# WOODROCK SECURITIES, L.P. X-17A-5 (2020-03-02) — Broker-dealer annual report

- Company: WOODROCK SECURITIES, L.P.
- Form: X-17A-5
- Filed: 2020-03-02
- Period: 2019-12-31
- Accession: 0001310705-20-000001
- CIK: 1310705
- File #: 8-66753
- Material weakness: No
- Auditor: Harper & Pearson Company, P.C.
- Auditor location: Houston, TX
- Contact: Kristy Johnson
- Phone: 281-367-0380
- Email: form@sipe.org
- Website: sipe.org
- Signed by: John P. Dennis, III (Designated Principal)

Original filing: https://www.sec.gov/Archives/edgar/data/1310705/000131070520000001/649audit.pdf

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UNITEPSTATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

OMB APPROVAL OMB Number: 3235-0123 Expires: August 31, 2020 Estimated average burden hours per response .. . ... 12.00

SEC FILE NUMBER

B-66753

## **ANNUAL AUDITED REPORT FORM X-17A-5 PART Ill**

FACING PAGE

Information Required of Broke1·s and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder

| REPORT FOR THE PERIOD BEGINNING 01/01/2019<br>MMIDDfYY<br>A. REGISTRANT IDENTIFICATION<br>NAME OF BROKER-DEALER: Wood Rock Securities, L. P.<br>ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | AND ENDING ~~~~   | 12/31/2019 ~~~~~<br>MMfDDfYY<br>OFFICIAL USE ONLY                                                                                                                                                                                                                                                                                                                       |
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|                                                                                                                                                                                                                   | Houston<br>(City) | 77027<br>(Zip Code)<br>NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT lN REGARD TO THIS REPORT<br>B. ACCOUNTANT IDENTIFICATION<br>INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*<br>{Name - if i11dil'idual. stare last. first. middle name)<br>DAccountant not resident in United States or any of its possessions.<br>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. 17 a-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 dlsplaysa currently valid OMB control number.

SEC 1410 (06-02)

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## OATH OR AFFIRMATION

| 1, John P. Dennis, Ill                                      |      | , swear (or affirm) that, to the best of                                                                                   |
|-------------------------------------------------------------|------|----------------------------------------------------------------------------------------------------------------------------|
|                                                             |      | my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of            |
| WoodRock Securities, L.P.<br>~~~~~~~~~~~~~~~~~~             |      | ~~~~~~~~~~~~~~~~~~~~~~~'as                                                                                                 |
| of December 31                                              | 2019 | are true and correct. I further swear (or affirm) that                                                                     |
|                                                             |      | neither the company nor any partner, proprietor, principal officer or director has any proprietary interest in any account |
| classified solely as that of a customer, except as follows: |      |                                                                                                                            |

| ~J\~~<br>Notary Public                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| This report ** contains (check all applicable boxes):<br>0 (a) Facing Page .<br>./ (b) Statement of Financial Condition .<br>.f (c) Statement of Income (Loss) .<br>.f (d) Statement of Changes in Financial Condition .<br>(f) Statement of Changes in Liabilities Subordinated to Claims of Creditors .<br>(g) Computation of Net Capital.<br>.,, | ./ (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital.<br>./ (h) Computation for Determination of Reserve Requirements Pursuant to Rule I 5c3-3 .                                                                                                                                                                                                                                             |
| 0 G)                                                                                                                                                                                                                                                                                                                                                | ./ (i) Information Relating to the Possession or Control Requirements Under Rule 15c3-3.<br>A Reconciliation, including appropriate explanation of the Computation ofNet Capital Under Rule 15c3-<br>l and the<br>Computation for Determination of the Reserve Requirements Under Exhibit A of Rule I 5c3-3.<br>0 (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of |
| consolidation,<br>G? (I) An Oath or Affirmation.<br>0 (m) A copy of the SIPC Supplemental Report.                                                                                                                                                                                                                                                   | D (n) A report describing any material inadequacies found to exist or found to have existed since the date ofthe previous audit.                                                                                                                                                                                                                                                                                                      |

*\*\*For conditions of confide.ntial treatment of cert<1in portions of this filing, see section 240.* J *7a-5(e}(3).* 

