# PHILOSMITH SECURITIES LLC X-17A-5 (2022-02-23) — Broker-dealer annual report - Company: PHILOSMITH SECURITIES LLC - Form: X-17A-5 - Filed: 2022-02-23 - Period: 2021-12-31 - Accession: 0001650211-22-000003 - CIK: 1650211 - File #: 8-69669 - Type: Broker-dealer - Material weakness: No - Auditor: Grassi & Co., CPA's - Auditor location: New York, NY - Contact: Edward Cohen - Phone: 2035576070 - Email: mogrady@philosmith.com - Website: philosmith.com - Signed by: Michele O'Grady (President) Original filing: https://www.sec.gov/Archives/edgar/data/1650211/000165021122000003/sfcpublic.pdf --- {0}------------------------------------------------ ### PHILOSMITH SECURITIES, LLC PHILOSMITH SECURITIES, LLC ### STATEMENT OF FINANCIAL CONDITION AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM STATEMENT OF FINANCIAL CONDITION AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM DECEMBER 31, 2021 DECEMBER 31, 2021 {1}------------------------------------------------ "N'TEDSTATES OMEmiZSZZZSEEEB SECURITIES AND EXCHANGE COMMISSION Expires: Oct. 3'1, 2023 Washington, D.C. 20549 Estimated average burden "N'TEDSTATES OMEaitZZZ'SL'iég SECURITIES AND EXCHANGE COMMISSION Expires: Oct 3'1, 2023 Washington, D.C. 20549 Estimated average burden hours per response: 12 hours per response: 12 # FORM X—17A—5 PART III FORM X-17A-5 PART III | SEC FILE NUMBER | | |-----------------|--| | | | FACING PAGE FACING PAGE Information Required Pursuant to Rules 17a~5, 173—12, and 18a-7 under the Securities Exchange Act of 1934 Information Required Pursuant to Rules 17a-5, 173-12, and 18a-7 under the Securities Exchange Act of 1934 | FILING
FOR
THE
PERIOD
BEGINNING
FILING
BEGINNING
FOR
THE
PERIOD | 01/01/21
01/01/21
MM/DD/YY
MM/DD/YY | AND
ENDING
AND
ENDING | 12/31/21
12/31/21
MM/DD/YY
MM/DD/YY | | |---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------|------| | | A.
A.
REGISTRANT
REGISTRANT
IDENTIFICATION
IDENTIFICATION | | | | | NAME
OF
PhiloSmith
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PhiloSmIth
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LLC
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Stamford | CT
CT | | 06901
06901 | | | (City)
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(Zip
Code) | | | PERSON
TO
CONTACT
WITH
REGARD
WITH
TO
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PERSON | TO
THIS
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TO
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FILING | | | | | Michele
O'Grady
Michele
C.
O'Grady
C. | (203)
348-7365
(203)
348-7365 | | mogrady@philosmith.com
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public | | CFR 240.17a—5(e)(1)(ii), if applicable. 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 controlnumber. 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. {2}------------------------------------------------ ### OATH 0R AFFIRMATION OATH OR AFFIRMATION | I,
Michele
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My | i | ### This filing\*\* contains (check all applicable boxes): This filing" contains (check all applicable boxes): - (a) Statement of financial condition. £2 (a) Statement offinancial condition. - (b) Notes to consolidated statement of financial condition. E (b) Notes to consolidated statement of financial condition. - (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). D (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1—02 of Regulation SwX). - (d) Statement of cash flows. El (d) Statement of cash flows. - (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. El (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - (f) Statement of changes in liabilities subordinated to claims of creditors. Ci (f) Statement of changes in liabilities subordinated to claims of creditors. - (g) Notes to consolidated financial statements. El (3) Notes to consolidated financial statements. - (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. Ci (h) Computation of net capital under 17 CFR 240.15c3~1 or 17 CFR 240.183-1, as applicable. - (i) Computation of tangible net worth under 17 CFR 240.18a-2. D (i) Computation of tangible net worth under 17 CFR 240.18a-2. - (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3—3. C] (J) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3«3 or Exhibit A to 17 CFR 240.18a-4, as applicable. E] (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. - (l) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. El (l) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - (m) information relating to possession or control requirements for customers under 17 CFR 240.15c3—3. [I (m) information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - (n) Information relating to possession or control requirements for security—based swap customers under 17 CFR 240.15c3~3(p)(2) or 17 CFR 240.18a-4, as applicable. 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. - (0) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a 1, or 17 CFR 240.18a—2, as applicable, and the reserve requirements under 17 CFR 240. 15c3-3 or 17 CFR 240. 