# OPEN TO THE PUBLIC INVESTING, INC. X-17A-5 (2026-03-03) — Broker-dealer annual report

- Company: OPEN TO THE PUBLIC INVESTING, INC.
- Form: X-17A-5
- Filed: 2026-03-03
- Period: 2025-12-31
- Accession: 0001253489-26-000001
- CIK: 1253489
- File #: 8-66049
- Type: Broker-dealer
- Material weakness: No
- Auditor: PricewaterhouseCoopers LLP
- Auditor location: New York, NY
- Contact: Yifei Wang
- Phone: 6468089320
- Email: yifei@public.com
- Website: public.com
- Signed by: Stephen Sikes (Chief Executive Officer)

Original filing: https://www.sec.gov/Archives/edgar/data/1253489/000125348926000001/ottppublic2025.pdf

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## OPEN TO THE PUBLIC INVESTING, INC. (SEC I.D. No. 8-66049)

## STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2025 AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

THIS STATEMENT OF FINANCIAL CONDITION IS FILED PURSUANT TO RULE 17A-5(E)(3) UNDER THE SECURITIES EXCHANGE ACT OF 1934 AS A PUBLIC DOCUMENT

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

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

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

|  |  |  | SEC FILE NUMBER |  |
|--|--|--|-----------------|--|
|--|--|--|-----------------|--|

MM/DD/YY

FACING PAGE

Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934

FILING FOR THE PERIOD BEGINNING 01/01/2025

A. REGISTRANT IDENTIFICATION

# NAME OF FIRM: Open to the Public Investing, Inc.

TYPE OF REGISTRANT (check all applicable boxes):

@ Broker-dealer □ Check here if respondent is also an OTC derivatives dealer

AND ENDING\_12/31/2025

ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)

# 530 Broadway Floor 4

|                                                            | (No. and Street)                                                          |                 |                                        |  |
|------------------------------------------------------------|---------------------------------------------------------------------------|-----------------|----------------------------------------|--|
| New York                                                   | NY                                                                        |                 | 10012                                  |  |
| (City)                                                     | (State)                                                                   |                 | (Zip Code)                             |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING               |                                                                           |                 |                                        |  |
| Yifei Wang<br>6468089320<br>yifei@public.com               |                                                                           |                 |                                        |  |
| (Name)                                                     | (Area Code - Telephone Number)                                            | (Email Address) |                                        |  |
| B. ACCOUNTANT IDENTIFICATION                               |                                                                           |                 |                                        |  |
| PricewaterhouseCoopers LLP                                 | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* |                 |                                        |  |
| (Name - if individual, state last, first, and middle name) |                                                                           |                 |                                        |  |
| 300 Madison Ave                                            | New York                                                                  | NY              | 10017                                  |  |
| (Address)<br>October 20, 2003                              | (City)                                                                    | (State)<br>238  | (Zip Code)                             |  |
| (Date of Registration with PCAOB) (if annlican of          |                                                                           |                 | DCM2 Dogictration Niumnor it annicania |  |

#### FOR OFFICIAL USE ONLY

\* Claims for exemption from the requirement that the annual reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable.

Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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## OATH OR AFFIRMATION

J. Stephen Sikes

, swear (or affirm) that, to the best of my knowledge and belief, the

financial report pertaining to the firm of Open to the Public Investing, Inc. as of , 2 -025 12/31

partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer.

![](_page_2_Picture_5.jpeg)

- [ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3.
- [ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- [ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- | (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- | (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.18a-7, as applicable.
- [ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- @ (t) Independent public accountant's report based on an examination of the statement of financial condition.
- [] (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- [ {v] Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- | (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- | (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.17a-12, as applicable.
- [] (y) Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k).
- O (z) Other:
- \*\* To request confidential treatment of chis filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable.

