
- Issue an agreed-upon procedures report on the Company's SIPC annual assessment as required by the Series 600 Rules of SIPC
- As applicable, include: Issue an internal control supplemental report as required for CFTC-registered [introducing brokers or futures commission merchants

We appreciate that the Company selected EY to perform its 2025 audit and attestation engagements and are committed to executing quality engagements that embrace the responsibility of serving the Those Charged with Governance of the broker-dealer, public interest and capital markets.

Very truly yours,

Kristin Schleicher Partner

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## **Executive summary**

## **2025 audit results What's Next Action items**

- Exemption review
- CFTC Internal Control
- Areas of emphasis (pages 3-4)
- Required communications (pages 7-12)
- Exemption review required communications (Page 13)
- CFTC registrants required communications (Page 14)
- Draft letters of representation (Appendix B)
- Draft auditor's report (Appendix C)
- Required independence communications (Appendix D)
- Issue financial statement opinions (Draft audit/attest reports included in Appendix C)
- Status update/open items (e.g., financial statements wrap-up).
- Obtaining the executed letter of representations from management
- We inquire of those charged with governance regarding your awareness of matters relevant to the audit, including:
	- Your views about the risk of material misstatement due to fraud
	- Your knowledge of any actual, alleged or suspected fraud
	- Your awareness of tips or complaints regarding the Company's financial reporting, other matters relevant to the audit (such as violations or possible violations of laws or regulations), or any significant unusual transactions
	- Your concerns regarding relationships or transactions with related parties
	- How you exercise oversight over the Company's assessment of fraud risks and the internal controls to address those risks

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# **Areas of emphasis**

| Topic                                                                                        | Significance | Subjectivity | Considerations                                                                                                                                                                                                                                  |
|----------------------------------------------------------------------------------------------|--------------|--------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Revenue recognition and sales<br>commitments<br>•<br>Underwriting fees<br>•<br>Advisory fees |              |              | •<br>We updated our understanding of fees revenue recognition process, performed<br>a walkthrough of the revenue class of transactions.<br>•<br>We performed substantive audit procedures that included performing detailed<br>test of revenue. |
|                                                                                              |              |              | •<br>We reviewed the disclosures included in the financial statements regarding the<br>Company's fee revenue recognition policy and found them to be appropriate. All<br>required US GAAP disclosures were made sufficiently by the Company.    |

#### **Related parties**

• Related Parties and Expense sharing transactions

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- We updated our understanding of the expense allocation process, performed a walkthrough of the expense allocation process and evaluated the design of controls in this area.
- We performed procedures to assess the reasonableness of the allocation method and to ensure the allocation was performed consistent with the underlying expense sharing agreements.
- We reviewed the disclosures included in the financial statements regarding the Company's expense allocation policy and found them to be appropriate. All required US GAAP disclosures were made sufficiently by the Company.

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## **Areas of emphasis**

4

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**Supplemental information required by SEC Rule 17a-5 and Attestation and AUP engagements**

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- SEC Rule 15c3-1 Computation of Net Capital
- SEC Rule 15c3-3 Claim of Exemption (filing an Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5)

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- We assessed whether the Company's classification of allowable and nonallowable assets is prepared in accordance with Rule 15c3-1 rules and interpretations. We selected a sample of assets from the general ledger and verified appropriate classification in the net capital computation.
- Based on the testing performed, we believe the Company's supplemental information, including its form and content, is presented in conformity with Rule 17a-5 under the Securities Exchange Act of 1934 and is fairly stated, in all material respects, in relation to the financial statements as a whole.
- Review engagement
	- The Company is filing their Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5.
	- No exceptions to the exemption provisions were identified by us.
	- No Information that causes the Company's assertions about the exemption provisions not to be fairly stated, in all material, was identified.
- Form SIPC-7
	- We performed the agreed-upon procedures listed in our report and found no issues.

**Risk of management override of controls (1)**

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• Professional standards require that we consider the risk of management override of controls to be a fraud risk on all audits. To address this risk, we reviewed non-standard journal entries and transactions, noting no issues.

**(1)** These areas were identified as having significant risks, which are risks with both a higher likelihood of occurrence and a higher magnitude of effect that require special audit considerations.

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# **Appendices**

Appendices Required communications Internal Control Letter **A**

- **B**
- Audit and Attestation Reports **C**
- Independence Letter **D**

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Draft letter of representations Summary of Uncorrected Differences

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# **Appendix A**

## **Required communications**

The following is a summary of required communications between the audit team and the audit committee, as required by Auditing Standard (AS) 1301, *Communications with Audit Committees*, and other applicable auditing standards. This communication is intended solely for the information and use of those charged with governance, management and others within the organization, and is not intended to be, and should not be, used by anyone other than these specified parties.

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| Topic                                                                                                                                                                                                             | Comments                                                     |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------|
|                                                                                                                                                                                                                   |                                                              |
| Auditor's responsibility under PCAOB standards,<br>including a draft of the auditor's report and our<br>evaluation of the financial statement presentation                                                        | Refer to the auditor's report in Appendix C                  |
| Significant changes to the planned audit strategy, timing<br>of the audit and significant risks initially identified                                                                                              | Our audit strategy is consistent with the plan communicated. |
| Significant changes to the names, locations and planned<br>responsibilities of other firms (including EY member<br>firms) or persons who are not employed by the firm<br>issuing the report, supporting the audit | There are no changes to communicate.                         |
| Fraud and noncompliance with laws and regulations<br>(illegal acts)                                                                                                                                               | We are not aware of any matters that require communication.  |

