# SUNTHAY GRX LLC X-17A-5 (2026-05-13) — Broker-dealer annual report

- Company: SUNTHAY GRX LLC
- Form: X-17A-5
- Filed: 2026-05-13
- Period: 2025-12-31
- Accession: 0001859907-26-000001
- CIK: 1859907
- File #: 8-70715
- Type: Broker-dealer
- Material weakness: No
- Auditor: Citrin Cooperman & Company, LLP
- Auditor location: New York, NY
- Contact: Timothy Cronin
- Phone: 917-783-6412
- Email: tim.cronin@sunthay.com
- Website: sunthay.com
- Signed by: Timothy Cronin (CEO / CCO)

Original filing: https://www.sec.gov/Archives/edgar/data/1859907/000185990726000001/sunthaypublic.pdf

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# **Sunthay GRX LLC**

#### **Statement of Financial Condition**

**December 31, 2025**

With Report of Independent Registered Public Accounting Firm

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## 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 |  |
|-----------------|--|
| 8-70715         |  |

| 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 01/01/2025 AND ENDING 12/31/2025                                                                                                                                       |                                                            |      |                        |            |  |  |  |  |  |
|                                                                                                                                                                                                        | MM/DD/YY                                                   |      |                        | MM/DD/YY   |  |  |  |  |  |
| A. REGISTRANT IDENTIFICATION                                                                                                                                                                           |                                                            |      |                        |            |  |  |  |  |  |
| NAME OF FIRM: Sunthay GRX LLC                                                                                                                                                                          |                                                            |      |                        |            |  |  |  |  |  |
| TYPE OF REGISTRANT (check all applicable boxes):<br>Broker-dealer __ Security-based swap dealer __ Major security-based swap participant<br>Check here if respondent is also an OTC derivatives dealer |                                                            |      |                        |            |  |  |  |  |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)                                                                                                                                    |                                                            |      |                        |            |  |  |  |  |  |
| 420 Lexington Avenue, Rm. 2001                                                                                                                                                                         |                                                            |      |                        |            |  |  |  |  |  |
|                                                                                                                                                                                                        | (No. and Street)                                           |      |                        |            |  |  |  |  |  |
| New York                                                                                                                                                                                               | NY                                                         |      | 10017                  |            |  |  |  |  |  |
| (City)                                                                                                                                                                                                 | (State)                                                    |      |                        | (Zip Code) |  |  |  |  |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                                                                                                           |                                                            |      |                        |            |  |  |  |  |  |
| Timothy Cronin                                                                                                                                                                                         | (917) 783-6412                                             |      | tim.cronin@sunthay.com |            |  |  |  |  |  |
| (Name)                                                                                                                                                                                                 | (Area Code - Telephone Number)                             |      | (Email Address)        |            |  |  |  |  |  |
|                                                                                                                                                                                                        | B. ACCOUNTANT IDENTIFICATION                               |      |                        |            |  |  |  |  |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing *                                                                                                                             |                                                            |      |                        |            |  |  |  |  |  |
| Citrin Cooperman & Company, LLP                                                                                                                                                                        |                                                            |      |                        |            |  |  |  |  |  |
|                                                                                                                                                                                                        | (Name - if individual, state last, first, and middle name) |      |                        |            |  |  |  |  |  |
| 50 Rockefeller Plaza                                                                                                                                                                                   | New York                                                   |      |                        | 10020      |  |  |  |  |  |
| (Address)<br>11/2/2005                                                                                                                                                                                 | (City)                                                     | 2468 | (State)                | (Zip Code) |  |  |  |  |  |
| (Date of Registration with PCAOB)(if applicable)<br>(PCAOB Registration Number, if applicable)<br>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.

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#### OATH OR AFFIRMATION

| Timothy Gronin                                             | , swear (or affirm) that, to the best of my knowledge and belief, the                  |
|------------------------------------------------------------|----------------------------------------------------------------------------------------|
| financial report pertaining to the firm of Sunthay GRX LLC | as or                                                                                  |
| 1281                                                       | 2 025 Is true and correct I further quaer las affirm that nather the semporary and any |

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.

Signature Title: CEOICCO

# 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 in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X).
- O (d) Statement of cash flows.
- O (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,
- [1) 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.
- O (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 (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-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- [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 240.18a-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 report or 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 240.15c3-1e or 17 CFR 240.17a-12, as applicable.
- □ (γ) 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 240.170-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable.

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|                                                         | Page(s) |
|---------------------------------------------------------|---------|
| Report of Independent Registered Public Accounting Firm | 1       |
| Statement of Financial Condition                        | 2       |
| Notes to the Financial Statement                        | 3-5     |

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# **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Member and Board of Directors of Sunthay GRX LLC

# **Opinion on the Financial Statement**

We have audited the accompanying statement of financial condition of Sunthay GRX LLC (the "Company") as of December 31, 2025, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of Sunthay GRX LLC as of December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

# **Going Concern**

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company relies on its Parent for financial support and, in connection with management's evaluation of going concern considerations in accordance with Accounting Standards Codification 205-40, Presentation of Financial Statements—Going Concern, management has determined that the Company does not have sufficient resources to support its working capital needs. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Management's plans to address these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of the uncertainty.

