# BC PARTNERS SECURITIES LLC X-17A-5 (2026-03-30) — Broker-dealer annual report

- Company: BC PARTNERS SECURITIES LLC
- Form: X-17A-5
- Filed: 2026-03-30
- Period: 2025-12-31
- Accession: 0001769515-26-000001
- CIK: 1769515
- File #: 8-70308
- Type: Broker-dealer
- Material weakness: No
- Auditor: Citrin Cooperman & Company, LLP
- Auditor location: New York, NY
- Contact: Anthony Shaw
- Phone: 212-751-4422
- Email: ashaw@dfppartners.com
- Website: dfppartners.com
- Signed by: David Leland (Chief Executive Officer)

Original filing: https://www.sec.gov/Archives/edgar/data/1769515/000176951526000001/bcps.pdf

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

0MB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12

0 M B APPROVAL

SEC FILE NUM BER

8 - 70308

## **ANNUAL REPORTS FORM X-17A-5 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 AND ENDING ---------- ----------- MM/DD/YY MM/DD/YY 01/01/2025 12/31/2025 BC PARTNERS SECURITIES LLC

**A. REGISTRANT IDENTIFICATION** 

# NAME OF FIRM: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_

TYPE OF REGISTRANT (check all applicable boxes):

□ Broker-dealer □ Security-based sw ap dealer □ Check here if respondent is also an OTC derivatives dealer ■

□ Major security-based sw ap participant

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

## 650 MADISON AVENUE, 3RD FLOOR

| NEW YORK                                           | NY                                                                     | 10022                                     |  |
|----------------------------------------------------|------------------------------------------------------------------------|-------------------------------------------|--|
| (City)                                             | (State)                                                                | (Zip Code)                                |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING       |                                                                        |                                           |  |
| ANTHONY SHAW                                       | 212-751-4422                                                           | ASHAW@DFPPARTNERS.COM                     |  |
| (Name)                                             | (Area Code - Telephone Number)                                         | (Email Address)                           |  |
|                                                    | B. ACCOUNTANT IDENTIFICATION                                           |                                           |  |
|                                                    |                                                                        |                                           |  |
|                                                    | CITRIN COOPERMAN & COMPANY, LLP                                        |                                           |  |
| 50 ROCKEFELLER PLAZA                               | (Name - if individual, state last, first, and middle name)<br>NEW YORK | NY<br>10020                               |  |
| (Address)                                          | (City)                                                                 | (State)<br>(Zip Code)                     |  |
| 11/2/2005                                          |                                                                        | 2468                                      |  |
| te of Reg;,;,ca,;oa w•h PCAOB)[;f appl;cableJ<br>T |                                                                        | (PCAOB RegfatraHoa Numbe,, ;f appbcable)I |  |

\* 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**

| ___________________<br>DAVID LELAND<br>I,         | __, swear (or affirm) that, t o the best of my knowledge and belief, the            |
|---------------------------------------------------|-------------------------------------------------------------------------------------|
| financial report pertaining to the firm of        | as of<br>BC PARTNERS SECURITIES LLC                                                 |
| _,<br>_____________ _,<br>December 31<br>025<br>2 | is true and correct. I further sw ear (or affir m) that neither the company nor any |

partner, officer, director, or equivalent person, as the case may be, has any proprietary int erest in any account classified solely as that of a customer.

| Signatucec | J:: |
|------------|-----|

Tit le: CHIEF EXECUTIVE OFFICER

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

- D (a) Statement of financial condition.
- D (b) Notes to consolidated statement of financial condition.
- 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 5-X).
- D (d) Statement of cash flows.
- D (e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- D (f) Statement of changes in liabilities subordinated to claims of creditors.
- □ (g) Notes to consolidated financial statements.
- □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- D (i) Comput ation of tangible net worth under 17 CFR 240.18a-2.
- D (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- D (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.
- D (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3.
- D (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- 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.
- □ (o) Reconciliations, including appropriate explanations, of t he 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 st atement that no material differences exist.
- D (p) Summary of financial dat a for subsidiaries not consolidated in the statement of financial condition.
- D (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.
- D (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- D (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.
- D (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.
- D (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.
- D (w) Independent public accountant's report based on a review of t he exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- D (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 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). D (z) other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_
- 
- \* \*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3} or 17 CFR 240.1Ba-7{d}(2}, as applicable.