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WOODROCK SECURITIES, LP. FINANCIAL STATEMENTS DECEMBER 31, 2019

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## CONTENTS

Page

| Report of Independent Registered Public Accounting Firm |  |
|---------------------------------------------------------|--|
| Statement of Financial Condition                        |  |
| Statement of Income                                     |  |
| Statement of Changes in Partners' Capital               |  |
| Statement of Changes in Subordinated Borrowings         |  |
| Statement of Cash Flows                                 |  |
| Notes to Financial Statements                           |  |
| Schedule I                                              |  |
| Schedule II                                             |  |

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![](_page_4_Picture_0.jpeg)

Houston, Texas 77056 Offic e 713.622.2310 Fax 713.622.5613

## **REPORT OF INDEPENDENT REGISTERED PUBUC ACCOUNTING FIRM**

To the Board of Directors and Partners of WoodRock Securities, L.P.

## **Opinion on the Financial Statements**

We have audited the accompanying statement of financial condition of WoodRock Securities, L.P. as of December 31, 2019, the related statements of income, changes in partners' capital, changes in subordinated borrowings, 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 WoodRock Securities, L.P. as of December 31, 2019, 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 WoodRock Securities, L.P.'s management. Our responsibility is to express an opinion on WoodRock Securities, L.P.'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 WoodRock Securities, L.P. in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

### **Auditor's Opinion on Supplemental Information**

The Computation of Net Capital Under Rule 15c3-1 of the Securities Exchange Commission and the Computation for Determination of Reserve Requirements and Information Relating to Possession or Control of Securities Under Rule 15c3-3 of the Securities Exchange Commission have been subjected to audit procedures performed in conjunction with the audit of WoodRock Securities, L.P.'s financial statements. The supplemental information is the responsibility of WoodRock Securities, L.P.'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 C.F.R. §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.

1h~1- ~v- al~~ ;J?c::.

HARPER & PEARSON COMPANY, P.C.

We have served as WoodRock Securities, L.P.'s auditor since 2006. Houston, Texas February 26, 2020

## **harperpearson.com**

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## **ASSETS**

| Cash and cash equivalents    | \$ 10,709,533 |
|------------------------------|---------------|
| Accounts receivable          | 210,906       |
| Prepaid expenses - affiliate | 1,442,671     |
| Prepaid expenses             | 21,126        |
| TOTAL ASSETS                 | \$ 12,384,236 |

## **LIABILITIES AND PARTNERS' CAPITAL**

| Commissions payable                     | \$<br>139,988 |
|-----------------------------------------|---------------|
| Accrued Expenses                        | 45,992        |
| Line of Credit - Subordinate            | 10,500,000    |
| TOTAL LIABILITIES                       | 10,685,980    |
| Partners' capital                       | 1,698,256     |
| TOTAL LIABILITIES AND PARTNERS' CAPITAL | \$ 12,384,236 |

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| Commissions and other revenues                                              | \$ 4,651,335               |
|-----------------------------------------------------------------------------|----------------------------|
| Management fee and administrative expense<br>Commissions expense, affiliate | (1,545,323)<br>(2,235,719) |
| Net Income                                                                  | \$<br>870,293              |

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|                            | Limited Partners                    |    |                  | General<br>Partner              |              |
|----------------------------|-------------------------------------|----|------------------|---------------------------------|--------------|
|                            | Texas<br>Capital<br>Bancshares, Inc |    | WoodRock,<br>LLC | Wood Rock<br>Holdings GP<br>LLC | Total        |
| Balance, December 31, 2018 | \$<br>657,600                       | \$ | 535,930          | \$<br>10,983                    | \$ 1,204,513 |
| Contributions              | 123,450                             |    |                  |                                 | 123,450      |
| Distributions              |                                     |    | (500,000)        |                                 | (500,000)    |
| Net income                 | 8 703                               |    | 852,887          | 8,703                           | 870.293      |
| Balance, December 31, 2019 | \$<br>789,753                       | ~  | 888,817          | \$<br>19,686                    | ~ 1,698,256  |

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## **WOODROCK SECURITIES, L.P. STATEMENT OF CHANGES IN SUBORDINATED BORROWINGS FOR THE YEAR ENDED DECEMBER 31, 2019**

| Suborinated borrowings at December 31, 2018  | \$<br>7,500,000  |
|----------------------------------------------|------------------|
| Increase:                                    |                  |
| Revolving Line of Credit, net                | 3,000,000        |
| Subordinated borrowings at December 31, 2019 | \$<br>10,500,000 |
|                                              |                  |

