# SIXTH STREET BD, LLC X-17A-5 (2025-02-20) — Broker-dealer annual report

- Company: SIXTH STREET BD, LLC
- Form: X-17A-5
- Filed: 2025-02-20
- Period: 2024-12-31
- Accession: 0001657004-25-000002
- CIK: 1657004
- File #: 8-69697
- Type: Broker-dealer
- Material weakness: No
- Auditor: KPMG LLP
- Auditor location: Dallas, TX
- Contact: David Gallias
- Phone: 4696213043
- Email: dgallias@sixthstreet.com
- Website: sixthstreet.com
- Signed by: Daniel Wanek (Financial Operations Principal)

Original filing: https://www.sec.gov/Archives/edgar/data/1657004/000165700425000002/sspbdpublic3.pdf

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#### **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549**

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> SEC FILE NUMBER 8-69697

# **ANNUAL REPORTS FORM X-17A-S PART** Ill

**FACING PAGE** 

**Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934** 

| FILING FOR THE PERIOD BEGINNING O 1/01/2024 |          | AND ENDING | 1213112024 |  |
|---------------------------------------------|----------|------------|------------|--|
|                                             | MM/DD/YY |            | MM/DD/YY   |  |

#### **A. REGISTRANT IDENTIFICATION**

# NAME oF FIRM: Sixth Street BO, LLC

TYPE OF REGISTRANT (check all applicable boxes):

C!J Broker-dealer □ Security-based swap dealer □ Check here if respondent is also an OTC derivatives dealer □ Major security-based swap participant

ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)

# 888 Seventh Avenue, 41st Floor

|                                                 | (No. and Street)                                                                                                                        |                 |                                              |  |
|-------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------|-----------------|----------------------------------------------|--|
| New York                                        | NY                                                                                                                                      |                 | 10106                                        |  |
| (City)                                          | (State)                                                                                                                                 |                 | (Zip Code)                                   |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING    |                                                                                                                                         |                 |                                              |  |
| David Gallias                                   | 469-621-3043                                                                                                                            |                 | dgallias@sixthstreet.com                     |  |
| (Name)                                          | (Area Code -Telephone Number)                                                                                                           | (Email Address) |                                              |  |
|                                                 | 8. ACCOUNTANT IDENTIFICATION                                                                                                            |                 |                                              |  |
| KPMG LLP                                        | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*<br>(Name - if individual, state last, first, and middle name) |                 |                                              |  |
| 2323 Ross Avenue, Suite 1 Dallas                |                                                                                                                                         | TX              | 75201                                        |  |
| (Address)                                       | (City)                                                                                                                                  | (State)         | (Zip Code)                                   |  |
| 10/20/03                                        |                                                                                                                                         | 185             |                                              |  |
| (rte of Registration with PCAOB)(if applicable) |                                                                                                                                         |                 | (PCAOB Registration Number, if applicable) 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-S(e)(l)(ii), if applicable.

**Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number.** 

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#### **OATH OR AFFIRMATION**

I, Daniel Wanek swear (or affirm) that, to the best of my knowledge and belief, the

financial report pertaining to the firm of Sixth Street BD, LLC as of December 31 2~ 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** 

See Attached Signatll1 <sup>2</sup>

| __<br>Signatll1 2<br>• "\l,'lt>,.,.J.,,___<br>~<br>Title: |
|-----------------------------------------------------------|
|                                                           |

Financial Operations Principal

Notary Public

#### **This filing\*\* contains (check all applicable boxes):**

- Iii (a) Statement offinancial condition.
- Iii (b) Notes to consol idated 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) Statement of changes in liabilities subordinated to claims of creditors.
- □ (g) Notes to consolidated financia l statements.
- □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- □ (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.
- □ (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.
- □ (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 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.
- Iii (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.
- □ (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 appl icable.
- Iii (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 240.17a-12, as applicable.
- □ (v) Independent publ ic accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- D (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 • CFR 240.18a-7, as applicable.
- □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable.
- D (y) Report describing any mat erial 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). □ (z) Other:---------------------------------------
- 
- \*\*To request confidential treatment of certain portions of this filing~ see 17 CFR 240.17a-5(e)(3} or 17 CFR 240.18a-7(d}(n as applicable.

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A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California County of San Francisco

Subscribed and sworn to ( or affirmed) before me on this \_2\_0 \_\_ day of Februarv , 20 25 , by \_D\_an\_i\_el\_W\_a\_n\_e\_k \_\_\_\_ \_

proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me.

