# NEXBANK SECURITIES INC X-17A-5 (2021-03-30) — Broker-dealer annual report

- Company: NEXBANK SECURITIES INC
- Form: X-17A-5
- Filed: 2021-03-30
- Period: 2020-12-31
- Accession: 0001306765-21-000001
- CIK: 1306765
- File #: 8-66705
- Material weakness: Yes
- Auditor: BKD LLP
- Auditor location: Dallas, TX
- Contact: Stacy M. Hodges
- Phone: 972-934-4721
- Signed by: Stacy M. Hodges (FINOP)

Original filing: https://www.sec.gov/Archives/edgar/data/1306765/000130676521000001/nsireport1.pdf

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**Financial Statements for the Year Ended** 

**December 31, 2020** 

**Supplementary Schedule pursuant to Rule 17a-5 Under the Securities Exchange Act of 1934** 

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

#### OMB Number: 3235-0123 Expires: October 31, 2023 Estimated average burden hours per response .. . . . . . 12.00

OMB APPROVAL

# ANNUAL AUDITED REPORT FORM X-17A-5 PART III

SEC FILE NUMBER 8-66705

FACING PAGE

Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder

| REPORT FOR THE PERIOD BEGINNING 01/01/2020                        |                                                                          | AND ENDING 12/31/2020 |                                |  |  |
|-------------------------------------------------------------------|--------------------------------------------------------------------------|-----------------------|--------------------------------|--|--|
|                                                                   | MM/DD/YY                                                                 |                       | MM/DD/YY                       |  |  |
|                                                                   | A. RECISTRANT IDENTIFICATION                                             |                       |                                |  |  |
|                                                                   | NAME OF BROKER-DEALER: NexBank Securities, Inc.                          |                       | OFFICIAL USE ONLY              |  |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) |                                                                          |                       | FIRM I.D. NO.                  |  |  |
| 2515 McKinney Ave Ste 1100                                        |                                                                          |                       |                                |  |  |
|                                                                   | (No. and Street)                                                         |                       |                                |  |  |
| Dallas                                                            | TX                                                                       |                       | 75201                          |  |  |
| (City)                                                            | (State)                                                                  |                       | (Zip Code)                     |  |  |
| Stacy Hodges 972-934-4700                                         | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT  |                       |                                |  |  |
|                                                                   |                                                                          |                       | (Area Code - Telephone Number) |  |  |
|                                                                   | B. ACCOUNTANT IDENTIFICATION                                             |                       |                                |  |  |
|                                                                   | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* |                       |                                |  |  |
| BKD LLP                                                           |                                                                          |                       |                                |  |  |
|                                                                   | (Name - if individual, state last, first, middle name)                   |                       |                                |  |  |
|                                                                   | 14241 Dallas Parkway, Suite 1100 Dallas                                  | TX                    | 75254                          |  |  |
| (Address)                                                         | (City)                                                                   | (State)               | (Zip Code)                     |  |  |
| CHECK ONE:                                                        |                                                                          |                       |                                |  |  |
| Certified Public Accountant                                       |                                                                          |                       |                                |  |  |
| Public Accountant                                                 |                                                                          |                       |                                |  |  |
|                                                                   | Accountant not resident in United States or any of its possessions.      |                       |                                |  |  |
|                                                                   | FOR OFFICIAL USE ONLY                                                    |                       |                                |  |  |
|                                                                   |                                                                          |                       |                                |  |  |
|                                                                   |                                                                          |                       |                                |  |  |
|                                                                   |                                                                          |                       |                                |  |  |

\* Claims for exemption from the requirement that the annual report be covered by the opinion of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis for the exemption. See Section 240.17a-5(e)(2)

> Potential 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

| I. Stacy M. Hodges                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | as a more and swear (or affirm) that, to the best of |                             |  |  |  |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------|-----------------------------|--|--|--|
| my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of<br>NexBank Securities, Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                      |                             |  |  |  |
| and conceeded to be a more and correct. I further swear (or affirm) that<br>of December 31                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                      |                             |  |  |  |
| neither the company nor any partner, principal officer or director has any proprietary interest in any account<br>classified solely as that of a customer, except as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |                                                      |                             |  |  |  |
| LUCIA SALINAS<br>Notary Public, State of Texas<br>Comm. Expires 03-20-2023<br>Notary ID 130161340<br>Notary Public                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                      | Signature<br>FINOP<br>Title |  |  |  |
| This report ** contains (check all applicable boxes):<br>V (a) Facing Page.<br>> (b) Statement of Financial Condition.<br>(c) Statement of Income (Loss) or, if there is other comprehensive income in the period(s) presented, a Statement<br>of Comprehensive Income (as defined in §210.1-02 of Regulation S-X).<br>(d) Statement of Changes in Financial Condition.<br>V (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital.<br>(f) Statement of Changes in Liabilities Subordinated to Claims of Creditors.<br>(g) Computation of Net Capital.<br>(h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3.<br>(i) Information Relating to the Possession or Control Requirements Under Rule 15c3-3.<br>(i) A Reconciliation, including appropriate explanation of Net Capital Under Rule 15c3-1 and the<br>Computation for Determination of the Reserve Requirements Under Exhibit A of Rule 15c3-3.<br>[ (k) A Reconciliation between the audited Statements of Financial Condition with respect to methods of<br>consolidation.<br>(1) An Oath or Affirmation.<br>(m) A copy of the SIPC Supplemental Report.<br>(n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit.<br>** For conditions of confidential treatment of certain portions of this filing, see section 240.17a-51c1/31. |                                                      |                             |  |  |  |

