# MAGV SECURITIES, INC. X-17A-5 (2025-04-01) — Broker-dealer annual report

- Company: MAGV SECURITIES, INC.
- Form: X-17A-5
- Filed: 2025-04-01
- Period: 2024-12-31
- Accession: 0001376513-25-000001
- CIK: 1376513
- File #: 8-67427
- Type: Broker-dealer
- Material weakness: No
- Auditor: Rubio CPA, PC
- Auditor location: Atlanta, GA
- Contact: Michael Seidler
- Phone: 917-667-8043
- Email: michael.seidler@madisonalley.com
- Website: madisonalley.com
- Signed by: Michael Seidler (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/1376513/000137651325000001/magv.pdf

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

| ANNUAL REPORTS |
|----------------|
| FORM X-17A-5   |
| PART Ill       |

| 0MB APPROl?AL            |  |
|--------------------------|--|
| 0MB Number: 3235-0123    |  |
| Expires: Nov. 30, 2026   |  |
| Estimated average burden |  |
| hours per response: 12   |  |
|                          |  |

SEC FILE NUMBER 8-67427

**FACING PAGE** 

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

FILING FOR THE PERIOD BEGINNING **O 1/01 /24** 

AND ENDING **12/3 <sup>1</sup>**/24

MM/DD/YY

MM/DD/YY **A. REGISTRANT IDENTIFICATION** 

NAME oF FIRM: MAGV Securities, Inc.

TYPE OF REGISTRANT (check all applicable boxes):

C!J Broker-dealer D Security-based swap dealer □ Major security-based swap participant □ Check here if respondent is also an OTC derivatives dealer

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

705 Jersey Avenue

|                                              | (No. and Street)                                                          |                                  |       |
|----------------------------------------------|---------------------------------------------------------------------------|----------------------------------|-------|
| Jersey City                                  | NJ                                                                        | 07302                            |       |
| (City)                                       | (State)                                                                   | (Zip Code)                       |       |
| PERSON TO CONTACT WITH REGARD TO THIS FILING |                                                                           |                                  |       |
| Michael Seidler                              | (917) 667-8043                                                            | michael.seidler@madisonalley.com |       |
| (Name)                                       | (Area Code - Telephone Number)                                            | (Email Address)                  |       |
|                                              | B. ACCOUNTANT IDENTIFICATION                                              |                                  |       |
|                                              | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* |                                  |       |
| Rubio CPA, PC                                |                                                                           |                                  |       |
|                                              | (Name - if individual, state last, first, and middle name)                |                                  |       |
| 3500 Lenox Road NE, Suite 1500 Atlanta       |                                                                           | GA                               | 30326 |

| (Address)                                 | (City)                | (State)                                         | (Zip Code) |  |
|-------------------------------------------|-----------------------|-------------------------------------------------|------------|--|
| r~•<br>5/5/09                             |                       | 3514                                            |            |  |
| of R,g•tlatioo with PCAOS)(if applicable] |                       | I<br>)PCAOS Regist<atloo Nombec, if applicable) |            |  |
|                                           | FOR OFFICIAL USE ONLY |                                                 |            |  |
|                                           |                       |                                                 |            |  |

\* Claims 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 offacts and circumstances relied on as the basis ofthe exemption. See 17 CFR 240.17a-S(e)(l)(ii), if applicable.

**Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number.** 

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**Notacy Pa~~~~,;:~iw~J**  My Com.miisior.\ ;~Xpires FetLB\_:i?'Oit -~~ **OATH OR AFFIRMATION** .- --- ~---: \_\_\_ ... \_ \$''

~

I, 'Michael s~ic11~r • <,·.'-' swear {or affirm) that, to the best of my knowledge and belief, the financial report ·. pertaining to the firm of MAGV Securities, Inc. as of

**12/31** 2~ 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.

**~,,<.Yf**  otary Ic / 1

# **This filing\*\* contains (check all applicable boxes):**

- ~ {a) Statement offinancial condition.
- D (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).
- **l!i!l** (d) Statement of cash flows.
- ~ (e} Statement of changes in stockholders' or partners' or sole proprietor's equity.
- D (f} Statement of changes in liabilities subordinated to claims of creditors.
- ~ {g} Notes to consolidated financial statements.
- **!iii** (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 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable.
- □ {I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3.
- D (m} Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- □ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- **l!!i** (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 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.
- D (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-S, 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.
- **l!i!l** (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- D (t} Independent public accountant's report based on an examination of the statement of financial condition.
- **l!!!!l** (u) Independent public accountant'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-5 or 17 CFR 240.18a-7, as applicable.
- **!iii** (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). D (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.