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| Topic                                                                                                                                                                                                          | Comments                                                                                                                                                                                                                                                                                                                                               |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                |                                                                                                                                                                                                                                                                                                                                                        |
| Matters relevant to our evaluation of the entity's ability<br>to continue as a going concern                                                                                                                   | We did not identify any events or conditions that led us to believe there was substantial doubt<br>about Gallagher Securities, Inc.'s ability to continue as a going concern.                                                                                                                                                                          |
| Significant and critical accounting policies and critical<br>accounting estimates, including qualitative aspects,<br>our assessment of management's disclosures and our<br>conclusion regarding reasonableness | We have reviewed and evaluated significant and critical accounting policies and estimates as<br>outlined in the draft financial statements and consider these policies appropriate. Refer to the<br>"Areas of emphasis" section where we have discussed our conclusions and observations over<br>such matters we determine most critical to our audit. |
| Related-party relationships and transactions                                                                                                                                                                   | We discussed related-party relationships and transactions on the "Areas of emphasis" section.                                                                                                                                                                                                                                                          |
|                                                                                                                                                                                                                | We noted no significant matters regarding the Gallagher Securities Inc.'s relationships and<br>transactions with related parties.                                                                                                                                                                                                                      |
| Significant unusual transactions                                                                                                                                                                               | We are not aware of any significant unusual transactions entered into by Gallagher Securities,<br>Inc.                                                                                                                                                                                                                                                 |
| New accounting pronouncements                                                                                                                                                                                  | We have not identified issues regarding management's planned application of new accounting<br>pronouncements.                                                                                                                                                                                                                                          |
|                                                                                                                                                                                                                |                                                                                                                                                                                                                                                                                                                                                        |

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| Topic                                                         | Comments                                                                                                                                                                                                                                                                                                                 |
|---------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                               |                                                                                                                                                                                                                                                                                                                          |
| Independence matters                                          | Our independence letter under PCAOB Rule 3526 is included in Appendix D.                                                                                                                                                                                                                                                 |
| Audit committee preapproval of services and<br>fee disclosure | Refer to engagement letters previously provided for fees.                                                                                                                                                                                                                                                                |
| Obtaining information relevant to the audit                   | Inquiries regarding matters relevant to the audit are to be performed at this meeting:<br><br>Fraud and noncompliance with laws and regulations (illegal acts)<br><br>Tips or complaints regarding Gallagher Securities, Inc.'s financial reporting<br><br>Significant unusual transactions<br><br>Subsequent events |

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| Topic                                                                                                                             | Comments                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|-----------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Significant issues discussed with management in<br>connection with the auditor's initial appointment or<br>recurring retention    | None.                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| Disagreements with management and significant<br>difficulties encountered in dealing with management<br>when performing the audit | None.                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| Management's consultations with other accountants                                                                                 | None.                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| Material alternative accounting treatments discussed<br>with management                                                           | None.                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| Difficult or contentious matters subject to consultation<br>outside of the audit team                                             | None.                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| Corrected misstatements related to accounts and<br>disclosures                                                                    | The Company's originally calculated state blended rate was computed at 4.86% (before federal<br>benefit) and incorrectly included cost of performance states within the calculation. After<br>removing these states, the state blended rate was 2.96%. This resulted in a reduction of the total<br>tax expense of \$117,179.                                                                                                                   |
|                                                                                                                                   | The Company initially included a return to provision adjustment for the federal deduction of state<br>income taxes. For the proforma tax return, the Company utilizes the consolidated state blended<br>rate to determine the state income tax deduction. This results in a much larger deduction than<br>the deduction computed on a separate company basis. The Company corrected this which<br>increased the total tax expense by \$145,022. |
| Uncorrected misstatements related to accounts and<br>disclosures, considered by management to be immaterial                       | Management identified a \$7,178 misstatement in accounts receivable related to the settlement<br>of a foreign currency balance with a foreign counterparty, which would have resulted in an<br>additional foreign exchange loss.                                                                                                                                                                                                                |
|                                                                                                                                   | Current period uncorrected misstatements could potentially cause future-period financial<br>statements to be materially misstated, even if they are immaterial to the current period financial<br>statements.                                                                                                                                                                                                                                   |

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| Topic                                                                                                                                                                                                                                                                                                                                                                                                                         | Comments                                                                                                                                                                                                                                                                        |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                 |
| Deficiencies in internal control over financial reporting<br>(ICFR) of lesser magnitude than material weaknesses<br>A<br>significant deficiency<br>is a deficiency, or a combination<br>of deficiencies, in internal control over financial reporting,<br>that is less severe than a material weakness yet important<br>enough to merit attention by those responsible for<br>oversight of the company's financial reporting. | The objective of our audit is to report on the financial statements and not to provide assurance<br>on internal control. To the extent we identified deficiencies during the audit, we evaluated them<br>and determined none rise to the magnitude of a significant deficiency. |
| Material weaknesses                                                                                                                                                                                                                                                                                                                                                                                                           | We did not identify any material weaknesses in ICFR.                                                                                                                                                                                                                            |
| A<br>material weakness<br>is a deficiency, or a combination of<br>deficiencies, in internal control over financial reporting,<br>such that there is a reasonable possibility that a material<br>misstatement of the company's annual or interim<br>financial statements will not be prevented or detected<br>on a timely basis.                                                                                               |                                                                                                                                                                                                                                                                                 |

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| Topic                                                 | Comments                                                                                                                                                                                                                                |  |  |  |  |
|-------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--|--|--|--|
|                                                       |                                                                                                                                                                                                                                         |  |  |  |  |
| Representations we are requesting from management     | Refer to Appendix B                                                                                                                                                                                                                     |  |  |  |  |
| Other material written communications with management | As communicated in our audit plan, those charged with governance have acknowledged and<br>agreed to the terms of the engagement agreement, including the objectives of the audit and the<br>responsibilities of both management and EY. |  |  |  |  |
|                                                       | No other material written communications with management have occurred during our audit<br>procedures.                                                                                                                                  |  |  |  |  |

