# MIURA CAPITAL, LLC X-17A-5 (2026-03-20) — Broker-dealer annual report - Company: MIURA CAPITAL, LLC - Form: X-17A-5 - Filed: 2026-03-20 - Period: 2025-12-31 - Accession: 0001422725-26-000003 - CIK: 1422725 - File #: 8-67793 - Type: Broker-dealer - Material weakness: No - Auditor: Kaufman Rossin & Co. P.A. - Auditor location: Miami, FL - Contact: Marc Mendez - Phone: 3055294703 - Signed by: Marc Mendez (CFO) Original filing: https://www.sec.gov/Archives/edgar/data/1422725/000142272526000003/2025MiuraAuditedFinl.pdf --- {0}------------------------------------------------ FINANCIAL STATEMENTS DECEMBER 31, 2025 {1}------------------------------------------------ | UNITED STATES | OMB APPROVAL | |--------------------------------------------------------------|--------------------------------------------------------------------------------------------------------| | SECURITIES AND EXCHANGE COMMISSION
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hours per response; 12 | | ANNUAL REPORTS | SEC FILE NUMBER | | FORM X-17A-5 | | | | | {2}------------------------------------------------ | Marc Mendez | swear (or affirm) that, to the best of my knowledge and belief, the | | | | |-------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------|--|--|--| | financial report pertaining to the firm of Miura Capital, LLC | as of | | | | | 12/31 | 2 025 | | | | | 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. | | | | | ![](_page_2_Picture_2.jpeg) - - - - - - - - - - - - - - - - - - - - - - - - - - - {3}------------------------------------------------ # TABLE OF CONTENTS: | REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 1 - 2 | |------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------| | FINANCIAL STATEMENTS: | | | Statement of Financial Condition | 3 | | Statement of Operations | 4 | | Statement of Changes in Liabilities Subordinated to Claims of General Creditors | 5 | | Statement of Changes in Members' Equity | 6 | | Statement of Cash Flows | 7 | | Notes to Financial Statements | 8 - 17 | | SUPPLEMENTAL INFORMATION: | 18 | | SCHEDULE I -
Computation of Net Capital Under Rule 15c3-1 of the
Securities and Exchange Commission as of December 31, 2025 | 19 | | Statement of Exemption from the Computation for Determination of Reserve Requirements
and information relating to Possession of Control Requirements under Rule 15c3-3 of the
Securities and Exchange Commission as of December 31, 2025 | 20 | | INFORMATION REGARDING COMPLIANCE WITH RULE 15c3-3: | 21 | | Report of Independent Registered Public Accounting Firm | 22 | | Exemption Report under Rule 17a-5(d)(4)
of the Securities and Exchange Commission | 23 | {4}------------------------------------------------ # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Board of Directors and Members of Miura Capital, LLC # *Opinion on the Financial Statements* We have audited the accompanying statement of financial condition of Miura Capital, LLC as of December 31, 2025, the related statements of operations, changes in members' equity, changes in liabilities subordinated to claims of general creditors, and cash flows for the year then ended, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of Miura Capital, LLC as of December 31, 2025, 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 Miura Capital, LLC's management. Our responsibility is to express an opinion on Miura Capital, LLC'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 Broker Dealer in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. ![](_page_4_Picture_9.jpeg) {5}------------------------------------------------ # *Supplemental Information* The Computation of Net Capital Under SEC Rule 15c3-1 of the Securities Exchange Commission and the Statement of Exemption from the Computation for Determination of Reserve Requirements and information relating to Possession of Control Requirements under Rule 15c3-3 of the Securities and Exchange Commission has been subjected to audit procedures performed in conjunction with the audit of Miura Capital, LLC's financial statements. The supplemental information is the responsibility of Miura Capital, LLC's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole. Kaufman, Rossin & Co., P.A. We have served as Miura Capital, LLC's auditor since 2022. Miami, Florida March 16, 2026 ![](_page_5_Picture_7.jpeg) {6}------------------------------------------------ #### STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2025 ### ASSETS | Cash
Deposit with clearing organization, restricted cash
Receivable from clearing organization
Due from affiliate
Loans receivable
Investment securities, at fair value
Income tax receivable
Prepaid expenses and other assets
Furniture and equipment, net | \$
801,021
250,000
1,508,682
428,975
27,344
10,448,475
44,155
250,450
43,073 | |--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------| | Leasehold improvements, net
Right of use asset
Deferred tax asset
Deposits | 104,029
293,035
