# PENNHAVEN BROKERAGE PARTNERS, LLC X-17A-5 (2024-04-02) — Broker-dealer annual report - Company: PENNHAVEN BROKERAGE PARTNERS, LLC - Form: X-17A-5 - Filed: 2024-04-02 - Period: 2023-12-31 - Accession: 0001823016-24-000001 - CIK: 1823016 - File #: 8-70581 - Type: Broker-dealer - Material weakness: No - Auditor: Sanville & Company LLC - Auditor location: Huntingdon Valley, PA - Contact: Donald O'Hara - Phone: 267-597-3849 - Email: dohara@pennhavenbp.com - Website: pennhavenbp.com - Signed by: Donald O'Hara (Chief Executive Officer) Original filing: https://www.sec.gov/Archives/edgar/data/1823016/000182301624000001/ph23s.pdf --- {0}------------------------------------------------ #### **hE/d^dd^ ^hZ/d/^Ey,E'KDD/^^/KE tĂƐŚŝŶŐƚŽŶ͕͘͘ϮϬϱϰϵ** # **EEh> ZWKZd^ &KZDyͲϭϳͲϱ WZd///** SEC FILE NUMER 8Ͳ70581 | | &/E'W' | | | | |-------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------|-------------|------------------------------------|--| | | /ŶĨŽƌŵĂƚŝŽŶZĞƋƵŝƌĞĚWƵƌƐƵĂŶƚƚŽZƵůĞƐϭϳĂͲϱ͕ϭϳĂͲϭϮ͕ĂŶĚϭϴĂͲϳƵŶĚĞƌƚŚĞ^ĞĐƵƌŝƚŝĞƐdžĐŚĂŶŐĞĐƚŽĨϭϵϯϰ | | | | | &/>/E'&KZd,WZ/K'/EE/E' | 01/01/23 | EE/E' | 12/31/23 | | | | DDͬͬzz | | DDͬͬzz | | | | ͘ Z'/^dZEd/Ed/&/d/KE | | | | | PennHaven
EDK&&/ZD | Brokerage
Partners, | LLC | | | | dzWK&Z'/^dZEd;ĐŚĞĐŬĂůůĂƉƉůŝĐĂďůĞďŽdžĞƐͿ
܆
%URNHUGHDOHU
X
տ&KHFNKHUHLIUHVSRQGHQWLVDOVRDQ27&GHULYDWLYHVGHDOHU | տ6HFXULW\EDVHGVZDSGHDOHU | | տ0DMRUVHFXULW\EDVHGVZDSSDUWLFLSDQW | | | | Z^^K&WZ/E/W>W>K&h^/E^^͗;ŽŶŽƚƵƐĞĂW͘K͘ďŽdžŶŽ͘ | | | | | 108
N
Main
Street,
Suite | 205 | | | | | | ;EŽ͘ĂŶĚ^ƚƌĞĞƚͿ | | | | | Doylestown | PA | | 18901 | | | ŝƚLJ | ^ƚĂƚĞ | | ;ŝƉŽĚĞ | | | | WZ^KEdKKEddt/d,Z'ZdKd,/^&/>/E' | | | | | Donald
O'Hara | (267)
597-3849 | | dohara@pennhavenbp.com | | | EĂŵĞ | ƌĞĂŽĚĞʹdĞůĞƉŚŽŶĞEƵŵďĞƌͿ | ŵĂŝůĚĚƌĞƐƐͿ | | | | | ͘ KhEdEd/Ed/&/d/KE | | | | | Sanville
&
Company, | /EWEEdWh>/KhEdEdǁŚŽƐĞƌĞƉŽƌƚƐĂƌĞĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐĨŝůŝŶŐΎ
LLC | | | | | | EĂŵĞʹŝĨŝŶĚŝǀŝĚƵĂů͕ƐƚĂƚĞůĂƐƚ͕ĨŝƌƐƚ͕ĂŶĚŵŝĚĚůĞŶĂŵĞ | | | | | 2617
Huntingdon
Pike | Huntingdon
Valley | PA | 19006 | | | ĚĚƌĞƐƐ | ŝƚLJ | ^ƚĂƚĞ | ŝƉŽĚĞͿ | | | 09/18/2003 | | 169 | | | ĂƚĞŽĨZĞŐŝƐƚƌĂƚŝŽŶǁŝƚŚWKͿ;ŝĨĂƉƉůŝĐĂďůĞͿ WKZĞŐŝƐƚƌĂƚŝŽŶEƵŵďĞƌ͕ŝĨĂƉƉůŝĐĂďůĞͿ **&KZK&&//>h^KE>z** Ύ ůĂŝŵƐĨŽƌĞdžĞŵƉƚŝŽŶĨƌŽŵƚŚĞƌĞƋƵŝƌĞŵĞŶƚƚŚĂƚƚŚĞĂŶŶƵĂůƌĞƉŽƌƚƐďĞĐŽǀĞƌĞĚďLJƚŚĞƌĞƉŽƌƚƐŽĨĂŶŝŶĚĞƉĞŶĚĞŶƚƉƵďůŝĐ ĂĐĐŽƵŶƚĂŶƚŵƵƐƚďĞƐƵƉƉŽƌƚĞĚďLJĂƐƚĂƚĞŵĞŶƚŽĨĨĂĐƚƐĂŶĚĐŝƌĐƵŵƐƚĂŶĐĞƐƌĞůŝĞĚŽŶĂƐƚŚĞďĂƐŝƐŽĨƚŚĞĞdžĞŵƉƚŝŽŶ͘^ĞĞϭϳ &ZϮϰϬ͘ϭϳĂͲϱ;ĞͿ;ϭͿ;ŝŝͿ͕ŝĨĂƉƉůŝĐĂďůĞ͘ **WĞƌƐŽŶƐǁŚŽĂƌĞƚŽƌĞƐƉŽŶĚƚŽƚŚĞĐŽůůĞĐƚŝŽŶŽĨŝŶĨŽƌŵĂƚŝŽŶĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐĨŽƌŵĂƌĞŶŽƚƌĞƋƵŝƌĞĚƚŽƌĞƐƉŽŶĚƵŶůĞƐƐƚŚĞĨŽƌŵ ĚŝƐƉůĂLJƐĂĐƵƌƌĞŶƚůLJǀĂůŝĚKDĐŽŶƚƌŽůŶƵŵďĞƌ͘** {1}------------------------------------------------ #### **dŚŝƐĨŝůŝŶŐΎΎĐŽŶƚĂŝŶƐ;ĐŚĞĐŬĂůůĂƉƉůŝĐĂďůĞďŽdžĞƐͿ͗** - D ^ƚĂƚĞŵĞŶƚŽĨĨŝŶĂŶĐŝĂůĐŽŶĚŝƚŝŽŶ͘ [El - E EŽƚĞƐƚŽƵŶĐŽŶƐŽůŝĚĂƚĞĚŽƌĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĨŝŶĂŶĐŝĂůĐŽŶĚŝƚŝŽŶ͕ĂƐĂƉƉůŝĐĂďůĞ͘ [El - F ^ƚĂƚĞŵĞŶƚŽĨŝŶĐŽŵĞ;ůŽƐƐͿŽƌ͕ŝĨƚŚĞƌĞŝƐŽƚŚĞƌĐŽŵƉƌĞŚĞŶƐŝǀĞŝŶĐŽŵĞŝŶƚŚĞƉĞƌŝŽĚ;ƐͿƉƌĞƐĞŶƚĞĚ͕ĂƐƚĂƚĞŵĞŶƚŽĨ ĐŽŵƉƌĞŚĞŶƐŝǀĞŝŶĐŽŵĞ;ĂƐĚĞĨŝŶĞĚŝŶΑϮϭϬ͘ϭͲϬϮŽĨZĞŐƵůĂƚŝŽŶ^ͲyͿ͘ □ - G ^ƚĂƚĞŵĞŶƚŽĨĐĂƐŚĨůŽǁƐ͘ □ - H ^ƚĂƚĞŵĞŶƚŽĨĐŚĂŶŐĞƐŝŶƐƚŽĐŬŚŽůĚĞƌƐ͛ŽƌƉĂƌƚŶĞƌƐ͛ŽƌŵĞŵďĞƌƐ͛ŽƌƐŽůĞƉƌŽƉƌŝĞƚŽƌ͛ƐĞƋƵŝƚLJ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - I ^ƚĂƚĞŵĞŶƚŽĨĐŚĂŶŐĞƐŝŶůŝĂďŝůŝƚŝĞƐƐƵďŽƌĚŝŶĂƚĞĚƚŽĐůĂŝŵƐŽĨĐƌĞĚŝƚŽƌƐ͘ □ - J EŽƚĞƐƚŽƵŶĐŽŶƐŽůŝĚĂƚĞĚŽƌĐŽŶƐŽůŝĚĂƚĞĚĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͕͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - K ŽŵƉƵƚĂƚŝŽŶŽĨŶĞƚĐĂƉŝƚĂůƵŶĚĞƌϭϳ&ZϮϰϬ͘ϭϱĐϯͲϭŽƌϭϳ&ZϮϰϬ͘ϭϴĂͲϭ͕ĂƐ ĂƉƉůŝĐĂďůĞ͘ □ - L ŽŵƉƵƚĂƚŝŽŶŽĨƚĂŶŐŝďůĞŶĞƚǁŽƌƚŚƵŶĚĞƌϭϳ&ZϮϰϬ͘ϭϴĂͲϮ͘ □ - M ŽŵƉƵƚĂƚŝŽŶĨŽƌĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨĐƵƐƚŽŵĞƌƌĞƐĞƌǀĞƌĞƋƵŝƌĞŵĞŶƚƐƉƵƌƐƵĂŶƚƚŽdžŚŝďŝƚƚŽϭϳ&ZϮϰϬ͘ϭϱĐϯͲϯ͘ □ - N ŽŵƉƵƚĂƚŝŽŶĨŽƌĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨƐĞĐƵƌŝƚLJͲďĂƐĞĚƐǁĂƉƌĞƐĞƌǀĞƌĞƋƵŝƌĞŵĞŶƚƐƉƵƌƐƵĂŶƚƚŽdžŚŝďŝƚƚŽϭϳ&Z ϮϰϬ͘ϭϱĐϯͲϯŽƌdžŚŝďŝƚƚŽϭϳ&ZϮϰϬ͘ϭϴĂͲϰ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - O ŽŵƉƵƚĂƚŝŽŶĨŽƌĞƚĞƌŵŝŶĂƚŝŽŶŽĨWZĞƋƵŝƌĞŵĞŶƚƐƵŶĚĞƌdžŚŝďŝƚƚŽΑϮϰϬ͘ϭϱĐϯͲϯ͘ □ - P /ŶĨŽƌŵĂƚŝŽŶƌĞůĂƚŝŶŐƚŽƉŽƐƐĞƐƐŝŽŶŽƌĐŽŶƚƌŽůƌĞƋƵŝƌĞŵĞŶƚƐĨŽƌĐƵƐƚŽŵĞƌƐƵŶĚĞƌϭϳ&ZϮϰϬ͘ϭϱĐϯͲϯ͘ □ - Q /ŶĨŽƌŵĂƚŝŽŶƌĞůĂƚŝŶŐƚŽƉŽƐƐĞƐƐŝŽŶŽƌĐŽŶƚƌŽůƌĞƋƵŝƌĞŵĞŶƚƐĨŽƌƐĞĐƵƌŝƚLJͲďĂƐĞĚƐǁĂƉĐƵƐƚŽŵĞƌƐƵŶĚĞƌϭϳ&Z ϮϰϬ͘ϭϱĐϯͲϯ;ƉͿ;ϮͿŽƌϭϳ&ZϮϰϬ͘ϭϴĂͲϰ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - R ZĞĐŽŶĐŝůŝĂƚŝŽŶƐ͕ŝŶĐůƵĚŝŶŐĂƉƉƌŽƉƌŝĂƚĞĞdžƉůĂŶĂƚŝŽŶƐ͕ŽĨƚŚĞ&Kh^ZĞƉŽƌƚǁŝƚŚĐŽŵƉƵƚĂƚŝŽŶŽĨŶĞƚĐĂƉŝƚĂůŽƌƚĂŶŐŝďůĞ ŶĞƚǁŽƌƚŚƵŶĚĞƌϭϳ&ZϮϰϬ͘ϭϱĐϯͲϭ͕ϭϳ&ZϮϰϬ͘ϭϴĂͲϭ͕Žƌϭϳ&ZϮϰϬ͘ϭϴĂͲϮ͕ĂƐĂƉƉůŝĐĂďůĞ͕ĂŶĚƚŚĞƌĞƐĞƌǀĞƌĞƋƵŝƌĞŵĞŶƚƐ ƵŶĚĞƌϭϳ&ZϮϰϬ͘ϭϱĐϯͲϯŽƌϭϳ&ZϮϰϬ͘ϭϴĂͲϰ͕ĂƐĂƉƉůŝĐĂďůĞ͕ŝĨŵĂƚĞƌŝĂůĚŝĨĨĞƌĞŶĐĞƐĞdžŝƐƚ͕ŽƌĂƐƚĂƚĞŵĞŶƚƚŚĂƚŶŽŵĂƚĞƌŝĂů ĚŝĨĨĞƌĞŶĐĞƐĞdžŝƐƚ͘ □ - S ^ƵŵŵĂƌLJŽĨĨŝŶĂŶĐŝĂůĚĂƚĂĨŽƌƐƵďƐŝĚŝĂƌŝĞƐŶŽƚĐŽŶƐŽůŝĚĂƚĞĚŝŶƚŚĞƐƚĂƚĞŵĞŶƚŽĨĨŝŶĂŶĐŝĂůĐŽŶĚŝƚŝŽŶ͘ □ - T KĂƚŚŽƌĂĨĨŝƌŵĂƚŝŽŶŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚϭϳ&ZϮϰϬ͘ϭϳĂͲϱ͕ϭϳ&ZϮϰϬ͘ϭϳĂͲϭϮ͕Žƌϭϳ&ZϮϰϬ͘ϭϴĂͲϳ͕ĂƐĂƉƉůŝĐĂďůĞ͘ [El - U ŽŵƉůŝĂŶĐĞƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚϭϳ&ZϮϰϬ͘ϭϳĂͲϱŽƌϭϳ&ZϮϰϬ͘ϭϴĂͲϳ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - V džĞŵƉƚŝŽŶƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚϭϳ&ZϮϰϬ͘ϭϳĂͲϱŽƌϭϳ&ZϮϰϬ͘ϭϴĂͲϳ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - W /ŶĚĞƉĞŶĚĞŶƚƉƵďůŝĐĂĐĐŽƵŶƚĂŶƚ͛ƐƌĞƉŽƌƚďĂƐĞĚŽŶĂŶĞdžĂŵŝŶĂƚŝŽŶŽĨƚŚĞƐƚĂƚĞŵĞŶƚŽĨĨŝŶĂŶĐŝĂůĐŽŶĚŝƚŝŽŶ͘ [El - X /ŶĚĞƉĞŶĚĞŶƚƉƵďůŝĐĂĐĐŽƵŶƚĂŶƚ͛ƐƌĞƉŽƌƚďĂƐĞĚŽŶĂŶĞdžĂŵŝŶĂƚŝŽŶŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽƌĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐƵŶĚĞƌ ϭϳ&ZϮϰϬ͘ϭϳĂͲϱ͕ϭϳ&ZϮϰϬ͘ϭϴĂͲϳ͕Žƌϭϳ&ZϮϰϬ͘ϭϳĂͲϭϮ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - Y /ŶĚĞƉĞŶĚĞŶƚƉƵďůŝĐĂĐĐŽƵŶƚĂŶƚ͛ƐƌĞƉŽƌƚďĂƐĞĚŽŶĂŶĞdžĂŵŝŶĂƚŝŽŶŽĨĐĞƌƚĂŝŶƐƚĂƚĞŵĞŶƚƐŝŶƚŚĞĐŽŵƉůŝĂŶĐĞƌĞƉŽƌƚƵŶĚĞƌ ϭϳ&ZϮϰϬ͘ϭϳĂͲϱŽƌϭϳ&ZϮϰϬ͘ϭϴĂͲϳ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - Z /ŶĚĞƉĞŶĚĞŶƚƉƵďůŝĐĂĐĐŽƵŶƚĂŶƚ͛ƐƌĞƉŽƌƚďĂƐĞĚŽŶĂƌĞǀŝĞǁŽĨƚŚĞĞdžĞŵƉƚŝŽŶƌĞƉŽƌƚƵŶĚĞƌϭϳ&ZϮϰϬ͘ϭϳĂͲϱŽƌϭϳ &ZϮϰϬ͘ϭϴĂͲϳ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - [ ^ƵƉƉůĞŵĞŶƚĂůƌĞƉŽƌƚƐŽŶĂƉƉůLJŝŶŐĂŐƌĞĞĚͲƵƉŽŶƉƌŽĐĞĚƵƌĞƐ͕ŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚϭϳ&ZϮϰϬ͘ϭϱĐϯͲϭĞŽƌϭϳ&Z ϮϰϬ͘ϭϳĂͲϭϮ͕ĂƐĂƉƉůŝĐĂďůĞ͘ □ - \ ZĞƉŽƌƚĚĞƐĐƌŝďŝŶŐĂŶLJŵĂƚĞƌŝĂůŝŶĂĚĞƋƵĂĐŝĞƐĨŽƵŶĚƚŽĞdžŝƐƚŽƌĨŽƵŶĚƚŽŚĂǀĞĞdžŝƐƚĞĚƐŝŶĐĞƚŚĞĚĂƚĞŽĨƚŚĞƉƌĞǀŝŽƵƐ ĂƵĚŝƚ͕ŽƌĂƐƚĂƚĞŵĞŶƚƚŚĂƚŶŽŵĂƚĞƌŝĂůŝŶĂĚĞƋƵĂĐŝĞƐĞdžŝƐƚ͕ƵŶĚĞƌϭϳ&ZϮϰϬ͘ϭϳĂͲϭϮ;ŬͿ͘ □ - ] KƚŚĞƌ͗ □ *ΎΎdŽƌĞƋƵĞƐƚĐŽŶĨŝĚĞŶƚŝĂůƚƌĞĂƚŵĞŶƚŽĨĐĞƌƚĂŝŶƉŽƌƚŝŽŶƐŽĨƚŚŝƐĨŝůŝŶŐ͕ƐĞĞϭϳ&ZϮϰϬ͘ϭϳĂͲϱ;ĞͿ;ϯͿŽƌϭϳ&ZϮϰϬ͘ϭϴĂͲ* *ϳ;ĚͿ;ϮͿ͕ĂƐĂƉƉůŝĐĂďůĞ.* {2}------------------------------------------------ #### **OA 111 OR AFFIRMATION** I, Donald O'Hara , swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to PennHaven Brokerage Partners, LLC as of 12/31/23 , 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. Chief Executive Officer **Title** c~~ **Notary Public** Commonwealth of Pennsylvania - Notary Seal Charles D. Weber, Notary Public Bucks County My commission expires September 16. 2025 Commission number 1279091 Member. Pennsylvania Assocla!lon or NoldtlH {3}------------------------------------------------ **Statement of Financial Condition December 31, 2023** {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) #### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Members and Those Charged with Governance of PennHaven Brokerage Partners, LLC #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of PennHaven Brokerage Partners, LLC (the "Company") as of December 31, 2023, and the related notes (collectively referred to as the financial statement). In our opinion, the statement of financial condition presents fairly, in all material respects, the financial position of the Company as of December 31, 2023 in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the 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. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. 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. This is our initial year as the Company's auditor. Huntingdon Valley, Pennsylvania April 1, 2024 {5}------------------------------------------------ ### **Statement of Financial Condition December 31, 2023** | Assets
Cash
\$
584,456
Receivable from brokers
174,984
Deposit with clearing broker
100,000
Due from related party
2,239
Other assets
9,856
Right of use asset
81,496
Total assets
\$
953,031
Liabilities and Members' Equity
Liabilities
Accounts payable and accrued expenses
\$
86,727
Due to members
30,000
Lease liabilities
83,125
Total liabilities
199,852
Members' equity
753,179 | | | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--|--| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Total liabilities and members' equity
\$