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| Topic                                                          | Comments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|----------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| AICPA ethics ruling regarding third-party service<br>providers | From time to time, and depending on the circumstances, (1) we may subcontract portions of<br>the audit services to other EY firms, who may deal with Gallagher Securities or its affiliates<br>directly, although EY alone will remain responsible to you for the audit services and (2) personnel<br>(including non-certified public accountants) from an affiliate of EY or another EY firm or any<br>of their respective affiliates, or from independent third-party service providers (including<br>independent contractors), may participate in providing the audit services. In addition, third-party<br>service providers may perform services for EY in connection with the audit services. |
| Other matters                                                  | There are no other matters arising from the audit that are significant and relevant to the audit<br>committee regarding the oversight of the financial reporting process.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |

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# **Required communications: exemption review**

| Topic                                                                                                                                                                           | Comments                                                                                                                                                                                                                                 |
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                 |                                                                                                                                                                                                                                          |
| Any exceptions to the exemption provisions or basis for<br>filing an exemption report identified by the auditor                                                                 | We did not identify any exceptions to the exemption provisions or basis for filing an exemption<br>report during the current year review.                                                                                                |
| Information that causes the Company's assertions about<br>the exemption provisions or basis for filing an exemption<br>report not to be fairly stated, in all material respects | We did not identify any information that caused the Company's assertions about the exemption<br>provisions or basis for filing an exemption report not to be fairly stated, in all material respects,<br>during the current year review. |
| Any findings to the SIPC agreed-upon procedures<br>mandated by SIPC Series 600 Rules                                                                                            | Refer to the auditor's draft SIPC AUP report.                                                                                                                                                                                            |

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# **Required communications: CFTC registrants**

| Topic                                         | Comments                                                                                                       |  |  |  |  |
|-----------------------------------------------|----------------------------------------------------------------------------------------------------------------|--|--|--|--|
|                                               |                                                                                                                |  |  |  |  |
| Identified instances of material inadequacies | No material inadequacies were found to exist or found to have existed since the date of the<br>previous audit. |  |  |  |  |

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# **Appendix B**

# **Letters of representations**

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**Gallagher Securities Inc. 2025 audit results Securities, Inc. 2025 audit results** Confidential — Ernst & Young LLP

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## March 27, 2026 Ernst & Young LLP

155 North Wacker Drive Chicago, IL 60606

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- 

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- Access to all regulatory examination reports, supervising correspondence and similar materials from applicable regulatory agencies (particularly communications concerning supervisory actions or noncompliance with, or deficiencies in, rules and regulations or supervisory actions)
- may affect the financial statements and related disclosures

## *Uncorrected misstatements*

We believe that the effects of any uncorrected misstatements, summarized in the accompanying schedule, accumulated by you during the current and prior audit period presented are immaterial, both individually and in the aggregate, to the financial statements as a whole.

### *Internal control*

## *Internal control assertion Commodity Futures Trading Commission*

We are responsible for establishing and maintaining adequate internal control activities for including the following:

a. Making periodic computations of the minimum financial requirements pursuant to Regulation 1.17 of the Commodity Exchange Act.

### *Minutes and contracts*

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### *Methods, significant assumptions, and data used in making accounting estimates*

The appropriateness of the methods, the consistency in application, the accuracy and completeness of data, and the reasonableness of significant assumptions used by us in developing accounting estimates and related disclosures, including fair value measurements, are reasonable and supportable.

### *Risks and uncertainties*

### *Ownership and pledging of assets*

### *Receivables and revenues*

Receivables represent valid claims against debtors on or before the balance sheet date. Receivables represent rights to consideration that are unconditional (i.e., only the passage of time is required before payment of that consideration is due) and are expected to be collectible Appropriate provision has been made for losses, costs and expenses that may be incurred subsequent to December 31, 2025 with respect of sales and services rendered prior to that date and for discounts, returns and allowances, etc., that may be incurred in the collection of receivables at that date.

All revenue from contracts with customers has been recognized when control of the promised services is transferred to customers, and reflects the consideration to which we expect to be entitled in exchange for transferring services to our customers.

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For each performance obligation satisfied over time, we applied a single method of measuring progress toward complete satisfaction of the performance obligation and applied that method consistently to similar performance obligations and in similar circumstances.

We have adequately disclosed disaggregated revenue from contracts with customers into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

We have disclosed in the financial statements judgments and changes in judgments made in applying the guidance in ASC 606 that significantly affect the determination of the amount and timing of revenue from contracts with customers. In addition, our disclosures related to revenues from contracts with customers are consistent with the disclosure objectives outlined in ASC 606.

### *Financial instruments*

There are no securities or investments not readily marketable owned by the Company or borrowed under subordination agreements, except as disclosed in the financial statements or notes thereto. not be limited to any of the following:

a. Securities for which there is no market on a securities exchange or independent publicly quoted market.

b. Securities that cannot be publicly offered or sold unless registration has been effected under the Securities Act of 1933 (or the conditions of an exemption such as Regulation A under Section 3B of such act have been complied with) (that is, restricted stock).

c. Securities and investments that cannot be offered or sold because of other arrangements, restrictions or conditions applicable to the securities and investments or to the Company (that is, control stock).

The following information about financial instruments with off-balance-sheet risk and financial instruments with concentrations of credit risk has been properly disclosed in the financial statements:

a. The extent, nature and terms of financial instruments with off-balance-sheet risk.

b. The amount of credit risk of financial instruments with off-balance-sheet risk and information about the collateral supporting such financial instruments.

c. Significant concentrations of credit risk arising from all financial instruments and information about the collateral supporting such financial instruments.

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#### *Fair value measurements*

We are responsible for the estimation methods and assumptions used in measuring assets and liabilities reported or disclosed at fair value, including information obtained from brokers, pricing services or other third parties. Our valuation techniques have been consistently applied from period to period. The fair value measurements reported or disclosed represent our best estimate of fair value as of the measurement date in accordance with the requirements of ASC 820. In addition, our disclosures related to fair value measurements are consistent with the objectives outlined in ASC 820.

