# TICKRS CLEARING X-17A-5 (2025-08-29) — Broker-dealer annual report - Company: TICKRS CLEARING - Form: X-17A-5 - Filed: 2025-08-29 - Period: 2025-06-30 - Accession: 0001841658-25-000007 - CIK: 1841658 - File #: 8-70658 - Type: Broker-dealer - Material weakness: No - Auditor: Baker Tilly US LLP - Auditor location: Dallas, TX - Contact: Colin Lam - Phone: 949-326-5717 - Email: clam@tickrsclearing.com - Website: tickrsclearing.com - Signed by: Colin Lam (Chief Financial Officer) Original filing: https://www.sec.gov/Archives/edgar/data/1841658/000184165825000007/tc2025_public.pdf --- {0}------------------------------------------------ Statement of Financial Condition Pursuant to Rule 17a-5 under the Securities Exchange Act of 1934 For the Fiscal Year Ended June 30, 2025 With Report of Independent Registered Public Accounting Firm {1}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 ## ANNUAL REPORTS FORM X-17A-5 PART III | SEC FILE NUMBER | | |-----------------|--| | 8-70658 | | | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | | FACING PAGE | | | | |---------------------------------------------------------------------------------------------------------------------------------|---------------------|------------------------------------------------------------|----|---------------------|-------------------------------------------| | filing for the period beginning 07/01/24 | | | | and ending 06/30/25 | | | | | MM/DD/YY | | | MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | NAME OF FIRM: | Tickrs Clearing LLC | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
Broker-dealer
Check here if respondent is also an OTC derivatives dealer | | L Security-based swap dealer | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | | | 100 Spectrum Center Drive, Suite 750 | | | | | | | | | (No. and Street) | | | | | Irvine | | CA | | | 92618 | | (City) | | (State) | | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | Colin Lam | | 949-326-5717 | | | clam@tickrsclearing.com | | (Name) | | (Area Code - Telephone Number) | | (Email Address) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
Baker Tilly US LLP | | | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | 14555 Dallas Parkway, Suite 300 Dallas | | | | IX | 75254 | | (Address) | | (City) | | (State) | (Zip Code) | | 10/22/2003 | | | 23 | | | | (Date of Registration with PCAOB)(if applicable) | | | | | (PCAOB Registration Number, if applicable | | | | FOR OFFICIAL USE ONLY | | | | \* Claims for exemption from the requirement that the annual 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)(1)(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 OMB control number. {2}------------------------------------------------ ### OATH OR AFFIRMATION | Colin Lam | swear (or affirm) that, to the best of my knowledge and belief, the | |----------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------| | tinancial report pertaining to the firm of Tickrs Clearing LLC | as of | | 8/28 | 2 025 | | as that of a customer. | partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely | Please See Attached For California Compliant Jurat. (CA Gov't Code 8202) No 28Aug 2025 Signature Title: Chief Financial Officer Notary Public ### This filing\*\* contains (check all applicable boxes): - (a) Statement of financial condition. - (b) Notes to consolidated statement of financial condition. - □ (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). - [ (d) Statement of cash flows. - [] (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - [] (f) Statement of changes in liabilities subordinated to claims of creditors. - [ (g) Notes to consolidated financial statements. - [] (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - □ (i) Computation of tangible net worth under 17 CFR 240.18a-2. - | |j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - [] {k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - [ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - [ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - □ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - | - | (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.18a-7, as applicable. - [] (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | (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 statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - □ (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. - [ {w} Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.17a-12, as applicable. - □ (v) 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). - □ (z) Other: - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.170-5(e)(2), as