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December 31, 2020

#### Table of Contents

| Description                                             | Page   |
|---------------------------------------------------------|--------|
| Report of Independent Registered Public Accounting Firm | 1-2    |
| Statement of Financial Condition                        | 3      |
| Statement of Operations                                 | 4      |
| Statement of Changes in Stockholder's Equity            | 5      |
| Statement of Cash Flows                                 | 6      |
| Notes to Financial Statements                           | 7 - 13 |
| Supplemental Information - Computation of Net Capital   |        |
| Under SEC Rule 15c3-1 and Statement Pursuant to         |        |
| SEC Rule 15c3-3                                         | 15     |

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![](_page_4_Picture_0.jpeg)

## **Report of Independent Registered Public Accounting Firm**

Shareholder and Board of Directors Nexbank Securities, Inc. Dallas, Texas

## *Opinion on the Financial Statements*

We have audited the accompanying statement of financial condition of Nexbank Securities, Inc. (the Company) as of December 31, 2020, 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 as of December 31, 2020, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

## *Basis for Opinion*

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supporting 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 financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

![](_page_4_Picture_9.jpeg)

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Shareholder and Board of Directors Nexbank Securities, Inc. Page 2

## *Report on Supplemental Information*

The Computation of Net Capital Under Rule 15c3-1 of the Securities and Exchange Commission and Computation for Determination of Reserve Requirements and Information Relating to Possession or Control Requirements Under Rule 15c3-3 of the Securities and Exchange Commission as of December 31, 2020 ("supplemental information") has been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental information is the responsibility of the Company's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 CFR §240.17a-5. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.

We have served as the Company's auditor since 2020.

Dallas, Texas March 30, 2021

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#### Statement of Financial Condition

#### December 31, 2020

#### (In Thousands)

#### ASSETS

| Cash                                                                          | \$<br>3,248 |
|-------------------------------------------------------------------------------|-------------|
| Fixed assets                                                                  | 95          |
| Real estate interest                                                          | 306         |
| Deferred tax asset                                                            | 227         |
| Other assets                                                                  | 217         |
| Total assets                                                                  | \$<br>4,093 |
| LIABILITIES AND STOCKHOLDER'S EQUITY<br>Accounts payable and accrued expenses | \$<br>1,042 |
| Current tax payable                                                           | 25          |
| Payables to affiliates                                                        | 22          |
| Total liabilities                                                             | 1,089       |
| Stockholder's equity                                                          | 3,004       |
| Total liabilities and stockholder's equity                                    | \$<br>4,093 |

See accompanying notes to financial statements.

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#### Statement of Operations

#### For the Year Ended December 31, 2020

#### (In Thousands)

| Revenue                                        |             |
|------------------------------------------------|-------------|
| Consulting                                     | \$<br>2,315 |
| Earnings on investment in real estate interest | 263         |
| Total revenue                                  | 2,578       |
| Expenses                                       |             |
| Compensation and benefits                      | 1,402       |
| Legal and professional fees                    | 103         |
| Occupancy, furniture, and fixtures             | 38          |
| Travel and entertainment                       | 27          |
| Bad debt expense                               | 496         |
| Administrative fees paid to affiliates         | 466         |
| Total expenses                                 | 2,532       |
| Income before federal income tax expense       | 46          |
| Federal income tax expense                     | 10          |
| Net income                                     | \$<br>36    |

See accompanying notes to financial statements.

