# STONELIVING SECURITIES, LLC X-17A-5 (2025-05-28) — Broker-dealer annual report

- Company: STONELIVING SECURITIES, LLC
- Form: X-17A-5
- Filed: 2025-05-28
- Period: 2025-03-31
- Accession: 0001488379-25-000003
- CIK: 1488379
- File #: 8-68551
- Type: Broker-dealer
- Material weakness: No
- Auditor: Plante Moran, PLLC
- Auditor location: Chicago, IL
- Contact: Stephen J. Miles
- Phone: 312-670-5900
- Email: miles@sharpca.com
- Website: sharpca.com
- Signed by: Stephen J. Miles (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/1488379/000148837925000003/slaudit.pdf

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| ANNUAL REPORTS |
|----------------|
| FORM X-17 A-5  |
| PARl 111       |

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|---------------------------------|--|
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E0Goss1 j

**FACING PAGE** 

**Information Rl'qulred Pursuant to Ruh!s 17a s, 17o 12, and 1aa 7 under the Securities Exch;inge Act or 1934** 

rlllNG roR THE PERIOD BEGINNING 04/01 /24 AND ENDING 03/31125 MM-/-DO\_/V\_ Y -- MM/DD/Y'f

A. REGISTRANT IDENTIFICATION

### NAME or- FIRM Stoneliving Securities LLC

TYPE OF REGISTRANT (LlwLk c1 II c1pµl1Lduh! box~~)

■ Braker-dealer ' ~ecur 1ly-bawci ~wap de,i ler n Ma1or 5ecurity-b,ued **swap** part1crpanl "l Chee~ here 11 resoC1ndent I!> also an OTC derivatives dealer

IIDDRESS OF PR'NCIPI\L PL/ICE OF BUSINESS: (Do not use ;i P.O box no.)

| 233 8th Street                               | ~---                           | ------            |
|----------------------------------------------|--------------------------------|-------------------|
|                                              | (No and Street)                | -                 |
| West Palm Beach                              | FL                             | 33401             |
|                                              | (State)                        | (Zip Code)        |
| PERSON TO CONTACT WITH REGARD TO THIS FILING |                                |                   |
| Stephen J. Miles                             | 312-670-5900                   | miles@sharpca.com |
| (Name)                                       | (Area Code - Telephone Number) | (Email Address)   |
|                                              | B. ACCOUNTANT IDENTIFICATION   |                   |

### Plante Moran , PLLC

|                                             | ( Name - if ind1v1d ual, state last, first, and middle name) |         |                                      |
|---------------------------------------------|--------------------------------------------------------------|---------|--------------------------------------|
| 10 South Riverside Plaza, 9th Floor Chicago |                                                              | IL      | 60606                                |
| (Address I                                  | (City)                                                       | (State! | (Zip Code)                           |
| 10/20/2003                                  |                                                              | 166     |                                      |
| r"                                          |                                                              |         |                                      |
|                                             | pf '""'"'"" """' PCAOB)(,f '"''~"'' FOR OFFICIAL USE ONL V   |         | IPCAOS ' "'''"''" ""mbe,. ,, "'"""'' |
|                                             |                                                              |         |                                      |
|                                             |                                                              |         |                                      |

• Oa1ms for exemption from the requirement t hat the annual reports be covered by the r eports of an inaependent public account.ant must be 5upported by a stalement of fact5 and wcumstances relied on as the basis of t'le exemption See 17 CFR 240.17a-S(e)(l)(il), if applicable

Persons who are to respond to the col lection of information contained In t his form are not required to respond unless the form displays a currently valid 0MB control numbl!r.

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#### OATH OR AFFIRMATION

| I, ~pr.en J M,cs                                                        | ________ , swear (or , ff,rm) that, to the best of my knowledg~ and beli I, the                                                                                                                                                              |  |
|-------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--|
| financial report r,ertaining to the firm of St>111 L,smg ~ ,1111, 5 LLC | _______ , as of                                                                                                                                                                                                                              |  |
| 2~<br>March 31                                                          | ,s tru and corr ct. 1 lurth ,r swear (or affirm) that neither the comp;iny nor any<br>J<br>pnrtncr, officer, director, or cqu1v::ilcnt person, .i~ the cu~, m;iy be, h.:1, any proprIct;iIy intcrc·,t in ;:iny ;:iccount clJ\$\$iltcd 5olcly |  |
| as that of a cu5tomer.                                                  |                                                                                                                                                                                                                                              |  |

