# SEVEN POINTS CAPITAL, LLC X-17A-5 (2026-03-31) — Broker-dealer annual report - Company: SEVEN POINTS CAPITAL, LLC - Form: X-17A-5 - Filed: 2026-03-31 - Period: 2025-12-31 - Accession: 0001399880-26-000002 - CIK: 1399880 - File #: 8-67644 - Type: Broker-dealer - Material weakness: No - Auditor: David Lungren & Company - Auditor location: Olathe, KS - Contact: Mike Mangieri - Phone: 646-837-5029 - Email: mike@sevenpointscapital.com - Website: sevenpointscapital.com - Signed by: Michael Mangieri (Managing Partner) Original filing: https://www.sec.gov/Archives/edgar/data/1399880/000139988026000002/secuppubaudit.pdf --- {0}------------------------------------------------ | 8-67644 | |---------| | | 01/01/25
12/31/25 | | | | | | |------------------------------------------------------|--------------------------------------------------|----|-------|--|--|--| | | | | | | | | | | | | | | | | | Seven
Points
Capital,
LLC | | | | | | | | ■ | | | | | | | | | | | | | | | | 150
East
52nd
Street
-
Third
Floor | | | | | | | | | | | | | | | | New
York | NY | | 10022 | | | | | | | | | | | | | | | | | | | | | Mike
Mangieri | (646)
837-5029
Mike@sevenpointscapital.com | | | | | | | | | | | | | | | | | | | | | | | David
Lundgen
&
Company | | | | | | | | | | | | | | | | 505
N.
Murlen
Road | Olathe | KS | 66062 | | | | | | | | | | | | | 01/05/2015 | 6075 | | | | | | | | | | | | | | | | | | | | | | {1}------------------------------------------------ ### OATH OR AFFIRMATION | Michael Manqieri | , swear (or affirm) that, to the best of my knowledge and belief, the | | |----------------------------------------------------------------------|-----------------------------------------------------------------------|-------| | financial report pertaining to the firm of Seven Points Capital, LLC | | as of | | | | | December 31 2 025 , 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. | Signature:
Michael Mangieri | Digitally signed by Michael Mangieri
Date: 2026.03.31 00:40:31 -04'00" | |--------------------------------|---------------------------------------------------------------------------| | Title: | | | Managing Partner | | ## This filing \*\* contains (check all applicable boxes): - = (a) Statement of financial condition. - = (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 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - [1) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - [ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - [n] Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - | | 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. - [ (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - | (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | |x| Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.17a-12, as applicable. - □ (y) Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). - □ (z) Other: - \*\* To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.180-7(d)(2), as applicable. {2}------------------------------------------------ FINANCIAL STATEMENT PURSUANT TO RULE 17a-5 FOR THE YEAR ENDED DECEMBER 31, 2025 {3}------------------------------------------------ #### **Table of Contents December 31, 2025** #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FINANCIAL STATEMENTS Notes to Financial Statements 2-8 {4}------------------------------------------------ DAVID B. Lundgren, MBA, CPA TELEPHONE (913) 782-9530 FACSIMILE (913) 782-9564 #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM DAVID LUNDGREN & COMPANY CERTIFIED PUBLIC ACCOUNTANTS, CHARTERED 505 North Mur-Len Road OLATHE, KANSAS 66062 To the Board of Directors and Members of Seven Points Capital, LLC #### Opinion on the Financial Statements We have audited the accompanying statement of financial condition of Seven Points Capital, LLC as of December 31, 2025, and the related notes and schedules (collectively referred to as the financial statements). In our opinion, the statement of financial condition presents fairly, in all material respects, the financial position of Seven Points Capital, LLC as of December 31, 2025, in conformity with accounting principles generally accepted in the United States of America. #### Basis for Opinion These financial statements are the responsibility of Seven Points Capital, LLC's management. Our responsibility is to express an opints Capital, LLC'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 Seven Points Capital, LLC 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 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. We have served as Seven Points Capital LLC's auditor since 2017. Olathe, Kansas March 30, 2026 {5}------------------------------------------------ ### **Statement of Financial Condition December 31, 2025** | Assets | | |-----------------------------------------------------------------------------|------------------| | Cash | \$
4,322,067 | | Receivable from Clearing broker | 6,632,545 | | Securities Owned, at fair value | 3,021,046 | | Investment in Subsidiary, at equity | 17,662 | | Property and equipment, at cost, less accumulated depreciation of \$179,506 | 2,970 | | Operating lease asset | 130,445 | | Other Assets | 57,531 | | Total Assets | \$
14,184,266 | | | | | Liabilities and Members' Equity | | | Accounts payable and accrued liabilities | \$
488,646 | | Trading payouts and salaries payable | 3,840,735 | | Payable to broker/dealers | 309,218 | | Securities sold, not yet purchased, at fair value | 569,309 | | Liability related to operating lease asset | 130,445 | | Total Liabilities | \$