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#### Statement of Changes in Stockholder's Equity

#### For the Year Ended December 31, 2020

#### (In Thousands)

|                             | Common Stock, \$.01 par value;                 |                         |   |         |         |          |          |             |
|-----------------------------|------------------------------------------------|-------------------------|---|---------|---------|----------|----------|-------------|
|                             |                                                | 1,000 shares authorized |   |         |         |          |          |             |
|                             | at December 31, 2020<br>and 2019, respectively |                         |   | Paid-In |         | Retained |          |             |
|                             | Shares                                         | Amount                  |   |         | Capital |          | Earnings | Total       |
| Balances, December 31, 2019 | 1,000                                          | \$                      | - | \$      | 32,919  | \$       | (29,951) | \$<br>2,968 |
| Net income                  | -                                              |                         | - |         | -       |          | 36       | 36          |
| Balances, December 31, 2020 | 1,000                                          | \$                      | - | \$      | 32,919  | \$       | (29,915) | \$<br>3,004 |

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#### Statement of Cash Flows

#### For the Year Ended December 31, 2020

#### (In Thousands)

| Cash Flows from Operating Activities                                         |             |
|------------------------------------------------------------------------------|-------------|
| Net Income                                                                   | \$<br>36    |
|                                                                              |             |
| Adjustments to reconcile net income to net cash used in operating activites: |             |
| Depreciation and amortization                                                | 47          |
| Earnings on investment in real estate interest                               | (263)       |
| Deferred tax benefit                                                         | (15)        |
| Bad debt expense                                                             | 496         |
| Changes in assets/liabilities:                                               |             |
| Other assets                                                                 | (200)       |
| Other liabilities                                                            | (668)       |
| Cash used in operating activities                                            | (567)       |
| Cash flows from investing activities                                         |             |
| Return of capital from equity investments                                    | 608         |
| Cash provided by investing activities                                        | 608         |
| Net change in cash                                                           | 41          |
| Cash at beginning of year                                                    | 3,207       |
| Cash at end of year                                                          | \$<br>3,248 |
|                                                                              |             |
| Cash paid for taxes                                                          | \$<br>448   |

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Notes to Financial Statements

December 31, 2020

#### **1. Organization and Nature of Business**

NexBank Securities, Inc. (Company), a Delaware Corporation is a wholly-owned subsidiary of NexBank Capital, Inc. (NCI). The Company also does business as NexBank Capital Advisors, NexBank Realty Advisors and NexBank Wealth Advisors. The Company has 10,000 authorized shares of \$0.01 par value common stock with 1,000 shares currently outstanding.

NexBank Wealth Advisors is an Investment Advisor. The division was established in 2018.

 The Company is a registered broker-dealer with the Securities and Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA). The Company is exempt from the provisions of SEC Rule 15c3-3 by relying on Footnote 74 of the SEC Release No. 34-70073.

#### **2. Significant Accounting Policies**

#### **Basis of Accounting**

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

#### **Use of Estimates**

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

#### **Cash**

Cash includes unrestricted cash on deposit of \$3,248,000 as of December 31, 2020. Of the total amount, approximately \$55,000 was in an affiliated bank (NexBank).

The Company has cash deposits at an unaffiliated commercial bank of which \$2,942,000 are not insured by the Federal Deposit Insurance Corporation (FDIC) at December 31, 2020.

#### **Client Receivables**

Accounts receivable are recorded at estimated value, net of an allowance for bad debts, if necessary. Accounts receivable are not interest bearing and are considered past due based on contractual terms. The allowance for bad debts is estimated from individual, as well as specific, financial information gathered by management. Uncollectible accounts are charged off when all reasonable efforts to collect the accounts have been exhausted. The company recorded bad debt expense of \$496,000 in 2020 to establish an allowance for bad debts that was \$1,057,000 at December 31, 2020, which fully reserves for the client receivable.

#### **Fixed Assets**

Fixed assets consist of furniture, equipment, and leasehold improvements, which are reported at historical cost less accumulated depreciation. Depreciation is determined by use of the straight-line method over the estimated life of the asset, or, in the case of leasehold improvements, the shorter of the estimated life or the remaining term of the related lease. Upon disposal of fixed assets, the related gain or loss is included in income.

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#### Notes to Financial Statements

December 31, 2020

#### **Real Estate Interest**

The Company's investment in real estate interest is accounted for under the equity method of accounting as the Company has significant influence over the operations of the entity but does not have a controlling financial interest. This interest is evaluated to determine if the Company has a controlling financial interest based on the variable interest entity (VIE) model. The Company currently is not the primary beneficiary of any VIEs. Results of operations of this interest are presented on a one-line basis in earnings on investment in real estate interest in the accompanying Statement of Operations. Investments in and advances to this entity are recorded in Real Estate Interest in the accompanying Statement of Financial Condition. The Company evaluates the real estate interest for impairment on an annual basis.

#### **Recognition of Revenue**

The Company accounts for its revenue under ASU 2014-09 *Revenue from Contracts with Customers* and all subsequent amendments to the ASU (collectively, "ASC 606"), which (i) uses a single framework for recognizing revenue from contracts with customers that fall within its scope and (ii) notes when it is appropriate to recognize a gain(loss) from the transfer of nonfinancial assets.

A description of the Company's revenue streams accounted for under ASC 606 follows:

Consulting: The Company earns fees from its consulting customers from contracts that define the scope and delivery requirements for services rendered under the contracts. Fees primarily relate to a defined number of service hours per month for a set monthly fee but can require judgement on progress made under the contract. Revenue is recognized in the month the service is provided. The Company's services that fall within the scope of ASC 606 include consulting fees. Consulting fees were \$2,315,000 in 2020.