We have evaluated the fair value information provided to us by brokers, pricing services or other parties that has been used in the financial statements and believe this information to be reliable and consistent with the requirements of ASC 820.

#### *Allowance for credit losses*

Appropriate provision has been made for lifetime expected credit losses in accordance with ASC 326-20. Our estimate of expected credit losses includes consideration of past events, current conditions and forecasts of future economic conditions. Significant assumptions used by us in estimating the allowance for credit losses are reasonable and supportable.

Our disclosures related to credit quality of financing receivables, the allowance for credit losses and

#### *Accounting for uncertainty in income taxes*

Tax positions have been reflected in the financial statements in accordance ASC 740, *Income Taxes*. Such tax positions are, based solely on their technical merits, more likely than not to be sustained upon examination by taxing authorities and reflect the largest amount of benefit, determined on a cumulative probability basis, that is more likely than not to be realized upon settlement with the applicable taxing authority with full knowledge of all relevant information.

We have disclosed to you the tax years that remain subject to examination by major tax jurisdictions.

#### *Related party relationships and transactions*

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#### *Arrangements with financial institutions*

### *Contingencies and other liabilities*

#### *Other assets and liabilities*

At December 31, 2025, the Company had:

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- a. Properly recorded all securities exchange memberships.
- b. Properly recorded all participation in joint accounts carried by others.
- c. No material unrecorded assets or contingent assets whose value depends on the fulfillment of conditions regarded as uncertain.
- d. No open contractual commitments other than those appearing on the books and records; for example, when-distributed and delayed delivery contracts, underwritings and when-issued contracts, endorsements or puts and calls, and commitments in foreign currencies and spot (cash) commodity contracts.
- e. Established a reserve for dividends and transfer items and security differences that is adequate to cover any anticipated losses in connection with the short securities that may have to be covered or claims arising from the liquidation of long securities.
- f. No borrowings or claims unconditionally subordinated to all claims or general creditors pursuant to a written agreement except as disclosed in the financial statements or notes thereto.

#### *Purchase and sales commitments*

There were no material commitments outstanding at December 31, 2025 for derivative contracts, short sales or hedge transactions. In addition, there were no agreements or commitments to repurchase assets previously sold.

Provision has been made for any material loss to be sustained in the fulfillment of, or from the inability to fulfill, any purchase or sales commitments.

#### *Supplementary information required by Rule 17a-5 of the Securities and Exchange Commission*

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### *Net capital computation*

Net capital computations, prepared by the Company during the period from January 1, 2025 through the date of this letter*,* indicated that the Company was in compliance with the requirements of Rule 15c3-1 of the Securities and Exchange Commission (and applicable exchange requirements) at all times during the period and the Company maintained adequate net capital throughout the year at all times as required by SEC Rule 15c3-1. The Company was not subject to, and did not prepare a calculation for, the reserve requirement of Rule 15c3-3 of the Securities and Exchange Commission in accordance with applicable regulations.

### *Digital assets and crypto currency*

We do not directly or indirectly enable our customers to directly purchase or store digital assets or crypto currency through the broker-dealer or an affiliate.

#### *Accounting support fees assessed by the Public Company Accounting Oversight Board*

#### *Non-compliance with laws and regulations, including fraud*

### *Independence*

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We have not used Inline eXtensible Business Reporting Language (Inline XBRL) to provide our financial statements to the SEC.

The measure of segment profit or loss that we have disclosed for each reportable segment in the notes to the financial statements reflect the measure that is used by our chief operating decision maker to assess the operating performance of and allocate resources to each reportable segment. We have appropriately disclosed in the notes to the financial statements how our chief operating decision maker uses the reported segment profitability measure to assess performance and allocate resources to each reportable segment.

We have identified and provided to you all relevant financial information that is regularly provided to the chief operating decision maker and serves as support for our id significant segment expenses (as defined in ASC 280). Based on our evaluation of that information, we have appropriately identified and disclosed all expense categories and amounts that we believe are either quantitatively or qualitatively significant for each reportable segment.

## **Subsequent events**

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Chief Executive Officer, Gallagher Securities, Inc.

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March 27, 2026

Ernst & Young LLP 155 North Wacker Drive Chicago, IL 60606

In connection with your review engagement relating to our statements about Gallagher Securities, Inc. (the Company) made in our exemption report required under U.S. Securities and Exchange Commission (SEC) Rule 17a-5(d)(4) throughout the most recent fiscal year ended December 31, 2025 (the Exemption Report), we recognize that obtaining representations from us concerning the information contained in this letter is a significant procedure in enabling you to perform your review for the purpose of determining whether you are rder for them to be fairly stated, in all material respects.

Accordingly, we make the following representations, which are true to the best of our knowledge and belief.

We acknowledge that, as members of management of Gallagher Securities, Inc., we are responsible for the following statements in our Exemption Report:

- (1) The Company claimed exemption from 17 C.F.R. § 240.15c3-3 under the following provisions of 17 C.F.R. §240.15c3-3 (k)(2): (i) and (ii).
- (2) The Company met the identified exemption provisions in 17 C.F.R. §240.15c3-3(k) throughout the most recent fiscal year without exception.
- (3) business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 are limited to: (1) receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients, and (2) participating in distributions of securities, and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

Further, the exemption provisions and statements in our Exemption Report that we have identified are NRA, those provisions claimed within the s all business activities of the broker dealer. We have considered the SEC Rule 17a-5 frequently asked questions when evaluating the completeness and accuracy of the exemption provisions claimed and statements made in our Exemption Report.