953,031 | | | {6}------------------------------------------------ ### **Notes to Statement of Financial Condition December 31, 2023** #### **1. Organization and Business** PennHaven Brokerage Partners, LLC (the "Company"), a is a limited liability company formed under the laws of the State of Pennsylvania. The Company is registered as a broker-dealer with the Securities and Exchange Commission (the "SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). The principal business of the Company is to act as an agent and facilitate securities trading execution services for its customers. The Company clears all customer transactions through Axos Clearing LLC ("Axos"), a registered broker-dealer, on a fully disclosed basis. As an introducing broker, the Company does not carry securities accounts for customers or perform custodial functions relating to customer securities, and therefore claims an exemption from the provisions of Rule 15c3-3 pursuant to section (k)(2)(ii) under the Securities Exchange Act of 1934. The liability of the Members is limited to the capital held by the Company. All members are affiliated with the Company. #### **2. Summary of Significant Accounting Policies** #### **Basis of Presentation** These financial statements were prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. #### **Prior Period Restatement** Management became aware that certain expenses relating to the prior year were not recorded. Accordingly, opening equity has been adjusted by \$31,556 to reflect these amounts. #### **Revenue Recognition** Revenue is recognized when the entity transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company follows a five-step framework that requires an entity to: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when the entity satisfies a performance obligation. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. *Commission income.* The Company buys and sells securities on behalf of its customers as an agent. Each time a customer enters into a buy or sell transaction, the Company charges a commission. Commissions and related clearing expenses are recorded on the trade date. The Company has {7}------------------------------------------------ ### **Notes to Statement of Financial Condition December 31, 2023** determined that the performance obligation is satisfied on the trade date because that is when the underlying financial instrument and counter parties are identified, and the pricing is agreed upon and the risks and rewards of ownership have transferred to/from the customer. The Company has determined the transaction price for trade execution services and soft-dollar arrangements to be the stated contractual amounts due to the at-will termination rights, and the amounts collected under these contracts are typically not refunded once the contract is terminated. The Company maintains multiple commission sharing agreements ("Commission Sharing Agreements") with other broker dealers. In accordance with the Commission Sharing Agreements, the Company pays a portion of the commission revenues it earns from its customers to other broker dealers to execute certain