29,302
35,888 | | TOTAL ASSETS | \$
14,264,429 | | LIABILITIES AND MEMBERS' EQUITY | | | LIABILITIES
Accounts payable and accrued expenses
Liabilities subordinated to claims of genereal creditors
Lease liability | \$
398,272
5,000,000
386,915 | | TOTAL LIABILITIES | 5,785,187 | | COMMITMENTS AND CONTINGENCIES (NOTE 12) | | | MEMBERS' EQUITY | 8,479,242 | | TOTAL LIABILITIES & MEMBERS' EQUITY | \$
14,264,429 | {7}------------------------------------------------ #### STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2025 | REVENUE
Riskless principal transactions
Commissions
Administrative fee income
12b-1 fee income
Administrative support income
Interest income
Net change in unrealized gain on investment securities
Net change in realized gain on investment securities | \$
1,804,645
2,038,322
2,459,626
595,923
1,087,271
657,116
103,300
479,599 | |----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------| | TOTAL REVENUE | 9,225,802 | | | | | EXPENSES
Salaries, commissions and employee benefits | 3,919,742 | | General and administrative | 821,939 | | Referral fees expense | 66,325 | | Clearing charges | 716,749 | | Occupancy | 230,613 | | Communication expense | 101,404 | | Professional fees | 618,453 | | Amortization | 81,794 | | Depreciation | 57,192 | | License and registration | 76,814 | | Interest expense | 170,622 | | TOTAL EXPENSES | 6,861,647 | | INCOME BEFORE INCOME TAX EXPENSE | 2,364,155 | | INCOME TAX EXPENSE | 614,355 | | NET INCOME | \$
1,749,800 | {8}------------------------------------------------ #### STATEMENT OF CHANGES IN LIABILITIES SUBORDINATED TO CLAIMS OF GENERAL CREDITORS FOR THE YEAR ENDED DECEMBER 31, 2025 ### SUBORDINATED LIABILITIES | Balance, December 31, 2025 | \$ 5,000,000 | |-------------------------------|--------------| | Decrease - interest paid | (146,094) | | Increase - accrued interest | 146,094 | | Increase - principal proceeds | 5,000,000 | | Balance, January 1, 2025 | \$
- | {9}------------------------------------------------ STATEMENT OF CHANGES IN MEMBERS' EQUITY FOR THE YEAR ENDED DECEMBER 31, 2025 | | MEMBERS'
CAPITAL | | RETAINED
EARNINGS | | MEMBERS'
EQUITY | | |-----------------------------|---------------------|-----------|----------------------|-----------|--------------------|-----------| | BALANCES, JANUARY 1, 2025 | \$ | 5,260,571 | \$ | 2,068,871 | \$ | 7,329,442 | | NET INCOME | | - | | 1,749,800 | | 1,749,800 | | MEMBERS' DISTRIBUTION | | - | | (600,000) | | (600,000) | | BALANCES, DECEMBER 31, 2025 | \$ | 5,260,571 | \$ | 3,218,671 | \$ | 8,479,242 | {10}------------------------------------------------ ### STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2025 | CASH FLOWS FROM OPERATING ACTIVITIES: | | |------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------| | Net income | \$
1,749,800 | | Adjustments to reconcile net income to net cash | | | provided by operating activities: | | | Depreciation | 57,192 | | Amortization | 81,794 | | Net change in unrealized gain on investment securities | (103,300) | | Net change in realized gain on investment securirites | (479,599) | | Non-cash lease expense | 217,665 | | Deferred taxes | 13,367 | | Changes in operating assets and liabilities: | | | Receivable from clearing organization | (110,718) | | Due from affiliate | (128,287) | | Income tax receivable | (40,512) | | Prepaid expenses and other assets | (18,333) | | Deposits | (2,414) | | Accounts payable and accrued expenses | 14,232 | | Lease liability | (290,836) | | TOTAL ADJUSTMENTS | (789,749) | | NET CASH PROVIDED BY OPERATING ACTIVITIES | 960,051 | | CASH FLOWS FROM INVESTING ACTIVITIES: | | | Purchases of investment securities | (3,117,088,715) | | Proceeds from sales of investment securities | 3,110,446,636 | | Loans receivable | (27,344) | | Net change in furniture and equipment | (3,007) | | NET CASH USED IN INVESTING ACTIVITIES | (6,672,430) | | | | | CASH FLOWS FROM FINANCING ACTIVITIES: | | | Proceeds from subordinated loans | 5,000,000 | | Members' distribution | (600,000) | | NET CASH PROVIDED BY FINANCING ACTIVITES | 4,400,000 | | NET DECREASE IN CASH AND RESTRICTED CASH | (1,312,379) | | CASH AND RESTRICTED CASH AT BEGINNING OF YEAR | 2,363,400 | | CASH AND RESTRICTED CASH AT END OF YEAR | \$
1,051,021 | | SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | | | Cash paid during the year for: | | | Interest | \$
170,622 | | Income taxes | \$
641,500 | | Reconciliation of Cash and Restricted Cash as reported within the Statement of Financial Condition to the
amounts in the Statement of Cash Flows: | | | Cash | \$
801,021 | | Restricted Cash - Deposit with clearing organization | 250,000 | | | | | Total cash and restricted cash shown in the statement of cash flows | \$