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#### OPEN TO THE PUBLIC INVESTING, INC. INDEX TO STATEMENT OF FINANCIAL CONDITION

|                                                         | Page |
|---------------------------------------------------------|------|
| Report of Independent Registered Public Accounting Firm |      |
| Statement of Financial Condition                        |      |
| Statement of Financial Condition                        |      |
| Notes to Statement of Financial Condition               | 7-12 |

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## OPEN TO THE PUBLIC INVESTING, INC. STATEMENT OF FINANCIAL CONDITION

|                                                                                         | December 31,                                                                                                                                                                 |              |
|-----------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------|
|                                                                                         |                                                                                                                                                                              | 2025         |
| Assets                                                                                  |                                                                                                                                                                              |              |
| Cash and cash equivalents                                                               | ಲಿತ                                                                                                                                                                          | 6,646,593    |
| Receivables from broker-dealers                                                         |                                                                                                                                                                              | 5,164,256    |
| Securities owned, at fair value                                                         |                                                                                                                                                                              | 297,210      |
| Investments in fractional shares held by users, at fair value                           |                                                                                                                                                                              | 99,285,326   |
| Other assets                                                                            |                                                                                                                                                                              | 2,365,184    |
| Intangible assets, net                                                                  |                                                                                                                                                                              | 242,959      |
| Total assets                                                                            | S                                                                                                                                                                            | 114,001,528  |
| Liabilities and Stockholder's Equity                                                    |                                                                                                                                                                              |              |
| Liabilities                                                                             |                                                                                                                                                                              |              |
| Accounts payable                                                                        | ಲ್ಲಿ ಮಾಡಿ ಮಾಡಿ ಮತ್ತು ಮುಖ್ಯೋಗಿಸಿದ ಮುದ್ರಿ ಮತ್ತು ಮುಖ್ಯೋಗಿಸಿದ ಮುದ್ರಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾಡಿ ಮಾರ್ಗ್ ಮುಂದಿಗಳಿಗೆ | 3,034        |
| Accrued expenses                                                                        |                                                                                                                                                                              | 511,691      |
| Securities sold, not yet purchased, at fair value                                       |                                                                                                                                                                              | 175,577      |
| Repurchase obligation for investments in fractional shares held by users, at fair value |                                                                                                                                                                              | 99,285,326   |
| Due to affiliates                                                                       |                                                                                                                                                                              | 2,327,811    |
| Other liabilities                                                                       |                                                                                                                                                                              | 569,393      |
| Total liabilities                                                                       |                                                                                                                                                                              | 102,872,832  |
| Commitments and contingencies (Note 9)                                                  |                                                                                                                                                                              |              |
| Stockholder's Equity                                                                    |                                                                                                                                                                              |              |
| Common stock, no par value; 100 shares authorized, issued and outstanding               |                                                                                                                                                                              | 100          |
| Additional paid in capital                                                              |                                                                                                                                                                              | 54,070,933   |
| Accumulated deficit                                                                     |                                                                                                                                                                              | (42,942,337) |
| Total stockholder's equity                                                              |                                                                                                                                                                              | 11,128,696   |
| Total liabilities and stockholder's equity                                              | S                                                                                                                                                                            | 114,001,528  |

The accompanying notes are an integral part of this statement of financial condition.

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{7}------------------------------------------------

#### Concentrations of credit risk

The Company maintains deposits with financial institutions that are insured by the Federal Deposit Insurance Corporation ("FDIC"), up to \$250,000 for interest and non-interest-bearing accounts, which is applied per insured bank for each accounting ownership category. As of December 31, 2025, the Company had \$222,175 held in financial institutions in excess of the FDIC insured limit. The Company has not experienced any losses in such accounts and management believes that it has placed its cash on deposit with financial institutions which are financially stable.

The Company is engaged in various trading and brokerage activities, predominantly with one counterparty, Apex Clearing Corporation ("Apex"). In the event Apex does not fulfill its obligations, the Company may be exposed to risk. The risk of default depends on the creditworthiness of Apex. It is the Company's policy to review, as necessary, the credit standing of each counterparty the Company transacts with.

#### Receivables from broker-dealers

Receivables from broker-dealers include and cash on deposit with the Company's clearing organization and counterparties to facilitate the settlement and clearance of transactions executed on the Company's platform.

#### Promotional programs

The Company owns an inventory of equity securities to be used as promotional rewards for users they refer that open a new account. The inventory of equity securities to be used as promotional rewards are presented within securities owned, at fair value in the Company's statement of financial condition and are recorded at their fair value based upon quoted market prices. Shares are derecognized when they are claimed by the user and delivered to the users' account.

