# IB CAPITAL LLC X-17A-5 (2026-04-07) — Broker-dealer annual report

- Company: IB CAPITAL LLC
- Form: X-17A-5
- Filed: 2026-04-07
- Period: 2025-12-31
- Accession: 0001872535-26-000003
- CIK: 1872535
- File #: 8-70754
- Type: Broker-dealer
- Material weakness: No
- Auditor: Driven PSC
- Auditor location: Guaynabo, PR
- Contact: Javier Vega
- Phone: 7875998732
- Email: edsamson@finopconsultants.com
- Website: finopconsultants.com
- Signed by: Javier Vega (Accountant)

Original filing: https://www.sec.gov/Archives/edgar/data/1872535/000187253526000003/public.pdf

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 SEC FILE NUMBER

OMB APPROVAL

8-70754

OMB Number: 3235-0123

## ANNUAL REPORTS FORM X-17A-5 PART III

FACING PAGE

| Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934                         |                                                                      |  |                 |                                            |
|-----------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------|--|-----------------|--------------------------------------------|
| FILING FOR THE PERIOD BEGINNING January 1, 2025 AND ENDING December 31, 2025                                                      | MM/DD/YY                                                             |  |                 | MM/DD/YY                                   |
| A. REGISTRANT IDENTIFICATION                                                                                                      |                                                                      |  |                 |                                            |
| NAME OF FIRM: IB Capital LLC                                                                                                      |                                                                      |  |                 |                                            |
| TYPE OF REGISTRANT (check all applicable boxes):<br>Broker-dealer<br>□ Check here if respondent is also an OTC derivatives dealer | Security-based swap dealer     Major security-based swap participant |  |                 |                                            |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)                                                               |                                                                      |  |                 |                                            |
| 51 Kings Court St., Apt 14-B                                                                                                      |                                                                      |  |                 |                                            |
|                                                                                                                                   | (No. and Street)                                                     |  |                 |                                            |
| San Juan                                                                                                                          | PR                                                                   |  |                 | 00911                                      |
| (City)                                                                                                                            | (State)                                                              |  |                 | (Zip Code)                                 |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                                      |                                                                      |  |                 |                                            |
| Edward Samson                                                                                                                     | 732-233-3500                                                         |  |                 | edsamson@finopconsultants.com              |
| (Name)                                                                                                                            | (Area Code - Telephone Number)                                       |  | (Email Address) |                                            |
|                                                                                                                                   | B. Accountant IDENTIFICATION                                         |  |                 |                                            |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*<br>Driven, PSC                                          |                                                                      |  |                 |                                            |
|                                                                                                                                   | (Name - if individual, state last, first, and middle name)           |  |                 |                                            |
| B7 Tabonuco St. Ste 302                                                                                                           | Guaynabo                                                             |  | PR              | 00968                                      |
| (Address)                                                                                                                         | (City)                                                               |  | (State)         | (Zip Code)                                 |
| 09/23/2021                                                                                                                        |                                                                      |  | 6817            |                                            |
| (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.

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#### OATH OR AFFIRMATION

swear for affirm) that, to the best of my knowledge and belief, the I. Edward Samson financial report pertaining to the firm of IB Capital LLC and the control of the country of the county of as fof

March 31 , 2 026 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: CFO

#### 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.
- D (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- | | |k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-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-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.
- | | 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 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.
- | as applicable.
- □ (y) Report describing any material inadequacies 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).
- |
- \*\* To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable.

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#### **IB CAPITAL LLC**

**Financial Statements and Report of Independent Registered Public Accounting Firm** 

 **As of and for the year ended December 31, 2025**

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### TABLE OF CONTENTS

|                                                                                                                                                   | Page No. |
|---------------------------------------------------------------------------------------------------------------------------------------------------|----------|
| Report of Independent Registered Public Accounting Firm                                                                                           | 1 - 2    |
| Financial Statements:                                                                                                                             |          |
| Statement of Financial Condition                                                                                                                  | 3        |
| Statement of Income                                                                                                                               | 4        |
| Statement of Changes in Members' Equity                                                                                                           | 5        |
| Statement of Cash Flows                                                                                                                           | 6        |
| Notes to Financial Statements                                                                                                                     | 7 - 17   |
| Supplemental Information to Financial Statements:                                                                                                 |          |
| Schedule I Computation of Net Capital Pursuant to<br>Rule 15c3-1 of the Securities and Exchange Act of 1934 and;<br>Reconciliation of Net Capital | 18 - 19  |
| Computation for Determination of Reserve Requirements<br>Schedule II<br>Under Rule 15c3-3 of the Securities and Exchange Act of 1934;             | 20       |
| Schedule III Information Relating to Possession or Control<br>Requirements Under Rule l 5c3-3 of the Securities and Exchange<br>Act of 1934       | 20       |
| Management Exemption Report                                                                                                                       | 21       |
| SIPC Reconciliation<br>Pursuant to SEA Rule 17a-5 of the Securities and Exchange Act of 1934                                                      | 22 - 24  |
| Reports on Broker Dealer Exemption                                                                                                                | 25 - 26  |
| Agreed Upon Procedures Report                                                                                                                     | 27 - 28  |

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## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Members of IB Capital LLC:

#### Opinion on the Financial Statements

We have audited the accompanying statement of financial condition of IB Capital LLC (the "Company") as of December 31, 2025, the related statements of income, changes to member's equity, and cash flows 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, 2025, 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.

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| As of December 31, 2025                                                 |             |
|-------------------------------------------------------------------------|-------------|
| ASSETS                                                                  | 2025        |
| Cash and cash equivalents                                               | \$1,254,340 |
| Deposit with clearing firm - restricted                                 | 100,000     |
| Financial instruments owned, at fair value                              | 1,079,259   |
| Accounts receivable                                                     | 32,929      |
| Due from related party, net of allowance for credit losses of \$119,575 | 2,228,812   |
| Property and Equipment, net                                             | 678         |
| Interest receivable                                                     | 16,159      |
| Prepaid expenses                                                        | 69,023      |
| Deferred tax asset, net                                                 | 218,040     |
| TOTAL ASSETS                                                            | \$4,999,240 |
| LIABILITIES AND EQUITY                                                  |             |
| LIABILITIES:                                                            |             |
| Accounts payable and accrued liabilities                                | \$65,789    |
| Income taxes payable                                                    | 84,599      |
| Total liabilities                                                       | 150,388     |
| EQUITY -                                                                |             |
| Members' equity                                                         | 4,848,852   |
| TOTAL LIABILITIES AND EQUITY                                            | \$4,999,240 |

# **IB CAPITAL LLC STATEMENT OF FINANCIAL CONDITION**

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## **IB CAPITAL LLC STATEMENT OF INCOME For the year ended December 31, 2025**

|                                                   | 2025        |
|---------------------------------------------------|-------------|
| Revenues:                                         |             |
| Consulting income                                 | \$7,132,956 |
| Underwriting and management fees                  | 980,400     |
| Commissions                                       | 289,125     |
| Net realized gain on securities owned             | 271,323     |
| Net change in unrealized gain on securities owned | 112,573     |
| Interest income                                   | 84,028      |
| Total revenues                                    | 8,870,405   |
| Expenses:                                         |             |
| Salaries and wages                                | 463,148     |
| Consulting expense                                | 276,279     |
| Provision for credit losses                       | 119,575     |
| Other taxes                                       | 79,230      |
| Professional fees                                 | 73,387      |
| Office expenses                                   | 56,125      |
| Regulatory fees                                   | 21,162      |
| Clearing firm expense                             | 75,223      |
| Insurance                                         | 16,977      |
| Interest expense                                  | 25,162      |
| Total expenses                                    | 1,206,268   |
| Income before taxes                               | 7,664,137   |
| Provision for income taxes:                       |             |
| Current                                           | 298,058     |
| Deferred                                          | 22,915      |
| Total provision for income taxes                  | 320,973     |
| Net Income                                        | \$7,343,164 |

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## **IB CAPITAL LLC STATEMENT OF CHANGES IN MEMBERS' EQUITY For the year ended December 31, 2025**

|                              | 2025        |
|------------------------------|-------------|
|                              |             |
| Balance at December 31, 2024 | \$4,975,688 |
| Cash distributions           | (6,451,262) |
| In-kind distribution         | (1,018,738) |
| Net income                   | 7,343,164   |
| Balance at December 31, 2025 | \$4,848,852 |
|                              |             |