orders for the purchase and sale of securities on behalf of the Company's customers. The Company concluded that it controls the services provided by the other brokerdealers before they are transferred to the customer and therefore the Company is a principal. Accordingly, the Company recognizes commissions payable to other broker-dealers on a gross basis as commission income for the amount received from customers and an expense for the obligation to the other broker-dealers. #### **Receivable from Brokers** Receivable from brokers represents commission amounts due from Axos and other broker-dealers for securities transactions that have not reached their contractual settlement date and are recorded net of related estimated clearing expenses and includes a restricted deposit with Axos of \$100,000. Management has evaluated the collectability and did not record an allowance for doubtful accounts as of December 31, 2023. #### **Cash** Cash includes cash held at banks. The Company considers investments in money market mutual funds to be cash equivalents. As of December 31, 2023, the Company did not hold any cash equivalents. #### **Income Taxes** The Company is subject to flow-through treatment for federal income tax purposes, which generally allows taxable income, deductions, and credits to flow directly to the Company's members. All members are individually responsible for reporting their share of the Company's income or loss. The Company has reviewed the tax positions for all open tax years, based on the statutes of limitations for tax assessments which vary by jurisdiction (if applicable) and has concluded that no provision for income taxes is required. In the normal course of business, the Company is subject to examination by applicable tax jurisdictions. As of December 31, 2023, the tax years that remain subject to examination by applicable tax jurisdictions under the statute of limitations are from the year 2020 forward (with limited exceptions). The potential tax liability is also subject to ongoing interpretation of laws and taxing authorities. #### **Credit Losses** The Company follows the guidance in ASU 2016-13, Accounting for Financial Instruments – Credit Losses (Topic 326). ASU 2016-13 requires an organization to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Under the standard, the allowance for credit {8}------------------------------------------------ ### **Notes to Statement of Financial Condition December 31, 2023** losses must be deducted from the amortized cost of the financial asset to present the net amount expected to be collected. The statement of operations may reflect the measurement of credit losses for financial assets as well as the expected increases or decreases of expected credit losses that have taken place during the period. As of December 31, 2023, management has determined that the Company's expected credit losses are de