-~ No.ta .. r~~ 9 3 31.,(I *q* O JI/ *JO(* J\_~

- This hhni: contains (ch ck all applicable boxes):
- (.ii Stat 111 1 I of fmanc1al cond1t1on
- :J (b) otcs to con:.ahdatcd statement ot financial condition.
- iii (cl Statement of income (lo5s) or, 11 there 1~ other comptehens,ve income m the period(s) **presented, a statement** of comprehensive 111come (as defined in§ 210.1·02 of Regulation S·X)
- **!Ill** (d) Statement of cash nows.
- ~ (e) Statement or changes in ~tockholder~• or paI tner s' or sole propneto1's Pquity.
- 'l (fl Statement of changes In llab1llties subordinated to claims of creoltors
- {g) NotP~ to ron~oII,1i!tPd tm;inrial <,latPmPnt..,
- (h) Comput;it1on of n1>t rapIt at t nder 17 CFR .Mo 1 '>r i-1 or 17 CrR }40 !Ra• 1, ;H ;ippltcilble.
- ,- (1) **Computation ot tangible net worth under l 7 CfR 240.18a 2**
- 0 (i) Computation for detcrmtni1l1011 of customer reserve requirements pursuant to Exh1b1t A to 17 CFR 240.15c3 3
- C (~I Computation for detcrm1nat1on of security-based swap reserve requirements pursuant to ()(h1b1t B to 17 CrR 240.15c3-3 or E)(h1b1t A to 17 CFR 240.lSa-4 as applicable.
- :J (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3.
- :J (ml Information relating to possession or control requirements for customers under 17 CFR 240.15c3·3
- :::J (n) ln'ormat1on relating to possession 01 control requirements for security-based swap customers under 17 CFR 240.15c3-31p)(2) or 17 CFR 240.lSa-4, as applicable.
- (o) Reconc1liat1ons. mclud ng appropriate explanations, of the FOCUS Report with computation of net capital or tangrble net worth under 17 CFR 240.1Sc3-1, 17 CFR 240.lSa-1, or 17 CFR 240.lSa-2, as applicable, and the reserve requirements under 17 CFR 240.1 ">c3-3 or 17 CFR 240.18a-4, as applicable, 1f mat en al differences exist, or a statement that no matena differences exist.
- :J (p) Summary of 1nanc1al data for subsIdIanes not consolidated rn the statement of fmancral condition
- **!ii!** (q) Oath or affirmat on m accordance with 17 CFR 240.l 7a-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.
- **ii** (s) E)(errption report n accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- i:J (t) Independent public accountant's report based on an examination of the statement of financial condition.
- **!ii!** (u) ndependent oublrc accountant's report based on an examination of the financial report or financial statements under 17 CFR 24017a-S, 17 CFR 240.lBa-7, or 17 CFR 240.17a-12, as applicable .
- ....; **(vi** Independent public accountant's report based on an examination of certain statements m the compliance report Lnder 17 CFR 240.17a-S or 17 CFR 240.lSa-7, as applicable
- **!iiii** (,-.) Independent pubic accountant's report based on a review of the exemption report under 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable.
- C (x) Supplemental reports on applying agreed-upon procedures, In accordance with 17 CFR 240.1Sc3-le or 17 CFR 240.17a-12, as applicab;e.
- ~ (y) Report describing a'ly matenal 1nadequac1es found to exist or found to have existed since the date of the preV101.,s aud .t or a statement that no material inadequacies exist, under 17 CFR 240.J 7a-12(k). !:J (z) Other· \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_
- 
- .. To request conjident1al treatment of certmn portions of this /1/ing, see 17 CFR 24017o-5(e)/3) or 17 CFR 2~0 18a-7(d}(2, as opp/1cable

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Stoneliving Securities, LLC

Financial Report with Supplemental Information March 31, 2025

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#### Contents

|                      | Report of Independent Registered Public Accounting Firm                                                                                                         | 1     |  |
|----------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------|-------|--|
| Financial Statements |                                                                                                                                                                 |       |  |
|                      | Statement of Financial Condition                                                                                                                                | 2     |  |
|                      | Statement of Operations                                                                                                                                         | 3     |  |
|                      | Statement of Changes in Members' Equity                                                                                                                         | 4     |  |
|                      | Statement of Cash Flows                                                                                                                                         | 5     |  |
|                      | Notes to Financial Statements                                                                                                                                   | 6-8   |  |
|                      | Supplemental Information                                                                                                                                        |       |  |
|                      | Information Pursuant to Rule 17a-5 of the Securities Exchange<br>Act of 1934                                                                                    | 10    |  |
|                      | Report of Independent Registered Public Accounting Firm Review of the<br>Exemption Report SEA Rule 17a-5(g)(2)(ii) and Exemption Report SEC<br>Rule 17a-5(d)(4) | 11-12 |  |

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#### **Report of Independent Registered Public Accounting Firm**

To the Members Stoneliving Securities, LLC

#### **Opinion on the Financial Statements**

We have audited the accompanying statement of financial condition of Stoneliving Securities, LLC (the "Company") as of March 31, 2025; the related statements of operations, changes in members' equity, and cash flows for the year then ended; and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 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 the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with 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.