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## **IB CAPITAL LLC STATEMENT OF CASH FLOWS For the year ended December 31, 2025**

| OPERATING ACTIVITIES:                                                             |               |
|-----------------------------------------------------------------------------------|---------------|
| Net income                                                                        | \$7,343,164   |
| Adjustments to reconcile net income to net cash provided by operating activities: |               |
| Purchases of securities                                                           | (205,905)     |
| Sales of securities                                                               | 2,345,621     |
| Provision for credit losses                                                       | 119,575       |
| Net change in unrealized gain on securities owned                                 | (112,573)     |
| Net realized gain on securities owned                                             | (271,323)     |
| Depreciation                                                                      | 339           |
| Deferred taxes                                                                    | 22,915        |
| (Increase) decrease in operating assets:                                          |               |
| Accounts receivable                                                               | 95,571        |
| Due from related party                                                            | (2,346,640)   |
| Interest receivable                                                               | 34,041        |
| Prepaid expense                                                                   | 94,819        |
| Increase (decrease) in operating liabilities:                                     |               |
| Accounts payable and accrued liabilities                                          | (5,641)       |
| Due to related party                                                              | (84,525)      |
| Income taxes payable                                                              | 84,599        |
| Total adjustments                                                                 | (229,127)     |
| Net cash provided by operating activities                                         | 7,114,037     |
| INVESTING ACTIVITIES -                                                            |               |
| Purchase of computers                                                             | (1,016)       |
| Net cash used in investing activities                                             | (1,016)       |
| FINANCING ACTIVITIES -                                                            |               |
| Distributions to members                                                          | (6,451,262)   |
| Net cash used in financing activities                                             | (6,451,262)   |
| Net cash increase for the year                                                    | 661,759       |
| Cash and restricted cash at beginning of year                                     | 692,581       |
| Cash and restricted cash at end of year                                           | \$1,354,340   |
|                                                                                   |               |
| SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING ACTIVITIES                            |               |
| In-kind distribution to member                                                    | (\$1,018,738) |
| Supplemental cash flows disclosures:                                              |               |
| Income tax payments                                                               | \$191,393     |
| Interest payments                                                                 | \$25,683      |
|                                                                                   |               |

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## NOTE A - ORGANIZATION AND A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Description of Business: IB Capital LLC, (the "Company" or "Firm") is a registered broker dealer that began business in Puerto Rico in 2021. The Company is registered with the Securities and Exchange Commission, the Financial Industry Regulatory Authority and the Office of the Commissioner of Financial Institutions of Puerto Rico. The Company earns commissions on sale of securities, consulting revenue by providing investment banking advisory services, and underwriting and management fees for its services as such during initial public offerings. The Company also does trades on a proprietary basis and occasionally participates in private placements and earns fees for capital raised through private placements. During 2025, the Company also had interest income from investments in US Treasury securities totaling \$84,015.

The authority within the Company falls on the Manager. The Manager shall have complete authority, power, and discretion to manage and control the business, affairs, and assets of the Company, to make all decisions with respect thereto and to perform or undertake any and all other acts or activities necessary, appropriate, or advisable for, or incidental to, the management or control of the business, affairs, or assets of the Company. The Company has two types of member units, Class A Units and Class B Units. The only difference between one class of units and another is the ability of the Manager to declare a distribution to only one class. As of December 31, 2025, Class B unit holders have not made capital contributions to the Company.

A summary of the Company's significant accounting policies are as follows:

Accounting policies: The Company follows generally accepted accounting principles in the United States (GAAP), as established by the Financial Accounting Standards Board (the FASB) to ensure consistent reporting of financial condition, results of operations, and cash flows.

Use of Estimates: Management uses estimates and assumptions in preparing financial statements in accordance with GAAP. Those estimates and assumptions affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could vary from the estimates that were assumed in preparing the financial statements.

Cash: The Company maintains its demand deposits in federally insured financial institutions. The Company also maintains cash in brokerage accounts. Balances at times may exceed federally insured limits. As of December 31, 2025 cash and cash equivalents amounted to \$1,354,340. Cash and cash equivalents include cash in bank accounts, cash in investment accounts, cash in money market accounts or sweep accounts, and the deposit with the clearing firm. The deposit with the clearing firm is \$100,000 and is restricted. Cash amounted to \$1,098,256 and cash equivalents to \$255,813.

Computers, net: Computers are recorded at cost, net of accumulated depreciation. Depreciation is provided by use of straight-line method over the estimated useful lives (three years) of the respective assets. 7

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#### NOTE A ORGANIZATION AND A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Maintenance and repairs are charged to expense as incurred; major renewals and betterments are capitalized. When items of property or equipment are sold or retired, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is included in the results of operations.

Accounts Receivables and Allowance for Credit Losses: Receivables are stated at cost, net of an allowance for credit losses. Accounts receivable consists of uncollateralized customer obligations which principally arise from consulting services. In accordance with FASB ASC 326 the Company accounts for estimated credit losses on financial assets measured at an amortized cost basis. For financial assets measured at an amortized cost basis the allowance for credit losses is reported as a valuation account on the balance sheet, adjusting the asset's amortized cost basis. The allowance for credit losses is assessed for individually significant receivables. If the receivables do not share similar risk characteristics, expected credit losses would be calculated on an individual basis. The nature of the Firm's business is so that receivables are composed of a few large receivables from a few customers, rather than of many small receivables or of a combination of both large and small receivables. The Firm's customer/client base is mainly a corporate clientele.

The estimate of expected credit losses under US GAAP should consider historical information (past events), information about current conditions, and reasonable and supportable forecasts of future events and economic conditions, as well as estimates of prepayments. The Firm's receivables are generally unsecured. For amounts due to the Firm, significant financial difficulties of the customer/client and default of payments are considered indicators of credit losses. The credit loss is measured as the difference between the receivable's carrying amount and the present value of estimated future cash flows discounted at an estimated effective interest rate. Management evaluates credit risk relating to customers on an ongoing basis. We write off receivables as a charge to the allowance for credit losses when, in our estimation, it is probable that the receivable is worthless. Please refer to NOTE C Accounts Receivable and NOTE D Due from related party.

Income Taxes: The Company files income tax return in the Commonwealth of Puerto Rico and is treated as a corporation for income tax purposes. The Company utilizes the asset and liability method of accounting for income taxes, as prescribed by Accounting Standards Codification 740 – Income Taxes (ASC 740). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The Company recognizes and measures its unrecognized tax benefits in accordance with ASC 740.

Under that guidance the Company assesses the likelihood, based on their technical merit, that tax positions will be sustained upon examination based on the facts, circumstances and information available at the end of each period. The measurement of unrecognized tax benefits is adjusted when new information is available, or when an event occurs that requires a change. The Company is the beneficiary of a tax decree pursuant to the Puerto Rico incentives code Law 60 of 2019 that was approved in June 2023.

{12}------------------------------------------------

## NOTE A ORGANIZATION AND A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

It is retroactive to the Company's inception. Under such decree, Puerto Rico taxes are 4% of the Company's export service net income.

The Company's non-export service income consists of trading gains or losses and unrealized gains or losses. Realized capital gains are taxed at regular corporate tax rate of 37.5% if they are short term. Unrealized capital gains are not taxed until realized. Realized long term capital gains, those held for over a year are taxed at 20%. The Company's income tax provision for the year ended December 31, 2025, is composed as follows:

Current portion: \$298,058 Deferred portion: \$22,915

The current portion is composed of 4% tax on export service net income for year ended December 31, 2025, and the tax on realized gains for 2025. For 2025, the Company has realized gains. Such gains can be offset up to 90% against the realized loss from 2024. Such losses from 2024 can be carried forward for seven years until 2031 and can be offset up to 90% realized gains that arise during the next seven years, 2025 included. Deferred taxes arise because of different treatment between financial statement accounting and tax accounting, known as "temporary differences". The Company records the tax effect of these temporary differences as "deferred tax assets" (generally items that can be used as a tax deduction or credit in future periods) or "deferred tax liabilities" (generally items for which the Company received a tax deduction but have not yet been recorded in the statements of income).

Significant components of net deferred tax assets (liabilities) are in the following caption in the balance sheet.

| December 31,                                    | 2025          |
|-------------------------------------------------|---------------|
| Unrealized losses                               | \$<br>218,040 |
| Short term realized capital losses carryforward | 307,411       |
| Less: valuation allowance                       | (307,411)     |
| Net deferred tax asset                          | \$<br>218,040 |

The Company's view is that the valuation allowance for the unrealized loss deferred tax assets should be zero since the company expects such unrealized losses to reverse substantially as the market value fluctuates. The assets subject to the unrealized losses are long-term investments for which there are no planned sales dates yet. If any realized losses occur on those long-term investments at an uncertain future date, they will have the opportunity to be carried forward for seven years. To the contrary, the Company's view is that currently its short term realized loss deferred tax assets deserve a 100% valuation allowance since currently there is no sign that they will be realized during the carryforward period of seven years.

{13}------------------------------------------------

#### NOTE A ORGANIZATION AND A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The deferred portion is an estimate of taxes that would be owed if unrealized gain/loss is realized using the tax rate that is expected to be realized when the differences are expected to reverse. The Company recognizes the accrual of any interest and penalties related to unrecognized tax benefits in income tax expense. No interest or penalties were recognized in 2025.

If the domestic statutory rate of 37.5% is applied to the taxable operating income of the Company, and applicable domestic statutory rates to the realized gain the current tax liability would be \$2,748,847.