**Signatuce, DJ~ (wl.\_**  Title: ' rf CEO

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# **MAGV SECURITIES, INC.**

Financial Statements For the Year Ended December 31 , 2024 With Report of Independent Registered Public Accounting Firm

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# **RUBIO CPA, PC**

CERTIFIED PUBLIC ACCOUNTANTS 3500 Lenox Road NE

Suite 1500 Atlanta, GA 30326 770-690-8995

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

To the Stockholder of MAGV Securities, Inc.

#### Opinion on the Financial Statements

We have audited the accompanying statement of financial condition ofMAGV Securities, Inc. (the "Company") as of December 31, 2024, 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 ofthe Company as of December 31, 2024, 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 perfom1 the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement to the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

#### Supplemental Information

The information contained in Schedules I, II and III 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 information in Schedules I, II and Ill 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 accompanying schedules. In forming our opinion on the accompanying schedules, we evaluated whether the supplemental information, including its form and content, is presented

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**in** conformity with 17 C.F.R. §240. l 7a-5. **In** our opinion, the aforementioned 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 2005.

Apri l **1,** 2025 Atlanta, Georgia

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# MAGV Securities, Inc. Statement of Financial Condition As of December 31 , 2024

#### Assets

| Cash<br>Income taxes receivable<br>Due from related party<br>Prepaid expenses and deposits | \$<br>23,588<br>11 ,899<br>6,041<br>3,493 |
|--------------------------------------------------------------------------------------------|-------------------------------------------|
| Total assets                                                                               | \$<br>45,021                              |
| Liabilities and Stockholder's Equity                                                       |                                           |
| Liabilities<br>Accounts payable and accrued expenses<br>Commissions payable                | \$<br>14,485<br>3,150                     |
| Total liabilities                                                                          | 17,635                                    |
| Stockholder's equity                                                                       | 27,386                                    |
| Total liabilities and stockholder's equity                                                 | \$<br>45,021                              |

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# **MAGV** Securities , Inc. Statement of Operations For The Year Ended December 31, **2024**

| Re\€nues                                |                  |
|-----------------------------------------|------------------|
| Investment banking                      | \$<br>851 ,281   |
| Interest                                | 5                |
| Loss on securities owned                | (76,155)         |
| Total revenues                          | 775,131          |
| Expenses                                |                  |
| Commissions , compensation and benefits | 934,723          |
| Professional serv;ces                   | 95,088           |
| Occupancy                               | 14,602           |
| Technology and communications           | 22,877           |
| Other                                   | 39,041           |
| Total expenses                          | 1,106,331        |
|                                         |                  |
| Loss before income taxes                | \$<br>(331 ,200) |
| State and local income taxes            | 2,101            |
|                                         |                  |
| Net loss                                | \$<br>(333,301)  |

See accompanying notes.

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# **MAGV** Securities , Inc. Statement of Changes in Stockholder's Equity For The Year Ended December 31 , **2024**

| Balance, December 31, 2023                                   | \$<br>244,587        |
|--------------------------------------------------------------|----------------------|
| Net loss                                                     | (333,301)            |
| Contributions by stockholder<br>Distributions to stockholder | 252,600<br>(136,500) |
| Balance, December 31, 2024                                   | \$<br>27,386         |

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# MAGV Securities , Inc. Statement of Cash Flows For The Year Ended December 31 , 2024

