# SHANNON ADVISORS LLC X-17A-5 (2026-02-18) — Broker-dealer annual report - Company: SHANNON ADVISORS LLC - Form: X-17A-5 - Filed: 2026-02-18 - Period: 2025-12-31 - Accession: 0001462624-26-000003 - CIK: 1462624 - File #: 8-68243 - Type: Broker-dealer - Material weakness: No - Auditor: FGMK, LLC - Auditor location: Chicago, IL - Contact: Brian Timothy O'Gara - Phone: 3129612698 - Email: tim.ogara@shannonadvisors.com - Website: shannonadvisors.com - Signed by: Brian Timothy O'Gara (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1462624/000146262426000003/publicauditreport2025-.pdf --- {0}------------------------------------------------ # *Shannon Advisors LLC* Financial Statement and Independent Auditor's Report December 31, 2025 **Filed as a Public Document Pursuant to Rule 17a-5(d) of the Securities Exchange Act of 1934.** \*\*\* **PUBLIC DOCUMENT** \*\*\* {1}------------------------------------------------ # TABLE OF CONTENTS | | Page | |---------------------------------------------------------|------| | LETTER OF OATH OR AFFIRMATION | | | REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 2 | | FINANCIAL STATEMENT | | | Statement of Financial Condition | 3 | | Notes to tl1e Financial Statement | 4-6 | | | | {2}------------------------------------------------ # UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C, 20549 0MB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # **ANNUAL REPORTS FORM X-17A-5 PART** Ill SEC FILE NUMBER | | FACING PAGE | | | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------|------|------------------------------------------| | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934
AND ENDING 12/31/2025
FILING FOR THE PERIOD BEGINNING 0 1/01/2025 | | | | | | MM/00/YY | | MM/00/YY | | | A. REGISTRANT IDENTIFICATION | | | | NAME oF FIRM: Shannon Advisors LLC | | | | | TYPE OF REGISTRANT (check all applicable boxes):
0 Broker-dealer
□ Check here if respondent is also an OTC derivatives dealer | □ Security-based swap dealer | | D Major security-based swap participant | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | 272 E Deerpath Road, Suite 236 | | | | | | (No. and Street) | | | | Lake Forest | Illinois | | 60045 | | (City) | (State) | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | Brian Timothy O'Gara | 312-961-2698 | | tim.ogara@shannonadvisors.com | | (Name) | (Area Code-Telephone Number) | | (Email Address) | | | B. ACCOUNTANT IDENTIFICATION | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
FGMK, LLC | | | | | | (Name-if individual, state last, first, and middle name) | | | | 333 West Wacker Drive, 6th Floor | Chicago | | IL
60606 | | (Address) | (City) | | (State)
(Zip Code) | | 12/17/2009 | | 3968 | | | (Date of Re•istration with PCAOBlfif aoolicablel | | | IPCAOB Re•istration Number if aoolicable | | • Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public | FOR OFFICIAL USE ONLY | | | accountant must be supported by a statement of facts and circumstances relied on as the basis of the 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, {3}------------------------------------------------ # OATH OR AFFIRMATION | | Brian Timothy O'Gara | | |--|----------------------|--| | | | | | I, Brian Timothy O'Gara | swear (or affirm) that, to the best of my knowledge and belief, the | | | |------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--|--| | financial report pertaining to the firm of Shannon Advisors LLC | as of | | | | 2~
12/31 | 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 | | | | ~r.
;{ltt•~ 5
as that of a
____
County of _ __(_.,w._
_ | | | | | Subscribed and sworn to (or affirmed) before me | Signatur~ | | | | ~
,2016__,by
day of t,blu•:3
this | Title:
CEO | | | | 0'
l?,n•,;
/11"11~ | | | | | This filing co
Ins (check all applicable boxes): | '
Official Seal
M.ARDEEK H MKRDICHIAN
Notary Public, State of ll!inois
Commission No, 985377 | | | | Ii (a) Statement of financial condition.