Using the 4% tax rate afforded by the export service tax decree and statutory rates for the realized gain, the current tax expense for the Company is \$298,058 for 2025.

The Company calculates municipal taxes for year 2025 at \$79,230. Municipal tax years go from July 1 through June 30. Municipal tax expense for the next municipal year will be 1.50% multiplied by 50% of export service revenues for the year ended December 31, 2025 plus 1.50% multiplied by 100% of non-export service revenue excluding realized and unrealized gain/losses or capital gains. For the year ended December 31, 2025 export service revenues include consulting income, underwriting and management, and commissions.

Securities owned, at fair value: Securities positions are recorded at fair value in accordance with FASB ASC 820, Fair Value Measurement. Principal transactions and related revenues and expenses are recorded at fair value on a trade-date basis (as if they had settled). Profit and loss arising from all securities and commodities transactions entered into for the account and risk of the Company are recorded on a trade-date basis. Realized gains and losses arising from all securities transactions entered into for the account and risk of the Company are recorded in realized gains or losses from financial instruments in the statement of income. Unrealized gains and losses are recorded in the accompanying statement of income.

Revenue Recognition: Revenue is measured based on a consideration specified in a contract with a customer. The Company recognizes revenue when promised services are delivered to our customers in an amount we expect to receive in exchange for those services (i.e., the transaction price). Contracts with customers can include multiple services, which are accounted for as separate "performance obligations" if they are determined to be distinct.

Our performance obligations to our customers are generally satisfied when we transfer the promised service to our customer, either at a point in time or over time. Revenue from a performance obligation transferred at a point in time is recognized at the time that the customer obtains control over the promised service. Revenue from our performance obligations satisfied over time is recognized in a manner that depicts our performance in transferring control of the service, which is generally measured based on time elapsed, as our customers receive the benefit of our services as they are provided.

{14}------------------------------------------------

#### NOTE A ORGANIZATION AND A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Significant judgement is required in the process of determining 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 contract, and in determining whether constraints on variable considerations should be applied due to uncertainty in future events.

Payment for the majority of our services is considered to be a variable consideration, as the amount of revenue we expect to receive is subject to factors outside of our control, including market conditions. Variable consideration is only included in revenue when amounts are not subject to significant reversal, which is generally when uncertainty around the amount of revenue to be received is resolved. We record deferred revenue from contracts with customers when payment is received prior to the performance of our obligation to the customer.

We involve third parties in providing services to the customer for certain of our contracts with customers. We generally do not control the promised services before they are transferred to the customer. Accordingly, we present the related revenues net of the related costs.

We have elected the practical expedient allowed by the accounting guidance to not disclose information about remaining performance obligations pertaining to contracts that have an original expected duration of one year or less.

Services within the scope of Accounting Standards Update 2014-09 - *Revenue from Contracts with Customers* (Topic 606) include:

a. Consulting Income: The Company enters into investment banking advisory agreements to provide advisory services to customers for which they charge the customers fees. The Company provides advisory services on addressing institutional investors not already known to the customer, advisory services to assist the customer in meeting exchange listing requirements, advisory services and marketing assistance to expand the shareholder base of the customer, and non-deal road show services as requested to introduce the Company to retail and institutional investors throughout Europe and North America. The Company also provides advisory services to customers to assist in raising capital, raising debt, or selling their equity. The Company believes these services represent a single performance obligation. The customer contracts sometimes contain an upfront fee payable upon signature of such and for the consulting services to begin, together with a fee that is paid to the Company upon consummation of the consulting services it relates to. Most of the firm consulting agreements are success fee based, in which the fees are ultimately due upon a determined situation occurring (meeting exchange listing requirements; raising capital; raising debt.) If consulting fees depend on milestones, project outcomes, or success fees, revenue must be estimated and constrained to amounts that are probable not to reverse. Such final fees have no contingency, and the Company will collect the entire fee, unless management believes such fees would not be collectible from the customer. Consequently, revenue is recognized at a point in time by the Company, when the engagement is successfully completed. However, for certain contracts, revenue is recognized over time for advisory

{15}------------------------------------------------

#### NOTE A ORGANIZATION AND A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

arrangements in which the performance obligations are simultaneously provided by the Company and consumed by the customer. In some circumstances, significant judgment is needed to determine the timing and measure of progress appropriate for revenue recognition under a specific contract. Retainers and other fees received from customers prior to recognizing revenue are reflected as contract liabilities on a deferred revenue account and recorded as revenue when the service is completed. At December 31, 2025, all amounts were immaterial.

b. Commission revenues: The Company is part of commission sharing agreement with a related party, in which it receives commissions for sales of securities. The Company receives commission related to its sales of the securities offered by the related party. Revenue is recognized for commissions when the performance obligation is fulfilled. Performance obligation is fulfilled when the securities transactions subject to commission have been traded.

c. Underwriting and Management Fees: The Company may also earn underwriting and management fees from providing services as an underwriter and manager during the initial public offering (IPO) of securities registered under the Securities Act of 1933. The Company participates as an underwriter and manager in firm commitment underwritings. To underwrite, the Company has to have the adequate amount of net capital for the shares to be underwritten. The obligations of the Company are fulfilled once the IPO being underwritten occurs and trades.

d. Other Revenue: The Company may also earn fees from raising money for private businesses.

#### NOTE B - LEASES

Leases are accounted for under ASC 842. The Company is required to record a right-of-use asset and a corresponding lease liability on the statement of financial condition for all leases with terms greater than 12 months when the asset and the corresponding liability are considered material. All such leases are to be classified as either finance or operating. Per ASC 842, for leases with terms 12 months or less, lessees can elect not to recognize lease assets and liabilities. They should instead recognize lease expense on a straight-line basis, generally, over the term of the lease The Company had no lease obligations that required recording in the December 31, 2025 statement of financial condition since they were not material to the financial statements and the lease terms are less than 12 months. The Company leased office space with Island Capital LLC for the month of January and for the remaining months of the year the Company leased office space with IB Capital PR LLC, both related parties. Current lease terms are month to month basis with payment of \$630 per month. For the period from January 1, 2025 to December 31, 2025, rent expense was \$7,538 included in office expenses in the accompanying statement of income.

{16}------------------------------------------------

## NOTE C - ACCOUNTS RECEIVABLE

The Company accounts for accounts receivable under ASC 326. The Company had accounts receivable net balance as of December 31, 2025, of \$32,929. The collectability of receivables is assessed for individually significant receivables. Expected credit losses are calculated on an individual basis. The nature of the Company's business is so that receivables are composed of a few large receivables from a few customers, rather than of many small receivables or of a combination of both large and small receivables. The Company's customer/client base is mainly a corporate clientele. The Firm's receivables are generally unsecured. For amounts due to the Company, significant financial difficulties of the customer/client and default of payments are considered to affect the expectation of collectability. An allowance for credit losses is recognized in profit and loss when there is objective evidence that collectability is affected. The allowance for credit losses is measured as the difference between the receivable's carrying amount and the present value of estimated future cash flow. No allowance for credit losses was deemed necessary as of December 31, 2025.

The Company also had interest receivable on US Treasury securities of \$16,159. Interest receivable is presented separately from accounts receivable on the statement of financial condition.

#### NOTE D – DUE FROM RELATED PARTY

The Company had a due from related party balance as of December 31, 2025 of \$2,228,812, net of an allowance for credit losses of \$119,575. Refer to related party transactions NOTE J. The same analysis done for accounts receivable and credit losses as described in NOTE A is performed for receivables from related parties. Balances are non-interest bearing.

#### NOTE E - PREPAID EXPENSES

At December 31, 2025, the Company maintained prepaid expenses as follows:

| Prepaid municipal tax   | \$55,788 |
|-------------------------|----------|
| Prepaid regulatory fees | 7,476    |
| Prepaid Insurance       | 2,633    |
| Other                   | 3,126    |
|                         | \$69,023 |

#### NOTE F - SECURITIES OWNED

At December 31, 2025, the Company owned one US treasury note with value totaling \$1,079,259. Such notes mature on August 15, 2034. In addition, the Company owns securities in a privately held limited liability company without an easily determinable market value. The Company

{17}------------------------------------------------

## NOTE F - SECURITIES OWNED (CONTINUED)

purchased in 2024 shares in the private company for \$1,090,200, the cost basis of the private shares. As of December 31, 2025, the Company estimated the fair value of the private shares at \$0. Such shares will have an undetermined value in the future if IB Acquisition Corp. successfully combines with a business. Such an event is uncertain as to occurrence and timing. Similarly, in 2025, the Company purchased founder shares in Pelican Acquisition Corp. for \$116. As of December 31, 2025, the Company estimated the fair value of the founder shares at \$0. For the year ended December 31, 2025, the Company had a net realized gain on financial instruments of \$271,323 and a net unrealized gain of \$112,573.

