# APTO PARTNERS, LLC X-17A-5 (2026-04-03) — Broker-dealer annual report - Company: APTO PARTNERS, LLC - Form: X-17A-5 - Filed: 2026-04-03 - Period: 2025-12-31 - Accession: 0001506347-26-000004 - CIK: 1506347 - File #: 8-68746 - Type: Broker-dealer - Material weakness: No - Auditor: JVA Accountants & Advisors LLC - Auditor location: Denville, NJ - Contact: Juan Espinosa - Phone: 9735436600 - Website: jvaftrm.com - Signed by: Juan D. Espinosa (President & CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1506347/000150634726000004/Apto_Partners_public.pdf --- {0}------------------------------------------------ ## ''PUBLIG'' UNITED STATES SECURITIES AND EXCHANGE COMN4ISSION Washington, D.C.20549 OMB Number:3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: l2 ## ANNUAL REPORTS; FORM X.17A.5 PART III SEC FILE NUMBER 8-68746 FACING PAGE fnformation Required Pursuant to Rules L7a-5, L7a-12, and L8a-7 under the Securities Exchange Act of 1934 | FILING FoR rHE pERroD BEGTNNTNG 01101125 | | | AI\D ENDING | | 12t31t25 | |---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------|------------------------------------------------------------|-------------|--------------------------|------------| | | | MM/DD/YY | | | MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | NAME OF FIRM: | | APTO PARTNERS, LLC | | | | | TYPE OF REGISTRANT (check all applicable boxes):
E Broker-dealer E Security-based swap dealer ! Major security-based swap participant
! Check here if respondent is also an OTC derivatives dealer
ADDRESS OF PRINCIPAL PLACE OF BUSTNESS: (Do not use a p.O. box no.) | | | | | | | | | 5 Cold Hill Road South, Suite 11 | | | | | | | (No. and Street) | | | | | Mendham | NJ | | | | 07945 | | (City) | | | | | (zip code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | Juan Espinosa | | 973-543-6600 | | i nfo@aptopa rtners. com | | | | (Area Code - Telephone Number) | | | (EmailAddress) | | | | | B. ACCOU NTANT I DENTI FICA]'ION | | | | | INDEPENDENT PUBLIc AccoUNTANT whose reports are contained in this filing* | | JVA Accountants & Advisors | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | 15 Broadway | | Denville | | NJ | 07834 | | (Address) | | (city) | | (State) | (Zip Code) | | 10119t10 | | | 5288 | | | | | | | | | Number, if | | | | FOR OFFICIAL USE ONLY | | | | | x Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public
accountantmustbesupportedbyastatementoffactsandcircumstancesreliedonasthebasisoftheexemption. | | | | | See17 | CFR 240.17a-5(e)(1)(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 OMB control number. {1}------------------------------------------------ #### OATH OR AFFIRMATIOI{ | l, | swear (or affirm) that, to the best | |------------------------------------|------------------------------------------------------------------------------------------| | JUAN D. ESPTNOSA | of my knowledge and beliel the | | financial report pertaining to the | APTO PARTNERS. LLC | | firm of | as of | | DECEMBER 31 | uzc
is true and correct. I further swear (or affirm) that neither the company nor any | partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer. #,-l-/f otp\*- 3br/4 #### This filing\*\* contains (check all applicable boxes): - = (a) Statement of financial condition, - = (b) Notes to consolidated statement of financial condition. - ! (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in 5 210, j.-02 of Regulation S-X). - n (d) Statement of cash flows. - n (e) statement of changes in stockholders' or partners' or sole proprietor's equity. - ! (f) Statement of changes in liabilities subordinated to claims of creditors, - n (g) Notes to consolidated financial statements, - n (h) Computation of net capital under 17 CFR24}.t5c3-1 or 17 CFR 24O.tBa-L, as applicable. - n (i)Computation of tangible net worth under 17 CFR 240.18a-2, - n fi) Computation for determination of custorfier reserve requirements pursuant to Exhibit A to 1.7 CFR 240.15c3-3, - n (k) Computation for determin ation of security-based swap resefve req uirr:ments pu rsuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable, - ! (l) Computation for Determination of PAB Requirements under Exhibit A to 5 240.15c3-3. - ! (m) Information relating to possession or control requirements for custorners under L7 CFR 240,15c3-3. - ! (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(21 or t7 CFR 240.18a-4, as applicabte. - ! (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240'75c3-I, t7 CFR 240.18a-!, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or t7 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - ! (p) Summary of financial data for subsidiaries not consolidated in the stat(]ment of financial condition, - = (q) Oath or affirmation in accordance with 17 CFR 240.17a-5 , 17 CFR 24O.I7a-!2, or 17 CFR 240.18a-7, as