minimis and that they do not require financial statement recognition. #### **Leases** The Company determines if an arrangement is a lease at inception of the arrangement. To the extent an arrangement represents a lease, the Company classifies that lease as either a right-of-use ("ROU") lease or a finance lease. The Company capitalizes ROU leases on the consolidated balance sheet through a right-of-use asset and a corresponding right-of-use lease liability. ROU assets represent the right to use an underlying asset for the lease term and ROU lease liabilities represent the obligation to make lease payments arising from the lease. The Company accounts for leases under ASC 842, Leases. This guidance requires that lessees in a leasing arrangement recognize a right-of-use asset and a lease liability for all leases with a lease term greater than one year. Lease right-of-use assets ("ROU") and liabilities are recognized at the commencement date. The lease liability is measured as the present value of the lease payments over the lease term. The Company uses the rate implicit in the lease if it is determinable. When the rate implicit in the lease is not determinable, the Company uses its incremental borrowing rate at the commencement date of the lease to determine the present value of the lease payments. Operating lease ROU assets are calculated as the present value of the lease payments plus initial direct costs, plus prepayments less any lease incentives received. Lease terms may include renewal or extension options to the extent they are reasonably certain to be exercised. Lease expense is recognized on a straight-line basis over the lease term. The Company has elected not to recognize an ROU asset and obligation for a lease with an initial term of twelve months or less. The leases do not have restrictive financial or other covenants. Payments due under the lease contract for office space include fixed payments and no variable payments other than the Company's share of certain expenses, such as the building's property taxes. These variable payments are not included in the lease payments used to determine lease liability and are recognized as variable costs when incurred. See Note 5, "Commitments and Contingencies" for additional information on the Company's leases. ### **3. Transactions with Related Parties** The Company maintains an administrative services agreement with STP Investment Services, LLC ("STPIS"), an affiliate of the Company. Pursuant to the agreement, STPIS provides office overhead services, information technology, compliance services, administration, office space, and other services. An amount of \$9,167 is payable by the Company at December 31, 2023 and is included in accrued expenses on the statement of financial condition. At December 31, 2023, due from related party represents amounts due from STPIS in the amount of \$2,239, relating to