#### NOTE G - FAIR VALUE MEASUREMENTS

FASB ASC 820 defines fair value, establishes a framework for measuring fair value, and establishes a hierarchy of fair value inputs. Fair value is 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. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by FASB ASC 820, are used to measure fair value.

The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly or indirectly. Level 3: Unobservable inputs for the asset or liability.

U.S. government securities are valued using quoted market prices. Valuation adjustments are not applied. Accordingly, U.S. government securities are generally categorized in level 1 of the fair value hierarchy. Private securities (level 3) are valued using the cash flow method.

To the extent these securities are actively traded, valuation adjustments are not applied, and they are categorized in level 1 of the fair value hierarchy; otherwise, they are categorized in level 2 or level 3 of the fair value hierarchy. The following table presents the Company's fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis as of December 31, 2025.

|                        | Level 1      | Level 2 | Level 3 | Total        |
|------------------------|--------------|---------|---------|--------------|
|                        |              |         |         |              |
| US Government debt     | \$ 1,079,259 | \$ -    | \$ -    | \$ 1,079,259 |
|                        |              |         |         |              |
| Private company shares | -            | -       | -       | -            |
|                        |              |         |         |              |
| Total                  | \$ 1,079,259 | \$ -    | \$ -    | \$ 1,079,259 |

{18}------------------------------------------------

#### NOTE G - FAIR VALUE MEASUREMENTS (CONTINUED)

At December 31, 2025, the only private company shares or securities held by the Company were the private securities purchased during the year 2024 and the founder shares purchased in 2025 both valued at zero as of year-end. ASC 820 defines fair value 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. Under ASC 820, fair value is based on the exit price (the price that would be received to sell an asset or paid to transfer a liability), not the transaction price or entry price (the price that was paid for the asset or that was received to assume the liability). The measurement date is 12/31/2025.

There is no market for the private company shares purchased as of the measurement date. The units are purchased by insiders (underwriters, SPAC sponsors, etc) and not by outside market participants. SPACs or blank check companies have no operations or cash flow. Income approach as of the measurement date would give a value of \$0. The investment in private placement units and in the founder shares is lost if the business combination does not occur, so it is contingent on an uncertain future event.

The following table provides a reconciliation between the beginning and ending balances of assets and liabilities measured at fair value on a recurring basis in the table above that used significant unobservable inputs (Level 3). During 2025, 109,277 representative shares/units with a cost basis of \$0 of Distoken Acquisition Corp converted to 109,277 shares of Youlife Group Inc (YOUL) after the business combination between Distoken and Youlife and the shares were sold to the market. At the moment of the business combination, the classification of those 109,277 units changed from level 3 to level 1 with a readily determinable market value.

| Balance, beginning of year | \$0   |
|----------------------------|-------|
| Purchase                   | 116   |
| Unrealized gain/loss       | (116) |
| Balance, end of year       | \$0   |

## NOTE H - NET CAPITAL

The Company, as a registered broker dealer, is subject to the Securities and Exchange Commission Uniform Net Capital Rule (Rule 15c3-1), which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. At December 31, 2025, the Company had net capital of \$2,256,200, which was in excess of its required net capital of \$100,000; its ratio of aggregate indebtedness to net capital was 6.67%.

{19}------------------------------------------------

#### NOTE I - COMMITMENTS AND CONTINGENCIES

During 2025, the Company was not involved in ongoing litigation. As of December 31, 2025, the Company does not have any contingencies to accrue or disclose.

#### NOTE J - RELATED PARTY TRANSACTIONS

The Company provides services to I-Banker Securities Inc., an entity that is related through common ownership (the Affiliate). The services include direct selling of the Affiliate's offerings, underwriting and management services, and consulting services. As of December 31, 2025, there was a balance due from the related party, refer to NOTE D. The total amount of revenue for the year ended December 31, 2025, related to services provided to the Affiliate was \$5,697,081 as follows: \$289,125 in commissions from direct selling of securities sold, and \$5,407,956 in consulting.

|             | Related Party |
|-------------|---------------|
| Commissions | \$289,125     |
| Consulting  | 5,407,956     |
| Total       | \$5,697,081   |

For the year ended December 31, 2025, the Affiliate also provided consulting services to the Company related to the investment banking advisory agreements of the Company with its corporate clientele and through an expense sharing agreement that the Company has with the Affiliate. Such consulting services provided by the Affiliate totaled \$276,279. Also refer to related party lease in Note B. Transactions with related parties are measured on the basis of the amounts agreed to by the parties. Because of the related party relationship, the terms and conditions of these transactions may differ from those that would have been obtained from transactions with independent third parties.

#### NOTE K - CONCENTRATIONS

The Company maintains its demand deposits in certain financial institutions where balances at times may exceed federally insured limits. Generally, these deposits may be redeemed upon demand and, therefore, bear minimal risk. At December 31, 2025, deposits above federally insured limits were \$748,526. When excluding unrealized, realized and interest income, 67.80% of revenue was earned from a related party

#### NOTE L – SEGMENT REPORTING

The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, including principal transactions, investment banking consulting services, investment banking underwriting and management, and commission sharing.

{20}------------------------------------------------

#### NOTE L – SEGMENT REPORTING (CONTINUED)

The Company has identified its Managing Member/CEO, James McCrory, 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 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. When excluding unrealized, realized and interest income, the Company derived 67.80% of its total revenues from a single external customer, the Affiliate, in 2025. In addition, underwriting and management revenue for one initial public offering, Emmis Acquisition, amounted to 11.65% of total revenue. Please refer to the Statement of Income for the segment's revenue and expenses for the year ended December 31, 2025.

## NOTE M - SUBSEQUENT EVENTS

The Company has performed an evaluation of events occurring after December 31, 2025, through March 30, 2026, which is the date that the financial statements were available to be issued, and determined that there were no events occurring during this period that required disclosure in or adjustment to the accompanying financial statements.

{21}------------------------------------------------

#### **IB CAPITAL LLC SCHEDULE I COMPUTATION OF NET CAPITAL UNDER RULE 15c3-1 OF THE SECURITIES AND EXCHANGE COMMISSION ACT OF 1934 AS OF DECEMBER 31, 2025**

| TOTAL ASSETS                                 | \$4.999,240 |
|----------------------------------------------|-------------|
| TOTAL<br>LIABILITIES                         | (150,388)   |
| TOTAL OWNERSHIP<br>EQUITY                    | 4,848,852   |
| TOTAL CAPITAL AND ALLOWABLE SUB LIABILITIES  | 4,848,852   |
| NON-ALLOWABLE ASSETS                         | (2,549,482) |
| NET CAPITAL BEFORE HAIRCUTS ON<br>SECURITIES | 2,299,370   |
| TOTAL HAIRCUTS ON SECURITIES                 | (43,170)    |
| NET CAPITAL                                  | \$2,256,200 |
| REQUIRED NET CAPITAL                         | \$100,000   |
| EXCESS NET CAPITAL                           | \$2,156,200 |
| TOTAL AGGREGATE INDEBTEDNESS                 | \$150,388   |
|                                              |             |
| AGGREGATE INDEBTEDNESS TO NET CAPITAL        | 6.67%       |
| Net Capital as a % of Required Net Cap       | 2,256%      |

{22}------------------------------------------------

#### SUPPLEMENTAL SCHEDULE **SCHEDULE I COMPUTATION OF NET CAPITAL UNDER RULE 15c3-3 OF THE SECURITIES AND EXCHANGE COMMISSION ACT OF 1934 (CONTINUED) IB CAPITAL LLC RECONCILIATION OF NET CAPITAL AS OF DECEMBER 31, 2025**

| NET CAPITAL PER<br>COMPANY'S UNAUDITED<br>FORM X-17A-5 PART II FILING | \$2,256,201 |
|-----------------------------------------------------------------------|-------------|
| Adjustments<br>Rounding difference                                    | (1)         |
| Net Capital pursuant to rule<br>17a-5(d)                              | \$2,256,200 |

{23}------------------------------------------------

#### SCHEDULE II

## COMPUTATION FOR DETERMINATION OF RESERVE REQUIREMENTS UNDER RULE 15c3-3 OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE PERIOD FROM JANUARY 1, 2025 THROUGH DECEMBER 31, 2025

Per FINRA membership agreement, the Firm will not claim an exemption from SEA Rule 15c3- 3.The Company relies on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company's other business activities throughout the year are limited.

Other business activities contemplated by Footnote 74 of the SEC Release No.34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 – No information to report.

## SCHEDULE III INFORMA TION RELATING TO THE POSSESSION OR CONTROL REQUIREMENTS UNDER RULE 15c3-3 OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE PERIOD FROM JANUARY 1, 2025 THROUGH DECEMBER 31, 2025

Per FINRA membership agreement, the Firm will not claim an exemption from SEA Rule 15c3- 3.The Company relies on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company's other business activities throughout the year are limited.

Other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 – No information to report.

