# THORNBURG SECURITIES LLC X-17A-5 (2025-02-28) — Broker-dealer annual report - Company: THORNBURG SECURITIES LLC - Form: X-17A-5 - Filed: 2025-02-28 - Period: 2024-12-31 - Accession: 0001839882-25-012217 - CIK: 739893 - File #: 8-31249 - Type: Broker-dealer - Material weakness: No - Auditor: Deliotte & Touche LLP - Contact: Nimash S. Bhatt - Phone: 505-567-5122 - Email: nbhatt@thornburg.com - Website: thornburg.com - Signed by: Nimash S. Bhatt (Chief Financial Officer) Original filing: https://www.sec.gov/Archives/edgar/data/739893/000183988225012217/tsl_financials.pdf --- {0}------------------------------------------------ | OMB APPROVAL | |---------------------------| | OMB Number: 3235-0123 | | Expires: Nov. 30, 2026 | | Estimated average burden | | hours per response:
12 | | | (No. and Street) | | | |--------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------|----------------------|--------------------------------------------| | Santa Fe | NIM | | 87.506 | | (City) | (State) | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | Nimish S. Bhatt | 505-467-5122 | nbhatt@thornburg.com | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | B. ACCOUNTANT IDENTIFICATION | | | | Deloitte & Touche LLP | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
(Name - if individual, state last, first, and middle name) | | | | 1601 Wewatta Street | Denver | CO | 80203 | | (Address) | (City) | (State) | (Zip Code) | | 10/20/2003 | | 34 | | | (Date of Registration with PCAOB)(if applicable) | | | (PCAOB Registration Number, if applicable) | | | FOR OFFICIAL USE ONLY | | | | | | | | {1}------------------------------------------------ | Nimish S. Bhatt | swear (or affirm) that, to the best of my knowledge and belief, the | |---------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------| | tinancial report pertaining to the firm of Thornburg Securities LLC | as of | | 12/31 | , 2024 | | | 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. | | | | FRANCISCO ANTONIO ESPINOSA | - - - - - - - - - - - - - - - - - - - - - - - - - - - {2}------------------------------------------------ # **THORNBURG SECURITIES LLC SEC 8-31249** Financial Statements and Supplemental Schedules December 31, 2024 (With Report of Independent Registered Public Accounting Firm Thereon) and Report of Independent Registered Public Accounting Firm required by PCAOB Release No. 2011-004 on Exemption Report Required by SEC Release No. 34- 70073 for a Broker-Dealer Claiming an Exemption from SEC Rule 15c3-3. {3}------------------------------------------------ Notes to Financial Statements December 31, 2024 # **Table of Contents** | Report of Independent Registered Public Accounting Firm………………………………1 | |------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | Statement of Financial Condition………………………………………………………….2 | | Statement of Operations……………………………………………………………………3 | | Statement of Changes in Member's Equity…….………………………………………….4 | | Statement of Cash Flows…………………………………………………………………5 | | Statement of Changes in Subordinated Borrowings………………………………………6 | | Notes to Financial Statements……………………………………………………………7 | | Schedule (h): Computation of Net Capital for Brokers and Dealers Pursuant to Rule
15c3-1 Under the Securities Exchange Act of 1934……………………………………13 | | Schedule (j): Computation for Determination of Customer Account Reserve Requirement
for Brokers and Dealers Pursuant to Rule 15c3-3 Under the Securities Exchange Act
of 1934………. …………………………………………………………………………14 | | Schedule (m): Information Relating to the Possession or Control Requirements for Broker
and Dealers Pursuant to Rule15c3-3 Under the Securities Exchange Act of 1934……15 | | Report of Independent Registered Public Accounting Firm……………………………16 | | Exemption Report………………………………………………………………………….17 | {4}------------------------------------------------ SCB) Deloitte & Touche LLP 1601 Wewatta Street, Suite 400 Denver, CO 80202-6479, USA Tel: +1 303 292 5400 www.deloitte.com #### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Board of Directors and Stockholder of Thornburg Securities LLC. #### **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of Thornburg Securities LLC (the "Company") as of December 31, 2024, and the related statements of operations, changes in members' equity, cash flows and changes in subordinated borrowings for the year then ended, and the related notes (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, 2024, and the results of its operations and its cash flows for the year then ended in conformity 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. #### **Report on Supplemental Schedules** The accompanying supplemental schedules h, j and m (collectively "the supplemental schedules") have been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental schedules are the responsibility of the Company's management. Our audit procedures included determining whether the supplemental schedules reconcile 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 schedules. In forming our opinion on the supplemental schedules, we evaluated whether the supplemental schedules, including their form and content, are presented in compliance with Rule 17a-5 under the Securities Exchange Act of 1934. In our opinion, such schedules are fairly stated, in all material respects, in relation to the financial statements as a whole. February 14, 2025 We have served as the Company's auditor since 2022. {5}------------------------------------------------ # December 31, 2024 Statement of Financial Condition ### **Assets** | Cash and cash equivalents | \$
