# FINALIS SECURITIES LLC X-17A-5 (2026-04-07) — Broker-dealer annual report - Company: FINALIS SECURITIES LLC - Form: X-17A-5 - Filed: 2026-04-07 - Period: 2025-12-31 - Accession: 0001789982-26-000005 - CIK: 1789982 - File #: 8-70425 - Type: Broker-dealer - Material weakness: No - Auditor: Cropper Accountancy Corp. - Auditor location: Walnut Creek, CA - Contact: mariano.riccio@finalis.com - Phone: 646.988.1416 - Email: mariano.riccio@finalis.com - Website: finalis.com - Signed by: Michael Mora (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1789982/000178998226000005/public25.pdf --- {0}------------------------------------------------ #### FINALIS SECURITIES LLC #### FINANCIAL STATEMENTS TOGETHER WITH SUPPORTING SCHEDULES AND AUDITORS' REPORT FOR THE YEAR ENDED DECEMBER 31, 2025 #### **CONFIDENTIAL DOCUMENT** This report is deemed confidential in accordance with Rule l 7A-5(e) (3) under the Securities Exchange Act of 1934. The statement of financial condition has been filed with the Securities and Exchange Commission simultaneously herewith as a public document. {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** > **ANNUAL REPORTS FORM X-17A-5 PART** Ill 0MB APPROVAL 0MB Number: 3235-0U3 Expires: **Nov.** 30, 2026 Estimated average burden hours per response: 12 SEC FILE NUMBER 8-70425 **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 01/01f | 2025 | | AND ENDING 12/31/2025 | ---------- | | |---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------|-----------------------------------------|-----------------------|-------------------------------------------|--| | | MM/DD/VY | | | MM/DD/ VY | | | | A. REGISTRANT IDENTIFICATION | | | | | | NAME OF FIRM: Finalis Securities LLC | | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
■ Broker-dealer
D Check here if respondent is also an OTC derivatives dealer | D Security-based swap dealer | D Major security-based swap participant | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | | | 450 Lexington Ave | | | | | | | | (No. and Street) | | | | | | New York | | NY | | 10163 | | | (City) | | (State) | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | David Brant | (402) 215-1352 | | | david.brant@acaglobal.a• | | | (Name) | (Area Code - Telephone Number) | | (Email Address) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | | Cropper Accountancy Corporation | | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | | 2700 Ygnacio Valley Road, Suite 270 Walnut Creek | | | CA | 94598 | | | (Address) | (City) | | (State) | (Zip Code) | | | Tte of Reg;s,,ai;oo w;th PCAOB)(;f appHcablel | FOR OFFICIAL USE ONLY | | | (PCAOB Regjst,adoo N"mbe,, if applkable)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-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, Michael Mora | swear (or affirm} that, to the best of my knowledge and belief, the | |-------------------------------------------------------------------|-----------------------------------------------------------------------------------| | financial report pertaining to the firm of Finalis Securities LLC | as of | | 12/31
2025 | 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. **s;gnature~** Title: C-€0 #### **This filing\*\* contains {check all applicable boxes):** - Iii (a) Statement of financial condition. - D (b} Notes to consolidated statement of financial condition. - D {c) Statement of income {loss) or, ifthere 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 (d} Statement of cash flows. - D (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - D (fl Statement of changes in liabilities subordinated to claims of creditors. - (g) Notes to consolidated financial statements. - D (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - 0 (i) Computation 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. - □ (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.lBa-4, as applicable. - D (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 2.40.1Sc3-3. - □ (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 (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-L 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.l&a-4, as applicable, if material differences exist, or a statement that no material differences exist. - D (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.l&a-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. - D (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. - D (v} Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable. - D (w) Independent public accountant's report based on a review of the exemption repori 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. - □ **(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 240.18a-7{d)(2}, as applicable. {3}------------------------------------------------ | | JURAT | |-------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | the truthfulness, accuracy, or validity of that document. | A notary public or other officer completing this certificate verifies only the identity of
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COMM.# 2415414
NOTARY PUBLIC-CALIFORNIA ~
ORANGE COUNTY
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❖ | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) 2700 Ygnacio Valley Road, Ste 270 Walnut Creek, CA 94598 (925) 932-3860 tel (925) 4 76-9930 efax *www.* cropperaccountancy com #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member of Finalis Securities LLC #### **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of Final is Securities LLC (the Company) as of December 31, 2025, the related statements of operations, changes in member's equity, and cash flows for the year then ended, and the related notes and schedules (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31 , 2025, and the results of its operations and its cash flows for the year then ended in confonnity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements 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 statements are 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 statements, 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 statements. 