applicable. {3}------------------------------------------------ ## California Jurat ## (Calif. Gov't Code 8202) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange | | Subscribed and sworn to (or affirmed) before me on this ______________________________________________________________________________________________________________________ | | | |--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------|--| | of __ Aug, ___________________________________________________________________________________________________________________________________________________________________ | | ,20 25 by Colin Kishun Lam | | | | | | | proved to me on the basis of satisfactory evidence to be the persony who appeared before me. ![](_page_3_Picture_6.jpeg) ) ) Signature of Notary Public | | Optional Section | | |-------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------| | | Note: California state law does not require this section to be completed either in full or in part. However, any
information below may prevent the accidental or fraudulent misuse of this certificate with a document for
which the certificate was not originally intended for. | | | | This Certificate Is Attached To A Document (Titled/For The Purpose Of) Cath Or
rmaTion | | | | The Attached Document Has A Date Of | | | Additional Information: | | | | Colifornia Nakamorad | | 01,2022 | (Seal) {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) ## Report of Independent Registered Public Accounting Firm To the Board of Directors Tickrs Clearing LLC ## Opinion on the Financial Statement We have audited the accompanying statement of financial condition of Tickrs Clearing LLC (the Company) as of June 30, 2025, that is filed pursuant to Rule 17a-5 under the Securities Exchange Act of 1934, and the related notes (the financial statement). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of June 30, 2025, in conformity with accounting principles generally accepted in the United States of America. ### Basis for Opinion This financial statement is the responsibility of the Companys management. Our responsibility is to express an opinion on the Companys financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures to 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. Dallas, Texas August 28, 2025 We have served as the Companys auditor since 2023. {5}------------------------------------------------ ## Tickrs Clearing LLC Statement of Financial Condition June 30, 2025 ### ASSETS | | Tickrs Clearing LLC | | | |------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------|--| | | Statement of Financial Condition
June 30, 2025 | | | | | | | | | ASSETS | | | | | Cash and cash equivalents | Cash required to be segregated under federal or other regulations
Receivable from customers
Receivable from broker-dealers and clearing organizations
Deposit with clearing organization | \$
4,152,392
641,644
135,075,701
451,739
267,323 | | | Securities owned
Other receivables
Right-of-use asset | Prepaid expenses and other assets | 41,500
2,521,303
169,468
172,172 | | | Furniture and fixtures (net) | Leasehold improvements (net) | 85,301
6,941 | | | | TOTAL ASSETS | \$
143,585,484 | | | | LIABILITIES AND MEMBER'S EQUITY | | | | LIABILITIES | | | | | Payable to customers
Securities loaned
Operating lease liability | Accounts payable and accrued expenses
Payable to proprietary accounts of brokers
Payable to brokers-dealers and clearing organizations | \$
1,376,001
528,658
86,287
51,240,853
78,674,673
178,290 | | | | TOTAL LIABILITIES | 132,084,762 | | | MEMBER'S EQUITY | | | | | | TOTAL MEMBER'S EQUITY | 11,500,722 | | | | TOTAL LIABILITIES AND MEMBER'S EQUITY | \$
143,585,484 | | See accompanying notes to statement of {6}------------------------------------------------ ### Tickrs Clearing LLC (the Company) is a limited liability company formed under the laws of the state of Delaware. On December 22, 2021, the Company was approved as a brokerand is a member of the Financial basis and is focused on bringing the U.S. market to a segment of overseas retail investors alongside its The Company is a wholly owned subsidiary of Tickrs US Holdings, Inc. (the Parent). ## ## These s s ## Cash and Cash Equivalents months or less that are not segregated and on deposit for federal or regulatory purposes. Cash and cash equivalents include deposits with banks. ## Restricted Cash Restricted cash -3 of -way trades are recorded on the trade date, as if they had account and risk of the Company are recorded on a trade date basis. deposit cash or other collateral with the lender. Wit {7}------------------------------------------------ appropriate. As of June 30, 2025, all collateral received or paid was in the form of cash. - -20, Financial Instruments - -20 requires the -balanceforecasts , the allowance for credit losses is reported as a The Company did not have receivables related to contracts with customers for which an allowance for credit losses was necessary at June 30, 2025. Receivables from customers change g an allowance for credit losses for margin loans. As of June 30, 2025 and June 30, 2024, the receivable from customers for margin loans, clearing and other ancillary fees was \$135,075,701 . Deposit and Receivables from broker- y. In accordance with the clearing agreement, the es failed to deliver, accrued interest receivables, the Company's proprietary accounts, and cash deposits. The through Velocity Velocity {8}------------------------------------------------ As of June 30, 2025 and June 30, 2024, the receivable from broker- was \$451,739 . As of June 30, 2025 and June 30, 2024, the cash deposit at Velocity and \$ . ## ceivables Other receivables include stock loan fees and rebates earned by the Company, and pass-through reimbursables from customers. Fees and rebates are generally paid monthly. As of June 30, 2025 and June 30, 2024, the other receivables balance was \$2,521,303 and \$154,425 . (ASC) 842, Leases. The Company is a lessee in a non beginning March 1, 2023. future lease payments. Variable payments are included in future lease payments. The discount rate of our lease is not readily determinable and accordingly, the Company uses 8% for the lease. The ROU asset is subsequently measured throughout the lease term at the amount of the remeasured lease (minus) any prepaid (accrued received, and an -line basis over the lease term. The lease has a remaining term of less than one year. The Company reports its -07 Segment Disclosures, which requires with a single reportable segment, among other requirements. -dealer, which is comprised of and The Company has evaluate the Company. {9}------------------------------------------------ 1), which is not a measure of make capital withdrawals. segment and therefore, a single reportable segment, because the CODM manages the business Company as a whole. the same The measure of segment ## 3. Fair Value ## Fair Value Hierarchy hierarchy of fair value inputs. Fair value is the price that would be received to sell an asset or paid to principal market for the asset or liability or, in the absence of a principal market, the most advantageous , Company can access at the measurement date. - - . Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly. - . Unobservable inputs for the asset or liability. ts Level 3. cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value {10}------------------------------------------------ | | Tickrs Clearing, LLC | | | | | |------------------|----------------------|---------|---|---------|---| | Assets | | | | | | | | Level 1 | Level 2 | | Level 3 | | | Securities owned | \$
41,500 | \$ | - | \$ | - | ## Loaned | | | | \$ | | 41,500 | \$ | | -
\$ | | - | |--------------------------------------|---------------|-----------------------------------------------------|---------------------|-------------------------------|--------|---------------------------------|----|--------------------------------------------|---------|-------------| | | | | | | | | | | | | | | Loaned | | | | | | | | | | | | | | | | | | | - | | | | | | | | | | | | | | | | | | | | | | | | separately on the statement of | combine | | | | | | | | | | | | | d | | lending balances, | | | | | | 5. | | | | | | | | | | | | | | | | | | | | | | | | | | Amounts Not Offset
in the Statement of | | | | | | | | Gross Amounts | | | | Financial Condition | | | | | | | | Offset in the
Statement of | | Net Amounts
Included in the | | Offsetting upon | | | | | Gross Amounts | | Financial Condition | | | Statement of | | Counterparty | | | | | | | | (1) | | Financial Condition | | Default (2) | | Net Amounts | | Securities loaned | \$ | 51,240,853 | \$ | - | \$ | 51,240,853 | \$ | 51,240,853 | \$ | - | | | | | | | | | | | | | | (1) | | | | | | | | | | | | (2) | | Includes the amount of cash collateral held/posted. | | | | | | | | | | | | | | | | | | | | | | As of June 30, 2025, total amount of | | | | | | at fair value was \$45,993,449. | | | | | | | | | | | | | | | | | | 5. Right-of-use | Assets | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | , based on the present value of the future | | | | | | | | | | | | | | | | | | | | | | | | | | | - (1) - (2) Includes the amount of cash collateral held/posted. , based on the present value of the future 253 for the year is {11}------------------------------------------------ | Tickrs Clearing, LLC | | |-----------------------------------------------------------|----------------------------| | | | | | | | | | | | | | | | | Year | | | 2025 (6 months)