#### **Supplemental Information**

The supplemental information (Computation of Net Capital Pursuant to SEC Rule 15c3-1) has been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental information is the responsibility of the Company's management. Our audit procedures included determining whether the 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.

We have served as Stoneliving Securities, LLC's auditor since 2011. Chicago, Illinois May 19, 2025

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## Statement of Financial Condition March 31, 2025

| Assets                                    |    |                  |  |
|-------------------------------------------|----|------------------|--|
| Cash<br>Prepaid expenses and other assets | \$ | 81,772<br>36,252 |  |
| Total assets                              | \$ | 118,024          |  |
| Liabilities and Members' Equity           |    |                  |  |
| Liabilities -<br>Accrued expenses         | \$ | 7,667            |  |
| Members' Equity                           |    | 110,357          |  |
| Total liabilities and members' equity     | \$ | 118,024          |  |

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### Statement of Operations Year Ended March 31, 2025

| Revenue                                                                                       | \$                                  |
|-----------------------------------------------------------------------------------------------|-------------------------------------|
| Expenses<br>Professional fees<br>State registration and filing fees<br>Communication<br>Other | 118,275<br>11,892<br>8,013<br>1,642 |
| Total expenses                                                                                | 139,822                             |
| Net Loss                                                                                      | \$<br>(139,822)                     |

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### Statement of Changes in Members' Equity Year Ended March 31, 2025

| As of April 1, 2024<br>Balance -   | \$<br>55,179         |
|------------------------------------|----------------------|
| Net loss<br>Members' contributions | (139,822)<br>195,000 |
| Balance -<br>As of March 31, 2025  | \$<br>110,357        |

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# **Stoneliving Securities, LLC**

Statement of Cash Flows Year Ended March 31, 2025

| Cash Flows from Operating Activities<br>Net loss<br>Adjustments to reconcile net loss to net<br>cash provided by (used in) operating activities | \$<br>(139,822) |
|-------------------------------------------------------------------------------------------------------------------------------------------------|-----------------|
| Change in prepaid expenses and other assets                                                                                                     | (33,615)        |
| Change in accrued expenses                                                                                                                      | (6,315)         |
| Net cash used in operating activities                                                                                                           | (179,752)       |
| Cash Flows provided by Financing Activities -<br>Members' contributions                                                                         | 195,000         |
| Net Increase in Cash                                                                                                                            | 15,248          |
| Beginning of year<br>Cash -                                                                                                                     | 66,524          |
| Cash -<br>End of year                                                                                                                           | \$<br>81,772    |

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Note 1- Nature of Business and Summary of Significant Accounting Policies

Stoneliving Securities, LLC (the "Company") was formed on February 22, 2010 and is organized as a limited liability company pursuant to the Limited Liability Company Act of the State of Delaware. There are two members of the Company. The Company was approved as a FIN RA/SEC member firm on December 3, 2010. As a registered securities broker-dealer, the Company provides investment banking services to closely held companies throughout the United States.

Aspects of the Limited Liability Company - As a limited liability company, the members' liability is limited to the capital invested. Under the operating agreement, the Company has one class of member interest, and the members' interests are in proportion to the number of equity units issued. Allocation of profit, losses, and distributions is in accordance with the terms as defined in the operating agreement. The Company shall continue in perpetuity unless sooner terminated as defined in the operating agreement.

Income Taxes - The Company is treated as a partnership for federal income tax purposes. Consequently, federal income taxes are not payable by, or provided for, the Company. Members are taxed individually on the Company's earnings. Accordingly, the financial statements do not reflect a provision for income taxes, except for Illinois replacement taxes and California franchise taxes.

Cash - The Company maintains its cash in a bank account, the balance of which at times may exceed federally insured limits. The Company has not experienced any losses in such account.

Revenue Recognition - Investment banking revenue includes success fees earned from providing merger and acquisition and other advisory services to clients. Such revenue is recognized when the performance obligations are satisfied. This normally occurs at closing of the transaction or termination of the contract.