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 statements. We believe that our audit provides a reasonable basis for our opinion. #### **Auditor's Report on Supplemental Information** The Schedule I - Net Capital Computation l 5c3-l, Schedule II - Computation for Detennination of Reserve Requirements Under Rule l 5c3-3 of the Securities and Exchange Commission, and Schedule III - Information Relating to Possession or Control Requirements Under Rule l 5c3-3 of the Securities Exchange Commission, collectively known as the Supplementary Infonnation, has been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental infmmation is the responsibility of the Company's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.l 7a-5. In our opinion, the supplementary information is fairly stated, in all material respects, in relation to the financial statements as a whole. ~~ACCOUNT ANCY ~~~d~ CORPORATION CROPPER Walnut Creek, California We have served as Finalis Securities LLC's auditor since 2021. March 30, 2026 {5}------------------------------------------------ #### **Finalis Securities LLC STATEMENT OF FINANCIAL CONDITION December 31, 2025** #### **ASSETS** | Cash | \$ 4,383,594 | |-----------------------------------|---------------| | Accounts Receivable | \$ 6,711,071 | | Prepaid Expenses and Other Assets | \$
395,004 | | TOTAL ASSETS | \$ 11,489,669 | #### **LIABILITIES AND MEMBER'S EQUITY** | Liabilities: | | |--------------|--| | | | | Accounts Payable | \$
123,866 | |----------------------------------------|---------------| | Defe1Ted Revenue | 761,011
\$ | | Accrued Expenses and Other Liabilities | \$ 9,201,192 | | Total Liabilities | \$ 10,086,069 | | Total Member's Equity | \$ 1,403,600 | TOTAL LIABILITIES & MEMBER'S EQUITY \$ 11,489,669 {6}------------------------------------------------ # Finatis Securities LLC Notes to Financial Statements December 31, 2025 #### 1. Organization and Summary of Significant Accounting Policies # Description of Business Finalis Securities LLC (the "Company") was formed as a Limited Liability Company on September 10, 2019 in the State of Delaware. The Company is registered with the Securities and Exchange Commission ("SEC") as a fully disclosed securities broker/dealer pursuant to Section 15 (b) of the Securities Exchange Act of 1934. In April 2020, the Company became a member of the Financial Industry Regulatory Authority, Inc. ("FINRA"). The Company is subject to various governmental rules and regulations, including the Net Capital Rule set forth in Rule 15c3-l of the Securities Exchange Act of 1934. The Company is a wholly-owned subsidiary of Finalis, Inc. ( the "Parent"). The Company's primary business consists of offering intermediary marketing and placement services as agent, as well as private placements of securities. Cash consists of cash in deposit accounts that the Company maintains at various financial institutions, which at times may exceed federally insured limits. Accounts at the institution are insured by the Federal Deposit Insurance Corporation ("FDIC") up to \$250,000. The Company has not experienced any losses in such accounts. At December 31 , 2025, the Company's cash balance exceeded the FDIC insured limit by \$3,683,454. # Basis of Presentation The financial statements of the company have been prepared using accounting principles generally accepted in the United States of America ("U.S. GAAP"). ## Revenue Recognition The Company receives two types of revenue under Investment Banking Revenue: non-refundable monthly retainer fees and a transaction success fees. For each contract, the Company assesses whether non-refundable monthly retainer fees are a separate deliverable based on the performance obligations or part of a single deliverable that results in a transaction success fee being earned. In order to make this determination, the Company assesses the services being provided upon engagement as specified in the contract, the ability for the client to consume and benefit from the services prior to a transaction and whether the monthly retainer fees are insignificant in relation to the overall fee the Company would receive upon a completed transaction, among other considerations. If the Company determines that the non-refundable monthly retainer fees are a separate deliverable, the revenue is recognized monthly as services are provided and deferred when the earnings process is not yet completed, per the terms of the contract. If {7}------------------------------------------------ # Finatis Securities LLC Notes to Financial Statements December 31 . 2025 the Company determines that the non-refundable monthly retainer fees and transaction success fee are a single deliverable, the Company defers the revenue until the fee is earned or the contract is otherwise complete. Transaction fees stemming from a qualified transaction are considered variable consideration and accordingly are recognized when the related transaction is complete, the amount of the fee is known and collection is reasonably assured. The Company provides services to its registered representatives under contractual agreements. The Company records services based on the services performed under the contract, subject to minimum amounts as indicated in the contract. # Commitments and Contingencies The Company earns investment banking revenues in connection with the successful completion of capital raise transactions. In certain arrangements, while the underlying transaction is completed at the initial closing, a portion of the related fees is contractually structured to be paid in installments over multiple future periods, typically ranging from six to eight quarters, and in some cases longer. Pursuant to the Company's master agreement, the Company's right to receive such deferred fee payments is contingent upon continued association with the transaction. Specifically, the Company is not entitled to future unpaid fees if the registered representative associated with the transaction is no longer affiliated with the Company's broker-dealer platform beyond a defined contractual period ( currently three months following the initial closing). As a result, the Company's entitlement to deferred compensation is subject to forfeiture based on factors outside of its control. Given these contractual provisions, the Company does not have