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# **Sixth Street BD, LLC**

Financial Statement (with Report of Independent Registered Public Accounting Firm) December 31, 2024

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# Table of Contents

| Report of Independent Registered Public<br>Accounting Firm | Page 1 |
|------------------------------------------------------------|--------|
| Statement of Financial Condition                           | Page2  |
| Notes to Financial Statement                               | Page3  |

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![](_page_5_Picture_0.jpeg)

Suite 1400 2323 Ross Avenue Dallas, TX 75201-2721

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

To the Members and the Board of Directors of the Members Sixth Street BD, LLC:

#### Opinion on the Financial Statement

We have audited the accompanying statement of financial condition of Sixth Street BD, LLC (the Company) as of December 31, 2024, and the related notes (collectively, the financial statement). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2024, in conformity with U.S. generally accepted accounting principles.

#### Basis for Opinion

This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on this financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that our audit provides a reasonable basis for our opinion.

We have served as the Company's auditor since 2016.

Dallas, Texas February 19, 2025

> KPMG LLP, a Delaware limited liability partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

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|                                       |                   | December 31, 2024 |                       |
|---------------------------------------|-------------------|-------------------|-----------------------|
| ASSETS                                |                   |                   |                       |
| Cash                                  |                   | \$                | 200,000               |
| Other assets                          |                   |                   | 14,261                |
|                                       | Total assets      | \$                | ==========<br>214,261 |
|                                       |                   |                   |                       |
| LIABILITIES AND MEMBERS' EQUITY       |                   |                   |                       |
| Due to affiliate                      |                   | \$                | 14,261                |
|                                       | Total liabilities |                   | 14,261                |
|                                       |                   |                   |                       |
|                                       | Members' equity   |                   | 200,000               |
|                                       |                   |                   |                       |
| Total liabilities and members' equity |                   | \$                | ==========<br>214,261 |
|                                       |                   |                   |                       |

See accompanying notes to financial statement

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# **(1) Organization and Business Description**

Sixth Street BD, LLC (the "Company") is a Delaware limited liability company organized on January 26, 2015. The Company is owned by two members - Sixth Street Partners Management Company, L.P., and Sixth Street Partners II Management Company, L.P. (collectively, the "Members"). The Members' liability for the debts of the Company or any of its losses is limited to the amount of the Members' capital contributions. The Company is a broker-dealer registered with the U.S. Securities and Exchange Commission ("SEC") and a member of the Financial Industry Regulatory Authority ("FINRA").

The Company engages in the private placements of securities. The securities that the Company offers consist of investment fund and other investment-related securities issued by certain private funds, other funds and special purpose vehicles that the Company's Members and affiliates manage individually or through their principals and other nonaffiliated funds and principals.

The Company does 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, carry accounts of or for customers, and does not carry PAB accounts (as defined in Rule 15c3-3). The Company has no possession or control obligations under SEC Rule 15c3-3(b) or reserve deposit obligations under SEC Rule 15c3-3(e) because its business is limited to private placement activity. Therefore, in reliance on SEC Release 34-70073 (Footnote 74) and as discussed in Q&A 8 of the related FAQ issued by SEC staff, the firm will not claim an exemption from SEC Rule 15c3-3, however, in reliance on the aforementioned SEC guidance, the Company is exempt from the Computation for Determination of Reserve Requirements and Information Relating to the Possession or Control Requirements are not required.

# **(2) Significant Accounting Policies**

## *Basis of Accounting*

The accompanying financial statement has been presented on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Amounts reflected in this financial statement are in U.S. dollars.

# *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 at the date of the financial statement period. Actual results could differ from those estimates.

# *Cash*

Cash includes cash on deposit with a bank. The Company maintains its cash accounts with a highly rated commercial bank. At times, cash balances may exceed the Federal Deposit Insurance Corporation coverage limit of \$250,000.

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# **(2) Significant Accounting Policies** - **continued**

# *Fair Value of Financial Assets and Liabilities*

The Company1s financial assets and liabilities are carried at fair value or amounts approximating fair value. The Company's financial assets include cash and other assets. The carrying values of these assets approximate fair value due to their short-term nature.

# *Income Taxes*

In accordance with United States ("U.S.") federal income tax regulations, income taxes are not levied on a limited liability company treated as a partnership for U.S. tax purposes, but rather on the individual members. Additionally, due to the nature of the Company's activities and its organization as a limited liability company treated as a partnership for U.S. tax purposes, U.S. state income taxes are generally not imposed on the Company. Consequently, U.S. federal and U.S. state income taxes have not been reflected in the accompanying financial statement.