# **Basis for Opinion**

This financial statement is the responsibility of Sunthay GRX LLC's management. Our responsibility is to express an opinion on Sunthay GRX LLC's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to Sunthay GRX LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

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We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that our audit provides a reasonable basis for our opinion.

We have served as Sunthay GRX LLC's auditor since 2022. New York, New York May 12, 2026 as sinc

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#### **ASSETS**

| Cash                                  | \$<br>172,330 |
|---------------------------------------|---------------|
| Prepaid expenses                      | 3,922         |
| Total assets                          | \$<br>176,252 |
| LIABILITIES AND MEMBER'S EQUITY       |               |
| Liabilities                           |               |
| Accrued expenses                      | \$<br>34,680  |
| Due to Sunthay Holdings               | 102,682       |
| Total liabilities                     | 137,362       |
| Member's equity                       | 38,890        |
| Total liabilities and member's equity | \$<br>176,252 |

The accompanying notes are an integral part of this financial statement.

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### **1. Nature of business and summary of significant accounting policies**

### *Nature of Business*

Sunthay GRX LLC ("Sunthay GRX" or the "Company") is a limited liability company organized under the laws of the state of Delaware on April 14, 2021. On May 3, 2022, the Company was granted membership by Financial Industry Regulatory Authority ("FINRA"). The Company is registered as a broker-dealer with the Securities and Exchange Commission ("SEC") and is a member of FINRA. The Company is a wholly owned subsidiary of Sunthay Holdings LLC ("Sunthay Holdings"). The Company refers business to another broker-dealer.

### *Basis of Presentation*

The Company's financial statement has been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP").

### *Use of Estimates*

The preparation of the financial statement in conformity with U.S. GAAP 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 statement. Actual results could materially differ from these estimates.

# *Allowance for Credit Losses*

*Financial Instruments – Credit Losses (Topic 326)* introduces a new credit loss methodology, Current Expected Credit Losses ("CECL"), which requires earlier recognition of credit losses, while also providing additional transparency about credit risk. The CECL methodology utilizes a lifetime "expected credit loss" measurement objective for the recognition of credit losses for certain financial assets at the time the financial asset is originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. The methodology replaces the multiple existing impairment methods in current U.S. GAAP, which generally require that a loss be incurred before it is recognized.

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

#### *Segment Reporting*

The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of referral business. The Company has identified its CEO as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business and manage the Company. Additionally, the CODM uses excess net capital (see Note 3), 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, and manage the Company. 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 

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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. The statement of financial condition presents the segment assets for the year ended December 31, 2025.

#### *Going Concern*

The Company relies on the Parent for support. In connection with the Company's assessment of going concern considerations in accordance with Accounting Standards Codification 205-40, *Presentation of Financial Statements—Going Concern*, management has determined that the Company does not have sufficient resources to support the working capital needs of the Company which raises substantial doubt regarding our ability to continue as a going concern until the earlier of one year from the date of issuance of these financial statements. The &RPSDQ\ is working with Euroclear to provide additional funding to continue operations.

#### **2. Related party transactions**

Sunthay GRX and Sunthay Holdings entered into an Administrative Services Agreement (the "Expense Sharing Agreement"). In accordance with the Expense Sharing Agreement, Sunthay GRX reimburses Sunthay Holdings on a monthly basis for a proportional share of expenses as detailed in the agreement. The expenses associated with the Agreement include occupancy, salaries and personnel costs, travel and entertainment, professional fees, and other. During the period ended December 31, 2025, the Company incurred expenses under the Expense Sharing Agreement, \$102,682 of which is included as Due to Sunthay Holdings on the accompanying statement of financial condition. During the period ended December 31, 2025, Sunthay Holdings forgave \$295,476 of expenses under the expense sharing agreement.

#### **3. Net capital requirements**

The Company, as a member of FINRA, is subject to the SEC Uniform Net Capital Rule 15c3-1. This rule requires the maintenance of minimum net capital and that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1 and that equity capital may not be withdrawn if the resulting net capital ratio would exceed 10 to 1. At December 31, 2025, the Company's net capital was \$34,968, which was \$25,811 in excess of its minimum requirement of \$9,157.

#### **4. Concentration of credit risk**

From time to time, the Company will maintain cash balances in a financial institution that may exceed the Federal Deposit Insurance Corporation ("FDIC") coverage of \$250,000. Management regularly monitors the financial condition of these institutions in order to keep the potential risk to a minimum.

#### **5. Income taxes**

The Company is a single member limited liability company that is treated as a disregarded entity for U.S. Federal income tax purposes and is included in the Federal, New York State and New York City income tax returns of Sunthay Holdings.

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#### **6. Subsequent events**

The Company has performed an evaluation of events that have occurred subsequent to December 31, 2025, and through the date of the filing of this report. There have been no material subsequent events that occurred during such period that would require disclosure in this report or would be required to be recognized in the financial statements as of December 31, 2025, except for non-cash contributions from Sunthay Holdings of \$39,237 in January 2026, \$32,476 in Februray 2026, \$124,716 in March 2026 and \$45,011 in April.


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