{24}------------------------------------------------

## **IB CAPITAL LLC 51 Kings Court St. 14-B San Juan, PR 00911**

## **MANAGEMENT EXEMPTION REPORT**

IB CAPITAL LLC (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17 C.F.R. §240.17a-5(d)(1) and (4). To the best of its knowledge and belief, the Company states the following:

- (1) Per FINRA membership agreement, the Firm will not claim an exemption from SEA Rule 15c3-3.
- (2) The Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company's other business activities throughout the year are limited exclusively to*,*: (1) Trading securities for own account; (2) Firm Commitment Underwriter (can also act as a Selling Group Participant or Best Efforts Underwriter); (3) Private placement of securities; and (4) Mergers and Acquisitions Advisory Services; and (5) Commission Sharing Activities, and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers; (2) did not carry accounts of or for customers; and(3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

## **IB CAPITAL LLC**

I, Ed Samson, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct. ( ) and correct.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_. \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

CFO / Financial & Operations Principal March 30, 2026 Fi i l O i P

{25}------------------------------------------------

#### **IB Capital LLC**

#### **SIPC Reconciliation**

#### **Pursuant to SEA Rule 17a-5 of the Securities and Exchange Act of 1934**

#### **As of and for the year ended December 31, 2025**

| SIPC Reconciliation                        |              |           |         |      |
|--------------------------------------------|--------------|-----------|---------|------|
| Total Revenue                              | \$8,870,405  |           |         |      |
| Deductions                                 | -\$ 735,398  |           |         |      |
| SIPC net operating revenues                | \$8,135,007  |           |         |      |
| Amount due per general assessment @ 0.0015 | \$<br>12,202 |           |         |      |
| Overpayment applied                        | \$<br>-      |           |         |      |
| Balance due after applied overpayment      | \$<br>12,202 |           |         |      |
|                                            |              |           |         | Paid |
| Form                                       | Assessment   | Date Paid | Payment | To:  |
| SIPC-6                                     | \$ 1,982     | 7/30/2025 | ACH     | SIPC |
| SIPC-7                                     | \$10,094     | 2/4/2026  | ACH     | SIPC |
| SIPC-7 - Amended                           | \$<br>126    | 2/6/2026  | ACH     | SIPC |

Total amount paid \$12,202 Reconciled Difference Overpayment

| (Underpayment) | \$<br>- |
|----------------|---------|
|----------------|---------|

22

{26}------------------------------------------------

#### AMENDED GENERAL ASSESSMENT FORM

For the fiscal year ended 12/31/2025

|    | Determination of "SIPC NET Operating Revenues" and General Assessment for:<br>MEMBER NAME<br>IB CAPITAL LLC                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | SEC No.<br>8-70754 |                 |
|----|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------|-----------------|
|    | For the fiscal period beginning                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | and ending         |                 |
| 1  | Total Revenue (FOCUS Report - Statement of Income (Loss) - Code 4030)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |                    | \$ 8,870,405.00 |
| 2  | Additions:<br>a  Total revenues from the securities business of subsidiaries (except foreign<br>subsidiaries) and predecessors not included above.<br>b Net loss from principal transactions in securities in trading accounts.<br>c Net loss from principal transactions in commodities in trading accounts.<br>d Interest and dividend expense deducted in determining item 1.<br>e  Net loss from management of or participation in the underwriting or<br>distribution of securities.<br>f Expenses other than advertising, printing, registration fees and legal fees<br>deducted in determining net profit management of or participation in<br>underwriting or distribution of securities. |                    |                 |
|    | g Net loss from securities in investment accounts.<br>h Add lines 2a through 2g. This is your total additions.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                    | \$ 0.00         |
| 3  | Add lines 1 and 2h                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                    | \$ 8,870,405.00 |
| বা | Deductions:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                    |                 |
|    | a  Revenues from the distribution of shares of a registered open end investment<br>company or unit investment trust, from the sale of variable annuities, from the<br>business of insurance, from investment advisory services rendered to<br>registered investment companies or insurance company separate accounts<br>and from transactions in security futures products.<br>b Revenues from commodity transactions.                                                                                                                                                                                                                                                                            |                    |                 |
|    | c  Commissions, floor brokerage and clearance paid to other SIPC members<br>in connection with securities transactions.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | \$ 75,223.00       |                 |
|    | d Reimbursements for postage in connection with proxy solicitations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                    |                 |
|    | e  Net gain from securities in investment accounts.<br>f  100% commissions and markups earned from transactions in (1) certificates<br>of deposit and (ii) Treasury bills, bankers acceptances or commercial paper<br>that mature nine months or less from issuance date.<br>g Direct expenses of printing, advertising, and legal fees incurred in connection<br>with other revenue related to the securities business (revenue defined by                                                                                                                                                                                                                                                       | \$ 383,896.00      |                 |
|    | Section 16(9)(L) of the Act).<br>h Other revenue not related either directly or indirectly to the securities business.<br>Deductions in excess of \$100,000 require documentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | \$ 276,279.00      |                 |
|    | 5 a Total interest and dividend expense (FOCUS Report - Statement<br>of Income (Loss) - Code 4075 plus line 2d above) but<br>not in excess of total interest and dividend income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                    |                 |
|    | b 40% of margin interest earned on customers securities accounts<br>(40% of FOCUS Report - Statement of Income (Loss) -<br>Code 3960)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |                    |                 |
|    | c  Enter the greater of line 5a or 5b                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | \$ 0.00            |                 |
| 6  | Add lines 4a through 4h and 5c. This is your total deductions.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                    | \$ 735,398.00   |
| 7  | Subtract line 6 from line 3. This is your SIPC Net Operating Revenues.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                    | \$ 8,135,007.00 |

{27}------------------------------------------------

SIPC-7A 37 REV 0722

#### AMENDED GENERAL ASSESSMENT FORM

For the fiscal year ended 12/31/2025

| 8                            |                                                                  | Multiply line 7 by .0015. This is your General Assessment.                                                                                                                                                                   |                                                         |              | \$ 12,202.00 |
|------------------------------|------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------|--------------|--------------|
| 9                            |                                                                  | Current overpayment/credit balance, if any                                                                                                                                                                                   |                                                         |              | \$ 0.00      |
| 10                           |                                                                  | General assessment from last filed 2025 SIPC-7 or 7A                                                                                                                                                                         |                                                         | \$ 12,076.00 |              |
| 11                           | c  Any other overpayments applied<br>f Add lines 11a through 11e | a  Overpayment(s) applied on all  2025  SIPC-6 and 6A(s)<br>b  Overpayment(s) applied on all  2025  SIPC-7 and 7A(s)<br>d All payments applied for 2025 SIPC-6 and 6A(s)<br>e All payments applied for 2025 SIPC-7 and 7A(s) | \$ 0.00<br>\$ 0.00<br>\$ 0.00<br>\$ 1,982.00<br>\$ 0.00 | \$ 1,982.00  |              |
| 12                           | LESSER of line 10 or 11f.                                        |                                                                                                                                                                                                                              |                                                         |              | \$ 1,982.00  |
| a  Amount from line  8<br>13 |                                                                  |                                                                                                                                                                                                                              | \$ 12,202.00                                            |              |              |
|                              | b Amount from line 9                                             |                                                                                                                                                                                                                              |                                                         | \$ 0.00      |              |
|                              | c Amount from line 12                                            |                                                                                                                                                                                                                              |                                                         | \$ 1,982.00  |              |
|                              |                                                                  | d Subtract lines 13b and 13c from 13a. This is your assessment balance due.                                                                                                                                                  |                                                         |              | \$ 10,220.00 |
| 14                           |                                                                  | Interest (see instructions) for                                                                                                                                                                                              |                                                         |              | \$ 0.00      |
| 15                           |                                                                  | Amount you owe SIPC. Add lines 13d and 14.                                                                                                                                                                                   |                                                         |              | \$ 10,220.00 |
| 16                           |                                                                  | Overpayment/credit carried forward (if applicable)                                                                                                                                                                           |                                                         |              | \$ 0.00      |
|                              | SEC No.<br>8-70754                                               | Designated Examining Authority<br>DEA: FINRA                                                                                                                                                                                 | FYE<br>2025                                             | Month<br>Dec |              |
|                              | MEMBER NAME<br>MAILING ADDRESS                                   | IB CAPITAL LLC<br>51 KINGS COURT<br>APT 14-B<br>SAN JUAN, PR  00911                                                                                                                                                          |                                                         |              |              |

Subsidiaries (S) and predecessors (P) included in the form (give name and SEC number)

 By checking this box, you certify that you have the authority of the SIPC member to sign this form; that all information in this form is true and complete; and that on behalf of the SIPC member, you are authorized, and do hereby consent, to the storage and handling by SIPC of the data in accordance with SIPC's Privacy Policy

| IB CAPITAL LLC        | Javier Vega            |
|-----------------------|------------------------|
| (Name of SIPC Member) | (Authorized Signatory) |
| 2/5/2026              | javier.vega@ibcpr.net  |
| (Date)                | (e-mail address)       |

Completion of the "Authorized Signatory" line will be deemed a signature.