4,209,175 | |---------------------------------------|-----------------| | Investment, at fair value | 1,609,990 | | Receivables: | | | 12b-1 fees | 26,357 | | Other | 284,049 | | Deferred sales commissions | 448,739 | | Prepaid expenses | 251,690 | | Other assets | 3,300 | | Total Assets | \$
6,833,300 | | Liabilities and Member's Equity | | | Liabilities: | | | Accounts payable and accrued expenses | \$
1,626,978 | | Subordinated borrowings | 1,750,000 | | Total Liabilities | \$
3,376,978 | | Member's Equity: | \$
3,456,322 | | | | {6}------------------------------------------------ Year ended December 31, 2024 Statement of Operations | Revenues: | | |------------------------------------|------------------| | Distribution commissions | \$
353,870 | | 12b-1 fees | 1,242,484 | | Marketing reimbursement | 21,067,950 | | Other income | 107,723 | | Total revenues | \$
22,772,027 | | Expenses: | | | Employee compensation and benefits | \$
16,469,679 | | Distribution expenses | 1,028,002 | | Marketing and sales promotion | 977,708 | | General and administrative | 3,280,873 | | Other expense | 160,241 | | Total expenses | \$
21,916,503 | | Net income | \$
855,524 | {7}------------------------------------------------ Statement of Changes in Member's Equity | | mb
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2 | {8}------------------------------------------------ Year ended December 31, 2024 Statement of Cash Flows | Cash flows from operating activities: | | | |-------------------------------------------------------------------|----|-----------| | Net income | \$ | 855,524 | | Adjustments to reconcile net income to net cash flows provided by | | | | operating activities: | | | | Unrealized loss on investment | | (20,236) | | Amortization of deferred sales commissions | | 976,439 | | Change in assets and liabilities | | | | 12b-1 fees receivable | | 33,106 | | Other receivables | | (269,512) | | Deferred sales commissions | | (946,525) | | Prepaid Expenses | | 9,791 | | Accounts Payable | | 515,599 | | Net cash flows provided by operating activities | | 1,154,186 | | Cash and cash equivalents, beginning of year | | 3,054,989 | | Cash and cash equivalents, end of year | \$ | 4,209,175 | | | | | {9}------------------------------------------------ Year ended December 31, 2024 Statement of Changes in Subordinated Borrowings | Subordinated borrowings at December 31, 2023 | \$
1,750,000 | |----------------------------------------------|-----------------| | Increases:
Issuance of subordinated notes | — | | Subordinated borrowings at December 31, 2024 | \$
1,750,000 | {10}------------------------------------------------ Notes to Financial Statements December 31, 2024 #### **(1) Summary of Significant Accounting Policies** #### *(a) Nature of Business* Thornburg Securities LLC (the "Company"), a Delaware company, is the distributor for the Thornburg Investment Trust (the Trust). The Trust is a Massachusetts business trust. The Company is a wholly owned subsidiary of Thornburg Investment Management, Inc. (TIM). The Company is a registered broker-dealer under the Securities Exchange Act of 1934, engaged in the business of general securities brokerage and the rendering of other financial services related to its general securities business. The Company is registered with the Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA) and the Securities Investor Protection Corporation (SIPC). Sources of revenue for the Company (not including marketing reimbursements; see note 3) are distribution commissions and 12b-1 distribution and servicing fees*.* Pursuant to the Second Restated Distribution Agreement (the "Distribution Agreement") between Thornburg Investment Trust (the "Trust") and the Company, the Company acts as a principal underwriter of each of the Thornburg funds within the Trust ("Fund" or "Funds"). As principal underwriter, the Company is authorized to provide or to obtain from other persons certain distribution-related and shareholder servicing-related services, all subject to the terms of a distribution plan (the "Distribution Plan") and a service plan (the "Service Plan") adopted by the Trust. Pursuant to the Distribution Plan, the Service Plan, and the Distribution Agreement, each Fund pays an annual 12b-1 fee to the Company, or to such persons as the Company may direct, in exchange for those distribution-related and shareholder servicing-related services. In the first year after Fund shares are purchased by an investor, the Company receives the applicable 12b-1 fees for providing distribution-related services to the Funds, including paying commissions and other distribution expenses incurred on those new assets under management. Following year one after the Fund shares are purchased, the 12b-1 fees are remitted directly from the Trust to third party intermediaries who perform shareholder servicing and distribution-related services on behalf of the Trust. The Company's revenues from distribution commissions, 12b-1 distribution and servicing fees and marketing reimbursements are dependent upon future marketing and sales of the Funds. ### *(b) Investment Securities* The Company's only investment is in shares of Thornburg New Mexico Intermediate Municipal Fund, an affiliate which is an open-end mutual fund, is reported at fair value, and unrealized gains or losses are recognized in other income in the statement of operations using the specific-identification method. Interest and dividend income is recorded as earned. {11}------------------------------------------------ Notes to Financial Statements