# EQUITYZEN SECURITIES LLC X-17A-5 (2025-03-26) — Broker-dealer annual report - Company: EQUITYZEN SECURITIES LLC - Form: X-17A-5 - Filed: 2025-03-26 - Period: 2024-12-31 - Accession: 0001655327-25-000001 - CIK: 1655327 - File #: 8-69689 - Type: Broker-dealer - Material weakness: No - Auditor: Citrin Cooperman and Company,LLP - Auditor location: New York, NY - Contact: Pascal Roche - Phone: 2127514422 - Email: pascal.roche@equityzen.com - Website: equityzen.com - Signed by: Philip Haslett (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1655327/000165532725000001/ezs.pdf --- {0}------------------------------------------------ # **EquityZen Securities LLC** STATEMENT OF FINANCIAL CONDITION (With Report of Independent Registered Public Accounting Firm Therein) DECEMBER 31, 2024 {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** 0MB APPROVAL 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 | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | FACING PAGE | | | | |---------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------|----|-----------------------------------------|---------------------------------------------| | | | | | | | FILING FOR THE PERIOD BEGINNING O 1 /01 /24 | MM/DD/YY | | | AND ENDING _1_2_/3_1_/_20_2_4_
MM/DD/YY | | | A. REGISTRANT IDENTIFICATION | | | | | | | | | | | NAMEOFFIRM: | Equity Zen Securities LLC | | | | | TYPE OF REGISTRANT (check all applicable boxes):
C!l Broker-dealer
D Check here if respondent is also an OTC derivatives dealer | □ Security-based swap dealer | | □ Major security-based swap participant | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | | 30 Broad St. Suite 1200 | | | | | | | (No. and Street) | | | | | New York | | NY | | 10004 | | (City) | (State) | | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | Pascal Roche | 212 751 4422 | | | pascal.roche@equityzen.com | | (Name) | (Area Code - Telephone Number) | | (Email Address) | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | Citrin Cooperman & Company, LLP | | | | | | 50 Rockefeller Plaza | (Name - if individual, state last, first, and middle name)
New York | | NY | 10020 | | (Address) | (City) | | (State) | (Zip Code) | | | | | 2468 | | | l"
of Reg;stcatioo w;th PCAOB)(;f apphcable) | | | | (PCAOB Reg;strat;oo Nombec, ;f apphcable) I | | | FOR OFFICIAL USE ONLY | | | | | * Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public | | | | | accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(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.** {2}------------------------------------------------ | OATH OR AFFIRMATION | | | | |--------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------|--|--| | I. Phillip Haslett
sweat of a many a more was wear (or affirm) that, to the best of my knowledge and belief, the | | | | | financial report pertaining to the firm of EquityZen Securities, LLC | as of the manager of the master of as of | | | | 12/31
2 -24 | | | | | partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified soley | | | | | as that of a chat of a charge will a """,
OF NEW YORK | Signature: | | | | | Title: | | | | VOTARY PUBL | CEO | | | | Qualified in Kings County
QILA6427703
53
SSION EXP | | | | | 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 § 210.1-02 of Regulation S-X). | | | | | - (d) Statement of cash flows. | | | | | _ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. | | | | | [f (f) Statement of changes in liabilities subordinated to claims of creditors.
— (g) Notes to consolidated financial statements. | | | | | ا (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. | | | | | ال (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. | | | | | | | | | | Exhibit A to 17 CFR 240.18a-4, as applicable. | | | | | ال (I) 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. | | | | | (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. | | | | | _ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net | | | | | worth under 17 CFR 240.15c3-1, 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. | | | | | ച (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 240.18a-7, as applicable. | | | | - □ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | (s) 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. - | (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, 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's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | as applicable. - □ (y) Report describing any material inadequacies 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). - □ (z) Other: - \*\* To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable. {3}------------------------------------------------ #### **Report of Independent Registered Public Accounting Firm** #### **Financial Statement** | Statement of Financial Condition | | |----------------------------------|---| | Notes to Financial Statement | - | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) **Citrin Cooperman** & **Company, LLP** Certified Public Accountants 50 Rockefeller Plaza New York, NY 10020 **T** 212.697.1000 **F** 212.202.5107 citrincooperman.com ### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Board of Managers EquityZen Securities LLC #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of EquityZen Securities LLC as of December 31, 2024, 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 EquityZen Securities LLC as of December 31, 2024, in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of EquityZen Securities LLC's management. Our responsibility is to express an opinion on EquityZen Securities LLC'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 EquityZen Securities LLC 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. 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 EquityZen Securities LLC's auditor since 2019. New York, New York March 25, 2025 as Securities audi "Citrin Cooperman" is the brand under which Citrin Cooperman & Company, U .... P, a licensed independent CPA firm, and Citrin Cooperman Advisors ll .... C serve clients' business needs. 'lflc two firms operate as separate legal entities in an alternative practice structure. The entities of Citrin Cooperman & Company, LLP and Citrin Cooperman Advisors U .... C are independent member firms of the Moore North .America, Inc. (MNA) Association, which is itself a regional member of Moore Global Network Lmitcd (MGNL). All the firms associated with MNA are independently owned and managed entities. 'fheir membership in, or association with, MNA should not be construed as constituting or implying any partnership between them. {5}------------------------------------------------ ## EquityZen Securities LLC ## STATEMENT OF FINANCIAL CONDITION | | | December 31,
