# GOODBODY SECURITIES INC X-17A-5 (2026-02-27) — Broker-dealer annual report - Company: GOODBODY SECURITIES INC - Form: X-17A-5 - Filed: 2026-02-27 - Period: 2025-12-31 - Accession: 0001328730-26-000001 - CIK: 1328730 - File #: 8-66955 - Type: Broker-dealer - Material weakness: No - Auditor: DeMarco, Sciaccotta, Wilkens & Dunleavy, LLP - Auditor location: Frankfort, IL - Contact: Ian Huggard - Phone: 011 353 1 6419243 - Email: uggard@goodbody.ie - Website: goodbody.ie - Signed by: Ian Huggard (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1328730/000132873026000001/gsisofc2025.pdf --- {0}------------------------------------------------ # **GOODBODY SECURITIES INCORPORATED** ## **STATEMENT OF FINANCIAL CONDITION AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** **DECEMBER 3l8t, 2025** {1}------------------------------------------------ # **TABLE OF CONTENTS** **FACING PAGE** **OATH OR AFFIRMATION** **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** ... • .. I • **STATEMENT OF FINANCIAL CONDITION** **NOTES TO THE FINANCIAL STATEMENTS** {2}------------------------------------------------ | | | | 0MB APPROVAL | | |----------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------|----------------------------------------|--------------------------------------------------------|-------| | SECURITIES AND EXCHANGE COMMISSION | | | 0MB Number: 3235-0123 | | | Washington, D.C. 20549 | | | Expires: November 30, 2026
Estimated average burden | | | | | | hours per response | 12.00 | | | ANNUAL AUDITED REPORT | | | | | FORM X-17A-5
PART Ill | | | SEC FILE NUMBER | | | | | | | | | | | | 8-66955 | | | | FACING PAGE
Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | | | | | | | | | | | REPORT FOR THE PERIOD BEGINNING | 01/01/2025 AND EN DING ___ ---=1=2'-"/3=1,_,/2=02==5 ____ _ | | | | | | MM/DD/YY | MM/DD/YY | | | | | A.
REGISTRANT IDENTIFICATION | | | | | NAME OF FIRM: Goodbody Securities Incorporated
TYPE OF REGISTRANT (check all applicable boxes): | | | | | | 181 Broker-dealer | □Security-based swap dealer | □Major security-based swap participant | | | | 0 Check here if respondent is also an OTC derivatives dealer | | | | | | | | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | | | | 9 -12 Dawson St, Dublin 2, D02 YX99 | | | | | | | (No. and Street) | | | | | Dublin | Dublin 4 | | Ireland | | | (City) | (State} | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | Ian Huggard +353 1 6419243 | | ian.h uggard@goodbody.ie | | | | | | | | | | \Name) | l�rnailAd(Area Code-Ttlephone Number) | | | | | | | | | | | | B, ACCOUNTANT IDENTIFICATION | | | | | IN DEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report• | | | | | | DeMarco, Sciaccotta, Wilkens & Dunleavy, LLP | | | | | | | (Name - if individual, state last, first, middle name) | | | | | 20646 Abbey Woods Ct N, Suite 201 | Frankfort | IL | 60423 | | | (Address) | (City) | (State) | (Zip Code) | | | 12/21/2010 | | | 5376 | | | (Date of Registration with PCAOBf(if applicable) | | | (PCAOB Registration Number, if applicable) | | | | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | **UNITED STATES** • Oaims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(l)(li), if applicable. Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number. {3}------------------------------------------------ #### **Goodbody Securities Incorporated** #### **OATH OR AFFIRMATION** I, Ian Huggard, swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Good body Securities, Inc., as of December 3Pt , 2025, is true and correct. I further swear (or affirm) that neither the company nor any partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer. Director #### **This filing**0**contains (check all app1icable boxes):** - 181 (a) Statement of financial condition. - lg] (b) Notes to consolidated statement of financial condition. - □ (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). - □ (d) Statement of cash flows. - □ (e) Statement of changes in stockholders, or partners' or sole proprietor's equity. - □ (f) Statement of changes in liabilities subordinated to claims of creditors. - □ {g) Notes to consolidated financial statements. - □ {h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - □ {i} Computation of tangible net worth under 17 CFR 240.18a-2. - □ {j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - □ {k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.1Sc3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - □ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.1Sc3-3. - □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.1Sc3-3. - □ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.1Sc3- 3(p)(2) or 17 CFR 240.18a-4, as applicable. - □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.1Sc3-1, 17 CFR 