December 31, 2024 # *(c) Income Taxes* The Company is treated as a disregarded entity for tax purposes whereby the income or loss of the Company is reflected in the income or loss of the parent company, TIM. Accordingly, the financial statements do not reflect federal or state income taxes. The Company has not recorded any provisions for uncertain tax positions and no interest or penalties have been accrued. ### *(d) Cash and Cash Equivalents* The Company considers all highly liquid investments with maturities of less than three months to be cash equivalents. The Company maintains cash and cash equivalents with a financial institution that exceed Federal Deposit Insurance Corporation (FDIC) limits. The Company invests cash in large, well known financial institutions and believes that no significant concentration of credit risk exists with respect to cash and cash equivalents. ### *(e) Deferred Sales Commissions* Sales commissions paid to broker/dealers in connection with sales of shares of certain mutual funds are recorded as deferred sales commissions and amortized over the period in which they will be recovered from distributor commissions and/or contingent deferred sales charges, which is currently one year. ### *(f) Use of Estimates* The preparation of the financial statements in conformity with U.S. generally accepted accounting principles 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 reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates. ### *(g) Fair Value Measurements* The Company defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Accounting Standards Codification Topic 820, *Fair Value Measurements* (ASC Topic 820), establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: - Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. - Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. - Level 3 inputs are unobservable inputs for the asset or liability. The Company had only Level 1 assets which were comprised of its investment in Thornburg New Mexico Intermediate Municipal Fund at December 31, 2024. {12}------------------------------------------------ Notes to Financial Statements December 31, 2024 #### **(2) Revenue Recognition** Revenue is recognized upon transfer of control of promised services to customers in an amount that reflects consideration to which the Company expects to be entitled in exchange for those services (the transaction price). The Company enters into contracts that can include multiple services, which are accounted for separately if they are determined to be distinct. For certain revenues, consideration for the Company's services is in the form of variable consideration because the amount of fees is subject to market conditions that are outside of the Company's influence. The Company includes variable consideration as part of its transaction price when it is no longer probable of significant reversal, i.e. when the associated uncertainty is resolved. The Company serves as the primary underwriter and distributor to the mutual funds managed by TIM and receives fees from the funds for the services of selling fund shares and providing distribution services to the funds. The Company recognizes the upfront sales commissions (distribution commissions) for front-end load funds on a trade date basis when the services are performed and the amount the Company is entitled to is known. The Company accounts for fund distribution services and shareholder servicing (12b-1 fees) as distinct performance obligations, because customers can benefit from each service individually and because the services are separately identifiable (that is, the nature of the promised services is to transfer each service individually). Fund distribution service fees are satisfied at a point in time (trade date) but are paid overtime. These fees are variable as they are dependent upon net asset values of the funds and investor activities in periods after the trade date. Due to this constraint, the Company recognizes fund distribution service fees when the net asset values of the funds are known. Consequently, distribution fees recognized in the current period primarily relate to performance obligations that were satisfied in prior periods. The shareholder services performance obligation is considered to be a series of distinct services that are substantially the same and are satisfied daily. Fees for these services are recognized over time as the services are performed. The Company contracts with third parties for various fund distribution services and shareholder servicing of certain funds to be performed on its behalf. These arrangements are generally priced as a portion of the fee paid to the Company by the fund or as an agreed-upon percentage of net asset value. The Company has assigned its rights and responsibilities related to these distribution and servicing fees to the respective third parties. As a result, these fees are not recorded as revenue by the Company. If shares are redeemed prior to one year from the purchase date, they are subject to a contingent deferred sales charge that replaces the fees that would have been earned from the 12b-1 fees. The fee income is recognized in 12b-1 fees in the statement of operations when received. The deferred sales charges were \$51,582 for the year ended December 31, 2024. The Company provides marketing and related services to TIM. The Company receives compensation from TIM in exchange for the services provided. The compensation received is comprised of \$75,000 per month in 2024, for identifiable marketing services performed by the