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## **WOODROCK SECURITIES, L.P. STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2019**

| CASH FLOWS FROM OPERATING ACT1VillES                    |                 |
|---------------------------------------------------------|-----------------|
| Cash received from customers                            | \$ 4,327,104    |
| Cash paid for management fee and administrative expense | (1,956,995)     |
| Commissions paid to affiliate                           | (2,095,731)     |
| Net cash provided by operating activities               | 274,378         |
| CASH FLOWS FROM FINANONG ACT1VillES                     |                 |
| Borrowings on the line of credit                        | 46,500,000      |
| Payments on the line of credit                          | ( 43,500,000)   |
| Contributions                                           | 123,450         |
| Partner's Distributions                                 | (500,000)       |
| Net cash used by financing activities                   | 2,623,450       |
| CASH FLOWS FROM INVESTING ACITVITIES                    |                 |
| Purchase of investments                                 | (32,998,196)    |
| Sale of investments                                     | 33,111,521      |
|                                                         |                 |
| Net cash provided by investing activities               | 113,325         |
| NET INCREASE IN CASH AND CASH EQUIVALENTS               | 3,011,153       |
| CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR          | 7,698,380       |
|                                                         |                 |
| CASH AND CASH EQUIVALENTS AT END OF YEAR                | \$ 10,709,533   |
| RECONCILIATION OF NET INCOME TO NET CASH                |                 |
| PROVIDED BY OPERATING ACITVITIES                        |                 |
| Net income                                              | 870,293<br>\$   |
| Adjustments:                                            |                 |
| Gain on investment sales                                | (113,325)<br>\$ |
| Change in operating assets and liabilities:             |                 |
| Increase in prepaid expense - affiliate                 | (468,433)       |
| Increase in accounts receivable                         | (210,906)       |
| Decrease in prepaid expenses                            | 18,875          |
| Increase in commission payable                          | 139,988         |
| Decrease in accounts payable                            | (1,910)         |
| Increase in accrued expenses                            | 39,796          |
|                                                         |                 |
| Net cash provided by operating activities               | \$<br>2741378   |

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#### NOTE A BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business - WoodRock Securities, L.P. (a Texas limited partnership) ("the Partnership") maintains its accounts on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (GAAP). Accounting principles followed by the Partnership and the methods of applying those principles which materially affect the determination of financial position, results of operations and cash flows are summarized below:

The Partnership is located in Houston, Texas, and is a private investment banking firm. Accordingly, the Partnership has claimed an exemption from the Securities and Exchange Commission's (SEC) Rule 15c3-3 under section (K)(2)(ii). The Partnership is registered as a Broker-Dealer with the SEC, and a member of the Financial Industry Regulatory Authority (FINRA).

Statement Presentation - The unclassified statement of financial condition is presented in accordance with industry standards.

Estimates - The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents - The Partnership considers all highly liquid debt instruments with an original maturity of three months or less to be cash equivalents.

Income Taxes - The Partnership's income, losses, and tax credits will be included in the income tax returns of the Partners. Accordingly, the Partnership does not record a provision for Federal income taxes. The Partnership records Texas margin taxes if owed. Texas margin taxes recorded for the year ended December 31, 2019 were \$8,989.

The Partnership believes that all significant tax positions utilized by the Partnership will more likely than not be sustained upon examination. As of December 31, 2019, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2016 forward (with limited exceptions). Tax penalties and interest, if any, would be accrued as incurred and would be classified as tax expense in the statement of income.

Revenue Recognition - Investment banking, commission and underwriting fees from securities related transactions are recognized when transactions close or at settlement date and receivables are recorded at this time. Retainer fees are recorded and recognized as revenue in accordance with the terms contained in the Partnership's written engagement agreements.

In 2019 the Partnership's main source of revenue was from investment banking fees. During the year ended December 31, 2019 commission revenue related to investment banking transactions was \$4,266,245. This amount is included with commissions, underwriting, and other revenues on the statement of income.

Management deems no allowance necessary for receivable as the deal terms are agreed upon and no significant credit risk is deemed to be present.

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#### NOTE A BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (CONTINUED)

### Revenue Recognition (Continued)

Related to underwriting services provided whereby the Partnership receives a referral from its limited partner Texas Capital Bancshares, Inc. (TCB), 80% of each commission earned by the Partnership will be paid to TCB. During the year ended December 31, 2019 commission expense of \$2,235,719 was recorded in the statement of operations related to this referral agreement.