The Company also earns revenue from an equity method investment. This revenue stream is excluded from the scope of ASC 606.

#### **Income Taxes**

Income tax expense includes the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts and tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expect to be realized.

A tax position is recognized as a benefit only if it is "more likely than not" that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the "more likely than not" test, no tax benefit is recorded.

The Company recognizes interest and/or penalties related to income tax matters in income tax expense. The Company files a consolidated Federal income tax return with its parent. The Company is party to a tax sharing agreement that provides for tax treatment as if the Company filed taxes on a stand-alone basis.

#### **Subsequent Events**

The Company has evaluated events and transactions for potential recognition or disclosure through March 30, 2021, the date the financial statements were available to be issued.

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#### Notes to Financial Statements

#### December 31, 2020

#### **3. Fixed Assets**

Fixed assets at December 31, 2020 consisted of the following (in thousands):

| Leasehold improvements                         | \$<br>388 |
|------------------------------------------------|-----------|
| Computer and other equipment                   | 159       |
| Furniture and fixtures                         | 119       |
|                                                | 666       |
| Less accumulated depreciation and amortization | (571)     |
|                                                | \$<br>95  |

#### **4. Real Estate Interest and Variable Interest Entities**

Real estate interest as of December 31, 2020 includes (in thousands):

| Partnership                                  |           |
|----------------------------------------------|-----------|
| Investment in Contour Land Partners 10, Ltd. | \$<br>306 |

#### Partnership:

The real estate interest at December 31, 2020, represents the Company's investment as a limited partner in a land development partnership, with an aggregate amount of approximately \$306,000. The partnership has a maximum outstanding debt due to NexBank, an affiliate of the Company through common ownership, in an aggregate amount of \$9,819,000. The balance of the debt due to NexBank is approximately \$52,000. Pursuant to the terms of the partnership agreements, the Company is to receive an 8% preferred return on its investment and a 20% split of profits upon completion of the project and sale of the underlying lots.

This interest has been identified as a variable interest entity under the guidance of FASB ASC 810-10. In determining whether the Company is the primary beneficiary of this partnership, management considered whether the Company has both: (a) the power to direct the activities of the partnership that most significantly impact its economic performance; and (b) the obligation to absorb losses of the partnership or to receive benefits from the partnership that could potentially be significant to them. The Company's losses are limited to its initial collective investment; any additional losses are to be absorbed by the partnership's general partner. Additionally, the general partner of the entity directs and controls the day-to-day activities without involvement of the Company. Accordingly, management has determined that the Company is not the primary beneficiary of this interest, and, therefore, this entity has not been consolidated in the accompanying financial statements.

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#### Notes to Financial Statements

#### December 31, 2020

Condensed financial information of the partnership as of December 31, 2020, is as follows (in thousands):

| ASSETS                                                                             |             |
|------------------------------------------------------------------------------------|-------------|
| Cash                                                                               | \$<br>11    |
| Land                                                                               | 1,204       |
| Capitalized development costs                                                      | 1,138       |
| Total assets                                                                       | \$<br>2,353 |
| LIABILITIES AND PARTNERS' EQUITY<br>Earnest money deposits and accrued liabilities | \$<br>745   |
| Notes payable                                                                      | 52          |
| Other liabilities                                                                  | 25          |
| Total liabilities                                                                  | 822         |
| Partners' capital                                                                  | 1,531       |
| Total liabilities and partners' equity                                             | \$<br>2,353 |

For the year ended December 31, 2020, this partnership generated approximately \$6,209,000 and \$5,264,000 of revenue and cost of sales, respectively, through sale of fully developed single-family residential lots.

#### **5. Related Party Transactions**

Certain expenses incurred by affiliated entities are allocated to the Company pursuant to the terms of a management agreement between these entities. Total expenses allocated to the Company and expensed by the Company during 2020 amounted to approximately \$466,000, including rent allocation of approximately \$7,000, as discussed in Note 8.

NSI derives a significant portion of its revenue from consulting agreements it performs on behalf of affiliates of Highland Capital Management, L.P. (HCMLP). HCMLP is an affiliate through common ownership. Approximately \$2,300,000 in revenue was derived from transactions involving these affiliated entities. The consulting agreements contain a 60 day bilateral termination clause.

The Company received reimbursement from an affiliate company totaling approximately \$52,000 for Company personnel allocated to the affiliate operations pursuant to the terms of a staff service agreement.

At December 31, 2020, the Company has cash on deposit with an affiliated bank amounting to approximately \$55,000.

Total payables to affiliates amounted to approximately \$22,000 on December 31, 2020. These payables are for shared services with the Company's affiliates.