This form and the assessment payment are due 60 days after the end of the fiscal year.

{28}------------------------------------------------

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#### **ZWKZdK&/EWEEdZ'/^dZWh>/KhEd/E'&/ZD**

dŽƚŚĞŽĂƌĚŽĨŝƌĞĐƚŽƌƐĂŶĚDĞŵďĞƌƐ ŽĨ /ĂƉŝƚĂů>>͗

tĞ ŚĂǀĞ ƌĞǀŝĞǁĞĚ ŵĂŶĂŐĞŵĞŶƚΖƐ ƐƚĂƚĞŵĞŶƚƐ͕ ŝŶĐůƵĚĞĚ ŝŶ ƚŚĞ ĂĐĐŽŵƉĂŶLJŝŶŐ ZƵůĞ ϭϱĐϯͲϯ džĞŵƉƚŝŽŶ ZĞƉŽƌƚ ƉƵƌƐƵĂŶƚƚŽ^ZƵůĞϭϳĂͲϱ͕ŝŶǁŚŝĐŚ;ϭͿ/ĂƉŝƚĂů>>;ƚŚĞ͞ŽŵƉĂŶLJ͟ͿĚŝĚŶŽƚĐůĂŝŵĂŶĞdžĞŵƉƚŝŽŶƵŶĚĞƌƉĂƌĂŐƌĂƉŚ ;ŬͿŽĨϭϳ͘&͘Z͘ΑϮϰϬ͘ϭϱĐϯͲϯ͕ĂŶĚ;ϮͿƚŚĞ ŽŵƉĂŶLJŝƐĨŝůŝŶŐƚŚŝƐdžĞŵƉƚŝŽŶZĞƉŽƌƚƌĞůLJŝŶŐŽŶ&ŽŽƚŶŽƚĞϳϰŽĨƚŚĞ^ ZĞůĞĂƐĞ EŽ͘ ϯϰͲϳϬϬϳϯ ĂĚŽƉƚŝŶŐ ĂŵĞŶĚŵĞŶƚƐ ƚŽ ϭϳ ͘&͘Z͘ Α ϮϰϬ͘ϭϳĂͲϱ ďĞĐĂƵƐĞ ƚŚĞ ŽŵƉĂŶLJ ůŝŵŝƚƐ ŝƚƐ ďƵƐŝŶĞƐƐ ĂĐƚŝǀŝƚŝĞƐĞdžĐůƵƐŝǀĞůLJƚŽ͗;ϭͿƚƌĂĚŝŶŐƐĞĐƵƌŝƚŝĞƐĨŽƌŽǁŶĂĐĐŽƵŶƚ͖;ϮͿƵŶĚĞƌǁƌŝƚĞƌŽƌƐĞůůŝŶŐŐƌŽƵƉƉĂƌƚŝĐŝƉĂŶƚ;ĐŽƌƉŽƌĂƚĞ ƐĞĐƵƌŝƚŝĞƐ ŽƚŚĞƌ ƚŚĂŶ ŵƵƚƵĂů ĨƵŶĚƐͿ ŽŶ Ă Ĩŝƌŵ ĐŽŵŵŝƚŵĞŶƚ ŽĨĨĞƌŝŶŐ͖ ;ϯͿ ŵĞƌŐĞƌƐ ĂŶĚ ĂĐƋƵŝƐŝƚŝŽŶƐ͖ ;ϰͿ ƉƌŝǀĂƚĞ ƉůĂĐĞŵĞŶƚŽĨƐĞĐƵƌŝƚŝĞƐ͖ĂŶĚ;ϱͿĐŽŵŵŝƐƐŝŽŶƐŚĂƌŝŶŐ͘/ŶĂĚĚŝƚŝŽŶ͕ƚŚĞŽŵƉĂŶLJĚŝĚŶŽƚĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJƌĞĐĞŝǀĞ͕ ŚŽůĚ͕ŽƌŽƚŚĞƌǁŝƐĞŽǁĞĨƵŶĚƐŽƌƐĞĐƵƌŝƚŝĞƐĨŽƌŽƌƚŽĐƵƐƚŽŵĞƌƐ͕ŽƚŚĞƌƚŚĂŶŵŽŶĞLJŽƌŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶƌĞĐĞŝǀĞĚ ĂŶĚ ƉƌŽŵƉƚůLJ ƚƌĂŶƐŵŝƚƚĞĚ ŝŶ ĐŽŵƉůŝĂŶĐĞ ǁŝƚŚ ƉĂƌĂŐƌĂƉŚ ;ĂͿ Žƌ ;ďͿ;ϮͿ ŽĨ ZƵůĞ ϭϱĐϮͲϰ ĂŶĚͬŽƌ ĨƵŶĚƐ ƌĞĐĞŝǀĞĚ ĂŶĚ ƉƌŽŵƉƚůLJƚƌĂŶƐŵŝƚƚĞĚĨŽƌĞĨĨĞĐƚŝŶŐƚƌĂŶƐĂĐƚŝŽŶƐǀŝĂƐƵďƐĐƌŝƉƚŝŽŶƐŽŶĂƐƵďƐĐƌŝƉƚŝŽŶǁĂLJďĂƐŝƐǁŚĞƌĞƚŚĞĨƵŶĚƐĂƌĞ ƉĂLJĂďůĞƚŽƚŚĞŝƐƐƵĞƌŽƌŝƚƐĂŐĞŶƚĂŶĚŶŽƚƚŽƚŚĞŽŵƉĂŶLJ͖ĚŝĚŶŽƚĐĂƌƌLJĂĐĐŽƵŶƚƐŽĨŽƌĨŽƌĐƵƐƚŽŵĞƌƐ͖ĂŶĚĚŝĚŶŽƚ ĐĂƌƌLJWĂĐĐŽƵŶƚƐ;ĂƐĚĞĨŝŶĞĚŝŶZƵůĞϭϱĐϯͲϯͿƚŚƌŽƵŐŚŽƵƚƚŚĞŵŽƐƚƌĞĐĞŶƚĨŝƐĐĂůLJĞĂƌǁŝƚŚŽƵƚĞdžĐĞƉƚŝŽŶ͘

dŚĞŽŵƉĂŶLJ͛ƐŵĂŶĂŐĞŵĞŶƚŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞƉƌŽǀŝƐŝŽŶƐĐŽŶƚĞŵƉůĂƚĞĚďLJ&ŽŽƚŶŽƚĞϳϰŽĨ^ ZĞůĞĂƐĞ EŽ͘ ϯϰͲϳϬϬϳϯ ĂĚŽƉƚŝŶŐ ĂŵĞŶĚŵĞŶƚƐ ƚŽ ϭϳ ͘&͘Z͘ Α ϮϰϬ͘ϭϳĂͲϱ ĂŶĚ ƌĞůĂƚĞĚ ^ ^ƚĂĨĨ &ƌĞƋƵĞŶƚůLJ ƐŬĞĚ YƵĞƐƚŝŽŶƐĂŶĚŝƚƐƐƚĂƚĞŵĞŶƚƐ͘

KƵƌƌĞǀŝĞǁǁĂƐĐŽŶĚƵĐƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚ ƚŚĞƐƚĂŶĚĂƌĚƐŽĨ ƚŚĞWƵďůŝĐŽŵƉĂŶLJĐĐŽƵŶƚŝŶŐKǀĞƌƐŝŐŚƚŽĂƌĚ ;hŶŝƚĞĚ^ƚĂƚĞƐͿĂŶĚ͕ĂĐĐŽƌĚŝŶŐůLJ͕ŝŶĐůƵĚĞĚŝŶƋƵŝƌŝĞƐĂŶĚŽƚŚĞƌƌĞƋƵŝƌĞĚƉƌŽĐĞĚƵƌĞƐ ƚŽŽďƚĂŝŶĞǀŝĚĞŶĐĞĂďŽƵƚ ƚŚĞ ŽŵƉĂŶLJ͛ƐĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞĞdžĞŵƉƚŝŽŶƉƌŽǀŝƐŝŽŶƐ͘ƌĞǀŝĞǁŝƐƐƵďƐƚĂŶƚŝĂůůLJůĞƐƐŝŶƐĐŽƉĞƚŚĂŶĂŶĞdžĂŵŝŶĂƚŝŽŶ͕ ƚŚĞŽďũĞĐƚŝǀĞŽĨǁŚŝĐŚŝƐƚŚĞĞdžƉƌĞƐƐŝŽŶŽĨĂŶŽƉŝŶŝŽŶŽŶŵĂŶĂŐĞŵĞŶƚΖƐƐƚĂƚĞŵĞŶƚƐ͘ĐĐŽƌĚŝŶŐůLJ͕ǁĞĚŽŶŽƚĞdžƉƌĞƐƐ ƐƵĐŚĂŶŽƉŝŶŝŽŶ͘