Subsequent Events- The Partnership has evaluated subsequent events through February 26, 2020, the date the financial statements were available to be issued. No subsequent events occurred which require adjustment or disclosure to the financial statements at December 31, 2019.

#### NOTE B PARTNERSHIP AGREEMENT

The Partnership was formed October 28, 2003 . The general partner of the Partnership is WoodRock Holdings GP LLC, and the initial limited partner was WoodRock, LLC. Effective November 6, 2015 Texas Capital Bancshares, Inc became a limited partner and obtained a 1 % ownership interest from the initial limited partner. The general partner maintained its ownership interest of 1 % and the limited partners have a 99% ownership interest.

All Partnership profits, losses and distributions are to be allocated to the partners in proportion to their respective percentage interests and in accordance with the Members Agreement between the parties. TCB began participating in allocations beginning in 2016.

#### NOTE C MANAGEMENT AGREEMENT

The Partnership entered into a management agreement with Wood Rock, LLC, a company related through common ownership, whereby WoodRock, LLC will provide administrative and operational services, facilities, furniture and pay all overhead expenses of the Partnership.

WoodRock, LLC received an incremental allocation service fee of \$84,000 per month for the period January 1, 2019 through December 31, 2019. Service fees and expense allocations for 2019 totaled \$1,008,000.

#### NOTED NET CAPITAL REQUIREMENTS

Pursuant to the net capital provisions of Rule 15c3-1 of the Securities Exchange Act of 1934, the Partnership is required to maintain a minimum net capital, as defined under such provisions. Net capital and the related net capital ratio may fluctuate on a daily basis.

At December 31, 2019, the Partnership had net capital of \$10,663,540 and a net capital requirement of \$100,000. The Partnership's ratio of aggregate indebtedness to net capital was 1.74 to 1 at December 31, 2019. The Securities Exchange Commission permits a ratio of aggregate indebtedness to net capital for the Partnership at this time of no greater than 15 to 1.

#### NOTE E CONCENTRATIONS AND CREDIT RISK

SIPC protects against the loss of cash and securities held by a customer at a financially-troubled SIPC-member brokerage firm. The limit of SPIC protection is \$500,000 which NOTE E

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### CONCENTRATIONS AND CREDIT RISK (CONTINUED)

includes a \$250,000 limit for cash. The Partnership's bank balances are insured by the Federal Deposit Insurance Corporation (FDIC) up to \$250,000. The balance of uninsured cash is \$10,045,768. It is the Partnership's practice to utilize high net worth financial institutions to minimize its credit risk.

Generally, no collateral or other security is required to support receivable or advances to limited partners. At December 31, 2019, management determined that no allowance for doubtful accounts was necessary. For the year ended December 31, 2019, revenue from two customers represented 63% the Partnership's commission, underwriting, and other revenues. For the year ended December 31, 2019, receivables from the customers represented 94% fthe partnership's receivable balances.

#### NOTE F SUBORDINATED BORROWINGS

The borrowings under subordination agreements at December 31, 2019, is listed in the following :

Revolving Line of Credit 10,500,000

The subordinated borrowings are from a limited partner, Texas Capital Bancshares, Inc., and are available in computing net capital under the SEC's uniform net capital rule. To the extent that such borrowings are required to the Company's continued compliance with minimum net capital requirements, they may not be repaid. The line of credit is for a total of \$15,0000,000 and matures October 26, 2020. The line bears interest at 2.0% and is payable on maturity of the line of credit advance, but can be prepaid at borrower's discretion. During 2019 the Partnership paid \$151,333 in interest on the line of credit. The principal and interest under this Agreement are fully and irrevocably subordinate in right of payment and subject to the prior payment or provision for payment in full of all claims of all other present and future creditors of the Company that are not similarly subordinated. Cash advanced under the line of credit is to be used for underwriting activities.