#### **6. Employee Benefits**

The Company, together with its parent company and other affiliates, has a noncontributory profit sharing plan integrated with a contributory 401(k) employee benefit plan (Plan) covering substantially all employees. Employees generally become eligible in the Plan upon attainment of the age of 21, with entry dates of January 1 and July 1 of each year. Under the Plan, the Board of Directors may contribute, at their discretion and subject to annual limitations, certain amounts in the form of matching, profit sharing and/or qualified non-elective contributions. Plan expense for the year ended December 31, 2020 amounted to approximately \$71,000.

#### **7. Income Taxes**

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#### Notes to Financial Statements

#### December 31, 2020

Income tax expense was as follows (in thousands):

| Tax Expense          |          |
|----------------------|----------|
| Current tax expense  | \$<br>25 |
| Deferred tax benefit | (15)     |
| Total                | \$<br>10 |

The effective tax rate is approximately equal to the federal statutory rate of 21% for 2020 applied to income before income taxes.

Year-end deferred tax assets and liabilities were due to the following (in thousands):

| Net deferred tax asset       | \$<br>227 |
|------------------------------|-----------|
| Total deferred tax liability | (158)     |
| Other                        | (158)     |
| Deferred tax liability       |           |
| Total deferred tax assets    | 385       |
| Other                        | 24        |
| Allowance for bad debts      | 222       |
| Accrued compensation         | \$<br>139 |
| Deferred tax assets          |           |

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. As of December 31, 2020, no valuation allowance for deferred taxes was recorded as management believes it is more likely than not that all of the deferred tax assets will be realized.

The Company does not have any uncertain tax positions and does not have any interest and penalties recorded in the Statement of Operations for the year ended December 31, 2020. The Company is part of a consolidated income tax return in the US. The company is no longer subject to examination by the US federal tax jurisdiction for years prior to 2017.

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#### Notes to Financial Statements

December 31, 2020

#### **8. Commitments, Guarantees and Contingent Liabilities**

The Company includes lease extension and termination options in the lease term if, after considering relevant economic factors, it is reasonably certain the Company will exercise the option. In addition, the Company has elected to account for any non-lease components in its real estate leases as part of the associated lease component. The Company has also elected not to recognize leases with original lease terms of 12 months or less (short-term leases) on the Company's Statement of Financial Condition.

Leases are classified as operating or finance leases at the lease commencement date. Lease expense for operating leases and short-term leases is recognized on a straight-line basis over the lease term. Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term.

The Company uses its incremental borrowing rate at lease commencement to calculate the present value of lease payments when the rate implicit in a lease is not known. The Company's incremental borrowing rate is based on the FHLB amortizing rate, adjusted for the lease term and other factors.

The Company leases its primary office facility under an informal lease agreement with NexBank, SSB (NexBank), an affiliate through common ownership, which expires August 31, 2022. Under the agreement, the Company is allocating 2% of the total lease payments required by NexBank. The allocation rate of 2% became effective October 2018. On January 1, 2019 (date of adoption of ASU 2016-02), the Company recorded a right of use asset and operating lease liability of \$29,000 and \$32,000, respectively, in 2019 related to this arrangement. These amounts were determined based on the present value of the remaining minimum lease payments, discounted using the Company's incremental borrowing rate as of the date of adoption of 5.5%. Following is a summary of future minimum lease commitments under this agreement (in thousands):

| Year | Amount   |  |
|------|----------|--|
| 2021 | \$<br>10 |  |
| 2022 | 7        |  |
|      | \$<br>17 |  |

 In conjunction with execution of the above lease, a tenant improvement allowance in the original approximate amount of \$204,000 was allocated to the Company. This amount is being accreted under the straight-line method over the life of the lease as a reduction in rent expense. Total rent expense for the year ended December 31, 2020 amounted to approximately \$7,000, substantially all of which was allocated from related parties.

The current balance of the deferred rent is approximately \$49,000. Deferred rent is reported along with the lease obligations above in accounts payable and accrued expenses.

The Company does not anticipate any material losses as a result of the commitments and contingent liabilities.

#### **9. Net Capital Requirements**

The Company is required by Rule 15c3-1 of the Securities Exchange Act of 1934 to maintain minimum net capital as defined, which is the greater of \$5,000 or 6 2/3% of total aggregate indebtedness.

At December 31, 2020, the Company had total net capital and total aggregate indebtedness, as defined, of approximately \$2,103,000 and \$1,089,000, respectively, resulting in a ratio of aggregate indebtedness to net capital of 0.52 to 1.00. Total net capital was approximately \$2,030,000 above the minimum required net capital of approximately \$73,000.

In accordance with the disclosure requirements of SEC Rule 17a-5(d)(4), there were no material differences between the computation of net capital and the Company's corresponding Part IIA of its unaudited quarterly Financial and Operational Combined Uniform Single Report at December 31, 2020.