18a-4, as applicable, if material differences exist, or a statement that no material differences exist. applicable. El DEID DDDDDDDD DEE El El El El l] DECIDED El (0) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a~1, or 17 CFR 240.18a—2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences . exist. - (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - (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. (q) Oath or affirmation in accordance with 17 CFR 240.173—5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - (r) Compliance report in accordance with 17 CFR 240.173-5 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. - (5) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. (5) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a—7, as applicable. - (t) Independent public accountant's report based on an examination of the statement of financial condition. (t) Independent public accountant's report based on an examination of the statement of financial condition. - (u) independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.173-12, as applicable. (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. DE! El Ell] HEEL-JED - (v) lndependent 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. (v) independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240. 18a-7, as applicable. - (w) Independent public accountant'3 report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240. 18a—7, as applicable. (w) Independent public accountant's report based on a review of the exemption reportunder 17 CFR 240.17a-5 or 17 CFR 240. 18a-7, as applicable. - (x) Supplemental reports on applying agreed—upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable. (x) Supplemental reports on applying agreed—upon procedures, in accordance with 17 CFR 240.15c3—1e or 17 CFR 240.17a-12, as applicable. - (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). (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). - (2) Other: (2) Other: - "To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a~5(e)(3) or 17 CFR 240.180—7ld)(2), as \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.170-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable. {3}------------------------------------------------ # PHILOSMITH SECURITIES, LLC TABLE OF CONTENTS DECEMBER 31,, 2021 PHILOSMITH SECURITIES, LLC TABLE OF CONTENTS DECEMBER 31, 2021 | Page
Number
Page | | |------------------------|--------| | 1
1 | | | | | | 2
2 | | | 3-5
3~5 | | | | Number | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) ### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To The Managing Member of PhiloSmith Securities, LLC To The Managing Member of PhiloSmith Securities, LLC ### Opinion on the Financial Statement Opinion on the Financial Statement We have audited the accompanying statement of financial condition of PhiloSmith Securities, LLC (the "Company") as of December 31, 2021, and the related notes (collectively referred to as the "financial statement"). In ouropinion, the statement of financial condition presents fairly, in all material respects, the financial position of PhiloSmith Securities, LLC as of December 31, 2021 in conformity with accounting principles generally accepted in the United States of America. We have audited the accompanying statement of financial condition of PhiloSmith Securities, LLC (the "Company") , as of December 31. 2021, and the related notes (collectively referred to as the "financial statement"). In our opinion, i the statement of financial condition presents fairly, in all material respects, the financial position of PhiloSmith 1 Securities, LLC as of December 31, 2021 in conformity with accounting principles generally accepted in the United l States of America. ' ### fiasis for Opinion 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 US. federal securities laws and the applicable rules and regulations of the US. Securities and Exchange Commission ("SEC") and the PCAOB. 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 ouraudit. 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 US. federal securities laws and the applicable rules and regulations of the US. Securities and Exchange Commission ("SEC") and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial 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 financial statement presentation. We believe thatour audit provides a reasonable basis for our opinion. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether clue 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 financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. mar cop/OAS, P.C. met age/3A5, P.C. GRASSI & CO., CPAs, P.C. GRASSI & 00., CPAs, P.C. We have served as PhiloSmith Securities, LLC's auditors since 2017. We have served as PhiloSmith Securities, LLC's auditors since 2017. New York, New York February 23, 2022 New York, New York February 23, 2022 ![](_page_4_Picture_12.jpeg) {5}------------------------------------------------ ### PHILOSMITH SECURITIES, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2021 PHILOSMITH SECURITIES, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2021 ### ASSETS ASSETS | Cash
and
cash
equivalents
equivalents
Cash
and
cash | \$
70,515
70,515
\$ | |--------------------------------------------------------------------------|------------------------------| | Contract
Contract
assets
assets | 970,000
970,000 | | Prepaid
Prepaid
expenses
expenses | 580
580 | | Total
Total
Assets
Assets | 04
\$1,041,095
1 | ### LIABILITIES AND MEMBER'S EQUITY LIABILITIES AND MEMBER'S EQUITY | \$
21,947
21,947
3; | | |------------------------------|---| | 21,947
21
,947 | | | 1,019,148