We also acknowledge that, as members of management of Gallagher Securities, Inc., we are responsible for complying with the identified exemption provisions claimed and statements made throughout the fiscal year and the completeness of those exemptive provisions claimed and statements made in addressing the business activities of the broker dealer. We also are responsible for establishing and maintaining effective internal control over compliance with the identified exemption provisions claimed and statements made. We

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compliance with the identified exemption provisions claimed and statements made.

#### *Records and other information*

We have made available to you all records and other information relevant to our statements, including all known matters contradicting the statements, all known matters that might significantly affect our statements, and all communications from regulatory agencies, internal auditors, others who perform an equivalent function, compliance functions, and other auditors, concerning possible exceptions to the identified exemption provisions claimed and statements made, received through the date of your review report.

#### *Compliance with the exemption provisions and statements made*

There has been no known noncompliance with the identified exemption provisions claimed and statements made throughout the most recent fiscal year ended December 31, 2025, and through the date of your review report.

There has been no abuse, fraud, or suspected or alleged fraud affecting our compliance with the identified exemption provisions claimed and statements made involving management.

#### *Independence*

has significant influence .

Based on inquiries made of our officers, directors, other individuals in a financial reporting oversight role (FROR) and individuals who are beneficial owners with significant influence over the Company and the , we are not aware of any business relationship between any such individual (or any entity for or of which such an individual acts in a similar capacity) and Ernst & Young LLP or any other member firm of the global Ernst & Young organization (any of which, an EY Firm). Such relationships exclude those where an EY Firm performs professional services or where an EY Firm is a consumer in the ordinary course of business.

We are not aware of any reason that Ernst & Young LLP would not be independent for purposes of the

#### *Subsequent events*

No known events or other factors have occurred since December 31, 2025 or are pending that would have an effect on our compliance with the identified exemption provisions or affect our statements made in our Exemption Report for the most recent fiscal year ended December 31, 2025.

We understand that your review was conducted in accordance with attestation standards of the Public Company Accounting Oversight Board (United States) and was, therefore, designed primarily for the purpose of determining whether you are aware of any material modifications that should be made to manageme

{29}------------------------------------------------

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provisions set forth in paragraphs (k)(2)(i) and (k)(2)(ii) of Rule 15c3-3 and as described within Footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 under the Securities Exchange Act of 1934 and that your procedures were limited to those that you considered necessary for that purpose. We understand that your review was substantially less in scope than an examination and, acc that your review cannot be relied upon to disclose all exceptions to the exemption provisions claimed and statements made or fraud or illegal acts that may exist; however, we understand that you would have informed us of any fraud or illegal acts that came to your attention, unless they were clearly inconsequential, as well as any exceptions to the exemption provisions claimed and statements made that came to your attention.

Very truly yours,

Ryan Fitzpatrick Chief Operating Officer, Gallagher Securities, Inc.

{30}------------------------------------------------

![](_page_30_Picture_0.jpeg)

March 27, 2026

Ernst & Young LLP 155 North Wacker Drive Chicago, IL 60606

In connection with your agreed- (the Reconciliation (Form SIPC-7) to the Securities Investor with the applicable instructions of the General Assessment Reconciliation (Form SIPC-7), we make the following representations, which are true to the best of our knowledge and belief.

We also are responsible for establishing and maintaining effective internal control over compliance with the Series 600 Rules of SIPC. We have performed an evaluation of our compliance with the Series 600 Rules of SIPC as of December 31, 2025 and for the year then ended. Based on this evaluation, the Company complied with the Series 600 Rules of SIPC for the year ended December 31, 2025.

We acknowledge that, as members of management of the Company, we are responsible for the Subject Matter.

We also are responsible for selecting the criteria against which the Subject Matter should be measured and for determining that such criteria are appropriate for our purposes.

We assert that information contained in Form SIPC-7 is true, correct, and complete and was prepared in accordance with the instructions of Form SIPC-7.

We have communicated to you any known noncompliance relevant to the Subject Matter**.**

We agree to the procedures attached in Appendix A and acknowledge that the procedures are appropriate for the intended purpose of the engagement.

In accordance with guidance from SIPC, we have established certain materiality limits for EY to report exceptions related to the procedures performed. For purposes of performing procedures 1., 2., 3., and 4., no exceptions with be reported for differences of \$1 or less.

We have made available to you all records, methodologies and assumptions (as applicable) related to the Subject Matter and the agreed-upon procedures.

We have disclosed (1) all known matters contradicting the Subject Matter and (2) any communications from regulatory agencies, legal counsel affecting the Subject Matter including communications received through the date of this letter.

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No events or transactions have occurred since December 31, 2025 or are pending that would have an effect on the Subject Matter. We have disclosed any known noncompliance occurring during or since December 31, 2025.

We are not aware of any business relationship between the Company and Ernst & Young LLP or any other member firm of the global Ernst & Young organization . Such relationships exclude those where an EY Firm performs professional services or where an EY Firm is a consumer in the ordinary course of business.

We are not aware of any reason that Ernst & Young LLP would not be independent for purposes of your engagement by the Company.

We understand that your agreed-upon procedures engagement was conducted in accordance with the interim attestation standards of the Public Company Accounting Oversight Board (United States) and the attestation standards established by the American Institute of Certified Public Accountants. We understand that an agreed-upon procedures engagement is substantially less in scope than an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the Subject Matter. We also understand that the sufficiency of the procedures performed is solely the responsibility of the specified users of the report.

We are not aware of any material misstatements or omissions in the Subject Matter.

Very truly yours,

Ryan Fitzpatrick Chief Operating Officer, Gallagher Securities, Inc.

Jason Bolding Chief Executive Officer, Gallagher Securities, Inc.

{32}------------------------------------------------

![](_page_32_Picture_0.jpeg)

## Appendix A

- 1.
- 2. Compared the total revenue amounts reported on the annual audited report Form X-17A-5 Part III for the fiscal year ended December 31, 2025 with the total revenue amounts reported in Form SIPC-7 for the year-ended December 31, 2025.
- 3. Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers.
- 4. Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments.