The Company offers cash revards to users who transfer accounts from one brokerage firm to the Automated Customer Account Transfer Service ("ACATS"). All eligible ACATS transfers received by Public are aggregated for purposes of determining bonus entitlement. The cash bonus is applied to qualifying accounts following the transfer initiation date.

#### Fractional share program

The Company offers fractional share investing which allows users the ability to buy and sell partial shares of equity securities and Exchange Traded Funds ("ETFs"). The Company accepts orders as low as \$1.00. When a user places a buy order for a fractional share, the order is rounded up to a whole share and the Company purchases the whole share from the trade execution and clearing services. The Company receives the full share between the fraction purchased by the user, which is transferred to the user's account that is held at Apex, and the fraction generated from rounding up to a whole share, which is retained by the Company in its inventory account. Multiple times per day, on a batch basis, the reained fractional interests and sells whole shares back to the market. This process when a user places a sell order with a fractional share.

These transactions result in fractional shares of equity securities held by users do not meet the criteria for derecognition under ASC 860, Transfers and Servicing, and are accounted for as a secured borrowing (repurchase obligation). These financial assets are presented as investments in fractional shares held and a corresponding repurchase obligation for investments in fractional shares held by users, at fair value in the Company's statement of financial condition. The Company has elected the fair value option to measure these financial assets and the corresponding repurchase obligation for investments. The fair value of these investments is determined by quoted prices in active markets.

These transactions also result in the Company maintaining an inventory of securities acquired in facilitating the fractional share program. These financial assets are presented within securities owned, at fair value in the Company's statement of financial condition. The Company measures its securities owned and securities sold, not yet purchased, at fair value at each reporting period.

#### Cryptocurrencies

The Company offers crypto services by providing a platform through which customers can open a separate account with Bakkt Crypto Solutions LLC ("Bakkt Crypto") to invest in a limited set of cryptocurrencies. Bakkt Crypto assets on behalf of its

{8}------------------------------------------------

customers in omnibus wallets owned and managed by Bakkt Crypto. The Company has no access to the keys for those wallets, and no ability to transact in the assets held in those wallets. As a BitLicense holder, Bakkt Crypto is subject to strict requirements regarding custody of customer cryptocurrency assets; for example, such assets must be segregated from Bakkt Crypto assets, separately accounted for, and must be held in wallets that meet a number of cybersecurity requirements. Further, Bakkt Crypto must hold customer cryptocurrency assets on a 1:1 basis in the same type and amount, and is prohibited from selling, or otherwise using cryptocurrency assets held on behalf of customers. Bakkt Crypto must also maintain minimum regulatory to the customer assets it holds on a 1:1 basis.

The Company does not provide execution, custody or safeguarding services for the crypto assets, does not maintain or have access to the cryptographic key information, and does not have any legal title or claim to such crypto assets. The Company facilitates the movement of customer finds to and from Bakkt as a part of the account opening process and thereafter, when customers wish to deposit or withdraw fiat currency for cryptocurrency trading.

Effective October 24, 2025, the Company transitioned its cryptocurrency services provider from Bakkt Crypto to Zero Hash LLC . The structure of the Company's cryptocurrency offering did not change as a result of this transition.

#### Income taxes

The Company utilizes the asset and liability method of accounting for income taxes. Under this assets and liabilities are determined based on the financial reporting and tabilities and are measured using enacted tax rates and laws in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance when managem determines that it is more likely than not that some portion or all of the deferred tax assets will not be realized.

ASC 740, Income Taxes, prescribes a recognition threshold and measurement attribute for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. The guidance in ASC 740 states that an "enterprise shall initially recognize the financial statement effects of a tax position where it is more likely than not, that the position will be sustained upon examination." "More likely than not" for this purpose is defined as a likelihood of greater than 50% based on the facts, circumstances, and information available at the reporting date. The Company has evaluated its tax positions for all open tax years and has concluded that there are no unrecognized tax benefits or uncertain tax positions as of December 31, 2025.