1,051,021 | {11}------------------------------------------------ # 1. ORGANIZATION ### Operations Miura Capital, LLC (the "Company") was organized in the State of Florida in 2007. The Company is registered with the Securities and Exchange Commission ("SEC") as a broker-dealer and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company operates under the exemptive provisions of SEC Rule 15c3-3(k)(2)(ii) and as such introduces all customer transactions on a fully disclosed basis to an unrelated third-party clearing broker ("Pershing LLC"), which is also a registered broker-dealer. The Company is owned 60% by Pedro Raul Lopez Revocable Trust, 30% by MWM Holdings Group, Inc. and 10% by The HUOP Trust. Both Trusts were created and organized under the laws of the State of Florida. ### 2. SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES #### Basis of Financial Statement Presentation The accounting policies and reporting practices of the Company conform to the predominant practices in the brokerdealer industry and are in accordance with accounting principles generally accepted in the United States of America ("GAAP"). #### Cash and Restricted Cash Cash include highly liquid money markets instruments that can be redeemed on demand or highly liquid debt instruments with a purchased maturity of less than three months. During the course of operations, the Company may maintain cash balances in excess of insured limits, which approximates \$541,000 at year-end. Restricted cash is subject to a legal or contractual restriction by third parties as well as a restriction as to withdrawal or use, including restrictions that require the funds to be used for a specific purpose and restrictions that limit the purpose for which the funds can be used. The Company considers the cash held on deposit by its clearing organization to be restricted cash. ### Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the year then ended. The actual outcome of the estimates could differ from the estimates made in the preparation of the financial statements. #### Furniture and Equipment, Net Furniture and equipment are stated at cost less accumulated depreciation. Depreciation of these assets is computed over their estimated useful lives, 3 to 7 years, on the straight-line method. Repairs and maintenance are expensed as incurred. Expenditures that increase the value or productive capacity of assets are capitalized. When furniture and equipment are retired, sold, or otherwise disposed of, the asset's carrying amount and related accumulated depreciation are removed from the accounts and any gain or loss is included in operations. #### Leasehold Improvements, Net Leasehold Improvements are stated at cost less accumulated amortization on the straight-line method. Amortization is computed based on the lesser of the estimated useful life or term of the lease. #### Clearing Arrangements The Company has a clearing agreement with Pershing, LLC to provide execution and clearing services on behalf of its customers on a fully disclosed basis. All customer records and accounts are maintained by Pershing. Pursuant to the clearing agreement, the Company is required to maintain a deposit of \$250,000 in the clearing organization. {12}------------------------------------------------ # 2. SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES (CONTINUED) #### Due from Affiliate Amounts due from affiliate consist primarily of trade receivables due under normal trade terms. The carrying amount may be reduced by an allowance that reflects management's best estimate of the amounts that will not be collected. As management believes that the amounts are fully collectible and are therefore stated at net realizable value, management has not recorded an allowance for doubtful accounts. #### Receivable from Clearing Organization The Company's receivable from Pershing includes amounts due from unsettled trades. The Company's trades are cleared through Pershing and settled daily between Pershing and the Company. Due to this daily settlement, the amount of unsettled credit exposure is limited to the amount owed to the Company for a short period of time. The Company continually reviews the credit quality of its counterparties. On December 31, 2025, the Company had a receivable of \$1,508,682 from the clearing organization. ### Income Taxes The Company elected to be treated as a corporation for federal income tax purposes. 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. The Company recognizes and measures tax positions taken or expected to be taken in its tax return based on their technical merit and assesses the likelihood that the positions will be sustained upon examination based on the facts, circumstances and information available at the end of each period. Interest and penalties on tax liabilities, if any, would be recorded in expenses. #### Government and Other Regulation The Company's business is subject to significant regulation by various governmental agencies and self-regulatory organizations. Such regulation includes, among other things, periodic examinations by these regulatory bodies to determine whether the Company is conducting and reporting its operations in accordance with the applicable requirements of these organizations. #### Gain (Loss) from Securities Owned Proprietary security transactions are recorded on the trade date, as if they had settled. Securities owned are valued at fair value. Unrealized appreciation or depreciation is reflected in income currently. #### Revenue Recognition The Company's accounting policies for revenue recognition are disclosed in Note 3. #### Fair Value of Financial Instruments Fair values of financial instruments are estimated using relevant market information and other assumptions, as more fully disclosed in Note 14. Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments, and other factors, especially in the absence of broad markets for particular instruments. Changes in assumptions or in market conditions could significantly affect the estimates. {13}------------------------------------------------ #### NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 # 2. SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES (CONTINUED) # Leases Under ASC 842 – Leases, the Company records a right-of-use asset and related lease liability on the statement of financial condition. Such amounts are based on the net present value of future lease obligations, using an Incremental borrowing rate to determine the Company's effective cost of capital (see Note 4). # Segment Reporting In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07: Improvements to Reportable Segment Disclosures. This ASU, which amends Topic 820: Segment Reporting, improves disclosure requirements for reportable segments and enhances disclosures for companies with single reportable segments. The Company has a single reportable segment based on the nature of its services and regulatory environment under which it operates. The nature of business and the accounting policies of the segment are the same as described throughout Note 1 and 2. The Company's Chief Operating Decision Maker ("CODM") is the CEO. The CODM assesses reportable segment's performance and allocates resources for the reportable segment based on net income which are the same amounts in all material respects as those reported on the Statement of Operations. # 3 REVENUE RECOGNITION ### Riskless Principal Transactions The Company earns commission income by providing trade facilitation, execution, clearance and settlement, custody and trade administration services to its customers. Acting as an agent, riskless principal transactions revenue is generated by the Company buying and selling securities on behalf of its customers. In return for such services, the Company charges a commission. Such riskless principal transactions revenue disclosed in the statement of operations consist of one performance obligation which is satisfied on trade date. Trade execution performance obligation is satisfied at a point in time. #### Commissions Commission income is earned by providing trade facilitation, execution, clearance and settlement, custody, and trade administration services to customers. Acting as an agent, commission income is generated by the trade execution from the Company's clients' purchases and sales of securities, either on exchanges or over-the-counter, through the purchases of various investment products such as mutual funds, fixed income, options and commodity transactions. In return for such services, the broker dealer charges a commission. Revenues recognized under commission income consist of one performance obligation which is satisfied on trade date. Trade execution performance obligation is satisfied at a point in time. #### Administrative Fee Income Administrative fees represent fees earned by the Company for administrative services, executed pursuant to the terms of administrative agreements. The single performance obligation, to manage assets, is satisfied over time. However, often the transaction price contains variable consideration because it is tied to a measure of assets or capital, such as assets under management ("AUM"). The amount of variable consideration that can be included in the transaction price is limited to the amount for which it is probable that a significant revenue reversal will not occur when uncertainties related to the variability are resolved. The element of variability is relative to the fees related to the fact that the fees are based on the AUM, and the AUM can vary each day. The promised consideration is dependent on the market and investor redemptions, thus is highly susceptible to factors outside the Company's influence. Consequently, the administrative fee is constrained and can only be included in the transaction price at the end of each reporting period. {14}------------------------------------------------ #### NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025 ### 3. REVENUE RECOGNITION (CONTINUED) #### Administrative Support Income The performance obligation for administrative support income is composed