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## **WOODROCK SECURITIES, LP. SCHEDULE** I **COMPUTATION OF NET CAPITAL UNDER RULE 15C3-1 OF THE SECURITIES AND EXCHANGE COMMISSION DECEMBER 31, 2019**

| NET CAPITAL<br>Total partners' capital qualified for net capital                                                             | \$<br>1,698,256               |
|------------------------------------------------------------------------------------------------------------------------------|-------------------------------|
| Additions to net worth<br>Subordinated loan                                                                                  | 10,500,000                    |
| Total capital and allowable subordinated liabilities                                                                         | 12,198,256                    |
| Deductions and/or charges<br>Nonallowable assets:<br>Accounts receivable<br>Prepaid expenses<br>Prepaid expenses - affiliate | 70,918<br>21,126<br>1,442,671 |
| NET CAPITAL BEFORE HAIRCUTS ON SECURITIES POSmON                                                                             | 10,663,541                    |
| Haircuts on securities                                                                                                       |                               |
| Net capital                                                                                                                  | \$ 10,663,541                 |
| COMPUTATION OF BASIC NET CAPITAL REQUIREMENTS<br>Minimum net capital required (6 2/3% of total aggregate<br>indebtedness)    | \$<br>12,399                  |
| Minimum dollar net capital requirement                                                                                       | 100,000<br>\$                 |
| Net capital requirement (greater of above two minimum<br>requirement amounts)                                                | \$<br>100,000                 |
| Excess net capital                                                                                                           | \$ 10,563,541                 |
| Ratio: Aggregate indebtedness to net capital                                                                                 | 1.74 to 1                     |

No material differences existed between the audited computation of net capital pursuant to Rule 15c3-1 as of December 31, 2019 and the corresponding amended unaudited filing of part IIA of the FOCUS Report/form X-17A-5 filed by WoodRock Securities, L.P.

See report of independent registered public accounting firm. 11

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## Exemption Provisions

The Partnership has claimed an exemption from Rule 15c3-3 under Section (k)(2)(ii), in which all transactions are cleared through another broker dealer on a fully disclosed basis.

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## **WoodRock Securities, L.P.'s Exemption Report**

WoodRock Securities, LP. {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. WoodRock Securities, L.P. claimed an exemption 17 C.F.R. § 240.15c3-3 under the following provisions of 17 C.F .R. § 240.15c3-3 (k)(2)(ii} for the fiscal year ended December 31, 2019.
- 2. WoodRock Securities, LP. met the identified exemption prov1s1ons in 17 C.F.R. § 240.15c3-3{k)(2)(ii) throughout the most recent fiscal year of January 1, 2019 to December 31, 2019, without exception.

WoodRock Securities, LP.

I, John P. Dennis, Ill, affirm that, to my best knowledge and belief, this Exemption Report is true and correct.

February 21, 2020

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# **HARPER** PEA RSON One Riverway Drive, Ste. 1900

Houst on, Texas 77056 Office 713.622.2310 Fax 713.622.5613

## **REPORT OF INDEPENDENT REGISTERED PUBUC ACCOUNTING FIRM**

To the Board of Directors and Partners of WoodRock Securities, LP.

We have reviewed management's statements, included in the accompanying Exemption Report, in which (1) WoodRock Securities, LP. identified the following provisions of 17 C.F.R. §15c3-3(k) under which WoodRock Securities, L.P. claimed an exemption from 17 C.F.R. §240.15c3-3 (k)(2)(ii) (the exemption provisions) and (2) WoodRock Securities, L.P. stated that WoodRock Securities, LP. met the identified exemption provisions throughout the most recent fiscal year without exception. WoodRock Securities, L.P.'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 WoodRock Securities, L.P.'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 provisions set forth in paragraph (k)(2)(ii) of Rule 15c3-3 under the Securities Exchange Act of 1934.

HARPER & PEARSON COMPANY, P.C.

Houston, Texas February 26, 2020

## **harperpearson.com**

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## **REPORT OF INDEPENDENT REGISTERED PUBUC ACCOUNTING FIRM ON APPL YING AGREED-UPON PROCEDURES**

To the Board of Directors and Partners of WoodRock Securities, L.P.