#### 3. Recent Accounting Pronouncements

#### Recently Adopted Accounting Pronouncements

#### ASU 2023-09

In December 2023, the FASB issued Accounting Standards Update 2023-09, "Income taxes (Topic 740): Improvements to Income Taxes Disclosures." This guidance requires annual disclosure of specific categories in the rate reconciliation and provides additional information for reconciling items that meet a quantitative threshold. The guidance is effective for annual periods beginning after December 15, 2024. The Company adopted this guidance for our fiscal year ending December 31, 2025. For further information, refer to footnote 8 - Income Taxes, where in the Company assessed the impact of adoption and related disclosures.

#### Recent Accounting Pronouncements Not Yet Adopted

There are no recent accounting pronouncements which the Company plans to adopt or that would be expected to have a material impact on the Company's statement of financial condition.

#### 4. Fair Value Measurements

Fair value is defined as an exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based on the asset or liability. As such, fair value is a marketbased measurement that should be determined based on assumptions would use in pricing an asset or liability. In determining fair value, the Company uses valuation techniques to measure fair value that maximize the use of observable imputs and minimize the use of unobservable inputs.

The valuation techniques used for the Company's instruments measured at fair classification in the valuation hierarchy are summarized below.

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As of December 31, 2025, the types of instruments valued based on quoted market prices for the same instrument in active markets include publicly traded stocks owned by the Company. Such instruments are classified within Level 1 of the fair value hierarchy. The Company did not have any instruments classified within Level 3 as of December 31, 2025.

The following tables summarize the Company's financial assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2025:

|                                                        | December 31, 2025 |            |      |            |
|--------------------------------------------------------|-------------------|------------|------|------------|
|                                                        |                   | Level 1    |      | Total      |
| Assets                                                 |                   |            |      |            |
| Equity securities - user-held fractional shares        | S                 | 99,285,326 | ಲ್ಲಾ | 99,285,326 |
| Equity securities - securities owned                   |                   | 297,210    |      | 297,210    |
| Total financial assets                                 |                   | 99,582,536 |      | 99,582,536 |
|                                                        |                   |            |      |            |
|                                                        | December 31, 2025 |            |      |            |
|                                                        |                   | Level 1    |      | Total      |
| Liabilities                                            |                   |            |      |            |
| Equity securities - repurchase obligations             | S                 | 99,285,326 | S    | 99,285,326 |
| Equity securities - securities sold, not yet purchased |                   | 175.577    |      | 175,577    |
| Total financial liabilities                            | S                 | 99,460,903 | S    | 99,460,903 |

For the Company's other financial instruments, which consist of cash and receivables from broker-dealers, it is estimated that the carrying amounts approximated fair value because of the short-term nature of these instruments.

#### 5. Receivables from Broker-Dealers

Receivables from the Company's clearing broker and counterpartes for executing transactions on the Company's platform totaled \$5,164,256 as of December 31, 2025.

#### 6. Affiliate Transactions

The Company accrues payables to the Parent including occupancy, access to its trading platform, and use of the Public.com domain name. The Company records a liability for a portion of employee stock-based by the Parent to the Company. In addition, the Company records receivables from the Parent for office space, marketing services, and services from the Company's clearing organization counterparty, which are offset with the acrued payables in the statement of financial condition.

Pursuant to an agreement with an affiliate of the Company accrues payables for affiliate employees for the proportion of such employees' total work performed on behalf of the Company.

Pursuant to an expense sharing agreement with an affiliate of the Company provides the affiliate certain broker-dealer services and receives reimbursements on behalf of the affiliate.

As of December 31, 2025, the Company had affiliate liabilities totaling \$2,327,811, reported within due to affiliates in the statement of financial condition. The Company did not have any amounts due from affiliates as of December 31, 2025.

During the year ended December 31, 2025, the Parent contributed \$13,000,000 in capital to the Company.