1,019,148 | | | £1,041,095 | | | | M | The accompanying notes are an integral part ofthis financial statement. The accompanying notes are an integral part ofthis financial statement. {6}------------------------------------------------ # PHILOSMITH SECURITIES, LLC NOTES TO FINANCIAL STATEMENT DECEMBER 31, 2021 PHILOSMITH SECURITIES, LLC NOTES TO FINANCIAL STATEMENT DECEMBER 31,2021 # Note 1 - Organization and Nature ofBusiness: Note 1 - Organization and Nature ofBusiness: PhiloSmith Securities, LLC (the "Company") is a Limited Liability Company organized under the laws ofDelaware. The Company is a wholly-owned subsidiary ofPhilo Smith Capital Corporation, a US.Corporation (the "Parent"). The Company is a broker-dealer registered with the US.Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). Its business is to introduce and advise to stock and mutual insurance companies as well as other financial services companies in mergers, consolidation or business combination, acquisition, sale, purchase, divestiture or distribution, mutual company affiliations, valuations, fairness opinions, equity and debt financing and strategic planning. PhiloSmith Securities, LLC (the "Company") is a Limited Liability Company organized under the laws ofDelaware. The Company is a wholly-owned subsidiary ofPhilo Smith Capital Corporation, a US. Corporation (the "Parent"). The Company is a broker-dealer registered with the US. Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). Its business is to introduce and advise to stock and mutual insurance companies as well as other financial services companies in mergers, consolidation or business combination, acquisition, sale, purchase, divestiture or distribution, mutual company affiliations, valuations, fairness opinions, equity and debt financing and strategic planning. #### Note 2 -- Summary of Significant Accounting Policies: Note 2 -Summa\_ry of Significant Accounting Policies: (a) Basis ofPresentation: (a) Basis ofPresentation: > The accompanying financial statement is presented in conformity with accounting principles generally accepted in the United States ofAmerica ("US GAAP"). The accompanying financial statement is presented in conformity with accounting principles generally accepted in the United States ofAmerica ("US GAAP"). (b) Use ofEstimates: (b) Use ofEstimates: > The preparation of the financial statement in conformity with US. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date ofthe financial statements. Actual results could differ from these estimates. The preparation of the financial statement in conformity with US. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date ofthe financial statements. Actual results could differ from these estimates. (0) Cash and Cash Equivalents: (c) Cash and Cash Equivalents: > The Company considers all highly liquid debt instruments with a maturity ofthree months or less when purchased to be a cash equivalent. The Company's cash is held at a financial institution which has Federal Deposit Insurance Corporation ("FDIC") coverage. The Company's cash held at the financial institution may, at times, exceed FDIC covered amounts. The Company considers all highly liquid debt instruments with a maturity ofthree months or less when purchased to be a cash equivalent. The Company's cash is held at a financial institution which has Federal Deposit Insurance Corporation ("FDIC") coverage. The Company's cash held at the financial institution may, at times, exceed FDIC covered amounts. ### (d) Contract Assets and Deferred Revenue: (d) Contract Assets and Deferred Revenue: Contract assets are recorded for those parts ofthe contract consideration not yet invoiced, but for which the performance obligations are completed. Deferred revenue (contract liabilities) represents billings or payments received in advance ofrevenue recognition and are recognized upon transfer of control. There were no deferred revenue billings or payments at December 31, 2021. Contract assets are recorded for those parts ofthe contract consideration not yet invoiced, but for which the performance obligations are completed. Deferred revenue (contract liabilities) represents billings or payments received in advance ofrevenue recognition and are recognized upon transfer of control. There were no deferred revenue billings or payments at December 31, 2021. {7}------------------------------------------------ # PHILOSMITH SECURITIES, LLC NOTES TO FINANCIAL STATEMENT DECEMBER 31, 2021 PHILOSMITH SECURITIES, LLC NOTES TO FINANCIAL STATEMENT DECEMBER 31,2021 #### Note 2 - Summary of Significant Accounting Policies (continued): Note 2 -Summary of Significant Accounting Policies {continued}: # (e) Income Tax Policy: (e) Income Tax Policy: As a limited liability company, the Company has elected to be treated as a partnership under the provisions of the Internal Revenue Code ("IRC"). Under those provisions, the Company is not required to pay federal or state income taxes on its taxable income. Instead, the Company's Parent is liable for federal and state income taxes on its share of the Company's taxable income. As a limited liability company, the Company has elected to be treated as a partnership under the provisions of the Internal Revenue Code ("IRC"). Under those provisions, the Company is not required to pay federal or state income taxes on its taxable income. Instead, the Company's Parent is liable for federal and state income taxes on its share of the Company's taxable income. US. GAAP requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company's tax returns to determine whether the tax positions are more-like-than-not to be sustained upon examination by the applicable tax authority, based on the technical merits of the tax position. Management believes that any such positions would be immaterial to the overall financial statement. ' US. GAAP requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company's tax returns to determine whether the tax positions are more-like-than—not to be sustained upon examination by the applicable tax authority, based on the technical merits of the tax position. Management believes that any such positions would be immaterial to the overall financial