of rendering operational support services such as administrative, human resources, rent and information technology, administrative support income exists where the Company provides agreed-upon services for a contractually arranged price. The performance obligations for administrative support income are met over the monthly period in which the services are performed. #### 12B-1 Fee Income 12B-1 fees are generally based on a percentage of the current market value of clients' investment holdings in traileligible assets, and are recognized over the period in which clients hold the investments. The Company believes that its performance obligation is the sale of securities to investors and as such this is fulfilled on the trade date. As trailing commissions revenue is based on the market value of clients' investment holdings, the consideration is variable and an estimate of the variable consideration is constrained due to dependence on unpredictable market impacts. The constraint is removed once the investment holdings value can be determined. #### Interest Income Interest income, which is generated from financial instruments covered by various other areas of GAAP, is not within the scope of Accounting Standard Codification ("ASC") 606. The Company's primary interest earning asset is cash. Revenue on interest earning assets is affected by various factors, such as the composition of assets and prevailing interest rates at the time of origination or purchase. At December 31, 2025 and 2024, accounts receivable were \$60,000 and \$110,000. There are no contract assets or liabilities as of December 31, 2025. #### 4. LEASES The Company is obligated under two non-cancelable operating leases for their office facilities in Miami, Florida and New York, New York. The office leases provide for minimum annual rentals, which are subject to escalation clauses for operating costs and taxes. The Company's operating leases expire in 2026 and 2029. The Miami lease has a renewal option to extend the lease from 1 to 5 years. Operating lease asset and liability as of December 31, 2025 are as follows: Operating lease right of use asset: \$293,035. Operating lease liability \$386,915. Total operating lease costs were \$230,613 for the year ended December 31, 2025. Cash paid for amounts included in the measurement of the operating lease liability was \$303,779 for the year ended December 31, 2025. Information associated with the measurement of the remaining operating lease obligations as of December 31, 2025 is as follows: Weighted-average remaining lease term in years: 1.81 Weighted-average discount rate: 2.5% {15}------------------------------------------------ ## 4. LEASES (CONTINUED) Estimated future lease payments under the lease liability together with their present value are as follows: Year ending December 31, 2025 | Total operating lease liability | \$
386,915 | |---------------------------------|---------------| | Less imputed interest: | (7,114) | | | 394,029 | | 2028 & Thereafter | 60,196 | | 2027 | 44,081 | | 2026 | 289,752 | # 5. FURNITURE, EQUIPMENT, AND LEASEHOLD IMPROVEMENTS, NET Furniture, equipment, net, and leasehold improvements, net, are summarized as follows at December 31, 2025: | Office equipment
Furniture and fixtures | \$
55,398
376,846 | |---------------------------------------------------------|----------------------------| | Less accumulated depreciation | 432,244
(389,171) | | | \$
43,073 | | Leasehold Improvements
Less accumulated amortization | \$
592,037
(488,008) | | | \$
104,029 | Depreciation and amortization expense for the year ended December 31, 2025 was \$57,192 and \$81,794, respectively. #### 6. NET CAPITAL REQUIREMENTS The Company, as a registered broker-dealer in securities, is subject to the Securities and Exchange Commission Uniform Net Capital Rule (Rule 15c3-1), which requires that the Company maintain "Net Capital" equal to the greater of \$100,000 or 6-2/3% of "Aggregate Indebtedness," as defined. At December 31, 2025, the Company had net capital of \$12,213,017 which was \$12,113,017 in excess of its required net capital of \$100,000. The ratio of aggregate indebtedness to net capital should not exceed 15 to 1. At December 31, 2025, the ratio of "Aggregate Indebtedness" to "Net Capital" was 0.04 to 1. {16}------------------------------------------------ ### 7. SECURITIES OWNED, AT FAIR VALUE Securities owned, at fair value, consist of the following at December 31, 2025: | | \$ 10,448,475 | |----------------------|-----------------| | Exchange traded fund | 189,144 | | U.S Corporate bond | 412,230 | | U.S. Treasury bill | \$