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#### **BC PARTNERS SECURITIES LLC**

STATEMENT OF FINANCIAL CONDITION AS OF DECEMBER 31, 2025 AND REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PUBLIC DOCUMENT Filed pursuant to Rule 17a-5(e)(3) under the Securities Exchange Act of 1934.

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#### **BC PARTNERS SECURITIES LLC**

|                                                         | Page(s) |
|---------------------------------------------------------|---------|
| Report of Independent Registered Public Accounting Firm |         |
| Financial Statement                                     |         |
| Statement of Financial Condition                        | 2       |
| Notes to Financial Statement                            | 3-6     |

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**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 Member BC Partners Securities LLC

#### Opinion on the Financial Statement

We have audited the accompanying statement of financial condition of BC Partners Securities LLC as of December 31, 2025, 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 BC Partners Securities LLC as of December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

#### Basis for Opinion

This financial statement is the responsibility of BC Partners Securities LLC's management. Our responsibility is to express an opinion on BC Partners 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 BC Partners 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 BC Partners Securities LLC's auditor since 2019. New York, New York March 27, 2026

<sup>11</sup>Citrin Cooperman" is the brand under which Citrin Cooperman & Company, LLP, a licensed independent CPA firm, and Citrin Cooperman Advisors LLC serve clients' business needs. The two firms operate as separate legal entities in an alternative practice structure. The entities of Citrin Cooperman & Company, LLP and Citrin Cooperman Advisors ILC are independent member firms of the Moore North America, Inc. ~A) Association, which is itself a regional member of Moore Global Network Limited (MGNL). All the firms associated with MNA are independently owned and managed entities. Their membership in, or association with, MNA should not be construed as constituting or implying any partnership between them.

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## BC PARTNERS SECURITIES LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2025

#### ASSETS

| Cash and cash equivalents<br>Other assets | \$<br>11,814,434<br>3,988 |
|-------------------------------------------|---------------------------|
| TOTAL ASSETS                              | \$<br>11,818,422          |
| LIABILITIES AND MEMBER'S EQUITY           |                           |
| Liabilities:                              |                           |
| Accrued expenses                          | \$<br>51,916              |
| Due to affiliate                          | 143,893                   |
| TOTAL LIABILITIES                         | 195,809                   |
| Member's Equity:                          |                           |
| Member's equity                           | 4,622,352                 |
| Accumulated earnings                      | 7,000,261                 |
| MEMBER'S EQUITY                           | 11,622,613                |
| TOTAL LIABILITIES AND MEMBER'S EQUITY     | \$<br>11,818,422          |

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#### NOTE 1 DESCRIPTION OF ORGANIZATION AND BUSINESS

BC Partners Securities LLC (the "Company") was formed on December 17, 2018 as a Delaware limited liability company. The Company is a broker-dealer registered with the Securities and Exchange Commission ("SEC") and a member of the Financial Industry Regulatory Authority ("FINRA") effective June 12, 2019. The Company does not carry securities accounts for customers, or perform custodial services and, accordingly, claims exemption from Rule 15c3-3 of the Securities Exchange Act of 1934. The Company is a wholly-owned subsidiary of BC Partners Inc. (the "Parent" or "BC Partners"). The Company operates from an office in New York City.

The Parent, through its SEC-registered investment adviser, BC Partners Advisors L.P., and its European Exempt Reporting Advisor, BC Partners LLP (together, the "BC Partners Investment Advisers") sponsors and acts as an investment adviser to several private equity funds that purchase or make investments in certain companies ("Portfolio Companies") across Europe and North America (the "BC Partners Private Funds").

The Company acts as underwriter in connection with securities issued by the Portfolio Companies (e.g., equity, equity-linked offerings and notes and loan offerings), which may include but are not limited to, initial public offerings, follow-on offerings, secondary offerings, unsecured and secured bond offerings and secured loan offerings. As an underwriter, the Company advises Portfolio Company issuers in connection with pricing, timing, and market conditions. The Company is engaged in securities and investment banking activities whereby it performs transaction-related, private placement of securities, and trading securities for its own account.

#### NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

#### *Basis of Presentation*

This financial statement was prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") which require 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 of the financial statement. Actual results could differ from these estimates.

#### *Cash and Cash Equivalents*

The Company maintains deposits with financial institutions in an amount that is in excess of federally insured limits by approximately \$11,564,000; however, the Company does not believe it is exposed to any significant credit risk. The Company considers highly-liquid investments purchased with an original maturity of three months or less to be cash equivalents.