2024 | | |---------------------------------------|---|----------------------|--| | ASSETS | | | | | Cash | S | 2,860,023 | | | Accounts receivable | | 66,733 | | | Prepaid expenses and other assets | | 42,055 | | | Total assets | S | 2,968,811 | | | LIABILITIES AND MEMBER'S EQUITY | | | | | Accounts payable and accrued expenses | S | 176,044 | | | Due to related parties | | 153,803 | | | Deferred revenue | | 245,660 | | | Total liabilities | | 575,507 | | | Member's equity | | 2,393,304 | | | Total liabilities and member's equity | S | 2,968,811 | | The accompanying notes are an integral part of this financial statement. {6}------------------------------------------------ ## **NOTES TO FINANCIAL STATEMENT** #### **1. Nature of business** #### *Nature of Business* EquityZen Securities LLC (the "Company") is a Delaware limited liability company with its principal place of business in New York. The Company is wholly-owned by EquityZen Inc. (the "Parent"). The Company is registered as a broker-dealer with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company provides certain private placement advisory services, on a fee basis, to institutions and qualified individuals. The Company acts as placement agent in private placement transactions and also advises on structuring of private placement transactions. The Company is typically compensated on a fee-for-services basis, including a placement agent fee for the placement of securities. ### **2. Summary of significant accounting policies** #### *Basis of Presentation* The financial statement has been prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). #### *Use of Estimates* The preparation of the financial statement in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statement and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The Company's significant estimates include the allowance for credit losses. #### *Revenue Recognition* The Company recognizes revenue in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers. This guidance requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance requires an entity to follow a five step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation. #### *Placement Fees and Selling Fees* The Company enters into arrangements with individual customers or pooled investment vehicles to transact in private placements. The Company will receive placement fees and selling fees on these transactions and believes that its performance obligation is completed upon execution of the transaction documentation with its customers and as such is earned on the date control is transferred to a buyer. Revenue is recognized and considered earned at a specific point in time. {7}------------------------------------------------ ## **2. Summary of significant accounting policies (continued)** #### *ROFR Revenue* Some customers have agreements requiring them to first offer their shares to the other owners of the Company. The other owners have a set time period to buy the shares before the customer can offer their shares to outside investors. If the other owners exercise that right the Company earns a ROFR (right of first refusal) fee from the customer selling its shares. Revenue is recognized and considered earned at a specific point in time. **The** beginning and ending contract balances were as follows: | | December 31 , 2024 | | December 31 , 2023 | | |--------------------------|--------------------|---------|--------------------|----------| | Accounts receivable, net | \$ | 66,733 | \$ | 361 ,996 | | Deferred Revenues | | 245,660 | | | #### *Current Expected Credit Losses* FASB ASC Topic 326, Financial Instruments - Credit Losses, introduces a credit loss methodology, Current Expected Credit Losses (CECL), which requires earlier recognition of credit losses, while also providing additional transparency about credit risk. The CECL methodology utilizes a lifetime "expected credit loss" measurement objective for the recognition of credit losses for loans, held-to-maturity securities and other receivables at the time the financial asset is originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. The methodology replaces the multiple existing impairment methods in current U.S. GAAP, which generally require that a loss be incurred before it is recognized. The Company uses the account receivable aging method, for receivables from third parties, to determine the provision for its allowance of expected credit losses to calculate the net realizable value. For financial assets measured at amortized cost (e.g. cash and cash equivalents and accounts receivable, net), the Company makes an assessment of expected credit losses based on the nature and contractual life or expected life of the financial assets and historic and expected losses. #### *Income Taxes* The Company is considered, for its 2024 tax filings, a disregarded entity for federal income tax purposes and is, therefore, required to be treated as a division of its Parent company. The Company's earnings and losses are included in the Parent company's return and passed through to its members. The Company evaluates its uncertain tax positions under the provisions of FASB ASC Topic 740, Income Taxes ("ASC 740"). ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the benefit recognized and measured pursuant to the interpretation are referred to as "unrecognized tax benefits." {8}------------------------------------------------ ## **2. Summary of significant accounting policies (continued)** #### *Income Taxes (continued)* A liability is recognized (or amount of net operating loss carried forward or amount of tax refundable is reduced) for an unrecognized tax benefit because it represents an enterprise's potential future obligation to the taxing authority for a tax position that was not recognized as a result of applying the provisions of ASC 740. As of December 31, 2024, no liability for unrecognized tax benefits was required to be recorded. #### *Leases* In accordance with FASB ASC Topic 842, Leases ("ASC 842"), the Company accounts for its rent included in the service agreement as an operating lease using the practical expedients permitted under ASC 842. The Company defines a short-term lease as a lease that, at the commencement date, has a lease term of 12 months or less and does not contain an option to purchase the underlying asset that the lessee is reasonably certain to exercise. Variable lease payments are recognized in the period in which the obligation is incurred. For 2024, the Company's lease obligations are deemed to be short-term and variable. #### *Recently Adopted Accounting Pronouncements* In accordance with FASB ASC Topic 280, Segment Reporting ("ASC 280"), the Company is required to include certain disclosures regarding the proper segmentation of its business activities. In order to report a determination on reportable segments, the Company analyzes the business to ensure all identified operating segments are properly aggregated, the chief operating decision maker ("CODM") is properly identified, and all necessary disclosures are complete for each reportable segment. The Company has adopted this segment reporting policy in the current year. See Note 6. Broker Dealer – Single Reportable Segment for further information on the Company's reporting segmentation and CODM. #### **3. Cash and concentration of credit risk** At the start of 2024, the Company maintained its cash balances across multiple banking institutions. In 2023, the Company established an insured cash sweep account at its primary financial institution partner in response to the shut-down of certain financial institutions that year. Since the establishment of this sweep account, all cash balances held by the Company have been federally insured. As of December 31, 2024, the full amount of \$2,860,023 in cash is insured through routine FDIC insurance protections or the cash sweep mechanism. The Company has no other concentrations of credit risk to note. ## **4. Obligations under Rule 15c3-3** The Company limits its business activities to that of a placement agent of securities. The Company did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, did not carry accounts of or for customers, and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception and, therefore, has no obligations under SEC Rule 15c3-3 under the Securities Exchange Act of 1934. {9}------------------------------------------------ ## **5. Related party transactions** #### *Service Agreement and Due to Parent* Pursuant to a service agreement, the Parent provides various services and other operating assistance to the Company. These include professional services, the use of physical premises, utilities, fixed assets, subscriptions, taxes, personnel and other general and administrative services. For the year ended December 31, 2024, the total amount incurred by the Company under this agreement was approximately \$7,435,947. The Parent is owed \$79,499 from the Company for expenses incurred on behalf of the Company as of December 31, 2024, which is included in "Due to related parties" in the statement of financial condition. The amount does not bear interest and there are no stated payment terms. #### *Due to Affiliate* EquityZen Advisors LLC ("Affiliate") is a wholly owned subsidiary of the Parent. For administrative and operational purposes, the Affiliate occasionally makes payments in conjunction with services ultimately attributable to the Company. The Company tracks these payments made by the Affiliate, and reimburses the Affiliate for all payments made on its behalf. The Affiliate is owed \$74,304 from the Company for payments made on behalf of the Company as of December 31, 2024. The amount does not bear interest and there are no stated payment terms. The Company generally settles the amount on a monthly basis. ## **6. Broker Dealer – Single Reportable Segment** The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, including principal transactions, agency transactions, investment banking, investment advisory, and venture capital businesses. The Company has identified its Chief Executive Officer and Board Member as the chief operating decision maker ("CODM"), who uses excess net capital, which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or pay dividends. The Company's operations constitute a single operating segment and therefore, a single reportable 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. Please refer to the Statement of Financial Condition for relevant financial data for the Company's single operating segment. ## **7. Net capital requirement** The Company is a member of the FINRA and is subject to the Securities and Exchange Commission Uniform Net Capital Rule 15c3-1. This Rule requires the maintenance of minimum net capital and that the ratio of aggregate indebtedness to net capital, shall not exceed 15 to 1, and that equity capital may not be withdrawn if the resulting net capital ratio would exceed 10 to 1. At December 31, 2024, the Company's net capital was approximately \$2,284,516 which was approximately \$2,246,149 in excess of its minimum net capital requirement of approximately \$38,367. The Company's percentage of aggregate indebtedness to net capital was 25.19%. #### **8. Subsequent events** The Company has performed an evaluation of subsequent events through the date the financial statement was available to be issued. The evaluation did not result in any additional subsequent events that required disclosure and/or adjustment. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.