applicable, ! (r) Compliance report in accordance with 17 CFR240.t7a-5 or 17 CFR 240.t8a-7, as applicable. - - n (s) Exemption report in accordancewith 17 CFR 240.17a-5 or 17 CFR 240.1.8a-7, as applicable. - = (t) Independent public accountant's report based on an examination of the statement of financial condition. - ! (u) Independent public accountant's report based on an examination of the financia I report or financial statements u nder 17 CFR 240.17a-5, 17 CFR 240.t8a-7, or 17 CFR 240.I7a-I2, as applicable. - ! (v) Independent pu blic accou nta nt's report based on a n examination of certain statements in the compliance report u nder 17 CFR 240,17a-5 or 17 CFR 240.I8a-7, as applicable. - n (w) lndependent public accountant's report based on a review of the exemption report under 17 CFR24}.t7a-5 or 17 CFR 240.78a-7, as appl ica ble. - n (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240,15c3 -te or 17 CFR 240.I7a-I2, as applicable, - tr (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 CFR24O.t7a-12(k), - ! (z) Other: - \*\*To request confidentiol treotment of ceftoin portions of this fiting, see 77 CFR 240.17s-5(e)(3) or 17 CFR 240.18o-7(d)(2), os applicable. BEEJAIMATEE CHHANGUH NOTARY PUBLIC OF NEW JEFISEY My Comnrission Expires March 11, 2029 tD# 50219664 {2}------------------------------------------------ # APTO PARTNERS, LLG ## STATEMENT OF FINANCIAL CONDITION DECEMBER 31 ,2025 FILED PURSUANT To RULE 17a-5(e)(3) oF THE sEcuRtIES AND EXCHANGE ACT OF 1934 AS A PUBLIC DOCUMENT {3}------------------------------------------------ # APTO PARTNERS. LLC December 31 , 2025 ## Table of Contents | Report of Independent Registered public Accounting Firm | ,,1 | |---------------------------------------------------------|-------| | Financial Statement: | | | Statement of Financial Condition | 2 | | Notes to Financial Statements | ,,3_6 | {4}------------------------------------------------ Joseph Velocci, CPA, CGMA Anthony Velor:ci, CPA Nancy Colucco, CPA Cassia DeFrank. CpA ![](_page_4_Picture_1.jpeg) Licensed in: New Jerrsey Floriria ' Brtildn tli Yc:i tr l:: r ttr tr t:' ## REPORT OF INDEPENDENT REGISTERED PIJ,BLIC ACCOUNTING FIRM To the Member of Apto portners, LLC Mendham, New Jersey #### Opinion on the Financial Statements We hc)ve qudited the occompanying statement of finonciql condition of Apto partners, LLC (o New Jersey Limited Liobility Company) as of December 3L, 2025 and the relqted notes. ln our opinion, the statement of financial condition and related notes referred to qbove present foirly, in ql! moterial respects, the financiot position of Apto Portners, LLC as of December j1, 2025, in occordonce with accounting principles generolly accepted in thet United Sfofes of America. ### Bosis for Opinion The stotement of finoncial condition ond relqted notes are tihe responsibility of Apto partn,zrs, LLC's management. Our responsibility is to express on opinion on Aptc, Portners, LLC's stotement of financiol condition ond reloted notes based on our audit. We are o public accounting firm regi.stered with the public Company Accounting oversight Board (United Stotes) (PCA)B) ond ore required to be independent with respect to Apto Partners, LLC in accordonce with lJ.S. federal securities laws and the opplicoble rules and regulations of l'he securities and Exchonge commission and the pcAoB. We conducted our qudit in occordance with the stqndards of the PCAOB. Those :;tandords require that we plon and perform the audit to obtqin reasonable assurance about whether the stotement of financial condition and relqted notes ore free of material misstatement, wt,,ether clue to error or fraud. Ctur oudit included performing procedures to ossess the risks of moterial mis:;tatement of the statement of finoncial condition qnd related notes, whether due to error or fraud, ond perfctrming procedures that respond to those risks' Such procedures include examining, on o test basis, evidence regarding the omounts and disclasures in the statement of financiol condition and reloted notes. our oudit ttlso inctuded evoluating the occounting principles used ond significont estimates mode by manogemen1 as well as evaluating the overall presentotion of the statementof financiol condition ond reloted notes. We believe that our oudit provicles a reosonable bosis for our opinion. We hove served as Apto Portners, LLC's auditor since 201g. # JVA Aoutuntatqty & Adnhorv Certified Pu blic Accou ntonts Pslm Beoch Gardens, FL Morch 23,2026 > PHoNE: (561)867-0345 I stoo PGA BoULEVARD, sutrE 309. pALM BEACH GARDENS, FL:33418 pHoNE: (973)620\_9607 | rs eRonowAy. D,ENV|LLE, NJ 07834 PHONE: (973)810-4210 I 54 MAIN STREET SUITE 101 . SUCCASUNNA, NJ 07876 PHoNE: (973) 81 0-4210 | + untru srREET, po Box 2114 . BRANCHVTLLE, NJ 07826 www.JVAFtRM.COM I WWW.JVAFilRMFL.COM {5}------------------------------------------------ # APTO PARTNERS, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31 ,2025 ASSETS | Cash