Ii (b) Notes to consolidated statement of financial condition. | My Commission Expires Jar;uary 11, 2028 | | | | D
comprehensive income (as defined in§ 210.1-02 of Regulation S-X). | (c) Statement of income (loss) or, if there Is other comprehensive income in the period(s) presented, a statement of | | | - D (d) Statement of cash flows. - D (e) Statement of changes In stockholders' or partners' or sole proprietors equity. - D (f) Statement of changes in liabilities subordinated to claims of creditors. - D (g) Notes to consolidated financial statements. - D (h) Computation of net capital under 17 CFR 240.1Sc3-1 or 17 CFR 240,18a-1, as applicable. - D (i) Computation of tangible net worth under 17 CFR 240.18a-2. - D OJ Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - D (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. - D (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. - D (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, - D (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,lBa-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 offinancial data for subsidiaries not consolidated in the statement of financial condition. - Ii (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - D (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - D (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. - D (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. - D (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. - D (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. - D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le or 17 CFR 240,17a-12, as applicable. - D (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. {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Management of Shannon Advisors LLC # **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Shannon Advisors LLC (the "Company") as of December 31, 202S, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2025, in conformity with accounting principles generally accepted in the United States of America. # Basis for Opinion This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in • accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. 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 of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statement. 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 statement. We believe that our audit provides a reasonable basis for our opinion. We have served as the Company's auditor since 2012. Chicago, Illinois February 9, 2026 {5}------------------------------------------------ ### **STATEMENT OF FINANCIAL CONDITION** # **DECEMBER 31, 2025** | ASSETS | | |---------------------------------------|-----------------| | Cash and cash equivalents | \$
526,432 | | Accounts receivable | 4,242,244 | | Prepaid expenses | 9,831 | | | \$
4,778,507 | | LIABILITIES AND MEMBER'S EQUITY | | | LIABILITIES | | | Accounts payable and accrued expenses | \$
1,118 | | MEMBER'S EQUITY | 4,777,389 | | | | \$ 4,778,507 The accompanying notes are an integral part of this statement. {6}------------------------------------------------ # NOTES TO THE FINANCIAL STATEMENT # NOTE **1-** DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES *Description of Business.* Shannon Advisors LLC (the "Company") was incorporated in the State of Delaware in March 2009 and is a wholly-owned subsidiary of Shannon Advisors LP (the "Parent"). The Company is registered as a Capital Acquisition Broker ("CAB") with the Securities and Exchange Commission and the Financial Industry Regulatmy Authority ("FINRA") and various states, and, in this capacity, it performs brokerage and private placement advismy services to private equity companies globally. *Sig11ijica11t Accounting Policies.* The Company follows accounting principles generally accepted in the United States of America ("GAAP") as established by the Financial Accounting Standards Board ("FASB") to ensure consistent repmiing of **financial condition, results of operations, and cash flows.** *Management Estimates amt Ass11111ptio11s.* The preparation of the financial statement in conformity with GAAP requires management to make estimates and assumptions that affect tlie amounts repmied in the financial statement and with certainty; accordingly, accounting estimates require the exercise of judgment. Accounting estimates used in the preparation of this **financial statement changes as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes.** *Cash (Ill{/ Cash Eq11il'a/e11ts.* All highly liquid investments purchased with an original maturity of three months or less are considered to be cash equivalents. The Company regularly maintains cash balances that exceed Federal Deposit Insurance Corporation limits. *Accounts ReceiMble a111/ Al/o,v(lltCes for Credit Losses.