| Cash flows from operating activities:                             |                 |
|-------------------------------------------------------------------|-----------------|
| Net loss                                                          | \$<br>(333,301) |
| Adjustments to reconcile net loss to net cash used by operations: |                 |
| Change in securities owned                                        | 73,411          |
| Change in income taxes receivable                                 | (11 ,899)       |
| Change in due from related party                                  | (6,041)         |
| Change in prepaid expenses and deposits                           | 2,883           |
| Change in accounts payable and accrued expenses                   | (1 ,063)        |
| Change in commissions payable                                     | (1 ,465)        |
|                                                                   |                 |
| Net cash used by operating activities:                            | (277,475)       |
|                                                                   |                 |
| Cash flows from financing activities:                             |                 |
| Contributions by stockholder                                      | 252,600         |
| Distributions to stockholder                                      | (136,500)       |
| Net cash provided by financing activities:                        | 116,100         |
|                                                                   |                 |
| Net decrease in cash                                              | (161 ,375)      |
|                                                                   |                 |
| Cash balance:                                                     |                 |
| Beginning of year                                                 | 184,963         |
|                                                                   |                 |
| End of year                                                       | \$<br>23,588    |
| Supplemental information:                                         |                 |
| State and local income tax payments                               | \$<br>22,064    |
|                                                                   |                 |

See accompanying notes.

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#### **MAGV Securities, Inc. Notes to Financial Statements December 31, 2024**

#### **Note 1 - Organization and summary of significant accounting policies**

Organization and Description of Business: MAGV Securities, Inc. (the "Company") was organized in January 2006 and became a broker-dealer in March 2007. The Company is a securities broker-dealer registered with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority **(FINRA).** 

The Company's primary business is investment banking services.

Cash: The Company maintains its bank accounts in a high credit quality financial institution. The balances at times may exceed federally insured limits.

Accounting policies: The Company follows Generally Accepted Accounting Principles **(GAAP),** as established by the Financial Accounting Standards Board (the FASB), to ensure consistent reporting of financial condition, results of operation, and cash flows.

Income taxes: The Company has elected S Corporation status for income tax reporting purposes, therefore the income or losses of the Company flow through to the stockholder and no federal income taxes are recorded in the accompanying financial statements. Although the Company as an S corporation generally is not subject to income tax at the Company level , the Company is subject to a franchise tax for all income attributable to California and a general corporation tax for all income attributable to New York City.

Under the provisions of FASB Accounting Standards Codification 740-10, Accounting for Uncertainty in Income Taxes, the Company is required to evaluate each of its tax positions to determine if they are more likely than not to be sustained if the taxing authority examines the respective position. A tax position includes an entity's status, including its status as a pass-through entity, and the decision not to file a return. The Company has evaluated each of its tax positions and has determined that no provision or liability for uncertain tax positions is necessary.

Estimates: Management uses estimates and assumptions in preparing the financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could vary from the estimates that were assumed in preparing the financial statements.

Accounts receivable: Accounts receivable are non-interest bearing, uncollateralized obligations receivable in accordance with the terms agreed upon with each customer. The Company regularly reviews its accounts receivable for any uncollectible amounts. The review for uncollectible amounts is based on an analysis of the Company's collection experience, customer credit worthiness, and current economic trends.

Revenue from Contracts with Customers: Revenue from contracts with customers includes placement and advisory services related to capital raising activities and mergers and acquisitions transactions. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on appropriate measure of the Company's progress under the contract; whether revenue should be presented gross or net of certain costs; and whether constraints on variable consideration should be applied due to uncertain future events.

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#### **MAGV Securities, Inc. Notes to Financial Statements December 31, 2024**

#### **Note 1 - Organization and summary of significant accounting policies (continued)**

#### Revenue from Contracts with Customers (continued)

Revenue from advisory agreements is generally recognized at the point in time that performance under the agreement is completed (the closing date of transaction) or the contract is terminated. However, for certain contracts, revenue is recognized over time for advisory agreements in which the performance obligations are simultaneously provided by the Company and consumed by the customer.

In some circumstances, significant judgement is needed to determine the timing and measure of progress appropriate for revenue recognition under a specific contract. Retainers and other fees received from customers prior to the satisfaction of performance obligations would be reflected as deferred revenues within the accompanying Statement of Financial Condition.

The Company recognizes success fee revenue upon completion of a success fee-based transaction as this satisfies the only performance obligation identified by the Company.

Securities transactions: During 2024, the Company sold its investments in shares of a publicly held foreign company. The resulting difference between cost and fair value is included in loss on securities owned within the accompanying statement of operations. Proprietary securities transactions are reported on the trade date.

Date of management's review: Subsequent events were evaluated through the date the financial statements were issued.