expenses incurred on their behalf. The Company maintains an expense sharing agreement with STP Investment Partners, LLC ("STPIP"), an affiliate of the Company. Pursuant to the agreement, STPIP provides shared employee services and shared software licenses. STPIP uses management's best estimate to {9}------------------------------------------------ ### **Notes to Statement of Financial Condition December 31, 2023** allocate the shared software costs to the Company. The shared employees' costs are provided by STPIP at no cost to the Company. An amount of \$361 is payable by the Company at December 31, 2023 and is included in accounts payable and accrued expenses on the statement of financial condition. All transactions with related parties are settled in the normal course of business. The terms of any of these arrangements may not be the same as those that would otherwise exist or result from agreements and transactions among unrelated parties. #### **4. Regulatory Requirements** As a registered broker-dealer, the Company is subject to the Uniform Net Capital Rule 15c3-1 under the Securities Exchange Act of 1934 (the "Rule") in addition to the rules of FINRA and other principal exchanges on which it is licensed to transact business. The Company is following the basic method which requires the maintenance of minimum net capital at an amount equal to the greater of \$5,000 or 6-2/3% of aggregate indebtedness and requires that the ratio of aggregate indebtedness to net capital, both as defined, not to exceed 15 to 1. On December 31, 2023, the Company had net capital of \$739,116 which exceeded its minimum requirement by \$731,226. The Company's aggregate indebtedness to net capital ratio was .16 to 1. The Company does not hold customers' cash or securities, and therefore, has no obligations under SEC Rule 15c3-3 under the Securities Exchange Act of 1934. #### **5. Commitments and Contingencies** The Company is an introducing broker and clears all transactions with and for customers on a fully disclosed basis with Axos. The Company instructs all customers to transmit funds and securities to such clearing broker-dealer. In connection with this arrangement, the Company is contingently liable for the payment of securities purchased and the delivery of securities sold by customers. The agreement may be canceled by either of the parties hereto upon sixty (60) days written notice or upon 30 days if various net capital requirements are not met. The Company may also enter into contracts or agreements that contain indemnifications or warranties. Future events could occur that lead to the execution of these provisions against the Company. Based on its history and experience, management considers the likelihood of such an event to be remote; however, the maximum potential exposure is unknown. Leases The Company is obligated under an operating lease agreement for office facility