* Accounts receivable consist of unconditional amounts due for services rendered, recorded at amortized cost. Accounts receivable are reported net of any estimated allowances for credit losses. All receivables are uncollateralized. No allowance was deemed necessaiy by management as of December 31, 2025 and Janumy 1,2025. Accounts receivable were \$8,607,175 as of January I, 2025. *Filumcia/* **/11strume11ts -** *Credits Lossej·,* **The Company accounts for estimated credit losses on financial assets measured at** an amortized cost basis in accordance with FASB ASC 326-20, *Financial Instruments* - *Credit Losses,* FASB ASC 326-20 requires the Company to estimate expected credit losses over the life of its financial assets as of the reporting date based on **relevant information about past events, current conditions and reasonable and supportable forecasts. The Company records the estimate of expected credit losses as an allowance for credit losses. For financial assets measured at an amortized cost basis the allowance for credit losses is reported as a valuation account on the statement of financial condition that adjusts the asset 1 s** amortized cost basis. Changes in the allowance for credit losses are reported in credit loss expense, if applicable. The Company estimates expected credit losses over the life of the financial assets as of the reporting date based on relevant information about **past events, current conditions, and reasonable and supportable forecasts.** *Revenue Recognition.* **Revenue from contracts with customers includes success fees and retainer fees from placement agent and advisoiy services. 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 the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. **The Company's principal sources of revenue are derived from success fees and retainer fees, as more fully described below, as well as reimbursed expenses from customers.** *Success Fee.* Success fees are due in accordance with the terms of the executed agreement, typically either a percentage of the capital raised or committed or a fixed dollar amount. Performance obligations are satisfied as these events are completed. *Retainer Fee.* **Retainer fees are due in accordance with the terms of the executed engagement agreement, which often** includes an immediate up-front payment and sometimes involves monthly or quarterly payments thereafter for a set period. {7}------------------------------------------------ # **NOTES TO THE FINANCIAL STATEMENT** Performance obligations in these arrangements vmy depending on the contract but are typically satisfied over time under the arrangement. *Reimbursed Expenses.* The Company categorizes revenue related to expenses made on behalf of clients and reimbursable by clients as reimbursed expenses. *Interest I11co111e.* Interest income is recorded on the accrual basis. *I11co111e Taxes.* The Company is organized as a single member limited liability company, which is a disregarded entity for income tax purposes. Accordingly, the Parent's partners are personally responsible for the federal and state income taxes on the Company's taxable income) and therefore no provision for federal and state income taxes has been made in the financial statement. The Company may make distributions to its member in 2026 in connection with such member's respective income tax liability incurred for 2025 as a result of the Company's partnership income tax status. *Leases.* The Company recognizes and measures its leases in accordance with FASB Accounting Standards Certification ("ASC") 842, Leases. The Company determines if an arrangement is a lease, or contains a lease, at inception of a contract and when the terms of an existing contract are changed. The Company has elected, for all underlying classes of assets, to not recognize right of use assets and lease liabilities for short-term leases that have a lease term of 12 months or less at lease commencement, and do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. The Company recognizes lease costs associated with its short-term leases on a straight-line basis over the lease term. The Company is a lessee in a non-cancellable operating lease for office space. ### **NOTE 2** - **NET CAPITAL REQUIREMENTS** The Company is subject to the Securities and Exchange Commission's Uniform Net Capital Rule (Rule 15c3-l). Under this rule, the Company is required to maintain 11minimum net capital11 equivalent to \$5,000 or 6 2/3% of "aggregate indebtedness, 11 whichever is greater, and a ratio of "aggregate indebtedness" to "net capitaP' less than I 5 to I, as these terms are defined. Rule 15c3-l also provides that equity capital may not be withdrawn if the resulting net capital ratio would exceed IO to I. At December 31, 2025, the Company had net capital of \$514,785 which was \$509,785 in excess of its required net capital of \$5,000. The Company's aggregate indebtedness to net capital was .0022 to 1. Management anticipates making capital distributions totaling at least \$500,000 during the six months after December 31, 2025. {8}------------------------------------------------ # **NOTES TO THE FINANCIAL STATEMENT** # **NOTE 3** - **CONCENTRATIONS** As of December 31, 2025, the Company had three clients that accounted for 91 % of accounts receivable. The ongoing operation of the Company is economically dependent on its ability to enter into contracts with other parties. # **NOTE 4** - **COMMITMENTS, CONTINGENCIES AND INDEMNIFICATIONS** **In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties that provide indemnification under certain circumstances. The Company's maximum exposure under these arrangements is** unknown, as this would involve future claims that may be made against the Company that have not yet occurred. The Company expects the risk of future obligations under these indemnifications to be remote. # **NOTES-SUBSEQUENT EVENTS** Management has evaluated all subsequent events through the date the accompanying financial statement was **issued,** Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.