an unconditional or enforceable right to the deferred consideration at the time of the initial closing. Accordingly, amounts associated with such deferred fee arrangements are recognized as revenue only when the Company's entitlement to the consideration becomes fixed and no longer subject to forfeiture. The Company monitors these arrangements as part of its ongoing assessment of revenue recognition and does not recognize amounts for which entitlement remains contingent. # Accounts receivable As of December 31 2025, the Accounts receivables were \$6,711,071, with-91% of this balance attributable to securities transactions success fees that, as of the date the financial {8}------------------------------------------------ # Finatis Securities LLC Notes to Financial Statements December 31 , 2025 statements were issued, are already collected. There are no allowances against the Accounts Receivable. # Administrative Fees & Recharged Expenses Administrative fees represent FINRA fees charged to the Company for registrations, state registrations, exams, U5s. As of December 31 2025, the total amount reached was \$249,062. Recharged expenses are travel & living expenses incurred in support of deals executed by the Company. Recharged Expense income as of December 31 2025, is \$176,595, and is classified under Investment Banking Revenue in the statement of operations. # Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Accordingly, actual amounts may differ from estimated amounts. # Income Taxes The Company, with the consent of its Member, has elected to be a Delaware Limited Liability Company. For Federal tax purposes, the Company is treated as a disregarded entity. Therefore, in lieu of business income taxes imposed on the Company, its Member is taxed on the Company's taxable income. Accordingly, no provision or liability for Federal income taxes is included in these financial statements. # Lease Standard The Company does not have any leases that require applying ASC 842. ## 2. Related **Party** Transactions The Company is party to an expense sharing agreement with the Parent under which the Company is responsible for a portion of indirect costs incurred in the provision of support services. Throughout the year 2025 the company incurred \$1 ,809,724 in related party transactions. #### 3. Indemnification As of December 31, 2025, there are no commitments resulting from indemnification nor claims made under indemnification that are known to the Company. The Company Confidential {9}------------------------------------------------ # Finalis Securities LLC Notes to Financial Statements December 31, 2025 maintains insurance policies to include customary errors and omissions (E&O), directors and officers **(D&O)** and cyber insurance policies in respect of indemnified claims that are a covered loss under such policies. # 4. Net Capital Requirements The Company is subject to the SEC Uniform Net Capital Rule (SEC Rule 15c3-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. At December 31 , 2025, the Company had net capital of \$844,449, which was \$172,045 in excess of its required net capital of \$672,404. The Company's net capital ratio was 11.94 to 1. ## 5. Litigation In the normal course of business, Finalis Securities LLC (the "Firm") may be involved in legal or regulatory matters. It is the opinion of management, after consultation with counsel, that there are no ongoing or resolved legal matters that are expected to have a material adverse effect on the financial statements of the Firm as of December 31, 2025. #### 6. Income Taxes As discussed in the Summary of Significant Accounting Policies (Note 1), the Company operates as a limited liability company treated as a disregarded entity for tax purposes. As such, the Company is not subject to any business income tax but a limited liability company gross receipts tax, with a minimum franchise tax of \$800. The Company files its tax returns using the accrual basis method of accounting. #### 7. Subsequent Events The Company has performed an evaluation of subsequent events through the date the financial statements were issued. The evaluation did not result in any subsequent events that required disclosures and/or adjustments. #### 8. Recently Issued Accounting Pronouncements The Financial Accounting Standards Board (the "FASB") has established the Accounting Standards Codification ("Codification" or "ASC") as the authoritative source of generally accepting accounting principles ("GAAP") recognized by the FASB. The principles embodies in the Codification are to be applied by nongovernmental entities in the preparation of financial statements in accordance with GAAP in the United States. New accounting pronouncements are incorporated into the ASC through the issuance of Accounting Standards Updates ("ASU's"). {10}------------------------------------------------ # Finatis Securities LLC Notes to Financial Statements December 31, 2025 For the year ending December 31, 2025, various ASU's issued by the FASB were either newly issued or had effective implementation dates that would require their provisions to be reflected in the financial statements for the year then ended. The Company has either evaluated or is currently evaluating the implications, if any, of each of these pronouncements and the possible impact they may have on the Company's financial statements. In most cases, management has determined that the pronouncement has either limited or no application to the Company and, in all cases, implementation would not have a material impact on the financial statements taken as a whole. # 9. Single Reportable Se~ment The Company is engaged in a single line of business as a securities broker-dealer which is comprised of investment banking services described in Note 1 - Description of Business. The Company has identified its Managing Member 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. 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 maintain 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 accounting policies used to measure the profit and loss of the segment are the same as those described in the policies listed below. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.