statement. # Note 3 — Net Capital Requirements: Note 3 - Net Capital Requirements: As a member of FINRA, the Company is subject to the SEC 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, should not exceed 15 to 1, subject to a minimum net capital requirement of \$5,000. As of December 31, 2020, the Company had net capital of \$48,568, which was \$43,568 in excess of its required net capital. The Company's net capital ratio was 0.33 to 1. As a member of FINRA, the Company is subject to the SEC 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, should not exceed 15 to 1, subject to a minimum net capital requirement of \$5,000. As of December 31, 2020, the Company had net capital of \$48,568, which was \$43,568 in excess of its required net capital. The Company's net capital ratio was 0.33 to 1. # Note 4 — Rule 1503-3 Exemption: Note 4 -Rule 15c3-3 Exemption: The Company does notclaim an exemption of 17 CPR. §1503-3 (k) and stated that the Company is filing the Exemption Report relying on Footnote 74 ofthe SEC Release No. 34—70073 adopting amendments to 17 CPR. §240.17a-5 because the Company limits its business activities exclusively to receiving transaction-based compensation foridentifying potential merger and acquisition opportunities for clients, and the Company (i) did not directly or indirectly receive, hold, or otherwise owe funds orsecurities for or to customers; (ii) did not carry accounts of or for customers; and (iii) did not carry PAB accounts (as defined in Rule 1503-3) throughout the most recent fiscal year without exception. The Company had no exceptions under Rule 1503-3 throughout the year ended December 31, 2021. The Company does not claim an exemption of 17 C.F.R. §15c3-3(k) and stated that the Company is filing the Exemption Report relying on Footnote 74 ofthe SEC Release No. 34-70073 adopting amendments to 17 C.F.R. §240.17a—5 because the Company limits its business activities exclusively to receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients, and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for orto customers; (ii) did not carry accounts of or for customers; and (iii) did not carry PAB accounts (as defined in Rule 1503-3) throughout the most recent fiscal year without exception. The Company had no exceptions under Rule 1503-3 throughout the year ended December 31, 2021. {8}------------------------------------------------ # PHILOSMITH SECURITIES, LLC NOTES TO FINANCIAL STATEMENT DECEMBER 31, 2021 PHILOSMITH SECURITIES, LLC NOTES TO FINANCIAL STATEMENT DECEMBER 31, 2021 ### Note 5 -Related Party Transactions: Note 5 -Related Partv Transactions: The Company entered into an expense sharing agreement with the Parent whereby the Parent would provide certain services required by the Company to operate its business, including employee compensation and benefits, office facilities and services. The Company entered into an expense sharing agreement with the Parent whereby the Parent would provide certain services required by the Company to operate its business, including employee compensation and benefits, office facilities and services. # Note 6 ~ Risk and Uncertainties - COVID-l9: Note 6 ~ Risk and Uncertainties - COVID-19: The pandemic caused by the spread of COVID-l9 has impacted most countries, communities, and markets. The extent to which the COVID-l9 pandemic may impact the Company's financial condition, liquidity, results of operations, or prospects, will depend on numerous evolving factors that are out ofthe Company's control and are not able to be predicted at this time. The pandemic caused by the spread ofCOVID—l9 has impacted most countries, communities, and markets. The extent to which the COVID-19 pandemic may impact the Company's financial condition, liquidity, results of operations, or prospects, will depend on numerous evolving factors that are out ofthe Company's control and are not able to be predicted at this time. ### Note 7 Indemnifications: Note 7 -Indemnifications: In the normal course of its business, the Company indemnifies and guarantees certain service providers against specified potential losses in connection with their acting as an agent or providing services to the Company. The maximum potential amount of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes that it is unlikely it will have to make material payments under these arrangements and has not recorded any contingent liability in the financial statement for these indemnifications. In the normal course of its business, the Company indemnifies and guarantees certain service providers against specified potential losses in connection with their acting as an agent or providing services to the Company. The maximum potential amount of future payments that the Company could be required to make under these indenmifications cannot be estimated. However, the Company believes that it is unlikely it will have to make material payments under these arrangements and has not recorded any contingent liability in the financial statement for these indemnifications. ### Note 8 - Subsequent Events: Note 8 - Subsequent Events: The Company has evaluated subsequent events after December 31, 2021 through February 23, 2022, the date thatthe financial statement was considered available to be issued. During this period, there were no subsequent events requiring disclosure. The Company has evaluated subsequent events afterDecember 31, 2021 through February 23, 2022, the date that the financial statement was considered available to be issued. During this period, there were no subsequent events requiring disclosure. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.