expiring in September 2026. Rent expense for the year ended December 31, 2023, was approximately \$11,000. Included in other assets at December 31, 2023 is a security deposit related to this lease of \$2,500. Other information related to our lease as of December 31, 2023, was as follows: | Weighted average remaining operating lease term | 2.75 years | |----------------------------------------------------|------------| | Weighted average discount rate of operating leases | 8.50% | {10}------------------------------------------------ ### **Notes to Statement of Financial Condition December 31, 2023** The Company records the expenses to occupy its operating lease facility on a straight-line basis over the lease term and expenses are included in occupancy in the accompanying Statement of Operations. Maturities of lease liabilities under its non-cancellable operating lease as of December 31, 2023, are as follows: | 2024 | \$
32,724 | |-----------------------|--------------| | 2025 | 34,032 | | 2026 | 26,280 | | Total lease payments | 93,036 | | Less imputed interest | (9,911) | | Total lease liability | \$
83,125 | #### **6. Concentrations** As of December 31, 2023, all cash and deposits are held by two financial institutions and therefore are subject to the credit risk at these financial institutions. The Company has not experienced any losses in such accounts and does not believe there to be any significant credit risk with respect to these deposits. #### **7. Economic Risks** Our business may be significantly affected by conditions in the global financial markets and economic conditions or events throughout the world that are outside of the control of management, including, but not limited to, changes in interest rates, availability of credit, inflation rates, economic uncertainty, slowdown in global growth, changes in laws (including laws relating to taxation), disease, pandemics or other severe public health events, trade barriers, commodity prices, currency exchange rates and controls, national and international political circumstances, the effects of climate change, and events particular to the capital markets industry. There may also be limited opportunities to participate in transactions due to, among other things, lower valuations, a lack of potential buyers with the financial resources to pursue acquisitions, and limited ability to conduct initial public offerings or follow-on offerings in debt and equity capital markets. Such events are beyond the Company's control, and the likelihood that they may occur and the effect on the Company cannot be predicted. #### **8. Subsequent Events** Management of the Company has evaluated events or transactions that may have occurred since December 31, 2023 and determined that there are no material events that would require disclosure in the Company's financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.