In accordance with Rule 17a-5(e)(4) under the Securities Exchange Act of 1934 and with the Securities Investor Protection Corporation (SIPC) Series 600 Rules, we have performed the procedures enumerated below, which were agreed to by WoodRock Securities, L.P. and the SIPC with respect to the accompanying General Assessment Reconciliation (Form SIPC-7) of WoodRock Securities, L.P. for the year ended December 31, 2019, solely to assist you and the SIPC in evaluating WoodRock Securities, L.P.'s compliance with the applicable instructions of the General Assessment Reconciliation (Form SIPC-7). WoodRock Securities, L.P.'s management is responsible for WoodRock Securities, L.P.'s compliance with those requirements. This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the Public Company Accounting Oversight Board (United States). 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 amount reported on the Annual Audited Report Form X-17A-5 Part III for the year ended December 31, 2019 with the Total Revenue amount reported in Form SIPC-7 for the year ended December 31, 2019, noting no differences;
- 3) Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers, noting no differences;
- 4) Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments, noting no differences; 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.

We were not engaged to, and did not conduct an examination, the objective of which would be the expression of an opinion on compliance with the applicable instructions of the Form SIPC-7. Accordingly, we do not express such an opinion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.

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

HARPER & PEARSON COMPANY, P.C.

Houston, Texas February 26, 2020

## **harperpearson.com**

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| SECURITIES INVESTOR PROTECTION CORPORATION<br>P.O. Box 92185 Washington, D.C. 20090-2185<br>202-371-8300<br>General Assessment Reconcilliation<br>(36-REV 12/18)<br>For the liscal year ended 12/31/2019<br>(Read carefully the instructions in your Working Copy before completing this Form)<br>TO BE FILED BY ALL SIPC MEMBERS WITH FISCAL YEAR ENDINGS<br>1. Name of Member, address, Designated Examining Authority, 1934 Act registration no. and month in which liscal your ends for<br>purposes of the audit requirement of SEC Rule 17a-5:<br>183883333049899944448888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888888<br>FINRA<br>DEC<br>66758<br>WOODROCK SECURITIES LP<br>4285 SAN FELIPE ST STE 600<br>HOUSTON, TX 77027-2918 | (36-REV 12/18)<br>Note: If any of the information shown on the<br>mailing label requires correction, please e-mail<br>any corrections to form@sipe.org and so<br>indicate on the form filed.<br>Name and telephone number of person to<br>contact respecting this form.<br>Kristy Johnson (281) 367-0380 |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 2. A. General Assessment (item 2e from page 2)<br>B. Less payment made with SIPC-6 liled (exclude interest)<br>7-25-2019<br>Date Paid<br>C. Less prior overpayment applied<br>D. Assessment balance due or (overpayment)<br>E. Interest computed on lale payment (see instruction E) for _________________________________________________________________________________________________________________<br>F. Tolal assessment balance and interest due for overpayment carried forward)<br>G. PAYMENT: V the box<br>Check mailed to P.O. Box Q Funds Wired Cl<br>ACH LI<br>Total (must be same as F above)<br>81<br>H. Overpayment carried forward<br>3. Subsidiaries (S) and prodecessors (P) included in this lorn (give name and 1934 Act registration number):                                                                           | \$ 6,959<br>1 5,593<br>1,366<br>\$ 1,366<br>\$ 1,366                                                                                                                                                                                                                                                     |
| 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>This form and the assessment payment is due 60 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>PC REVIEWER<br>Dales:<br>Posimarked<br>Received<br>Reviewed<br>Calculations _<br>Documentation _<br>Exceptions:<br>on Disposition of exceptions:                                                                                                                                                                                                                                                                                                               | WoodRock Sequrities LP<br>(Itamis of Copporation, Partnership or other organization)<br>(Aulhotized Signature)<br>Designated Principal<br>(Tillo)<br>Forward Copy _                                                                                                                                      |