9,847,101 | | | | #### 8. RELATED PARTIES The Company entered into an expense sharing agreement on April 1, 2020 with its affiliate, Miura Investment Advisors, Inc. Per the terms of the expense sharing agreement, Miura Investment Advisors pays (i) rent for the space occupied (ii) fee for shared personnel based on a percentage of such personnel's salaries, payroll taxes and related benefits (iii) Platform fee of 30% of all fees charged to investment advisory clients and (iv) it's share of common expenses such as general office expenses. For the year ended December 31, 2025, income related to the expense sharing agreement amounted to \$916,231 and is included in administrative support income in the accompanying statement of operations. As of December 31, 2025, amounts due from affiliate related to the expense sharing agreement amounted to 428,975. #### 9. INCOME TAXES For the year ended December 31, 2025, the current and deferred components of the income tax expense from continuing operations is as follows: | Current tax provision: | | |-------------------------|---------------| | Federal | \$
470,530 | | State | 130,458 | | | 600,988 | | Deferred tax provision: | | | Federal | 10,405 | | State | 2,962 | | | 13,367 | | | | | Total expense | \$
614,355 | A reconciliation of the difference between the expected income tax expense computed at the U.S. federal statutory income tax rate and the Company's recorded income tax expense is as follows: | | | YE 2025 | |------------------------------------------------|---------------|--------------------| | Current: | 2025 | Effective Tax Rate | | Federal taxes at statutory rate | 496,473 | 21.00% | | State income taxes, net of federal tax benefit | 104,806 | 4.43% | | Permanent Differences | 13,307 | 0.56% | | Change in Effective Rate | 142 | 0.01% | | Other, net | (372) | -0.02% | | Total | \$
614,355 | 25.99% | {17}------------------------------------------------ ### 9. INCOME TAXES (CONTINUED) In accordance with the disaggregated disclosure requirements under ASC 740, the following table presents income taxes paid for the year ended December 31, 2025: | Jurisdiction: | 2025 | |-------------------------|---------------| | Federal | \$
500,000 | | State - Florida | 130,500 | | State - New York | 11,000 | | Total income taxes paid | \$
641,500 | Changes in tax laws and rates may affect recorded deferred tax assets and liabilities and the Company's effective tax rate in the future. The following represents the tax effect of each significant type of temporary difference giving rise to the deferred income tax asset at December 31, 2025: | 2025 | |-----------------| | \$
(115,179) | | 548 | | 41,203 | | 101,691 | | 1,039 | | \$
29,302 | | | In assessing the realizability of deferred tax assets, management considered whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based on these criteria, management has concluded that it is more likely than not that the deferred tax assets will be realized. Accordingly, no valuation allowance was necessary as of December 31, 2025. The Company had a net deferred tax asset of approximately \$29,000 at December 31, 2025. The U.S. Federal jurisdiction, Florida and New York are the major tax jurisdictions where the Company files income tax returns. The Company is subject to U.S. Federal or State examinations by tax authorities for tax returns in open tax years (generally a period of three years from the later of each return's due date or the date filed). For the year ended December 31, 2025, the Company did not have any unrecognized tax benefits as a result of tax positions taken during a prior period or during the current period. No interest or penalties have been recorded as a result of tax uncertainties. #### 10. MEMBERS' CAPITAL The Company operates under an operating agreement ("Agreement") with a perpetual term, unless terminated under provisions of the Agreement. Membership capital is non-interest bearing and members are not entitled to withdraw or demand capital amounts, unless as provided for in the Agreement. Profit and losses are allocated principally based on each member's pro rata share of total capital. {18}------------------------------------------------ ### 11. EMPLOYEE BENEFIT PLANS The Company participates in a deferred contribution 401(k) plan which covers substantially all of its full-time employees. The plan includes employee contributions and matching contributions by the Company subject to certain limitations. The Company's matching contributions along with other employee benefits were \$396,780 for the year ended December 31, 2025. ## 12. COMMITMENTS AND CONTINGENCIES #### Litigation The Company is exposed to various asserted and unasserted potential claims encountered in the normal course of business. In the opinion of management, the resolution of these matters will not have a material effect on the Company's financial position or results of operations. #### Clearing Agreement The Company entered into a revised service agreement with Pershing starting September 21, 2021 which established early termination fees that decline over 5 years. Termination Fees: In year 1 \$1,000,000 In year 2 \$500,000 In year 3 \$250,000 In year 4 \$250,000 In year 5 \$250,000 and during renewal #### 13. CONCENTRATIONS OF CREDIT RISK In the normal