Company for TIM, and reimbursement of actual expenses incurred by the Company in the performance of the marketing and related services. The marketing support and related services performance obligation is considered to be a series of distinct services that are substantially the same and are satisfied daily. Fees for these services are recognized over time as the services are performed. These fees are presented as marketing reimbursement in the Company's statement of operations. {13}------------------------------------------------ Notes to Financial Statements December 31, 2024 # **(3) Transactions with Related Parties** The Funds were organized and formed by Trust. The Trust is an affiliate of both the Company and is wholly owned parent TIM, who provides management and advisory services to the Funds. During the normal course of operations, the Company incurs costs related to the marketing and sales of the Funds. As determined by written agreement between the Company and TIM, TIM pays the Company for these marketing and sales efforts. The amount reimbursed to the Company under this agreement was \$21,067,950 for the year ended December 31, 2024. The Company has an agreement with TIM regarding allocation of certain shared expenses. In general, each shared expense item will be allocated between the Company and TIM on the basis of the relative number of employees employed by each entity. The Company and TIM agreed that the Corporate Finance department or person authorized to approve a purchase order request, as appropriate, may determine a different allocation methodology for some or all shared expense items, provided that there is a reasonable basis for any such determination. The cost of shared expenses was \$5,243,226 for the year ended December 31, 2024, and is included in various accounts in the accompanying statement of operations. On November 1, 2016, the Company entered into a subordinated loan agreement with TIM for \$1,750,000. See note 8. The Company's corporate headquarters is owned by Ridgetop Road LLC (Ridgetop Road), which is a wholly owned subsidiary of TIM. The rent paid to TIM and subsequently passed on to Ridgetop Road was \$410,955 for the year ended December 31, 2024 (included in the cost of the shared expenses total disclosed above). During the year ended December 31, 2024, the Company earned \$47,328 in interest income and incurred \$27,092 unrealized loss from investment in Thornburg New Mexico Intermediate Municipal Fund, which are included in other income in the statement of operations. # **(4) Profit Sharing and 401(k) Plan** The Company sponsors a profit-sharing plan for which substantially all employees are eligible. Annual contributions are made in the amounts determined by the Company's director. During 2024, the Company incurred profit sharing contribution expense of \$715,553 on behalf of its employees which are included in accounts payable and accrued expense at December 31, 2024. Under the provisions of the plan, participants begin vesting in benefits after two years of service and are fully vested upon completion of six years of service. The Company has a 401(k) safe harbor plan for which substantially all employees are eligible. Under the plan, the Company contributes 3% of each employee's annual compensation (as defined in the plan), up to certain dollar limits as specified by federal law. Employees may contribute any amount up to the maximum allowable by law. The Company's contribution is made regardless of whether the employee chooses to contribute additional amounts. Under the plan, employees are 100% vested in all Company non-elective contributions as well as all personal deferrals. Company 401(k) contributions were \$265,835 for 2024. {14}------------------------------------------------ Notes to Financial Statements December 31, 2024 ### **(5) Deferred Compensation** The Company has adopted a deferred compensation plan (the Plan). The Plan includes a cash payment option with a vesting period of three years, payable in three annual installments on December 31, after the award year, provided, however, that the employee remains continuously employed by the Company through the payment date. During 2024 the total deferred compensation award amount was \$840,000, which will be recognized as expense over the future vesting periods. # **(6) Net Capital Requirements** As a registered broker-dealer, the Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (Rule 15c3-1), which requires the maintenance of a minimum net capital of the greater of \$100,000 or 6⅔% of aggregate indebtedness and requires that the ratio of aggregate indebtedness to net capital shall not exceed 15 to 1. The Company had excess net capital of \$3,967,876 and had aggregate indebtedness to net capital ratio of 0.40 to 1 at December 31, 2024. # **(7) Contingencies** In the normal course of business, the Company is subject to claims, litigation, investigations and proceedings. Management of the Company believes that such matters will not have a material adverse effect on the Company's financial condition, results of operations, or liquidity. # **(8) Subordinated Borrowings** The Company has a \$1,750,000 subordinated loan agreement with TIM. The loan matures on October 31, 2026, carries an interest rate of 4.25% and was approved by FINRA. Interest expense recorded during 2024 was \$74,376 and \$55,782 was recorded as accrued interest as of December 31, 2024. Under this agreement, the Company has irrevocably agreed that the obligations of the Company with respect to the payment of principal are fully