#### **10. Customer Protection, Reserves and Custody of Securities**

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#### Notes to Financial Statements

#### December 31, 2020

The Company does not hold customer accounts, funds, or securities.

#### **11. Loss Contingencies**

Loss contingencies, including claims and legal actions arising from the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. The Company, acting as agent for a landlord, was named as a co-defendant in a lawsuit that alleged, among other things: (1) the Company and other co-defendants breached a contract and related covenants; and (2) the Company's actions impacted the third-party's business. The Company settled this matter at no cost to the Company in 2020.

#### **12. Discontinued Operations**

Effective January 1, 2020, the Company ceased operations of its NexBank Realty Advisors business line as it did not meet the Company's long-term operating strategy. The Company recognized no gain or loss on the discontinued operations.

The operations of NRA are now being conducted by a third party entity. The Company has entered into a transition services agreement with the third party to provide accounting, human resource, information technology and legal services until such time as these services are obtained elsewhere.

{17}------------------------------------------------

Notes to Financial Statements

December 31, 2020

## **SUPPLEMENTAL SCHEDULE I**

{18}------------------------------------------------

Computation of Net Capital under SEC Rule 15c3-1 and Statement Pursuant to SEC Rule 15c3-3

#### December 31, 2020

#### (In Thousands)

#### **Computation of Net Capital under Rule 15c3-1**

| Net capital                                           |             |
|-------------------------------------------------------|-------------|
| Total stockholder's equity                            | \$<br>3,004 |
| Less deductions and/or charges                        |             |
| Cash                                                  | 55          |
| Furniture, equipment, and leasehold improvements, net | 95          |
| Investment in real estate interest                    | 306         |
| Deferred tax asset                                    | 227         |
| Other assets                                          | 218         |
| Net capital prior to haircuts on securities positions | 2,103       |
| Less haircuts on securities positions                 | -           |
| Net capital as defined by Rule 15c3-3                 | 2,103       |
| Minimum net capital required                          | 73          |
| Excess net capital                                    | 2,030       |
| Aggregate indebtedness:                               |             |
| Accounts payable and accrued expenses                 | 1,042       |
| Current tax payable                                   | 25          |
| Payables to affiliates                                | 22          |
| Total aggregate indebtedness                          | \$<br>1,089 |
| Ratio of aggregate indebtedness to net capital        | 0.52 to 1   |

In accordance with the disclosure requirements of SEC Rule 17a-5(d)(4), there were no material differences between the computation of net capital and the Company's corresponding Part IIA of its unaudited quarterly Financial and Operational Combined Uniform Single Report at December 31, 2020.

{19}------------------------------------------------

![](_page_19_Picture_0.jpeg)

# **Report of Independent Registered Public Accounting Firm**

Shareholder and Board of Directors NexBank Securities, Inc. Dallas, Texas

We have reviewed management's statements, included in the accompanying Exemption Report, in which (1) NexBank Securities, Inc. (the "Company") does not claim an exemption under paragraph (k) of 17 CFR §240.15c3-3, (2) the Company does claim an exemption relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 CFR §240.17a-5 because the Company limits its business activities exclusively to receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients and the Company did not carry accounts of or for customers ("exemption provisions"), and (3) the Company stated that the Company met the identified exemption provisions throughout the most recent fiscal year without exception. The Company's management is responsible for compliance with the exemption provisions 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 the exemption provisions. 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 conditions set forth in Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 CFR § 240.17a-5.

Dallas, Texas March 30, 2021

![](_page_19_Picture_9.jpeg)

{20}------------------------------------------------

![](_page_20_Picture_0.jpeg)

## **NexBank Securities Inc.**'s Exemption Report

**NexBank Securities Inc.** (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17 C.F.R. §240.17a-5(d)(1) and (4).

To the best of its knowledge and belief, the Company states the following:

(1) The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240. 15c3-3, and

(2) The Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34- 70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients and the Company did not carry accounts of or for customers throughout the most recent fiscal year without exception.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ NexBank Securities, Inc.

I, Stacy M. Hodges, or affirm that, to my best knowledge and belief, this Exemption Report is true and correct.