ĂƐĞĚ ŽŶ ŽƵƌ ƌĞǀŝĞǁ͕ ǁĞ ĂƌĞ ŶŽƚ ĂǁĂƌĞ ŽĨ ĂŶLJ ŵĂƚĞƌŝĂů ŵŽĚŝĨŝĐĂƚŝŽŶƐ ƚŚĂƚ ƐŚŽƵůĚ ďĞ ŵĂĚĞ ƚŽ ŵĂŶĂŐĞŵĞŶƚΖƐ ƐƚĂƚĞŵĞŶƚƐ ƌĞĨĞƌƌĞĚ ƚŽ ĂďŽǀĞ ĨŽƌ ƚŚĞŵ ƚŽ ďĞ ĨĂŝƌůLJ ƐƚĂƚĞĚ͕ ŝŶ Ăůů ŵĂƚĞƌŝĂů ƌĞƐƉĞĐƚƐ͕ ďĂƐĞĚ ƵƉŽŶ ƚŚĞ ŽŵƉĂŶLJ͛Ɛ ďƵƐŝŶĞƐƐĂĐƚŝǀŝƚŝĞƐĐŽŶƚĞŵƉůĂƚĞĚďLJ&ŽŽƚŶŽƚĞϳϰŽĨƚŚĞ^ZĞůĞĂƐĞEŽ͘ϯϰͲϳϬϬϳϯĂĚŽƉƚŝŶŐĂŵĞŶĚŵĞŶƚƐƚŽϭϳ͘&͘Z͘ ΑϮϰϬ͘ϭϳĂͲϱ͕ĂŶĚƌĞůĂƚĞĚ^^ƚĂĨĨ&ƌĞƋƵĞŶƚůLJƐŬĞĚYƵĞƐƚŝŽŶƐ͘

ƌŝǀĞŶ͕W͘^͘͘

>ŝĐĞŶƐĞEŽ͘ϯϮϵdžƉŝƌĞƐĞĐĞŵďĞƌϭ͕ϮϬϮϳ 'ƵĂLJŶĂďŽ͕WƵĞƌƚŽZŝĐŽ DĂƌĐŚϯϬ͕ϮϬϮϲ

![](_page_28_Picture_9.jpeg)

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## **ZWKZd K& /EWEEd Z'/^dZWh>/ KhEd/E' &/ZDKEWW>z/E''ZͲhWKEWZKhZ^**

dŽƚŚĞŽĂƌĚŽĨŝƌĞĐƚŽƌƐ ĂŶĚDĞŵďĞƌƐ ŽĨ /ĂƉŝƚĂů>>͗

tĞŚĂǀĞƉĞƌĨŽƌŵĞĚ ƚŚĞƉƌŽĐĞĚƵƌĞƐŝŶĐůƵĚĞĚŝŶZƵůĞϭϳĂͲϱ;ĞͿ;ϰͿƵŶĚĞƌ ƚŚĞ^ĞĐƵƌŝƚŝĞƐdžĐŚĂŶŐĞĐƚŽĨ ϭϵϯϰ ĂŶĚ ŝŶ ƚŚĞ ^ĞĐƵƌŝƚŝĞƐ /ŶǀĞƐƚŽƌ WƌŽƚĞĐƚŝŽŶ ŽƌƉŽƌĂƚŝŽŶ ;͞^/W͟Ϳ ^ĞƌŝĞƐ ϲϬϬ ZƵůĞƐ͕ ǁŚŝĐŚ ĂƌĞ ĞŶƵŵĞƌĂƚĞĚďĞůŽǁŽŶƚŚĞĂĐĐŽŵƉĂŶLJŝŶŐ'ĞŶĞƌĂůƐƐĞƐƐŵĞŶƚZĞĐŽŶĐŝůŝĂƚŝŽŶ;&Žƌŵ^/WͲϳͿĨŽƌƚŚĞLJĞĂƌ ĞŶĚĞĚĞĐĞŵďĞƌϯϭ͕ϮϬϮϱ͘DĂŶĂŐĞŵĞŶƚŽĨ/ĂƉŝƚĂů >>͕;ƚŚĞ͞ŽŵƉĂŶLJ͟ͿŝƐƌĞƐƉŽŶƐŝďůĞ ĨŽƌŝƚƐ&Žƌŵ ^/WͲϳĂŶĚĨŽƌŝƚƐĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞĂƉƉůŝĐĂďůĞŝŶƐƚƌƵĐƚŝŽŶƐŽŶ&Žƌŵ^/WͲϳ͘

DĂŶĂŐĞŵĞŶƚ ŽĨ ƚŚĞ ŽŵƉĂŶLJ ŚĂƐ ĂŐƌĞĞĚ ƚŽ ĂŶĚ ĂĐŬŶŽǁůĞĚŐĞĚ ƚŚĂƚ ƚŚĞ ƉƌŽĐĞĚƵƌĞƐ ƉĞƌĨŽƌŵĞĚ ĂƌĞ ĂƉƉƌŽƉƌŝĂƚĞ ƚŽ ŵĞĞƚ ƚŚĞ ŝŶƚĞŶĚĞĚ ƉƵƌƉŽƐĞ ŽĨ ĂƐƐŝƐƚŝŶŐ LJŽƵ ĂŶĚ ^/W ŝŶ ĞǀĂůƵĂƚŝŶŐ ƚŚĞ ŽŵƉĂŶLJ͛Ɛ ĐŽŵƉůŝĂŶĐĞ ǁŝƚŚ ƚŚĞ ĂƉƉůŝĐĂďůĞ ŝŶƐƚƌƵĐƚŝŽŶƐ ŽŶ &Žƌŵ ^/WͲϳ ĨŽƌƚŚĞ LJĞĂƌ ĞŶĚĞĚ ĞĐĞŵďĞƌ ϯϭ͕ ϮϬϮϱ͘ ĚĚŝƚŝŽŶĂůůLJ͕^/WŚĂƐĂŐƌĞĞĚƚŽĂŶĚĂĐŬŶŽǁůĞĚŐĞĚƚŚĂƚƚŚĞƉƌŽĐĞĚƵƌĞƐƉĞƌĨŽƌŵĞĚĂƌĞĂƉƉƌŽƉƌŝĂƚĞĨŽƌ ƚŚĞŝƌŝŶƚĞŶĚĞĚƉƵƌƉŽƐĞ͘dŚŝƐƌĞƉŽƌƚŵĂLJŶŽƚďĞƐƵŝƚĂďůĞĨŽƌĂŶLJŽƚŚĞƌƉƵƌƉŽƐĞ͘dŚĞƉƌŽĐĞĚƵƌĞƐƉĞƌĨŽƌŵĞĚ ŵĂLJŶŽƚĂĚĚƌĞƐƐĂůůƚŚĞŝƚĞŵƐŽĨŝŶƚĞƌĞƐƚƚŽĂƵƐĞƌŽĨƚŚŝƐƌĞƉŽƌƚĂŶĚŵĂLJŶŽƚŵĞĞƚƚŚĞŶĞĞĚƐŽĨĂůůƵƐĞƌƐ ŽĨƚŚŝƐƌĞƉŽƌƚĂŶĚ͕ĂƐƐƵĐŚ͕ƵƐĞƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌĚĞƚĞƌŵŝŶŝŶŐǁŚĞƚŚĞƌƚŚĞƉƌŽĐĞĚƵƌĞƐƉĞƌĨŽƌŵĞĚĂƌĞ ĂƉƉƌŽƉƌŝĂƚĞ ĨŽƌƚŚĞŝƌƉƵƌƉŽƐĞƐ͘dŚĞƐƵĨĨŝĐŝĞŶĐLJŽĨƚŚĞƐĞƉƌŽĐĞĚƵƌĞƐŝƐƐŽůĞůLJƚŚĞƌĞƐƉŽŶƐŝďŝůŝƚLJŽĨƚŚŽƐĞ ƉĂƌƚŝĞƐƐƉĞĐŝĨŝĞĚŝŶƚŚŝƐƌĞƉŽƌƚ͘ŽŶƐĞƋƵĞŶƚůLJ͕ǁĞŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƌĞŐĂƌĚŝŶŐƚŚĞƐƵĨĨŝĐŝĞŶĐLJŽĨƚŚĞ ƉƌŽĐĞĚƵƌĞƐĚĞƐĐƌŝďĞĚďĞůŽǁĞŝƚŚĞƌĨŽƌƚŚĞƉƵƌƉŽƐĞĨŽƌǁŚŝĐŚƚŚŝƐƌĞƉŽƌƚŚĂƐďĞĞŶƌĞƋƵĞƐƚĞĚŽƌĨŽƌĂŶLJ ŽƚŚĞƌƉƵƌƉŽƐĞ͘dŚĞƉƌŽĐĞĚƵƌĞƐǁĞƉĞƌĨŽƌŵĞĚ͕ ĂŶĚŽƵƌĨŝŶĚŝŶŐƐĂƌĞĂƐĨŽůůŽǁƐ͗