{33}------------------------------------------------

# **Appendix C**

## **Audit and attestation reports**

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Ernst & Young LLP 155 N Wacker Dr. Chicago, IL 60606

 Tel: +1 312 879 2000 Fax: +1 312 879 4000 ey.com

March 27, 2026

Mr. Ryan Fitzpatrick Chief Operating Officer Gallagher Securities, Inc. and Mr. Rich Cary Chief Accounting Officer Arthur J. Gallagher and Co.

## Gentlemen:

Enclosed are manually signed copies of the following for the 2025 annual report of Gallagher Securities, Inc.:

- Report of Independent Registered Public Accounting Firm on the audit of the financial statements and supplemental information;
- Report of Independent Registered Public Accounting Firm on the audit of the statement of financial condition;
- Report of Independent Registered Public Accounting Firm on the review of the exemption report;
- Report of Independent Registered Public Accounting Firm on the SIPC agreed-upon procedures; and
- Report of Independent Registered Public Accounting Firm on Internal Control as required by CFTC Regulation 1.16.

Please retain this letter and the enclosures in your files as evidence of our authorization to include the attached reports in your 2025 annual report filed pursuant to SEC Rule 17a-5(d)(6), as applicable.

Please call me at (248) 931-6913 if you have any questions regarding the form or use of these reports.

Very truly yours,

Kristin Schleicher Partner Ernst & Young LLP

Enclosures

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Ernst & Young LLP 155 N Wacker Dr. Chicago, IL 60606

Tel: +1 312 879 2000 Fax: +1 312 879 4000 ey.com

#### Report of Independent Registered Public Accounting Firm

To the Stockholder and the Board of Directors of Gallagher Securities, Inc.

#### Opinion on the Financial Statements

We have audited the accompanying statement of financial condition of Gallagher Securities, Inc. (the Company) as of December 31, 2025, the related statements of operations, changes in stockholder's equity and cash flows 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 at December 31, 2025, and the results of its operations and its cash flows for the year then ended in conformity with U.S. generally accepted accounting principles.

#### 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.

#### Supplemental Information

The accompanying information contained in Schedule G has been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. Such information is the responsibility of the Company's management. Our audit procedures included determining whether the information reconciles to the financial statements or the underlying accounting and

{36}------------------------------------------------

other records, as applicable, and performing procedures to test the completeness and accuracy of the information. In forming our opinion on the information, we evaluated whether such information, including its form and content, is presented in conformity with Rule 17a-5 under the Securities Exchange Act of 1934 and Regulation 1.10 under the Commodity Exchange Act. In our opinion, the information is fairly stated, in all material respects, in relation to the financial statements as a whole.

We have served as Gallagher Securities, Inc.'s auditor since 2023.

March 27, 2026

{37}------------------------------------------------

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Ernst & Young LLP 155 N Wacker Dr. Chicago, IL 60606

Tel: +1 312 879 2000 Fax: +1 312 879 4000 ey.com

#### Report of Independent Registered Public Accounting Firm

To the Stockholder and the Board of Directors of Gallagher Securities, Inc.

#### Opinion on the Financial Statement

We have audited the accompanying statement of financial condition of Gallagher Securities, Inc. (the Company) as of December 31, 2025, and the related notes (the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company at December 31, 2025, in conformity with U.S. generally accepted accounting principles.

#### 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 financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

We have served as Gallagher Securities, Inc.'s auditor since 2023.

March 27, 2026

{38}------------------------------------------------

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Ernst & Young LLP 155 N Wacker Dr. Chicago, IL 60606

Tel: +1 312 879 2000 ey.com

#### Report of Independent Registered Public Accounting Firm

The Board of Directors and Management of Gallagher Securities, Inc.

We have reviewed management's statements, included in the accompanying GALLAGHER SECURITIES, INC. EXEMPTION REPORT, in which Gallagher Securities, Inc. (the Company) stated that:

- (1) The Company claimed an exemption from 17 C.F.R. § 240.15c3-3 (k): ((2)(i) and (2)(ii)) (the "exemption provisions")
- (2) The Company met the identified exemption provisions of §240.15c3-3 (k) throughout the most recent fiscal year ended December 31, 2025 without exception
- (3) The Company is also filing this Exemption Report because the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 are limited to: (1) receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients, and (2) participating in distributions of securities, and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year ended December 31, 2025 without exception.

Management is responsible for compliance with 17 C.F.R. § 240.15c3-3 and 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 the Company's compliance with 17 C.F.R. § 240.15c3-3. 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 set forth in Rule 15c3-3 under the Securities Exchange Act of 1934 and pursuant to Footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5.

This report is intended solely for the information and use of the Board of Directors, management, the SEC, FINRA, other regulatory agencies that rely on Rule 17a-5 under the Securities Exchange Act of 1934 in their regulation of registered brokers and dealers, and other recipients specified by Rule 17a-5(d)(6) and is not intended to be and should not be used by anyone other than these specified parties.

March 27, 2026

A member firm of Ernst & Young Global Limited

{39}------------------------------------------------

![](_page_39_Picture_0.jpeg)

Tel: +1 312 879 2000 Fax: +1 312 879 4000 ey.com

#### Report of Independent Registered Public Accounting Firm on Applying Agreed-Upon Procedures

To the Board of Directors and Management of Gallagher Securities, Inc.

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, 2025. Management of Gallagher Securities, Inc. (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 you and SIPC in evaluating the Company's compliance with the applicable instructions on Form SIPC-7 for the year ended December 31, 2025. Additionally, 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 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 the associated findings are as follows:

1. Compared the listed assessment payments in Form SIPC-7 with respective cash disbursement records entries.

No findings were found as a result of applying the procedure.