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## 7. Income Taxes

Net deferred tax assets (liabilities) consisted of the following components as of December 31, 2025:

|                                       | December 31, |
|---------------------------------------|--------------|
|                                       | 2025         |
| Deferred tax assets                   |              |
| Accrued expenses                      | 35,638       |
| Unrealized gains/losses               | (343)        |
| Intangible asset                      | 364          |
| Capital Losses                        | 109,316      |
| Net operating losses                  | 9,902,652    |
| Gross deferred tax assets             | 10,047,627   |
| Valuation allowance                   | (10,047,627  |
| Net deferred tax assets (liabilities) |              |

As of December 31, 2025, federal operating losses of approximately \$37,064,344 and state operating losses of approximately \$30,591,888 were available to office future taxable income. The Company also has a Capital Loss Caryforward of \$428,514 which can offset future Capital Gains and will expire in 2030. As of December 31, 2025, \$37,064,344 of federal net operating losses have an indefinite life. As of December 31, 2025, some of the state net operating losses begin to expire in the years ending December 31, 2034 through 2044 and others have an indefinite life.

Management assesses the available positive evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence was the cumulative loss incurred over the three-year period ended December 31, 2025. Such objective evidence limits the subjective evidence, such as management's projections for future growth. On the basis of this evaluation, as of December 31, 2025, a valuation allowance of \$10,047,627 was recorded based on management 's assessment that deferred tax assets are not realizable on a more-likely-than not basis. Management will continue to assess the realization of deferred tax assets at each period based on income results and available sources of income that can be relied upon to realize deferred tax assets.

Because of the change of ownership provisions of the Tax Reform Act of 1986, use of a portion of the Company's domestic NOL may be limited in future periods. Further, a portion of the carryforwards may expire being applied to reduce future income tax liabilities. The Company does not have any ongoing or previously completed audits by any Federal or State authorties. Tax years 2022-2024 are still open by statute.

#### 8. Commitments and Contingencies

#### Legal Proceedings

In the normal course of business, the Company may be involved in various lawsuits, proceedings and regulatory examinations. The Company assesses its liabilities and connection with outstanding legal proceedings, if any, utilizing the latest information available. For matters where it is probable that the Company will incur a material loss and the amount can be reasonably estimated, the Company establishes an accrual for the accrual is adjusted to reflect any relevant developments. When a loss contingency is not both probable and estimable, the Company does not establish an accrual. Based on currently available information, the outcome of the Company's outstanding matters is not expected to have a material adverse impact on the Company's financial position. It is not presently possible to determine the ultimate exposure to there is no assurance that the resolution of the outstanding matters will not significantly exceed any reserves accrued by the Company.

#### 9. Net Capital Requirement

The Company is subject to the Securities and Exchange Commission's Uniform Net Capital Rule (SEC Rule 15:3-1) which requires the Company to maintain a minimum net capital of the greater of 6 2/3% of aggregate indebtedness or \$250,000, and a ratio of aggregate indebtedness to net capital not exceeding 15 to 1, both as defined by SEC Rule 15c3-1. As of December 31, 2025, the Company's net capital was \$8,489,585, which was \$8,239,585 in excess of its required net capital of \$250,000. The Company's ratio of aggregate indebtedness to net capital was 0.40 to 1.

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#### 10. Subsequent Events

The Company considers events or transactions that occur after the date of thancial condition but prior to the issuance of the statement of financial conditional evidence for certain estimates or to identify matters that require additional disclosure. The Company has evaluated for subsequent events through March 2, 2026, the date this statement of financial condition was issued.

The Company identified the following subsequent events:

On December 29, 2025, the Company entered into an Asset Purchase Agreement") with Stockpile Investments, Inc. ("Stockpile"), pursuant to which the Company agreed to acquire certain customer brokerage accounts held by Stockpile. Under the Agreement, the Company will acquire customer accounts that are open, in good standing, and have positive account balances, subject to customer consent and regulatory approval. The purchase price will be determined on an account-by-account basis in accordance with a pricing schedule based on the value of each transferred account. The Company is required to make an upfront payment of \$0.3 million, representing 20% of the projected purchase price payable following the completion of a post-transfer retention period. The transaction is subject to customary closing conditions, including approval from the Financial Industry Regulatory ("FINRA") and the expiration of the customer objection period. The transaction had not closed as of the date the statement of financial condition was issued and, as such, no amounts related to this transaction have been recognized in the accompanying statement of financial condition.


Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.