2026 (2 months) | \$
136,847
45,616 | | Total remaining undiscounted cash payment | 182,463 | | Less: Present value discount | (4,173) | | Operating lease liability | \$
178,290 | | | | | 6. Furniture and Equipment, Net | | | | | | | | | | | | straight
equipment are set to 5 years. | | | | | | | June 30, 2025 | | Furniture and equipment
Less: accumulated depreciation | \$
218,644
(133,343) | ## 6. Furniture and Equipment, Net | straight
equipment are set to 5 years. | | |------------------------------------------------------------------------------------------------------------|----------------------------------------------------------| | Furniture and equipment
Furniture and equipment, net | June 30, 2025
\$
218,644
\$
85,301 | | 7. Leasehold Improvements, Net | | | calculated using the straight-line method over the term of the lease, which commenced on March 1,
2023, | | | Leasehold improvements
Less: accumulated amortization
Leasehold improvements, net | June 30, 2025
\$
23,569
(16,628)
\$
6,941 | | 8. Related- | | ### 7. Leasehold Improvements, Net | | June 30, 2025 | | |-----------------------------|---------------|--| | Leasehold improvements | \$
23,569 | | | | | | | Leasehold improvements, net | \$
6,941 | | | | | | ### 8. Related- (VT) entered into sublease agreements whereby TA, and VT each pays rent to the Company for spaces agreements between the Company and liates were terminated in December 2024. As of June 30, 2025 {12}------------------------------------------------ In February 2023, the Company and VT entered into a master service agreement whereby VT supplies 2025, \$0 was payable by the Company to VT. In March 2023, the Company and its Parent entered into an party. As of June 30, 2025, \$0 was payable by the Company to the Parent and \$0 was receivable by the Company from the Parent. ## 9. Federal Deposit Insurance Commission (FDIC) up to \$250,000, or the SIPC up to \$500,000 The Company , to this credit risk and seeks to manage its risk At June 30, 2025, one customer accounted for % of accounts receivable. At June 30, 2025, two vendors accounted for % of accounts payable. ## 10. Capital and Liquidity t the Company also has access to funding from the Parent through a revolving line of credit. During the twelve months ended June 30, 2025, the Parent withdrew a total of \$1,500,000 from the Company. The Company has no \$0 was payable to the line as of June 30, 2025. {13}------------------------------------------------ ### 11. Regulatory Requirements - 1934, which requires the maintenance of minimum net capital. The Company computes its net capital ule 15c3-1, which requires the Company to maintain minimum net capital of not less than 2% of aggregate debit items arising from customer -1 also requires that equity capital may not be withdrawn or capital changes day to day. At June 30, 2025, the Company had net capital of \$11,232,78 which 2,701,514 by \$8,531,272. The Company's of net capital to aggregate debits was 0.0832 to 1. . T -3 under the At June 30, 2025, the Company maintained a customer reserve deposit ### 12. y be resolved when one or more future events occur or , and guarantees to report as 5. ## 13 such as clearing and custody agents, trustees, party service providers, including sub-custodians and thirdbelieves that it is unlikely it will have to make material payments under these arrangements and has not recorded any breach of those rep {14}------------------------------------------------ payments are withheld, due either to a change in or s generally are standard contractual terms and are entered into in the normal course of business. make under these in unlikely it will have to make material payments under these arrangements and has not recorded any ## 14. - -balance-sheet risk in the event the customer or loss. idual -balance-sheet risk in ntain margin collateral in compliance with various regulatory and internal guidelines. The Company monitors required cessary. s mpliance on a daily basis. ## 15. Subsequent Events The Company has evaluated events subsequent to the balance sheet date for items requiring recording August 28, 2025, the {15}------------------------------------------------ During the period, the Company made two capital withdrawals totaling \$1,500,000. There were no other events that occurred that would require statement of as of June 30, 2025. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.