240.18a-l, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - � (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - □ (r} Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (t} Independent public accountant's report based on an examination of the statement of financial condition. - IZl (u) Independent public accountant1 s report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-S or 17 CFR 240.lSa-7, as applicable. - □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le or 17 CFR 240.17a-12, as applicable. - □ (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). - □ {z) Other: \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e}{3) or 17 CFR 240.18a-7(d)(2), as applicable. {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Board of Directors of Goodbody Securities Incorporated ## **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Goodbody Securities Incorporated (the "Company") as of December 31, 2025, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of Goodbody Securities Incorporated as of December 31, 2025 in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial 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. We have served as Goodbody Securities Incorporated's auditor since 2012. *lie��� tJtl-jl-�, I.I.I* Frankfort, Illinois February 23, 2026 {5}------------------------------------------------ #### **STATEMENT OF FINANCIAL CONDITION As of 31st December 2025** | | \$ | |---------------------------------------------------------------------------------|-----------| | Assets | | | Cash and cash equivalents | 2,524,240 | | Receivable from related party | 10,464 | | Prepayments | 10,871 | | Income taxes receivable | 3,873 | | Total Assets | 2,549,448 | | Liabilities | | | Accounts payable and other accrued expenses | 31,655 | | Income taxes payable | 3,850 | | Total Liabilities | 35,505 | | Stockholder's Equity
Common stock, par value \$0.01. Authorized 3,000 shares | | | issued and outstanding 1 share at \$0.01 per share | | | Additional paid in capital | 2,057,000 | | Retained earnings | 456,943 | | Total stockholder's equity | 2,513,943 | | Total Liabilities and Stockholder's Equity | 2,549,448 | The accompanying notes are an integral part of these financial statements. {6}------------------------------------------------ #### **Notes to Financial Statements December 31st, 2025** ## **1. General Information and Summary of Significant Accounting Policies** #### (a) The **Company** Goodbody Securities Incorporated (the "Company") was incorporated on 4 th March, 2005. On 27th January 2023 FINRA approved a proposed changed in the Company's ownership structure, whereby following a reorganisation of the AIB Group structure that GBS would become the direct owner of the Company. The reorganization was executed on 1 March 2023 and does not result in any changes to the Firm's existing business activities and there is no capital or financial impact. As of December 31st, 2025, the Company was a wholly owned subsidiary of Goodbody Stockbrokers UC ("GBS"). GBS is a wholly owned subsidiary of Allied Irish Banks p.l.c. The Company is a U.S. registered broker-dealer with an office in Dublin, Ireland. GSI trades exclusively in non-US equity securities with institutional investors. The company also distributes third-party research created by Goodbody Stockbrokers ("GBS"), its Irish affiliate, to US investors. On 24th January, 2006 the Financial Industry Regulatory Authority (FINRA) approved the application of Goodbody Securities Incorporated for membership of FINRA and as such the Company is a registered broker dealer in securities under the Securities and Exchange Act of 1934. The Company operates under the provisions of paragraph (k)(2)(i) of Rule 15c3-3 of the Securities Exchange Act of 1934 and, accordingly, is exempt from the remaining provisions of that rule. #### (b) **Basis of Preparation** These Financial Statements were prepared in accordance with accounting principles generally accepted in the United States of America which require 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. ### **(c) Revenue Recognition** Service income is earned from an agreement with GBS whereby the Company acts as an introducing intermediary broker-dealer in transactions between GBS and its US counterparties. The Company believes the performance obllgation for providing this service is satisfied on a monthly basis for as long as the Company remains a registered broker-dealer in good standing. At the request of any of its major US institutional customers or agents of its major US institutional customers, GBS may invoice the customer or agent for the distribution of its research reports. Any payments that are received by GBS will be at the discretion of the client. In the event that payments are received, GBS will pay 10% of these receipts to GSI to the extent that GSI shall earn a minimum annual fee of \$20,000 for facilitating the distribution of research reports. All GBS payments to GSl will be made quarterly in arrears. . The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers. Revenue recognition is determined through the following steps: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contrac� and (5) recognize revenue when (or as) the entity satisfies a performance obligation. Revenue from contracts with customers includes service and fee income from service arrangement. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgement is required to determine whether performance obligations are satisfied at a point in time or over time; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. {7}------------------------------------------------ # **Notes to Financial Statements December 31 st, 2025** ## **1. General Information and Summary of Significant Accounting Policies (continued)** ### **(d) Income Taxes** **Income taxes are accounted for under the asset and liability method . Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.** ## **(e) Fair Value of Financial Assets and Liabilities** **All of the Company's financial assets and liabilities are recorded at amounts that approximate fair value. Such assets and liabilities include cash, accounts receivable customer, fail to receive and accrued expenses.** #### **2. Income Taxes** **Provision for income taxes for the year ended December 31** st , **2025, includes the following amounts (the Company reports under the accrual method for tax purposes):** | Current Taxes | \$ | |----------------------------------|---------| | Federal | 1 7,539 | | Rep Of I re land | 4,748 | | New York City | 25 | | New York State | 25 | | Total Current | 22,337 | | Deferred Tax | 0 | | Total provision for income taxes | 22,337 | **The Company's effective income tax rate is higher than what would be expected if the federal statutory rate were applied to income before income taxes primarily because of certain expenses for financial reporting purposes that are not deductible for tax purposes. Deferred income taxes reflect the net tax effects of temporary differences between the carryi ng amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.** ### **3. Cash and Cash equivalents** **The Company considers all highly liquid instruments with original maturities of 3 months or less at the date of purchase to be cash equivalents.** {8}------------------------------------------------ # **Notes to Financial Statements December 31st, 2025** # **4. Net Capital** The Company is subject to the Secu rit[es and Exchange Commission (SEC) Uniform Net Capital Rule 15c3-1 which requires the maintenance of minimum net capital as defined. Following consultation with FINRA on 18th February 2026 it was determined that a Time Deposit held by the Company with an offshore credit institution in the amount of \$2,353,992 did not meet the criteria to be deemed as eligible capital, under rule 15c3-1(c)(2)(iv)(E)/061 for Offshore Demand Deposits and Time Deposits, given the funds were not accessible on demand under the Terms and Conditions with this credit institution. The Company took immediate action and redeemed the deposit to an on demand account to regularise the situation and return the Company to the significant net capital excess of c \$2.2m. Factoring in this adjustment to the net capital computation as at December 31st, 2025, the Company had net capital, as d efined by the SEC Uniform Net Capital Rule 15c3-1, of \$135,743 which was \$114,257 lower that its required net capital of \$250,000. # **5. Related party transactions** GBS charges a fee for corporate administrative services. Service fee income is charged to GBS. For the year ended December 31s t, 2025, corporate administrative expenses and service fee income were \$247,039 and \$402,710 respectively. The Company has an ag reement with GBS to facilitate the distribution of third-party research produced by GBS. The Company receives a fee from GBS for providing this service. For the year ended December 31 st , 2025, total fee income from GBS was \$38,932. During the year GBS paid tax expenses of \$8,468 on behalf of The Company. The Company was due fee income from GBS at the year ended December 3151, 2025, of \$18,932. This was recorded as a net receivable from related party of \$10,464 at the year ended December 31st . 