5,338,353 | | | | | Members' Equity | \$
8,845,913 | | | | | Total Liabilities and Members' Equity | \$
14,184,266 | {6}------------------------------------------------ ## **Notes to Financial Statements December 31, 2025** # **1. Organization and Business** Seven Points Capital, LLC (the "Company") is a broker-dealer registered with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ('FINRA"), and the Securities Investor Protection Corporation ("SIPC"). The Company is registered with three state jurisdictions. The Company's business activity is principal trading of equity and stock option securities for its proprietary account. The Company has entered into a clearing agreement with another broker/dealer (the "Clearing Broker") which provides for all securities transactions to be cleared through the Clearing Broker on a fully disclosed basis. The Company was organized as a limited liability company under the laws of the State of New York on March 2, 2007. # **2. Summary of Significant Accounting Policies** Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America 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 Equivalents - The Company considers all debt securities purchased with a maturity of three months or less, as well as money market funds, to be cash equivalents. Securities Owned – Proprietary securities transactions and the related revenue and expenses are recorded on the trade date basis. Marketable securities are valued at market value and securities not readily marketable are valued at fair value as determined by management. Property and Equipment - Property and equipment, including improvements that significantly add to the productive capacity or extend useful life, are recorded at cost, while maintenance and repairs are expensed currently. Property and equipment are depreciated over their useful lives using the straightline method of depreciation. Computer equipment is amortized or depreciated over three years. Furniture is depreciated over seven years. Leasehold improvements are depreciated over the lesser of the useful life, or the remaining term of the leased property. Depreciation expense for the year ended December 31, 2025, was \$2,694. Revenue Recognition - Profit and loss arising from all securities transactions, including stock option contracts, entered into for the account and risk of the Company, are recorded on a trade date basis. Exchange traded equity and option securities are generally valued based on quoted prices from the exchange. Both realized and unrealized trading gains and losses are included in trading revenues. ECN expense and credits, and floor brokerage expense and credits are recorded on a trade date basis. {7}------------------------------------------------ ## **Notes to Financial Statements December 31, 2025** # **Summary of Significant Accounting Policies (Continued)** # Fair Value Fair Value Hierarchy: FASB ASC 820 defines fair value, establishes a framework for measuring fair value, and establishes a hierarchy of fair value inputs. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by FASB ASC 820, are used to measure fair value. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: - **•** Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. - **•** Level 2. Inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly or indirectly. - **•** Level 3. Unobservable inputs for the asset or liability. The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Fair Value Measurements: At December 31, 2025, the Company held Level 1 assets of \$3,021,046 of equity and option securities and \$569,309 of Level 1 equity and option securities sold short subject to ASC 820. {8}------------------------------------------------ **Notes to Financial Statements December 31, 2025** # **Summary of Significant Accounting Policies (Continued)** Income Taxes - The Company is a limited liability company taxed as a partnership, as such, is not subject to federal or state income tax as all taxable income and losses and relevant deductions flow through to the members. For 2025, the Company has paid \$651,130 as a pass thru entity tax (PTET) to New York State as a tax credit to its members for their estimated New York State income tax on their respective share of the Company's 2025 net income. This amount is included in the Statement of Operations. The Company is subject to the New York City Unincorporated Business Tax ("UBT") on non-exempt income. The Company had no non-exempt income in 2025. The Company recognizes and measures its unrecognized tax benefits in accordance with FASB ASC 740, Income Taxes. Under that guidance, the Company assesses the likelihood, based on their technical merit, that tax positions will be sustained upon examination based on the facts, circumstances and information available at the end of each period. With few exceptions, the measurement of unrecognized tax benefits is adjusted when new information is available, or when an event occurs that requires a change. The Company's practice is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties on the Company's Statement of Financial Condition at December 31, 2025, and has not recognized interest and/or penalties in the Statement of Operations for the year ended December 31, 2025. For the year ended December 31, 2025, management has determined that there are no material uncertain tax