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

Amounts for the liscal period
beginning 1/1/2019
and ending 12/31/2019

| Hem No.<br>2a. Total revenue (FOCUS Line 12/Pari IIA Line 9, Code 4030)                                                                                                                                                                                                                                                                                                                      | Eliminate cents<br>\$ 4,653,607  |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------|
| 20. Addilions:<br>(1) Tolal 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 defermining item 2a.                                                                                                                                                                                                                                                                                                                           |                                  |
| (5) Net loss from management of or participation in the underwrilling or distribution of securities.                                                                                                                                                                                                                                                                                         |                                  |
| (6) Expenses other than advertising, printing, registration fees deducted in delermining net<br>profit from management of or participation in underwrifing or distribution of securities.                                                                                                                                                                                                    |                                  |
| (7) Net loss from securities in investment accounts.                                                                                                                                                                                                                                                                                                                                         |                                  |
| Total additions                                                                                                                                                                                                                                                                                                                                                                              |                                  |
| 2c. Decucions:<br>(1) Revenues from the distribution of shares of a registered open end investment company of unit<br>investment Irust, from the sale of variable annuilies, from the business of insurance, from investment<br>advisory services rendered to registered investment companies or insurance company separate<br>accounts, and from fransactions in security fulures products. |                                  |
| (2) Revenues from commodity fransactions.                                                                                                                                                                                                                                                                                                                                                    |                                  |
| (3) Commissions, Hoor brokerage and clearance paid to other SIPC members in connection with<br>securities fransactions.                                                                                                                                                                                                                                                                      |                                  |
| (4) Reimbursements for postage in connection with proxy solicilation.                                                                                                                                                                                                                                                                                                                        |                                  |
| (5) Nel gain from securities in investment accounts.                                                                                                                                                                                                                                                                                                                                         |                                  |
| (6) 100% of commissions and markups earned from transactions in (i) certificates of deposit and<br>(i) Treasury bills, bankers acceptances of commercial paper that mature nine months of less<br>from Issuance date.                                                                                                                                                                        |                                  |
| (7) Direct expenses of printing advertising and legal lees incurred in connection with other revenue<br>related to the securities business (revenue delined 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):                                                                                                                                                                                                                                                                              |                                  |
| (Deductions in excess of \$100,000 require documentation)                                                                                                                                                                                                                                                                                                                                    |                                  |
| (9) (1) 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>\$ 14,265<br>of lotal interest and dividend income.                                                                                                                                                                                                    |                                  |
| (ii) 40% of margin interest earned on customers securities<br>accounts (40% of FOCUS line 5, Code 3960).<br>8                                                                                                                                                                                                                                                                                |                                  |
| Enter the greater of line (i) or (ii)                                                                                                                                                                                                                                                                                                                                                        | 14,265                           |
| Total deductions                                                                                                                                                                                                                                                                                                                                                                             | 14,265                           |
| 2d. SIPC Net Operating Revenues                                                                                                                                                                                                                                                                                                                                                              | 4,639,342                        |
| 2e. General Assessment @ .0015                                                                                                                                                                                                                                                                                                                                                               | \$ 6.959<br>to page 1, line 2.A. |

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| COMMUNITY TRUST BANK |  |
|----------------------|--|
|                      |  |

## WOODROCK SECURITIES, L.P.
OPERATING ACCOUNT 4265 SAN FELIPE ST STE 600 HOUSTON, TX 77027

| PAY TO THE<br>ORDER OF | SIPC                                                |                                                                                                                                                                                | સ્ત્ર<br>**1,366.00  |
|------------------------|-----------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------|
|                        | One Thousand Three Hundred Sixty-Six and 00/100**** |                                                                                                                                                                                | DOLLARS              |
|                        | SIPC<br>P.O. Box 92185<br>Washington DC 20090-2185  |                                                                                                                                                                                |                      |
| MEMO                   | SPC-7                                               |                                                                                                                                                                                | AUTHORIZED SIGNATURE |
|                        |                                                     | 1600 70 3 4 11 1 1 1 1 1 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 |                      |
|                        | WOODROCK SECURITIES, L.P.                           | OPERATING ACCOUNT                                                                                                                                                              | 1074                 |

| SIPC           |                |               |             | 2/13/2020    |          |
|----------------|----------------|---------------|-------------|--------------|----------|
| Date           | Type Reference | Original Amt. | Balance Due | Discount     | Payment  |
| 1/31/2020 Bill |                | 1.366.00      | 1,366.00    |              | 1.366.00 |
|                |                |               |             | Check Amount | 1.366.00 |

|  |  | Origin Bank Operating | SIPC-7 |
|--|--|-----------------------|--------|
|--|--|-----------------------|--------|

## 1,366.00

1074

2/13/2020

| WOODROCK SECURITIES, L.P. |                        | OPERATING ACCOUNT         |                         |              | 1074                |
|---------------------------|------------------------|---------------------------|-------------------------|--------------|---------------------|
| SIPC                      |                        |                           |                         | 2/13/2020    |                     |
| Date<br>1/31/2020         | Type Reference<br>Bill | Original Amt.<br>1,366.00 | Balance Due<br>1.366.00 | Discount     | Payment<br>1,366.00 |
|                           |                        |                           |                         | Check Amount | 1,366.00            |


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