**By:** 

Title: FINOP

**Date of Report: March 24, 2021**

{21}------------------------------------------------

![](_page_21_Picture_0.jpeg)

# **Independent Registered Public Accounting Firm's Agreed-Upon Procedures Report on General Assessment Reconciliation (Form SIPC-7)**

Shareholder and Board of Directors NexBank Securities, Inc. Dallas, Texas

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, and were agreed to by NexBank Securities, Inc. (the Company) and the SIPC, solely to assist you and the SIPC in evaluating the Company's compliance with the applicable instructions of the General Assessment Reconciliation (Form SIPC-7) for the year ended December 31, 2020. The Company's management is responsible for the Company's Form SIPC-7 and for its compliance with those requirements. This agreed-upon procedures engagement was conducted in accordance with the standards established by the Public Company Accounting Oversight Board (United States) and in accordance with the attestation standards established by the American Institute of Certified Public Accountants. 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 our findings are as follows:

- 1. Compared the listed assessment payments in Form SIPC-7 with respective cash disbursement records entries, noting no differences;
- 2. Compared the Total Revenue amounts reported on the Annual Audited Report Form X-17A-5 Part III for the year ended December 31, 2020, with the Total Revenue amounts reported in Form SIPC-7 for the year ended December 31, 2020, noting no differences;
- 3. Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers, noting no differences;
- 4. Proved the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments noting no differences; and
- 5. Compared the amount of any overpayment applied to the current assessment with the Form SIPC-7 on which it was originally computed, noting no differences (if applicable)

We were not engaged to, and did not, conduct an examination or a review, the objective of which would be the expression of an opinion or conclusion, respectively, on the Company's compliance with the applicable instructions on Form SIPC-7 for the year ended December 31, 2020. 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.

![](_page_21_Picture_12.jpeg)

{22}------------------------------------------------

Shareholder and Board of Directors NexBank Securities, Inc. Page 2

This report is intended solely for the information and use of the Company and the SIPC and is not intended to be and should not be used by anyone other than these specified parties.

Dallas, Texas March 30, 2021

{23}------------------------------------------------

| SIPC           |
|----------------|
| (36-REV 12/18) |

SECURITIES INVESTOR PROTECTION CORPORATION P.O. Box 92185 Washington, D.C. 20090-2185
202-371-8300 General Assessment Reconciliation

![](_page_23_Picture_2.jpeg)

For the fiscal year ended 12/31/2020 (Read carefully the instructions in your Working Copy before completing this Form)

# TO BE FILED BY ALL SIPC MEMBERS WITH FISCAL YEAR ENDINGS

1. Name of Member, address, Designated Examining Authority, 1934 Act registration no. and month in which fiscal year ends for purposes of the audit requirement of SEC Rule 17a-5:

> 14\*34\*\*\*\*\*\*2287\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*\*MIXED AADC 220 66705 FINRA DEC NEXBANK SECURITIES INC 2515 MCKINNEY AVE STE 1100 DALLAS, TX 75201-1945

Note: If any of the information shown on the mailing label requires correction, please e-mail any corrections to form@sipc.org and so indicate on the form filed.

Name and telephone number of person to contact respecting this form.

Stacy Hodges 972-934-4721

| 2. A. General Assessment (item 2e from page 2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                         |                     | 0.00                                                                                                                                                                           |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------|---------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| B. Less payment made with SIPC-6 filed (exclude interest)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                         |                     | 0.00                                                                                                                                                                           |
| Date Paid                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                         |                     |                                                                                                                                                                                |
| C. Less prior overpayment applied                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                         |                     | 0.00                                                                                                                                                                           |
| D. Assessment balance due or (overpayment)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                         |                     | 0.00                                                                                                                                                                           |
| E. Interest computed on late payment (see instruction E) for _________________________________________________________________________________________________________________                                                                                                                                                                                                                                                                                                                                                                                                          |                                                         |                     | 0.00                                                                                                                                                                           |
| F. Total assessment balance and interest due (or overpayment carried forward)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                         |                     | 0.00                                                                                                                                                                           |
| G. PAYMENT: V the box<br>Check mailed to P.O. Box O Funds Wired O ACH O<br>Total (must be same as F above)                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                         |                     |                                                                                                                                                                                |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | SI                                                      |                     |                                                                                                                                                                                |
| H. Overpayment carried forward                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                         |                     |                                                                                                                                                                                |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | NexBank Securities, Inc.                                |                     |                                                                                                                                                                                |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | Name of Corporation, Partnership or other organization) |                     |                                                                                                                                                                                |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                         | thorized Signature) |                                                                                                                                                                                |
| ,20 21                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                         | FINOP<br>(iftle)    |                                                                                                                                                                                |
| 3. Subsidiaries (S) and predecessors (P) included in this form (give name and 1934 Act registration number):<br>The SIPC member submitting this form and the<br>person by whom it is executed represent thereby<br>that all information contained herein is true, correct<br>and complete.<br>Dated the 26 day of January<br>This form and the assessment payment is due 60 days after the end of the fiscal year. Retain the Working Copy of this form<br>for a period of not less than 6 years, the latest 2 years in an easily accessible place.<br>Dates:<br>Postmarked<br>Received | Reviewed                                                |                     |                                                                                                                                                                                |
| C REVIEWER<br>Calculations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | Documentation _                                         |                     | Forward Copy _________________________________________________________________________________________________________________________________________________________________ |

O Disposition of exceptions:

{24}------------------------------------------------

# DETERMINATION OF "SIPC NET OPERATING REVENUES" AND GENERAL ASSESSMENT

| Amounts for the fiscal period |
|-------------------------------|
| beginning 1/1/2020            |
| and ending 12/31/2020         |

(to page 1, line 2.A.)

|                                                                                                                                                                                                                                                                                                                                                                            | negumung in izuru<br>and ending 12/31/2020 |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------|
| Item No.                                                                                                                                                                                                                                                                                                                                                                   | Eliminate cents                            |
| 2a. Total revenue (FOCUS Line 12/Part IIA Line 9, Code 4030)                                                                                                                                                                                                                                                                                                               | 2,577,730<br>ಕಿ                            |
| 2b. Additions:<br>(1) Total revenues from the securities business of subsidiaries (except foreign subsidiaries) and<br>predecessors not included above.                                                                                                                                                                                                                    |                                            |
| (2) Net loss from principal transactions in securities in trading accounts.                                                                                                                                                                                                                                                                                                |                                            |
| (3) Net loss from principal transactions in commodities in trading accounts.                                                                                                                                                                                                                                                                                               |                                            |
| (4) Interest and dividend expense deducted in determining item 2a.                                                                                                                                                                                                                                                                                                         |                                            |
| (5) Net loss from management of or participation in the underwriting or distribution of securities.                                                                                                                                                                                                                                                                        |                                            |
| (6) Expenses other than adversising, printing, registration fees and legal fees deducted in determining net<br>profit from management of or participation in underwriting or distribution of securities.                                                                                                                                                                   |                                            |
| (7) Net loss from securities in investment accounts.                                                                                                                                                                                                                                                                                                                       |                                            |
| Total additions                                                                                                                                                                                                                                                                                                                                                            |                                            |
| 2c. Deductions:                                                                                                                                                                                                                                                                                                                                                            |                                            |
| (1) Revenues from the distribution of shares of a registered open end investment company or unit<br>investment trust, from the sale of variable annuities, from the business of insurance, from investment<br>advisory services rendered to registered investment companies or insurance company separate<br>accounts, and from transactions in security futures products. |                                            |
| (2) Revenues from commodity transactions.                                                                                                                                                                                                                                                                                                                                  |                                            |
| (3) Commissions, floor brokerage and clearance paid to other SIPC members in connection with<br>securities transactions.                                                                                                                                                                                                                                                   |                                            |
| (4) Reimbursements for postage in connection with proxy solicitation.                                                                                                                                                                                                                                                                                                      |                                            |
| (5) Net gain from securities in investment accounts.                                                                                                                                                                                                                                                                                                                       |                                            |
| (6) 100% of commissions and markups earned from transactions in (i) certificates of deposit and<br>(ii) Treasury bills, bankers acceptances or commercial paper that mature nine months or less<br>from issuance date.                                                                                                                                                     |                                            |
| (7) Direct expenses of printing advertising and legal fees incurred in connection with other revenue<br>related to the securities business (revenue defined by Section 16(9)(L) of the Act).                                                                                                                                                                               |                                            |
| (8) Other revenue not related either directly or indirectly to the securities business.<br>(See Instruction C):                                                                                                                                                                                                                                                            |                                            |
|                                                                                                                                                                                                                                                                                                                                                                            | (2,577,730)                                |
| (Deductions in excess of \$100,000 require documentation)                                                                                                                                                                                                                                                                                                                  |                                            |
|                                                                                                                                                                                                                                                                                                                                                                            |                                            |
| (9) (i) Total interest and dividend expense (FOCUS Line 22/PART IIA Line 13,<br>Code 4075 plus line 2b(4) above) but not in excess<br>of total interest and dividend income.                                                                                                                                                                                               |                                            |
| (ii) 40% of margin interest earned on customers securities<br>accounts (40% of FOCUS line 5, Code 3960).                                                                                                                                                                                                                                                                   |                                            |
| Enter the greater of line (i) or (ii)                                                                                                                                                                                                                                                                                                                                      |                                            |
| Total deductions                                                                                                                                                                                                                                                                                                                                                           | (2,577,730)                                |
| 2d. SIPC Net Operating Revenues                                                                                                                                                                                                                                                                                                                                            | 0.00                                       |
| 2e. General Assessment @ . 0015                                                                                                                                                                                                                                                                                                                                            | 0.00                                       |

{25}------------------------------------------------

## **NexBank Securities, Inc**

## **Other revenue not related either to directly or indirectly to the securities business:**

Deductions for NexBank Securities, Inc:

2020

| * | Operations consulting and Restructuring consulting revenue | 2,282,000 |
|---|------------------------------------------------------------|-----------|
| * | Real Estate Investment earnings                            | 263,168   |
| * | Other & Client Reimburseable Expense Revenue               | 32,562    |

\$ 2,577,730 SIPC-7 2c. OLQH

-


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