#### **Note 2 - Net capital**

The Company is subject to SEC Uniform Net Capital Rule (SEC Rule 15c3-1 ), which requires the maintenance of a minimum net capital , as defined, equal to the greater of \$5,000 or 6 2/3% of aggregate indebtedness as well as a percentage of aggregate indebtedness to net capital that shall not exceed 1500%. At December 31 , 2024, the Company had net capital of \$5,953 which was \$953 in excess of its required net capital of \$5,000 and its percentage of aggregate indebtedness to net capital was 296.24%.

#### **Note 3** - **Related Party Transactions**

The Company has an expense sharing agreement with a sister company. Under the terms of this agreement, the Company pays the sister company for personnel services, occupancy, technology, and other administrative costs provided to the Company. The amount expensed by the Company under this agreement for the year ended December 31 , 2024 was approximately \$623,631. The Company additionally has an informal agreement with the sister company for monthly human resources services. The amount expensed by the Company under this informal agreement was approximately \$1 ,200 in 2024. The balance due from related party on the accompanying statement of financial condition arises from an overpayment by the Company under this agreement.

Separately, the sister company at times pays for operating expenses on behalf of the Company for which reimbursement is subsequently requested. As of December 31 , 2024, there is no amount due to the sister company arising from operating expenses paid by the sister company on behalf of the Company.

Financial condition and results of operation could differ from the amounts in the accompanying financial statements if these related party transactions did not exist.

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#### **MAGV Securities, Inc. Notes to Financial Statements December 31, 2024**

#### **Note 4 - Income Taxes**

The provision for state and local income taxes is recorded as the current tax payable or refundable for the period. The Company's income taxes receivable at December 31 , 2024 in the amount of \$11 ,899 arises from state and local income taxes paid that are to be refunded to the Company.

# **Note 5- Concentration**

Approximately 96% of the Company's investment banking revenue earned during 2024 was from three customers.

#### **Note 6 - Segment Reporting**

The Company's chief operating decision maker is its chief executive officer. The Company has one reportable segment: investment banking. The accounting policies of the investment banking segment are the same as those described in the summary of significant accounting policies. The chief operating decision maker assesses performance for the investment banking segment and decides how to allocate resources based on net income or loss as is reported within the accompanying statement of operations. The measure of segment assets is reported within the accompanying statement of financial condition as total assets. The Company does not have intra-entity sales or transfers.

### **Note 7 - Contingencies**

The Company is subject to customer claims and litigation in the normal course of business. The Company has no litigation in progress at December 31 , 2024.

# **Note 8- Net Loss**

The Company incurred a loss for 2024 and was dependent on capital contributions from its member for working capital and net capital. The Company's member has represented that he has the means and intentions to make capital contributions as needed to ensure the Company's survival through at least one year subsequent to the date of the report of the independent registered public accounting firm.

Management expects the Company to continue as a going concern and the accompanying financial statements have been prepared on a going-concern basis without adjustments for realization in the event that the Company ceases to continue as a going concern.

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# MAGV Securities , Inc. Schedule I Computation of Net Capital Pursuant to Rule 15c3-1 Of The Securities And Exchange Commission Act of 1934 As of December 31 , 2024

Net Capital:

| Total stockholder's equity                                                                                       |    | 27,386                              |
|------------------------------------------------------------------------------------------------------------------|----|-------------------------------------|
| Additions:                                                                                                       |    |                                     |
| Less non-allowable assets:<br>Prepaid expenses and deposits<br>Income taxes receivable<br>Due from related party |    | 3,493<br>11 ,899<br>6,041<br>21,433 |
| Net capital before haircuts                                                                                      |    | 5,953                               |
| Less haircuts                                                                                                    |    |                                     |
| Net capital                                                                                                      |    | 5,953                               |
| Minimum net capital required (greater of \$5,000 or 6 2/3%<br>of aggregate indebtedness)                         |    | 5,000                               |
| Excess net capital                                                                                               | \$ | 953                                 |
| Aggregate indebtedness                                                                                           |    | 17,635                              |
| Percentage of aggregate indebtedness to net capital                                                              |    | 296.24%                             |

Reconciliation with Company's Computation of Net Capital included in Part IIA of Form X-17A-5 as of December 31 , 2024.

There is no significant difference between net capital reported in Part IIA of Form X-17A-5 as of December 31 , 2024,as amended, and net capital as reported abo\€.

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#### MAGV Securities , Inc.