The Company applies the provisions of Accounting Standards Codification ("ASC") 740, Income Taxes, which clarifies the accounting and disclosure for uncertainty in tax positions. The Company analyzed its tax filing positions in the federal and state tax jurisdictions where it is required to file income tax returns for all open tax years. Based on this review, no liabilities for uncertain income tax positions were required to be recorded pursuant to ASC 740, Income Taxes. As of December 31, 2024, the Company's federal income tax returns and state and local returns for the years 2021 through 2023 are open under the normal three-year statute of limitations and therefore subject to examination.

The Company recognizes accrued interest and penalties related to uncertain tax positions in income tax expense in the statement of operations. As of December 31, 2024, the Company did not have a liability recorded for payment of interest and penalties associated with uncertain tax positions.

## **(3) Segment Information**

The Company is engaged in a single line of business as a securities broker-dealer, with its operations limited to the private placements of securities. The securities that the Company offers consist of investment fund and other investment-related securities issued by certain private funds, other funds and special purpose vehicles that the Company's Members and affiliates manage individually or through their principals and other nonaffiliated funds and principals. The Company has identified its Chief Executive Officer ("CEO") as the Chief Operating Decision Maker ("CODM"), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company, including ensuring the Company maintains adequate capital reserves as required. Additionally, the CODM uses excess net capital (see Note 4), 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 financial information of the single reportable segment is the same as that of the Company's accompanying statement of financial condition.

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# **(4) Net Capital Requirements**

As a registered broker-dealer, the Company is subject to the SEC Net Capital Rule (Rule l 5c3-l ), 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. Rule l 5c3-l also provides that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1.

The Company has elected to use the basic method, permitted by Rule 15c3-l, which requires that the Company maintain minimum net capital, as defined, equal to the greater of \$5,000 or 6 2/3% of aggregate indebtedness, as defined. As of December 31, 2024, the Company had net capital of \$185,739 which was \$180,739 in excess of its required net capital of \$5,000. As of December 31, 2024, the Company's ratio of aggregate indebtedness to net capital was 0.08 to 1.

# **(5) Related Party Transactions**

The Company has an Affiliate Agreement with Sixth Street. Under the Affiliate Agreement, Sixth Street provides general administrative resources and services to the Company including employees, professional services support, facilities and related expenses, and income taxes. Additionally, under the Affiliate Agreement, Sixth Street agrees to pay expenses in connection with the Company acting as, and being registered as, a broker dealer. These fees include regulatory and professional fees billed directly to the Company for which the Company is directly liable.

The Company receives private placement service fees from Sixth Street based on its operating expenses incurred directly and under the Affiliate Agreement in an amount agreed upon by both Sixth Street and the Company.

## **(6) Members' Equity**

The company has three authorized share classes as follows:

- Class A shares shall be entitled to distributable profits relating to fund-raising, placement and related services to funds that are part of the Sixth Street business platform.
- Class B shares shall be entitled to distributable profits relating to services provided to broker-dealers affiliated with TPG Holdings, L.P. or Brooklands Capital Strategies BD, L.P., in each case that are not part of the Sixth Street business platform.
- Class C shares shall be entitled to distributable profits relating to services provided to third parties that are not affiliated with TPG Holdings, L.P., Brooklands Capital Strategies BD, L.P. or the Sixth Street business platform.

Under the operating agreement, each Member's share in respect of each class may be updated from time to time to reflect the addition of new members or reallocations between existing members. The Company's books and records are then updated as necessary. At December 31, 2024, the Company's only activity to date has been associated with Class A shares. Pursuant to the acquisition of TPG Holdings, L.P.'s outstanding interests by Sixth Street, the Company is in the process of amending its operating agreement to remove the share class associated with TPG Holdings, L.P., given that TPG Holdings, L.P. no longer holds any direct or indirect interest in the Company.

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# **(7) Commitments and Contingencies**

In the normal course of business, the Company is subject to litigation, examinations, inquiries and investigations by various regulatory agencies. The Company is also subject to examinations by Federal and various State and local tax authorities. Such legal actions, examinations, inquiries and investigations may result in the commencement of civil or criminal lawsuits against the Company or its personnel. As of December 31, 2024, there are no actions or investigations pending, other than in the normal course of business, that are expected to have a material impact on the Company's condition or financial statement.

## **(8) Subsequent Events**

Management has evaluated subsequent events through February 19, 2025, the date the financial statement was available to be issued, and has determined there were no subsequent events that would require recognition or disclosure in the Company's financial statement.


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