2. Compared the total revenue amounts reported on the annual audited report Form X-17A-5 Part III for the fiscal year ended December 31, 2025 with the total revenue amounts reported in Form SIPC-7 for the year-ended December 31, 2025.

No findings were found as a result of applying the procedure.

3. Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers provided by management.

No findings were found as a result of applying the procedure.

{40}------------------------------------------------

4. Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments.

No findings were found as a result of applying the procedure.

We were engaged by the Company to perform this agreed-upon procedures engagement and conducted we engagement in accordance with attestation standards established by the American Institute of Certified Public Accountants and in accordance with the standards of the Public Company Accounting Oversight Board (United States). An agreed-upon procedures engagement involves the practitioner performing specific procedures that the engaging party has agreed to and acknowledged to be appropriate for the purpose of the engagement and reporting on findings based on the procedures performed. We were not engaged to, and did not conduct an examination or a review engagement, 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, 2025. 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.

As agreed, and in accordance with guidance from SIPC, for purposes of performing procedures 1, 2, 3 and 4 above, differences of \$1 or less will not be reported in our findings.

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.

March 27. 2026

{41}------------------------------------------------

# **Appendix D**

## **Independence letter**

{42}------------------------------------------------

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Ernst & Young LLP 155 N Wacker Dr. Chicago, IL 60606

Tel: +1 312 879 2000 Fax: +1 312 879 4000 ey.com

March 27, 2026

To the Stockholder and Management Gallagher Securities, Inc. ("the Company")

Pursuant to Rule 3526 of the Public Company Accounting Oversight Board ("PCAOB"), *Communication with Audit Committees Concerning Independence*, Ernst & Young LLP ("we", "our" or "EY") communicates at least annually with you regarding all relationships between EY and its associated entities and the Company and its affiliates or persons in financial reporting oversight roles at the Company that may reasonably be thought to bear on EY's independence.

We are not aware of any relationships between EY and its associated entities and the Company and its affiliates or persons in financial reporting oversight roles that may reasonably be thought to bear on EY's independence since March 27, 2025, the date of EY's last letter.

Accordingly, during the audit and professional engagement period relating to EY's audit of the financial statements of the Company as of December 31, 2025 and for the year then ended, through the date of this letter, we are independent in compliance with PCAOB Rule 3520 as of the date of this communication.

This letter is intended solely for the information and use of the Those Charged with Governance, management and others within the Company and should not be used for any other purposes.

{43}------------------------------------------------

# **Appendix E**

# **Internal control letter**

{44}------------------------------------------------

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Ernst & Young LLP 155 N Wacker Dr. Chicago, IL 60606

Tel: +1 312 879 2000 Fax: +1 312 879 4000 ev.com

#### Report of Independent Accountants on Material Inadequacies required by Commodity Futures Trading Commission Regulation 1.16

The Board of Directors and Management of Gallagher Securities, Inc.

In planning and performing our audit of the financial statements and supplemental schedules (collectively "the financial statements") of Gallagher Securities, Inc. (the "Company") as of and for the year ended December 31, 2025, in accordance with the auditing standards generally accepted in the United States of America, we considered the Company's internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control over financial reporting.

Also, as required by Regulation 1.16 of the Commodity Futures Trading Commission (CFTC), we have evaluated the practices and procedures followed by the Company, including consideration of control activities for safeguarding customer and firm assets. This included practices and procedures that we considered relevant to the objectives stated in Regulation 1.16 in making the periodic computations of minimum financial requirements pursuant to Regulation 1.17. Because the Company is an introducing broker (as defined by CFTC Regulation 1.3), we did not evaluate the practices and procedures followed by the Company in making the following:

- 1. The daily computations of the segregation requirements of Sections 4d(a)(2) and 4d(f)(2) of the Commodity Exchange Act and the regulations thereunder, and the segregation of funds based on such computations; and
- 2. The daily computations of the foreign futures and foreign options secured amount requirements pursuant to Regulation 30.7 of the CFTC

The Company's management is responsible for establishing and maintaining internal control over financial reporting and the practices and procedures referred to in the preceding paragraph ("the practices and procedures"). Two of the objectives of internal control over financial reporting and the practices and procedures are to provide management with reasonable but not absolute assurance that assets for which the Company has responsibility are safeguarded against loss from unauthorized acquisition, use or disposition, and that transactions are being executed only in accordance with management's authorization and recorded as necessary to permit the preparation of financial statements in conformity with U.S. generally accepted accounting principles. Regulation 1.16(d)(2) lists additional objectives of the practices and procedures.

Because of inherent limitations in internal control over financial reporting and the practices and procedures, error or fraud may occur and not be detected. Also, projection of any evaluation of them to future periods is subject to the risk that they may become inadequate because of changes in conditions or that the effectiveness of their design and operation may deteriorate.

{45}------------------------------------------------

A deficiency in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's financial statements will not be prevented, or detected and corrected on a timely basis.

Our consideration of internal control over financial reporting was for the limited purpose described in the preceding paragraphs and was not designed to identify all deficiencies in internal control over financial reporting that might be material weaknesses and therefore, material weaknesses may exist that were not identified.

Given these limitations, during our audit, we did not identify any deficiencies in internal control over financial reporting or control activities for safeguarding customer and firm assets that we consider to be material weaknesses as of or during the year ended December 31, 2025.

We understand that practices and procedures that accomplish the objectives referred to in the second paragraph of this report are considered by the CFTC to be adequate for their purposes in accordance with the Commodity Exchange Act and related regulations, and that practices and procedures that do not accomplish such objectives in all material respects indicate a material inadequacy for such purposes. Based on this understanding and on our evaluation, we believe that the Company's practices and procedures, as described in the second paragraph of this report, were adequate at December 31, 2025, to meet the CFTC's objectives.