#### *Fair Value Hierarchy*

The Company utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that maximizes the use of relevant observable inputs and minimizes the use of unobservable inputs when determining fair value estimates. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. The three levels of inputs are:

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#### NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 - Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 - Unobservable inputs for the asset or liability.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

The recorded amounts of cash and cash equivalents, other assets, accrued expenses, and due to affiliate approximate their fair value due to the short-term nature of these financial assets and liabilities.

#### *Leases*

The Company recognizes and measures its leases in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 842, *Leases*. The Company evaluated its existing vendor agreements, including its expense sharing agreement, for the recognition criteria under the existing guidance for lease accounting. It was determined that during the year ended December 31, 2024, no agreements or arrangements existed that would be classified as a lease under the adopted guidance.

#### *Allowance for Credit Losses*

The Company recognizes allowance for credit losses in accordance with ASC Topic 326, *Financial Instruments — Credit Losses* ("ASC Topic 326"). The allowance for credit losses impacts the impairment model for certain financial assets by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset.

For certain financial assets measured at amortized cost (e.g., cash and cash equivalents), the Company has concluded that there are de minimis expected credit losses based on the nature and contractual life or expected life of the financial assets and immaterial historic and expected losses.

The Company will continue to evaluate the appropriateness of a credit loss allowance as facts and circumstances may evolve.

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#### NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

#### *Segment Reporting*

ASC Topic 280, Segment Reporting, requires incremental disclosures about reportable segments but does not change the definition of a segment or the guidance for determining reportable segments. The guidance requires disclosure of significant segment expenses that are (1) regularly provided to (or easily computed from information regularly provided to) the chief operating decision maker ("CODM") and (2) included in the reported measure of segment profit or loss. The standard also requires companies to disclose the title and position of the individual (or the name of the committee) identified as the CODM, allows companies to disclose multiple measures of segment profit or loss if those measures are used to assess performance and allocate resources, and are applicable to companies with a single reportable segment.

#### NOTE 3 RELATED PARTY TRANSACTIONS

The Company and BC Partners Advisors L.P. ("the Affiliate") have an expense sharing agreement dated June 12, 2019, which covers administrative, facility, salary, and other back office services. As of December 31, 2025, the Company owed approximately \$144,000 to the Affiliate for payments the Affiliate made on behalf of the Company relating to the expense sharing agreement.

The Company also had a long-term subordinated loan of \$5,000,000 from its parent at 4.5% annual interest rate which was fully repaid on August 26, 2025. All subordinated loans were pre-approved by FINRA.

#### NOTE 4 REGULATORY REQUIREMENTS

The Company, as a member of FINRA, is subject to the SEC Uniform Net Capital Rule 15c3-1 which requires the Company to maintain minimum "net capital" equal to the greater of \$100,000 or 6-2/3 percent of "aggregate indebtedness", as defined, and a ratio of aggregate indebtedness to net capital not to exceed 15 to 1. Net capital and the related net capital ratio may fluctuate on a daily basis. At December 31, 2025, the Company had net capital of \$11,618,625, and net capital requirements of \$100,000 resulting in excess net capital of \$11,518,625.

#### NOTE 5 INCOME TAXES

The Company is a limited liability company and is treated as a disregarded entity for federal, state and city income tax purposes; therefore, it does not incur income taxes at the Company level. Instead its earnings and losses are passed through to the Parent and included in the calculation of the Parent's tax liability. Accordingly, no provision for income taxes has been made in the accompanying financial statement.

At December 31, 2025, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination will always be subject to ongoing reevaluation as facts and circumstances require.

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#### NOTE 6 COMMITMENTS AND CONTINGENCIES

In the ordinary course of business, various legal actions may be taken against the Company. Management believes, based on currently available information, that the results of such matters, in the aggregate, will not have a material adverse effect on the Company's financial statements.

#### NOTE 7 SEGMENT REPORTING

The Company is engaged in a single line of business as a securities broker-dealer such as debt and equity underwritings. The Company has identified its Chief Executive Officer as the CODM, who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. 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 distributions. 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 segment assets are the same as those reported in the Company's statement of financial condition.

#### NOTE 8 SUBSEQUENT EVENTS

The Company has evaluated events and transactions that may have occurred through the date the financial statement was issued and determined there are no subsequent events requiring adjustments to or disclosure in the financial statement.


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