Schedule II Computation For Determination Of Reserve Requirements Under Rule 15c3-3 Of The Securities And Exchange Commission As Of December 31 , 2024

The Company does not claim exemption from SEA Rule 15c3-3 in reliance upon Footnote 74 of the 2013 Release. The Company does not hold customer funds or securities.

> Schedule Ill Information Relating To The Possession Or Control Requirements Under Rule 15c3-3 Of The Securities And Exchange Commission As of December 31 , 2024

The Company does not claim exemption from SEA Rule 15c3-3 in reliance upon Footnote 74 of the 2013 Release. The Company does not hold customer funds or securities.

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#### EXEMPTION REPORT SEA RULE 17a-5(d)(4)

January 29, 2025

**RUBIO CPA, PC**  3500 Lenox Road NE Suite 1500 Atlanta, Georgia 30326

To Whom it May Concern:

We, as members of management of MAGV Securities, Inc. (the "Company") are responsible for complying with Rule 17a-5, "Reports to be made by certain brokers and dealers". We have performed an evaluation of the Company's compliance with the requirements of Rule 17a-5 and the exemption provisions in Rule 15c3-3(k) (the "exemption provisions ") and of the 2013 Release adopting amendments to Rule 17a-5, including Footnote 74 of the 2013 Release.

We have determined that the Company does not meet any of the exemption conditions of paragraph (k) of Rule 15c3-3 (i.e., paragraph (k)(l), (k)(2)(i) or (k)(2)(ii)) but also (1) does not directly or indirectly receive, hold or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Exchange Act Rule 15c2-4 ("Rule 15c2-4"); (2) does not carry accounts of or for customers; and (3) does not carry PAB accounts (as defined in Rule 15c3-3) and therefore is covered by Footnote 74 of the 2013 Release.

Accordingly, based on our evaluation we make the following statements to the best knowledge and belief of the Company:

- 1. We reviewed the provisions of Rule §15c3-3 and related guidance stated in the SEC Staff s FAQ and confirmed that the Company relied on Footnote 7 4 of the 2013 Release.
- 2. The Company conducted business activities involving placement and advisory services to customers throughout the year ended December 31, 2024 without exception .
- 3. The Company met the identified conditions for such reliance throughout the period January 1, 2024 to December 31, 2024 without exception.

Signed: \_ 711-------"~ '-----\_\_

Name: Michael Seidler

•

Title: CEO, CCO & FINOP

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**RUBIO CPA, PC**  CERTIFIED PUBLIC ACCOUNTANTS 3500 Lenox Road NE

Suite 1500 Atlanta, GA 30326 770-690-8995

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

To the Stockholder of MAGV Securities, Inc.

We have reviewed management's statements included in the accompanying Broker Dealers Annual Exemption Report in which (1) MAGV Securities, Inc. did not claim an exemption from Rule 15c3-3 in reliance upon Footnote 74 of the 20 13 Release, (2) MAGV Securities, Inc. stated that it conducted business activities involving placement and advisory services to customers throughout the year ended December 31 ,.2024, without exception, and (3) MAGV Securities, Inc. stated that MAGV Securities, Inc. met the identified conditions for such reliance throughout the most recent fiscal year without exception. MAGV Securities, Inc.'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 MAGV Securities, Inc. '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 Footnote 74 of the 20 13 Release.

Apri l I, 2025 Atlanta, GA

**WCA\,A:.**  Rubio CPA, PC

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# **RUBIO CPA, PC**  CERTIFIED PUBLIC ACCOUNTANTS 3500 Lenox Road NE

Suite 1500 Atlanta, GA 30326 770-690-8995

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

To the Stockholder of MAGV Securities, lnc.

We have performed the procedures included in Rule 17a-5(e)(4) under the Securities Exchange Act of 1934 and in the Securities Investor Protection Corporation (SIPC) Series 600 Rules, which are enumerated below on the accompanying General Assessment Reconciliation (Form SIPC-7) for the year ended December 31, 2024. Management of MAGV Securities, Inc. (the "Company") is responsible for its Form SIPC-7 and for its compliance with the applicable instructions on Form SIPC-7.