Receivables from broker-dealers
Securities owned, at fair value
Fixed assets, net | \$ | 34,791
1;210,666
10i064,966
178,400 | |-------------------------------------------------------------------------------------------------|---------|----------------------------------------------| | TOTAL ASSETS | \$
: | 11;488.823 | | LIABILITIES | | | | Accounts payable and accrued expenses | | | | TOTAL LIABILITIES | | | | MEMBER'S EQUITY | | | | TOTAL MEMBER'S EQUITY | | 11i475,083 | | TOTAL LIABILITIES AND MEMBER'S EQUITY | | | {6}------------------------------------------------ # APTO PARTNERS, LLC NOTES TO FINANCIAL STATEMENTS DECEMBER 31 ,2Q125 #### 1. ORGANIZATION AND NATURE OF BUSINESS Apto Partners, LLC (the "Company") is a securities broker-dealer registered with the Securities gnd Exchange Commission ("SEC") and is a member of Financial Industry Regulatory Authority ("FlNRA"). The Cornpany conducts business as an introducing broker-dealer and clears all transiactions through a clearing organization on a fully disclosed basis. The Company is a State of New Jersey Limited Liability Company #### 2. SIGNIFICANT ACCOUNTING POLICIES #### Basis of Presentation The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). #### Use of Estimates The preparation of financial statements in conformity with GMP requires management to make elstimates and assumptions that atfect the reported amounts of assets and liabilities iand disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. #### Revenue from Gontracts with Customers Revenue from contracts with customers includes fees from investrnent banking 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 revenud based on the appropriate measure of the Company's progress under the contract; whether revenue should be presented gross or net of certain costs, and whether constraints on variable consideration should be applied due to uncertain future events. The Company undenrvrites securities for business entities that want to raise funds through a sale of securities. Revenues are earned from fees arising from securities offerings in which the Company acts as an undenrvriter. Undenuriting fees are the major source of revenue. Revenue is recognized on the trade date (the date on which the Company purchases the securities from the issuer) for the portion the Company is contracted to buy. The Company believes that the trade date is the appropriate point in time to recognize revenue for securitiei undenuriting transactions as there are no significant actions which the Company needs to take subsequent to this date and the issuer obtains the control and benefit of the capital markerts offering at that point. Underwriting costs that are deferred under the guidance in FASB ASC 940-340-25-3 are recognized in expense at the time the related revenues are recorded. In the event that transactions are not completed and the securities are not issued, the Company immediately expenses those costs, #### Fixed Agsets, Net Fixed assets are recorded at historical cost, net of accumulated depreciation. Depreciation is cqlculated on a straight-line basis over their economic useful lives, generally from threr-. to thirty-nine years. {7}------------------------------------------------ #### Income Taxes The Company is treated as a sole proprietorship for federal income tax purposes and does not incur income taxes. Instead its earnings and losses are passed through to its member and taxed depending on the personal tax situation. Accordingly, the financial statements do not reflect a provision from income taxes. Distributions were primarily used to meet member's income tax obligations. At December 31,2025, there were no significant income tax uncertainties that woulcl require finalcial staremenr recognition. In addition, no interest or penalties were recorded, #### Fair Value Measurements The Company records the fair value of certain financial assets ancl liabilities on a recurring basis. The accounting standard for fair value provides a hierarchy to measure ther quality and reliability of the infrcrmation used to determine fair values. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the rneasurement date. Financial assets and liabilities carried at fair value will be classified and disclosed in one of the following three categories: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level I that are observable, either directly or indirectly, such ias quoted prices tbr similar assets or liabilities, quoted prices in the markets that are not active; or other inputs that are observable or can De corroborated by observable market data for substantially the full term rcf the assets or liabilities, Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to tire fair value of the assets or liabilities. At December 31, 2025, all securities owned, which consists of cor;corate obligations and mutual funds, were valued using Level 1 inputs. #### Receivables/Payables to Broker-Dealers Payables to broker-dealers represents netted trading profiUloss, interest income/expense, clearing charges, margin securities, and deposits with the clearing organization. The Company is required to maintain certain deposit amounts with the clearing organization depending on its clearing activities and as pursuant to the clearing agreement. At December 31,2025, the company's required deposit vvas 9100,000. #### Cash and Cash Equivalents The Company considers cash and cash equivalents amounts in dermand deposit accounts at varircus financial institutions, investments in money market funds, and highly liquid investments, with original maturities of less than ninety (90) days, which are not held for sale in the ordinarv course of brusiness. #### Segment Reporting The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, including investment banking, principal transactions, and agency transactions. The Company has identified its Chief Executive Officer as the chief operating decision maker ("CODM"), who uses net income to evaluate the retults of the business and manage the Comparny. Additionally, the CODM uses excess net capital (see Note 5), which is not a measure of profit and loss, to maker operational decisions while maintaininq capital adequacy. The Company's operations constitute a single operating segment and therefore, a single repoftable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies. The measure of segment assets is reponted on the statement of financial condition as total assets. #### Subsequent Events The Company has evaluated events and transactions that occurred between January 1,2026 and March 23, 2026, which is the date the financial statements were to be issued, for possible disclosure and recognition in the financial statements. {8}------------------------------------------------ #### 3. CONCENTRATIONS OF CREDIT RISK The company at times during operations has cash deposits that exceed g2oo,o00 in one account in individual banks. The Federal Deposit Insurance Corporation ("FD|C") insures only the first \$250,000 in member banks. At December 31,2025, the Company had no uninsured cash balance. #### 4. FIXED ASSETS, NET Fixed assets, net consisted of the following: | Land | | |-------------------------------|--| | Buildings | | | Equipment | | | | | | Less accumulated depreciation | | | Fixed assets, net | | #### 5. NET CAPITAL REQUIREMENTS The Company is subject to the Securities and Exchange Commissiion Uniform Net Capital Rule (ISEC 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 . At December 31 , 2025, the Company had netcapitalof\$10,134,957whichwas\$l0,034,g5Tinexcessofitsrequirednetcapitalof\$100,000, ll-he Company's ratio of aggregate indebtedness to net capital was 0.0014 to 1. #### 6. RULE't5c3-3 EXEMPTION The Company is exempt from the provisions of Part 240 Rule 15ci)-3 of the Securities Exchange Act of 1934 under paragraph (kX2Xii) in that the Company as an introducing brokerr or dealer clears all transactions with and for customers on a fully disclosed basis with a clearing agent, and promptly transmits all customer funds and securities to the clearing agent who carries all of the accounts of such customers and maintains and preserves such books and records pertaining thereto pursuant to the requirements as are customarily made and kept by clearing agent. #### 7. COMMITMENTS AND CONTINGENCIES #### Litiqation The Company, as part of doing business, may from time to time br; involved in legal matters. In the opinion of management and after consultation with legal counsel, there are no matters, alone or in the aggregate, that are considered to be material to the financial statements. #### Investment Banking In the normal course of business, the Company enters into undenruriting commitments. Transactions relating to such undenrvriting commitments that were open at December 31, 2021i, and were subsequently settled had no material effect on the financial statements as of that date. {9}------------------------------------------------ #### 8. OFF.BALANCE SHEET RISK As a securities broker-dealer, the Company is engaged in various trading and brokerage activities, on an agency and principal basis, in which counterparties primarily include broker-dealers, banks and other financial institutions. The Company's exposure to off-balance sheet credit risk occurs if a customer, clearing agent or counterparty does not fulfill their obligations arising from a transaction. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.