positions. The Company's U.S. federal income tax returns for 2022 through 2024 are open to review by federal and state taxing authorities. ## **3. Receivables from Clearing Broker** The clearing and depository operations for the Company's proprietary securities transactions are provided by a Clearing broker pursuant to a Clearing agreement. This agreement allows the Company, under Rule 15c3-3(k)(2)(ii) an exemption from the reserve and possession or control requirements of Rule 15c3-3 of the Securities and Exchange Commission. The Company does not carry or clear customer accounts. Accordingly, all transactions are cleared on behalf of the Company by its clearing broker on a fully disclosed basis. The Company's agreement with its clearing broker provide that its clearing broker will prepare and maintain such records of the transactions effected and cleared in accounts as are customarily made and kept by a clearing broker pursuant to the requirements of Rules 17a-3 and 17a-4 of the Securities and Exchange Act of 1934, as amended (the "Act"). They also perform all services customarily incident thereon, including the preparation and distribution of confirmations and statements and maintenance of margin requirements under the Act and the rules of the self-regulatory organizations of which the Company is a member. Included in the Receivable from Clearing broker is a deposit for \$500,000 which represents a minimum required deposit. This deposit can be used for meeting trading margin requirements and is treated as an allowable asset for net capital under Sec Rule 15c3-1. {9}------------------------------------------------ ## **Notes to Financial Statements December 31, 2025** # **4. Property and equipment, net** Property and equipment at December 31, 2024, consist of the following: | Computer Equipment | \$
107,384 | |-------------------------------------------------|---------------| | Leasehold Improvements | 41,682 | | Furniture | 33,410 | | Total cost | 182,476 | | Less: Accumulated depreciation and amortization | (179,506) | | Balance at December 31, 2025 | \$
2,970 | Depreciation expense for the year ended December 31, 2025, is \$2,694 and is included in Other expenses in the Statement of Operations. # **5. Commitments and Contingencies** The Company signed a 39-month operating lease, commencing November 2023, for its New York City office. The lease requires annual payments, which total \$437,195, as follows: November 1, 2023-October 31, 2024, \$130,707 November 1, 2024-October 31, 2025, \$133,975 November 1, 2025-October 31, 2026, \$137,324 November 1, 2026-January 31, 2027, \$35,189 The rent expense associated with this lease contains a 3-month abatement clause and is recorded on a straight-line basis over the lease term. The difference between the rent paid per the lease agreement and the straight-line rent expense is recorded as deferred rent liability and included in Accounts payable and accrued liabilities on the Statement of Financial Condition. As of December 31, 2025, the deferred rent liability was \$26,653. Under this lease, the Company paid a security deposit of \$35,189 which is included in Other Assets in the Statement of Financial Condition. In addition, in accordance with *FASB* ASU No. 2016-02, Leases (Topic 842), the Company included in its Statement of Financial Condition this lease as an operating lease asset and an equal and offsetting liability. The amount of the lease asset and lease liability reflect the present value of future unpaid lease payments. {10}------------------------------------------------ **Notes to Financial Statements December 31, 2025** # **6. Office Service/License Agreements** The Company signed a one-year membership agreement in London, UK commencing June 1, 2025. The monthly membership fee plus additional services, averaged \$5, 854 in \$ terms. Rent expense for 7 months was \$40,975, was paid by the Company and is included in Occupancy/Rent in the Statement of Operations. Also, under this agreement, the Company paid a security deposit of \$8,042 in \$ terms which is included in Other Assets in the Statement of Financial Condition. In May 2025, the Company renewed a one- year office service agreement commencing September 1, 2025, for an office in Peoria, Arizona. The monthly rent is \$2,913. Monthly rent per the previous agreement was \$2,753. Rent expense for this office in 2025 totaled \$36,290 and this amount is included in Occupancy/Rent in the Statement of Operations. In addition, under this agreement, the Company paid a security deposit of \$5,132 which is included in Other Assets in the Statement of Financial Condition. The Company renewed an office license agreement on a month-to-month basis in Ft Lauderdale, FL beginning July 1, 2024. Monthly payments were \$1750 plus sales tax. For the previous six months, monthly payments were \$1,803. For 2025, payments under this lease were \$26,015. This amount is included in Occupancy/Rent in the Statement of Operations. In addition, under this agreement, the Company paid a security deposit of \$3,000 which is included in Other Assets in the Statement of Financial Condition. ## . **7. Concentrations** The Company maintains cash balances at financial institutions subject to Federal Deposit Insurance Corporation ("FDIC") regulations. At times, amounts exceed the FDIC insurance limit of \$250,000. As of December 31, 2025, the Company's cash balances on deposit did exceed FDIC insured