Management of the Company has agreed to and acknowledged that the procedures performed are appropriate to meet the intended purpose of assisting you and SIPC in evaluating the Company's compliance with the applicable instructions on Form SIPC-7 for the year ended December 31, 2024. Additionally, SIPC has agreed to and acknowledged that the procedures performed are appropriate for their intended purpose. This report may not be suitable for any other purpose. The 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 associated findings are as follows:

- I) 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-17 A-5 Part Ill for the year ended December 31, 2024, with the Total Revenue amount reported in the Form SIPC-7 for the year ended December 31 , 2024, 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 suppmting the adjustments, noting no differences.

We were engaged by the Company to perform this agreed-upon procedures engagement and conducted our engagement in accordance with attestation standards established by the AI CPA and in accordance with the standards of the Public Company Accounting Oversight Board (United States). We were not engaged to and did not conduct an examination or a review engagement, the objective of which would be the expression of an opinion or conclusion, respectively, on the Company's Form SIPC-7 and for its compliance with the applicable instructions on Form SIPC-7 for the year ended December 31 , 2024. 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.

We are required to be independent of the Company and to meet our other ethical responsibilities in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.

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

April I, 2025

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#### **GENERALASSESSMENTFORM**

For the fiscal year ended 12/31/2024

|   | Determination of "SIPC NET Operating Revenues" and General Assessment for:<br>MEMBER NAME<br>MAGV SECURITIES INC                                                                                                                                                                                                                                                           | SEC No.<br>8-67427 |                |
|---|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------|----------------|
|   | 1/1/2024<br>and ending<br>For the fiscal period beginning                                                                                                                                                                                                                                                                                                                  | 12/31/2024         |                |
| 1 | Total Revenue (FOCUS Report - Statement of Income (Loss)-<br>Code 4030)                                                                                                                                                                                                                                                                                                    |                    | \$ 775,130.00  |
| 2 | Additions:                                                                                                                                                                                                                                                                                                                                                                 |                    |                |
|   | a Total revenues from the securities business of subsidiaries (except foreign<br>subsidiaries) and predecessors not included above.                                                                                                                                                                                                                                        |                    |                |
|   | b Net loss from principal transactions in securities in trading accounts.                                                                                                                                                                                                                                                                                                  |                    |                |
|   | c Net loss from principal transactions in commodities in trading accounts.                                                                                                                                                                                                                                                                                                 |                    |                |
|   | d Interest and dividend expense deducted in determining item 1.                                                                                                                                                                                                                                                                                                            |                    |                |
|   | e Net loss from management of or participation in the underwriting or<br>distribution of securities.                                                                                                                                                                                                                                                                       |                    |                |
|   | f Expenses other than advertising, printing, registration fees and legal fees<br>deducted in determining net profit management of or participation in<br>underwriting or distribution of securities.                                                                                                                                                                       |                    |                |
|   | g Net loss from securities in investment accounts.                                                                                                                                                                                                                                                                                                                         | \$76,155.00        |                |
|   | h Add lines 2a through 2g. This is your total additions.                                                                                                                                                                                                                                                                                                                   |                    | \$76,155.00    |
| 3 | Add lines 1 and 2h                                                                                                                                                                                                                                                                                                                                                         |                    | \$ 851 ,285.00 |
| 4 | Deductions:                                                                                                                                                                                                                                                                                                                                                                |                    |                |
|   | a Revenues from the distribution of shares of a registered open end investment<br>company or unit investment trust, from the sale of variable annuities, from the<br>business of insurance, from investment advisory services rendered to<br>registered investment companies or insurance company separate accounts<br>and from transactions in security futures products. |                    |                |
|   | b Revenues from commodity transactions.                                                                                                                                                                                                                                                                                                                                    |                    |                |
|   | c Commissions, floor brokerage and clearance paid to other SIPC members<br>in connection with securities transactions.                                                                                                                                                                                                                                                     | \$72,999.00        |                |
|   | d Reimbursements for postage in connection with proxy solicitations.                                                                                                                                                                                                                                                                                                       |                    |                |
|   | e Net gain from securities in investment accounts.                                                                                                                                                                                                                                                                                                                         |                    |                |
|   | f 100% commissions and markups earned from transactions in (I) certificates<br>of deposit and (ii) Treasury bills, bankers acceptances or commercial paper<br>that mature nine months or less from issuance date.                                                                                                                                                          |                    |                |
|   | g Direct expenses of printing, advertising, and legal fees incurred in connection<br>with other revenue related to the securities business (revenue defined by<br>Section 16(9)(L) of the Act).                                                                                                                                                                            |                    |                |
|   | h Other revenue not related either directly or indirectly to the securities business.<br>Deductions in excess of \$100,000 require documentation                                                                                                                                                                                                                           |                    |                |
| 5 | a Total interest and dividend expense (FOCUS Report - Statement<br>of Income (Loss)- Code 4075 plus line 2d above) but<br>not in excess of total interest and dividend income                                                                                                                                                                                              |                    |                |
|   | b 40% of margin interest earned on customers securities accounts<br>(40% of FOCUS Report- Statement of Income (Loss)-<br>Code 3960)                                                                                                                                                                                                                                        |                    |                |
|   | c Enter the greater of line Sa or Sb                                                                                                                                                                                                                                                                                                                                       | \$ 0.00            |                |
| 6 | Add lines 4a through 4h and Sc. This is your total deductions.                                                                                                                                                                                                                                                                                                             |                    | \$72,999.00    |