This communication is intended solely for the information and use of the Board of Directors, management, the CFTC, National Futures Association, and other regulatory agencies that rely on Regulation 1.16 of the CFTC in their regulation of registered introducing brokers and is not intended to be and should not be used by anyone other than these specified parties.

March 27, 2026

{46}------------------------------------------------

# **Appendix F**

# **Summary of uncorrected differences**

![](_page_46_Picture_4.jpeg)

{47}------------------------------------------------

#### **Communication schedule for uncorrected misstatements**

| Entity:                                      |                        | Gallagher Securities, Inc.                                                                                                         |                                                                                                                                                                      |                                                                 | Period Ended:              | 31-Dec-2025                | Currency:            | USD                                    |                                                  |                |                                |                                                |
|----------------------------------------------|------------------------|------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------|----------------------------|----------------------------|----------------------|----------------------------------------|--------------------------------------------------|----------------|--------------------------------|------------------------------------------------|
|                                              |                        | Uncorrected misstatements                                                                                                          | Analysis of misstatements Debit/(Credit)                                                                                                                             |                                                                 |                            |                            |                      |                                        |                                                  |                |                                |                                                |
| No.                                          | W/P ref.               | Account (Note 1)                                                                                                                   | Assets<br>Current                                                                                                                                                    | Assets<br>Non-current                                           | Liabilities<br>Current     | Liabilities<br>Non-current | Equity<br>components | Effect on the<br>current period<br>OCI | Income statement effect<br>of the current period |                |                                | Income statement effect of<br>the prior period |
|                                              |                        | (misstatements are recorded as journal entries with a<br>description )                                                             | Debit/(Credit)<br>(Note 2)                                                                                                                                           | Debit/(Credit)<br>(Note 2)                                      | Debit/(Credit)<br>(Note 2) | Debit/(Credit)<br>(Note 2) | Debit/(Credit)       | Debit/(Credit)                         | Debit/(Credit)                                   | Non<br>taxable | Prior period<br>Debit/(Credit) | Non<br>taxable                                 |
|                                              | Factual misstatements: |                                                                                                                                    |                                                                                                                                                                      |                                                                 |                            |                            |                      |                                        |                                                  |                |                                |                                                |
|                                              |                        | Total of uncorrected misstatements before income tax                                                                               | 0                                                                                                                                                                    | 0                                                               | 0                          | 0                          | 0                    | 0                                      | 0                                                |                |                                | 0                                              |
|                                              |                        | Factual or projected misstatements in income tax                                                                                   |                                                                                                                                                                      |                                                                 |                            |                            |                      |                                        |                                                  |                |                                |                                                |
| 1                                            | E1.00                  | Reimbursement revenue was booked using two different foreign exchange rates.<br>Unrealized foreign exchange<br>Accounts Receivable | (7,178)                                                                                                                                                              |                                                                 |                            |                            |                      |                                        | 7,178                                            |                |                                |                                                |
|                                              |                        | Total of uncorrected misstatements                                                                                                 | (7,178)                                                                                                                                                              | 0                                                               | 0                          | 0                          | 0                    | 0                                      | 7,178                                            |                |                                | 0                                              |
|                                              |                        | Financial statement amounts                                                                                                        | 23,447,547                                                                                                                                                           | 0                                                               | (3,951,086)                | 0                          | (19,496,461)         |                                        | (6,244,219)                                      |                |                                | 0                                              |
|                                              |                        | Effect of uncorrected misstatements on F/S amounts                                                                                 | 0.0%                                                                                                                                                                 | 0.0%                                                            | 0.0%                       | 0.0%                       | 0.0%                 |                                        | -0.1%                                            |                |                                | 0.0%                                           |
|                                              |                        |                                                                                                                                    |                                                                                                                                                                      | Memo: Total of non-taxable items (marked 'X' above)             |                            |                            |                      |                                        | 0                                                |                |                                | 0                                              |
|                                              |                        |                                                                                                                                    |                                                                                                                                                                      | Uncorrected misstatements before income tax                     |                            |                            |                      | 0.0%                                   | 0                                                |                |                                | 0                                              |
|                                              |                        |                                                                                                                                    |                                                                                                                                                                      | Less: Tax effect of misstatements at current year marginal rate |                            |                            |                      | 21%                                    | 0                                                |                |                                | 0                                              |
|                                              |                        |                                                                                                                                    | Uncorrected misstatements in income tax<br>7,178                                                                                                                     |                                                                 |                            |                            |                      |                                        |                                                  |                | 0                              |                                                |
|                                              |                        |                                                                                                                                    | Cumulative effect of uncorrected misstatements after tax but before turnaround<br>-0.1%<br>7,178                                                                     |                                                                 |                            |                            |                      |                                        |                                                  |                | 0                              |                                                |
|                                              |                        |                                                                                                                                    | Turnaround effect of prior period uncorrected misstatements<br>After tax<br>All factual and projected misstatements:<br>0<br>Judgmental misstatements (Note 3):<br>0 |                                                                 |                            |                            |                      |                                        | Memo: Before tax<br>0<br>0                       |                |                                |                                                |
|                                              |                        |                                                                                                                                    | Cumulative effect of uncorrected misstatements, after turnaround effect<br>-0.1%<br>7,178                                                                            |                                                                 |                            |                            |                      |                                        |                                                  |                |                                |                                                |
|                                              |                        |                                                                                                                                    | Current year income before tax                                                                                                                                       |                                                                 |                            |                            |                      |                                        | (8,036,756)                                      |                |                                |                                                |
| Current year income after tax<br>(6,244,219) |                        |                                                                                                                                    |                                                                                                                                                                      |                                                                 |                            |                            |                      |                                        |                                                  |                |                                |                                                |

{48}------------------------------------------------

## **EY** | Building a better working world

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Ernst & Young LLP is a client-serving member firm of Ernst & Young Global Limited operating in the US.

#### **About EY's Assurance Services**

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