2025. On May 27th , 2025, GBS made a payment of \$175,671 to The Company. This incl uded \$117,1 14 as a prepayment for net service fee and client servicing income covering the outstanding eight months of the 2025 financial year. The prepaid portion was recorded as deferred revenue and was recognised as income on a monthly basis over the remaining term of the service period. # **6. Commitments and Contingencies** There were no commitments or contingen cies at the year end. # **7. Risk and Uncertainties** ### **Customer Transactions** In the normal course of business, the Company effects transactions on behalf of customers on delivery versus payment basis. If these transactions do not settle due to failure to perform by either the customer or the counterparty, the Company may be obligated to discharge the obligation of the nonperforming party and, as a result, may incur a loss if the market value of the securities is different from the contract amounts. The risk of loss to the Company is normally limited to differences in market values of the securities compared to their contract amounts. At December 31st , 2025, there were no failed trades. #### **Off-Balance Sheet Risk** In the normal course of business, the Company's customer activities involve the execution, settlement, and financing of various customer securities transactions. These activities may expose the Company to off-balance-sheet risk in the event the customer or other broker is unable to fulfil its contracted obligations and the Company has to purchase or sell the financial instrument underlying the contract at a loss. {9}------------------------------------------------ **The Company acts as an agent for institutional customers in the purchase and sale of foreign securities. The Company executes and clears all of these foreign trades through a contractually** **obligated foreign affiliate. These trades are settled on a basis of either del ivery or receipt versus payment. In the normal course of business, the Company's activities involve the execution and** **settlement of various customer securities transactions. These activities may expose the Company to off-balance sheet risk in the event a cou nterparty is unable to fulfil its contracted obligations and the Company has to purchase or sell the financial instrument underlying the contract at a loss. The Company monitors the credit standing of all counterparties with which it conducts business. All open transactions at December 3 1** st **, 2025 settled with no resultant loss being incurred by the Company.** ### **Concentration of Credit Risk** **Cash consists of cash deposits held in an accou nt at a financial institution and therefore are subject to credit risk at the financial institution. The amount on deposit at this institution exceeds the maximum balance insured by the Federal Deposit Insurance Corporation ("FDIC"). However, the Company has not experienced any losses in such account and continually monitors the credit risk of financial institutions where funds are held.** #### **8. Segment Reporting** **The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, including where the Company acts as an introducing intermediary broker-dealer in transactions between GBS and its US counterparties as well as distributing independent third-party research produced by GBS to the Company's US institutional clients. The Company has identified its CEO as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business and predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital (see Note 4), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or pay dividends. The Company's operations constitute a single operating segment and therefore, a single reportable segment, as the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting pol icies. The company derived 1 00 percent of its total revenues from a single external customer in 2025.** **The Statement of Operations reflects the segment revenues and significant expenses for the year ended December 31** st **, 2025.** #### **9. Subsequent Events** **The Company has evaluated subsequent events occurring after the statement of financial condition date December 3 1 st , 2025, through to the date these financial statements were issued.** **As set out in the Net Capital note 4 following consultation with FINRA on 1 8th February 2026 it was determined that a Time Deposit held by the Company with an offshore credit institution in the amount of \$2, 353,992 did not meet the criteria to be deemed as eligible capital, under rule 1 5c3- 1 (c)(2)(iv)(E)/061 for Offshore Demand Deposits and Time Deposits, given the funds were not accessible on demand under the Terms and Conditions with this credit institution. The Company took immediate action and redeemed the deposit to an on-demand account to regularise the situation and return the Company to the significant net capital excess of c \$2.2m as of 1 7th February, 2026.** **The Company has determined that no other subsequent events have occurred which would require disclosure or adjustment to the financial statements.** Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.