course of business, the Company encounters economic risk, mainly comprised of credit risk and market risk. Credit risk arises from the customer securities activities which are transacted on either cash or margin basis. These transactions may expose the Company to off-balance-sheet risk in the event the customer is unable to fulfill its contracted obligations and margin requirements are not sufficient to fully cover losses which customers may incur. In the event the customer fails to satisfy its obligations, the Company may be required to purchase or sell financial instruments at prevailing market prices in order to fulfill those obligations. In connection with its clearing arrangements, the Company is required to guarantee the performance of its customers in meeting their contracted obligations. Concentrations of credit risk arise when a number of customers are engaged in similar business activities, or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions. A significant amount of the Company's business activity is conducted through its related parties with customers located in Latin America. Accordingly, the Company's operations are susceptible to changes in the economies of these countries. As a securities broker and dealer, the Company is engaged in various brokerage and trading activities with domestic and international investors. The Company attempts to minimize credit risk associated with these activities by monitoring customer credit exposure and collateral values on a daily basis and requiring additional collateral to be deposited with or returned to the Company when necessary. The credit risk is also minimized by the careful monitoring of customer accounts by the clearing firm. At various times during the year, the Company has maintained deposits with other financial institutions in excess of amounts insured. The exposure to the Company from these transactions is solely dependent upon daily balances and the financial strength of the respective institutions. {19}------------------------------------------------ ### 14. FAIR VALUE MEASUREMENTS #### Fair Value Measurements The FASB Accounting Standards Codification ("ASC"), Fair Value Measurements and Disclosures, provides a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under the FASB ASC are described as follows: - x Level 1 Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access. - x Level 2 Inputs to the valuation methodology include: - quoted prices for similar assets or liabilities in active markets; - quoted prices for identical or similar assets or liabilities in inactive markets; - inputs other than quoted prices that are observable for the asset or liability; - inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability. x Level 3 Inputs to the valuation methodology are unobservable and significant to the fair value measurement. The asset's or liability's fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. #### Determination of Fair Value The Company maintains policies and procedures to value its financial instruments using the highest level and most relevant data available. In addition, management reviews valuations, including independent price validation, for certain instruments. The following describes the valuation methodologies the Company uses to measure different financial instruments at fair value, including an indication of the level in the fair value hierarchy in which each instrument is generally classified. For many financial instruments, fair value is based on independent sources such as quoted market prices or dealer price quotations. To the extent certain financial instruments trade infrequently or are not marketable, they may not have readily determinable fair values. In these instances, the Company estimates fair value using various pricing models and available information that management deems most relevant. Among the factors considered by the Company in determining the fair value of financial instruments are discounted anticipated cash flows, the cost, terms and liquidity of the instrument, the financial condition, operating results and credit ratings of the issuer or underlying company, the quoted market price of publicly traded securities with similar quality and yield, and other factors generally pertinent to the valuation of financial instruments. Corporate bonds. Corporate bonds are valued based on quoted market prices. All US corporate bonds trade in active markets and are classified within Level 2. Exchange traded fund. Exchange traded funds are valued based on quoted market prices. All Exchange traded funds trade in active markets and are classified within Level 2. US Treasury Bills. US Treasury Bills are valued based on quoted market prices. All US Treasury Bills trade in active markets and are classified within Level 2. {20}------------------------------------------------ ## 14. FAIR VALUE MEASUREMENTS (CONTINUED) #### Items Measured at Fair Value on a Recurring Basis The following table presents the Company's financial instruments that are measured at fair value on a recurring basis as of December 31, 2025, for each fair value hierarchy level. | | December 31, 2025 | | | | | | |-----------------------------------------------------------------------------|-------------------|-------------|------------------------------------|---------|-------------|------------------------------------| | | Level 1 | | Level 2 | Level 3 | | Total | | Assets:
U.S. Treasury bill
U.S Corporate bond
Exchange traded fund | \$ | -
-
- | \$ 9,847,101
412,230
189,144 | \$ | -
-
- | \$ 9,847,101
412,230
189,144 | | | \$ | - | \$
10,448,475 | \$ | - | \$
10,448,475 | The Company does not have any other financial assets or liabilities that are measured at fair value on a non-recurring basis as of December 31, 2025. #### 15. LIABILITIES SUBORDINATED TO CLAIMS OF GENERAL CREDITORS On July 16, 2025, the Company entered into three subordinated loan agreements with its Members totaling \$5,000,000. The subordinated loans have a one year term and bear interest at 6.375%, which is paid monthly. FINRA has approved the subordination agreements. As of December 31, 2025, the balance of the subordinated loans was \$5,000,000. #### 16. SUBSEQUENT EVENTS The Company has evaluated subsequent events through March , 2026 which is the date the financial statements were issued. There have been no material subsequent events that occurred from December 31, 2025 through March , 2026 that would require disclosure or would be required to be recognized in the financial statements as of December 31, 2025. {21}------------------------------------------------ # SUPPLEMENTAL INFORMATION {22}------------------------------------------------ ## SCHEDULE I COMPUTATION OF NET CAPITAL UNDER RULE 15C3-1 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31, 2025 | CREDITS: | | |----------------------------------------------------------------------------------|------------------| | Members' equity | \$
8,479,242 | | Liabilities subordinated to claims of general creditors | 5,000,000 | | TOTAL ALLOWABLE CREDITS: | 13,479,242 | | DEBITS: | | | Prepaid expenses and other assets | 223,106 | | Income tax receivable | 44,155 | | Deferred tax asset | 29,302 | | Due from affiliate | 428,975 | | Furniture and equipment, net | 43,073 | | Leasehold improvements, net | 104,029 | | Deposits | 35,888 | | Loans receivable | 27,344 | | TOTAL DEBITS | 963,216 | | NET CAPITAL BEFORE HAIRCUTS ON SECURITIES | \$
12,516,026 | | HAIRCUTS ON SECURITIES | 203,009 | | NET CAPITAL | \$
12,313,017 | | MINIMUM NET CAPITAL REQUIREMENT | | | 6-2/3% of aggregate indebtedness of \$492,152 or \$100,000, whichever is greater | 100,000 | | EXCESS NET CAPITAL | \$
12,213,017 | | | | | RATIO OF AGGREGATE INDEBTEDNESS TO NET CAPITAL | 0.04 to 1 | | AGGREGATE INDEBTEDNESS | | | Accounts payable and accrued expenses | \$
398,272 | | Lease liability | 93,880 | | | \$
492,152 | | | | There are no material differences between the above computation and the Company's corresponding unaudited Form X-17A-5. Part IIA filing. {23}------------------------------------------------ ## STATEMENT ON EXEMPTION FROM THE COMPUTATION FOR DETERMINATION OF RESERVE REQUIREMENTS AND INFORMATION RELATING TO POSSESSION OR CONTROL REQUIREMENTS UNDER RULE 15C3-3 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31, 2025 The Company is exempt from Rule 15c3-3 of the Securities Exchange Act of 1934 under (k) (2) (ii) because all customer transactions are cleared through a clearing broker on a fully disclosed basis. During the year ended December 31, 2025, the Company did not hold customers' funds or securities. {24}------------------------------------------------ INFORMATION REGARDING COMPLIANCE WITH RULE 15C3-3 {25}------------------------------------------------ # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON THE EXEMPTION REPORT** To the Board of Directors and Members of Miura Capital, LLC We have reviewed management's statements, included in the accompanying Exemption Report, in which (1) Miura Capital, LLC identified the following provisions of 17 C.F.R. §15c3-3(k) under which Miura Capital, LLC claimed an exemption from 17 C.F.R. §240.15c3-3: (k)(2)(ii) All customers transactions are cleared through another broker-dealer on a fully disclosed basis, and (2) Miura Capital, LLC stated that Miura Capital, LLC met the identified exemption provision throughout the most recent fiscal year ended December 31, 2025 without exception. Miura Capital, LLC'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 Miura Capital, LLC's compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions set forth in paragraph (k)(2)(ii) of Rule 15c3-3 under the Securities Exchange Act of 1934. Kaufman, Rossin & Co., P.A. Miami, Florida March 16, 2026 ![](_page_25_Picture_9.jpeg) {26}------------------------------------------------ Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.