limits in two banks. The Company does not expect to incur any loss regarding this concentration. The Company's clearing broker accounted for approximately 100% of the Company's deposit with and receivable from broker dealers as of December 31, 2025. The Company does not expect to incur any losses regarding this concentration. # **8. Net Capital Requirements** The Company is subject to the SEC Uniform Net Capital Rule (Rule 15c3-1) which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. On December 31, 2025, the Company had net capital, as defined, of \$8,066,834 which was \$7,757,594 in excess of its required net capital of \$309,240. Its ratio of Aggregate Indebtedness ("AI") to net capital was .5750 to 1. {11}------------------------------------------------ **Notes to Financial Statements December 31, 2025** # **9. Investment in Subsidiary** The Company owns 90 % of its London based subsidiary, Seven Points Capital UK LLP ("SEVP UK"). The remaining 10% is owned by the two members of the Company. SEVP was incorporated in the UK on March 5, 2025. The Company consolidates the results of SEVP UK using the equity method. SEVP UK's operating results consist of expenses, largely salaries and payouts, of its UK based traders. Rent paid for the UK office is paid by the Company and is included in rent expense as shown in Note 6 and included in the Statement of Operations. Trading revenues, generated from SEVP UK, is included in proprietary trading income in the Statement of Operations. # **10. Financial Instruments, Off-Balance Sheet Risk, and Uncertainties** Pursuant to a clearing agreement, the Company introduces all of its securities transactions to a Clearing Broker on a fully disclosed basis. Its proprietary money balances and long and short security positions are carried on the books of the Clearing Broker. In accordance with the clearance agreement, the Company has agreed to indemnify the Clearing Broker for losses, if any, which the Clearing Broker may sustain from carrying securities transactions introduced by the Company. In accordance with industry practice and regulatory requirements, the Company and its Clearing Broker monitor its cash and collateral with the Clearing Broker on a daily basis. All trading instruments are subject to market risk, the risk that future changes in market conditions may make an instrument less valuable. As the instruments are carried at market value, those changes directly affect income. Exposure to market risk is managed in accordance with risk limits set by the Company and in accordance with the higher of minimum margin requirements set by the exchange or the clearing broker The Company seeks to limit the potential for losses through the daily monitoring of the positions or through the establishment of similar offsetting positions, however significant losses may nevertheless occur. In the normal course of business, the Company's trading activities involve the execution, settlement, and financing of various proprietary securities transactions. These activities may expose the Company to offbalance sheet risk in the event the contra- broker is unable to fulfill its contracted obligations and the Company has to purchase or sell the financial instrument underlying the contract at a loss. In addition, the Company bears the risk of financial failure by its clearing broker. If the clearing broker should cease doing business, all or part of the Company's receivable from that clearing broker would be subject to failure. The Company's financial instruments, including cash and cash equivalents, receivables, prepaid expenses and other assets, accounts payable and accrued expenses, trading payouts and salaries payable and payable to clearing broker and other broker/dealers are carried at amounts that approximate fair value due to the short –term nature of the instruments. {12}------------------------------------------------ ## **Notes to Financial Statements December 31, 2025** # **11. Quantitative Disclosures for Derivative Financial Instruments Used for Trading Purposes** As of December 31, 2025, the gross contractual or notional amounts of derivative financial instruments are as follows: | | | Notional or Contract Amount | | |---------|-----------------|-----------------------------|--| | Equity: | | | | | | Options held | \$6,337,987 | | | | Options written | \$2,319,120 | | | Total: | | \$8,657,107 | | The Company's transactions with off-balance sheet risk are short-term in duration with a weighted average maturity of less than a month. ## **12. Single Reportable Segment** The Company is engaged in a single line of business as a securities broker-dealer. The Company jas identified its Managing Member as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital, (See Note 8), which is not a measure of profit and loss, to make operational decisions while maintain capital adequacy, such as reinvest profits or make distributions. The Company's operations constitute a single reportable segment, because 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 as the same as described in the summary of significant accounting policies. The Company derived 100 percent of its revenues from proprietary securities trading activity in 2025. # **13. Subsequent Events** Management has evaluated subsequent events through March 30, 2026, the date the financial statements were available to be issued. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.