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## **Notes to Financial Statements March 31, 2025**

### Note 1- Nature of Business and Summary of Significant Accounting Policies (Continued)

Management Estimates - The preparation of financial statements in conformity with GAAP (accounting principles generally accepted 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 as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Going Concern - The accompanying financial statements have been prepared assuming the Company will continue as a going concern. Management acknowledges the operating results for the period ended March 31, 2025 were limited, yet not completely unexpected and therefore not detrimental to the Company's ability to continue as a going concern. Given this understanding, management has received assurances from the members that they have the wherewithal, and will, to infuse additional capital in the future should the Company need it to fund its operations.

### Note 2 - Uniform Net Capital Rule

The Company is subject to the Securities and Exchange Commission's Uniform Net Capital Rule (SEC 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. The net capital rule may also effectively restrict the distribution of members' capital. As of March 31, 2025, the Company had net capital of \$74,105, of which \$24,105 was in excess of its required net capital of \$50,000. The Company's ratio of aggregate indebtedness to net capital was 0.1 to 1.0.

### Note 3 - Segment Reporting

The Company adopted Accounting Standards Update (ASU) 2023-7, Disclosure of Financial Information for a Single Segment Entity. Under this guidance, the Company is required to disclose specific financial information for its single reportable segment.

The Company operates as a single reportable segment, focusing on broker dealer activities, mainly brokering securities. Net income is the primary metric used by the Company's Chief Operating Decision Maker (CODM), its chief executive officer, to make financial decisions and allocate resources.

As a result of operating as a single segment entity, the Company's financial statements reflect its overall performance without disaggregation into multiple segments.

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## **Notes to Financial Statements March 31, 2025**

Note 4 - Contingencies

The Company is subject to litigation in the normal course of business. There was no litigation in progress as of March 31, 2025.

Note 5 - Subsequent Events

The Company has evaluated subsequent events through May 19, 2025, the date the financial statements were issued.

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Supplemental Information

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|                                                   | March 31, 2025 |
|---------------------------------------------------|----------------|
| Total Members' Capital                            | \$<br>110,357  |
| Deductions and/or Charges<br>Non-allowable assets | 36,252         |
| Net ca pita I before haircuts                     | 74,105         |
| Haircuts                                          |                |
| Net capital                                       | 74,105         |
| Net Capital Requirement                           | 50,000         |
| Excess net ca pita I                              | \$<br>24,105   |
| Aggregate Indebtedness                            | \$<br>7,667    |
| Ratio of Aggregate Indebtedness to Net Capital    | 0.1 to 1.0     |

Computation of Net Capital Pursuant to SEC Rule 15c3-1

There were no material differences between the audited computation of net capital in this report and the Company's unaudited corresponding schedule FOCUS Part IIA of Form X-17A-5 as of March 31, 2025.

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#### **Report of Independent Registered Public Accounting Firm**

To the Members Stoneliving Securities, LLC

We have reviewed management's statements, included in the accompanying Exemption Report, in which Stoneliving Securities, LLC (the "Company") stated that:

- 1) The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3.
- 2) The Company is relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to (1) effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; (2) receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients, referring securities transactions to other broker-dealers, or providing technology or platform services; and/or (3) participating in distributions of securities (other than firm commitment underwritings) in accordance with the requirements of paragraphs (a) or (b)(2) of Rule 15c2-4. The Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company); (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year ended March 31 , 2025 without exception.

Management is responsible for compliance with 17 C.F.R. § 240.15c3-3 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 the Company's compliance with 17 C.F.R. § 240.15c3-3. 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, pursuant to footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5.

Chicago, Illinois May 19, 2025

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#### STONCLIVING S CURITIES, LLC X MPllONR PORr SEC RULE 17.i 5(d)('1)

Stonelivmg Securities, LLC (the CompJny") is a rogistorod broker- dealer subJect to Rule 17a 5 promulgated by the Socuntics and Exchange Commission (17 C F R §240.17a-5, Reports to be made by certain brokers and dealers'). This Exompt1on Report wa5 prepared as required by 17 C.F.R §240.17a 5(d)(1) and (4) To tho best of its knowledge and belief, the Company states the following·

( 1) The Company does not claim an exemption under paragraph (k) of 17 C F.R. § 240. 15c3- 3, and

(2) The Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240 17a-5 because the Company hm1ts its business activities oxclus1voly to (1) effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company: (2) receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients, referring securities transactions to other broker-dealers, or providing technology or platform services; and/or (3) participating in distributions of securities (other than firm commitment underwritings) in accordance with the requirements of paragraphs (a) or (b **)(2)** of Rule 15c2-4; and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b **)(2)** of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not lo the Company); (2) did not carry accounts of or for customers; and (3) did not carry PAS accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

Stoneliving Securities, LLC

I, Stephen Miler;s ar (or affirm) that, to my best knowledge and belief, this Exemption Report is true a co reel.

Title: CEO

May 19, 2025


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