- ϭͿ dƌĂĐĞĚ ĂŶĚ ĐŽŵƉĂƌĞĚ ƚŚĞ ůŝƐƚĞĚ ĂƐƐĞƐƐŵĞŶƚ ƉĂLJŵĞŶƚƐ ŝŶ &Žƌŵ ^/WͲϳ ǁŝƚŚ ƌĞƐƉĞĐƚŝǀĞ ĐĂƐŚ ĚŝƐďƵƌƐĞŵĞŶƚƌĞĐŽƌĚƐĞŶƚƌŝĞƐ͕ŶŽƚŝŶŐŶŽĚŝĨĨĞƌĞŶĐĞƐ͖
- ϮͿ dƌĂĐĞĚĂŶĚĐŽŵƉĂƌĞĚƚŚĞdŽƚĂůZĞǀĞŶƵĞĂŵŽƵŶƚƐƌĞƉŽƌƚĞĚŽŶƚŚĞŶŶƵĂůƵĚŝƚĞĚZĞƉŽƌƚ&ŽƌŵyͲ ϭϳͲϱWĂƌƚ/ůůĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚĞĐĞŵďĞƌϯϭ͕ϮϬϮϱ ǁŝƚŚƚŚĞdŽƚĂůZĞǀĞŶƵĞĂŵŽƵŶƚƌĞƉŽƌƚĞĚŝŶ&Žƌŵ ^/WͲϳĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚ ĞĐĞŵďĞƌϯϭ͕ϮϬϮϱ͕ŶŽƚŝŶŐŶŽĚŝĨĨĞƌĞŶĐĞƐ͖
- ϯͿ dƌĂĐĞĚĂŶĚĐŽŵƉĂƌĞĚĂŶLJĂĚũƵƐƚŵĞŶƚƐƌĞƉŽƌƚĞĚŝŶ&Žƌŵ^/WͲϳǁŝƚŚƐƵƉƉŽƌƚŝŶŐƐĐŚĞĚƵůĞƐĂŶĚƌĞůĂƚĞĚ ƐĐŚĞĚƵůĞƐĂŶĚǁŽƌŬŝŶŐƉĂƉĞƌƐ͕ŶŽƚŝŶŐŶŽĚŝĨĨĞƌĞŶĐĞƐ͖
- ϰͿ ZĞĐĂůĐƵůĂƚĞĚƚŚĞĂƌŝƚŚŵĞƚŝĐĂůĂĐĐƵƌĂĐLJŽĨƚŚĞĐĂůĐƵůĂƚŝŽŶƐƌĞĨůĞĐƚĞĚŝŶ&Žƌŵ^/WͲϳĂŶĚŝŶƚŚĞƌĞůĂƚĞĚ ƐĐŚĞĚƵůĞƐĂŶĚǁŽƌŬŝŶŐƉĂƉĞƌƐƐƵƉƉŽƌƚŝŶŐƚŚĞĂĚũƵƐƚŵĞŶƚƐ͕ŶŽƚŝŶŐŶŽĚŝĨĨĞƌĞŶĐĞƐ͖ĂŶĚ
- ϱͿ dƌĂĐĞĚĂŶĚĐŽŵƉĂƌĞĚƚŚĞĂŵŽƵŶƚŽĨĂŶLJŽǀĞƌƉĂLJŵĞŶƚĂƉƉůŝĞĚƚŽƚŚĞĐƵƌƌĞŶƚĂƐƐĞƐƐŵĞŶƚǁŝƚŚƚŚĞ &Žƌŵ^/WͲϳŽŶǁŚŝĐŚŝƚǁĂƐŽƌŝŐŝŶĂůůLJĐŽŵƉƵƚĞĚŶŽƚŝŶŐŶŽĚŝĨĨĞƌĞŶĐĞƐ͘

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dŽƚŚĞƵĚŝƚŽŵŵŝƚƚĞĞĂŶĚDĞŵďĞƌŽĨ /ĂƉŝƚĂů>> WĂŐĞϮ

tĞ ǁĞƌĞ ĞŶŐĂŐĞĚ ďLJ ƚŚĞ ŽŵƉĂŶLJ ƚŽ ƉĞƌĨŽƌŵ ƚŚĞƐĞ ĂŐƌĞĞĚͲƵƉŽŶ ƉƌŽĐĞĚƵƌĞƐ ĞŶŐĂŐĞŵĞŶƚ ĂŶĚ ĐŽŶĚƵĐƚĞĚŽƵƌĞŶŐĂŐĞŵĞŶƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚĂƚƚĞƐƚĂƚŝŽŶ ƐƚĂŶĚĂƌĚƐĞƐƚĂďůŝƐŚĞĚ ďLJ ƚŚĞ/WĂŶĚŝŶ ĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƐƚĂŶĚĂƌĚƐŽĨƚŚĞWƵďůŝĐŽŵƉĂŶLJĐĐŽƵŶƚŝŶŐKǀĞƌƐŝŐŚƚŽĂƌĚ͘tĞǁĞƌĞŶŽƚĞŶŐĂŐĞĚ ƚŽĂŶĚĚŝĚŶŽƚĐŽŶĚƵĐƚĂŶĞdžĂŵŝŶĂƚŝŽŶŽƌĂ ƌĞǀŝĞǁĞŶŐĂŐĞŵĞŶƚ͕ ƚŚĞŽďũĞĐƚŝǀĞŽĨǁŚŝĐŚǁŽƵůĚďĞ ƚŚĞ ĞdžƉƌĞƐƐŝŽŶŽĨĂŶŽƉŝŶŝŽŶŽƌĐŽŶĐůƵƐŝŽŶ͕ƌĞƐƉĞĐƚŝǀĞůLJ͕ŽŶƚŚĞŽŵƉĂŶLJΖƐ&Žƌŵ^/WͲϳĂŶĚĨŽƌŝƚƐĐŽŵƉůŝĂŶĐĞ ǁŝƚŚƚŚĞĂƉƉůŝĐĂďůĞŝŶƐƚƌƵĐƚŝŽŶƐ ŽŶ&Žƌŵ^/WͲϳĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚ ĞĐĞŵďĞƌϯϭ͕ϮϬϮϱ͘ĐĐŽƌĚŝŶŐůLJ͕ǁĞ ĚŽŶŽƚĞdžƉƌĞƐƐƐƵĐŚĂŶŽƉŝŶŝŽŶŽƌĐŽŶĐůƵƐŝŽŶ͘,ĂĚǁĞƉĞƌĨŽƌŵĞĚĂĚĚŝƚŝŽŶĂůƉƌŽĐĞĚƵƌĞƐ͕ŽƚŚĞƌŵĂƚƚĞƌƐ ŵŝŐŚƚŚĂǀĞĐŽŵĞƚŽŽƵƌĂƚƚĞŶƚŝŽŶƚŚĂƚǁŽƵůĚŚĂǀĞďĞĞŶƌĞƉŽƌƚĞĚƚŽLJŽƵ͘

tĞ ĂƌĞ ƌĞƋƵŝƌĞĚ ƚŽ ďĞ ŝŶĚĞƉĞŶĚĞŶƚ ŽĨ ƚŚĞ ŽŵƉĂŶLJ ĂŶĚ ƚŽŵĞĞƚ ŽƵƌ ŽƚŚĞƌĞƚŚŝĐĂů ƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐ ŝŶ ĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƌĞůĞǀĂŶƚĞƚŚŝĐĂůƌĞƋƵŝƌĞŵĞŶƚƐƌĞůĂƚĞĚƚŽŽƵƌĂŐƌĞĞĚͲƵƉŽŶƉƌŽĐĞĚƵƌĞƐĞŶŐĂŐĞŵĞŶƚ͘

dŚŝƐƌĞƉŽƌƚŝƐŝŶƚĞŶĚĞĚƐŽůĞůLJĨŽƌƚŚĞŝŶĨŽƌŵĂƚŝŽŶĂŶĚƵƐĞŽĨƚŚĞŽŵƉĂŶLJĂŶĚ^/WĂŶĚŝƐŶŽƚŝŶƚĞŶĚĞĚƚŽ ďĞĂŶĚƐŚŽƵůĚŶŽƚďĞƵƐĞĚďLJĂŶLJŽŶĞŽƚŚĞƌƚŚĂŶƚŚĞƐĞƐƉĞĐŝĨŝĞĚƉĂƌƚŝĞƐ͘

ƌŝǀĞŶ͕W͘^͘͘ >ŝĐĞŶƐĞEŽ͘ϯϮϵdžƉŝƌĞƐĞĐĞŵďĞƌϭ͕ϮϬϮϳ 'ƵĂLJŶĂďŽ͕WƵĞƌƚŽZŝĐŽ DĂƌĐŚ ϯϬ͕ϮϬϮϲ

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Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.