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

| SIPC-7<br>37 REV 0722 | SECURITIES INVESTOR PROTECTION CORPORATION                                                                                                                                                                        |                                       | SIPC-7<br>37 REV 0722 |
|-----------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------|-----------------------|
|                       | GENERAL ASSESSMENT FORM<br>For the fiscal year ended<br>12/31/2024                                                                                                                                                |                                       |                       |
| 7                     | Subtract line 6 from line 3. This is your SIPC Net Operating Revenues.                                                                                                                                            |                                       | \$ 778,286.00         |
| 8                     | Multiply line 7 by .0015. This is your General Assessment.                                                                                                                                                        |                                       | \$1 ,167.00           |
| 9                     | Current overpayment/credit balance, if any                                                                                                                                                                        |                                       | \$ 0.00               |
| 10                    | General assessment from last filed 2024 SIPC-6 or 6A                                                                                                                                                              | \$1,043.00                            |                       |
| 11                    | \$ 0.00<br>a Overpayment(s) applied on all 2024 SIPC-6 and 6A(s)<br>\$ 0.00<br>b Any other overpayments applied<br>\$1 ,043.00<br>c All payments applied for 2024 SIPC-6 and 6A(s)<br>d Add lines 11a through 11c | \$1 ,043.00                           |                       |
| 12                    | LESSER of line 10 or 11d.                                                                                                                                                                                         |                                       | \$1 ,043.00           |
|                       | 13 a Amount from line 8<br>b Amount from line 9<br>c Amount from line 12<br>d Subtract lines 13b and 13c from 13a. This is your assessment balance due.                                                           | \$1 ,167.00<br>\$ 0.00<br>\$1 ,043.00 | \$ 124.00             |
| 14                    | Interest (see instructions) for<br>O<br>days late at 20% per annum                                                                                                                                                |                                       | \$ 0.00               |
| 15                    | Amount you owe SIPC. Add lines 13d and 14.                                                                                                                                                                        |                                       | \$ 124.00             |
| 16                    | Overpayment/credit carried forward (if applicable)                                                                                                                                                                |                                       | \$ 0.00               |
| SEC No.<br>8-67427    | Designated Examining Authority<br>DEA: FINRA<br>MEMBER NAME<br>MAGV SECURITIES INC<br>MAILING ADDRESS<br>MICHAEL SEIDLER                                                                                          | FYE<br>Month<br>2024<br>Dec           |                       |
|                       | 705 JERSEY AVE<br>JERSEY CITY, NJ 07032                                                                                                                                                                           |                                       |                       |

Subsidiaries (S) and predecessors (P) included in the form (give name and SEC number)

[Z] By checking this box, you certify that you have the authority of the SIPC member to sign this form; that all information in this form is true and complete; and that on behalf of the SIPC member, you are authorized , and do hereby consent, to the storage and handling by SIPC of the data in accordance with SI PC's Privacy Policy

| (Date)                | (e-mail address)                 |
|-----------------------|----------------------------------|
| 2/27/2025             | michael.seidler@madisonalley.com |
| (Name of SIPC Member) | (Authorized Signatory)           |
| MAGV SECURITIES INC   | MICHAEL SEIDLER                  |

Completion of the "Authorized Signatory" line will be deemed a signature.

**This form and the assessment payment are due 60 days after the end of the fiscal year.**


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