and irrevocably subordinate in right of payment and subject to the prior payment or provision for payment in full of all claims of all other present and future creditors of the Company. Under the terms of the agreement, the amounts due under the loan would be suspended if certain net capital requirements are not met. Subsequent to one year from the effective date of the agreement and with prior written approval of FINRA, the Company may, at its option, make a payment of all or any portion of the outstanding principal balance prior to the scheduled maturity date. TIM can also accelerate the payment of the outstanding principal of the loan provided six months' notice is provided and approval by FINRA is provided. As a result of the above terms, the subordinated loan meets the requirements to be included as an addition to net capital under the Company's net capital computation (see note 6). {15}------------------------------------------------ Notes to Financial Statements December 31, 2024 #### **(9) Segmentation** The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several general securities brokerage and the rendering of other financial services related to its general securities business. The Company has identified its President 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 6), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or pay dividends. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies. ### **(10) Subsequent Events** The Company has evaluated subsequent events for adjustments to or disclosure in the Company's financial statements through the date of this report, and the Company has not identified any recordable or disclosable events, not otherwise reported in the financial statements or the notes thereto. {16}------------------------------------------------ Schedule (h): Computation of Net Capital for Brokers and Dealers Pursuant to Rule 15c3-1 Under the Securities Exchange Act of 1934 December 31, 2024 | Net capital: | | |--------------|--| |--------------|--| | Total membership interest per the accompanying financial statements | \$ | 3,456,322 | |-------------------------------------------------------------------------------------|----|-------------| | Liabilities subordinated to claims of general creditors allowable in computation | | | | of net capital | | 1,750,000 | | Total capital and allowable subordinated liabilities | | 5,206,322 | | Deduct: | | | | Assets which are not readily convertible into cash | | (1,017,085) | | Haircuts on money market funds and investment securities | | (112,699) | | Net capital | | 4,076,538 | | Minimum net capital required | | 108,662 | | Excess net capital | \$ | 3,967,876 | | Aggregate indebtedness – accounts payable and accrued expenses | \$ | 1,629,928 | | Ratio of aggregate indebtedness to net capital | | 0.40 | | Percentage of debt to debt-equity total computed in accordance with Rule 15c-3-1(d) | % | 34 | There are no material differences between the amounts reported above and the amounts reported in the Company's unaudited Amended Focus Report, Part II, as of December 31, 2024, filed on February 14, 2025. Therefore, no reconciliation of the two computations is deemed necessary. {17}------------------------------------------------ Schedule (j): Computation for Determination of Customer Account Reserve Requirement for Brokers and Dealers Pursuant to Rule 15c3-3 Under the Securities Exchange Act of 1934 December 31, 2024 The Company does not carry customer accounts and does not claim an exemption under paragraph (k) of 17 C.F.R. §240.15c3-3. The Company is relying on footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. §240.17a-5 because the Company limits its business activities exclusively to acting as mutual fund distributor, mutual fund retailer, and placement agent for unregistered offerings of an affiliated Investor Advisor. {18}------------------------------------------------ Schedule (m): Information Relating to the Possession or Control Requirements for Broker and Dealers Pursuant to Rule15c3-3 Under the Securities Exchange Act of 1934 December 31, 2024 The Company does not carry customer accounts and does not claim an exemption under paragraph (k) of 17 C.F.R. §240.15c3-3. The Company is relying on footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. §240.17a-5 because the Company limits its business activities exclusively to acting as mutual fund distributor, mutual fund retailer, and placement agent for unregistered offerings of an affiliated Investor Advisor. {19}------------------------------------------------ Deloitte & Touche LLP 1601 Wewatta Street, Suite 400 Denver, CO 80202-6479 USA Tel: +1 303 292 5400 www.deloitte.com ### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Board of Directors and Stockholder of Thornburg Securities LLC: We have reviewed management's statements, included in the accompanying Exemption Report (the "Exemption Report"), in which Thornburg Securities LLC (the "Company") stated that the Company did not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3 and filed the Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 ("Footnote 74") throughout the year ended December 31, 2024, without exception. The Company's management is responsible for its statements. Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about management's statements within the Exemption Report. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions of Footnote 74. February 14, 2025 {20}------------------------------------------------ - - Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.