# SEMINARIO SECURITIES LLC X-17A-5 (2026-03-09) — Broker-dealer annual report - Company: SEMINARIO SECURITIES LLC - Form: X-17A-5 - Filed: 2026-03-09 - Period: 2025-12-31 - Accession: 0001877875-26-000001 - CIK: 1877875 - File #: 8-70773 - Type: Broker-dealer - Material weakness: No - Auditor: HLB Gravier LLP - Auditor location: Coral Gables, FL - Contact: Emily Abbruzzese - Phone: 15168584766 - Email: eabbruzzese@seminariosecurities.com - Website: seminariosecurities.com - Signed by: Marlo Dieguez (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1877875/000187787526000001/annualreportssllc122025.pdf --- {0}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** OMB APPROVAL OMB Number: ϯϮϯϱͲϬϭϮϯ Expires: EŽǀ͘ϯϬ͕ϮϬϮϲ Estimated average burden hours per response: # **ANNUAL REPORTS FORM X-17A-5 PART III** | SEC FILE NUMBER | | |-----------------|--| | 8-70773 | | **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 \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ AND ENDING \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ MM/DD/YY MM/DD/YY **A. REGISTRANT IDENTIFICATION** NAME OF FIRM: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ TYPE OF REGISTRANT (check all applicable boxes): ܆ Broker-dealer ܆ Security-based swap dealer ܆ Major security-based swap participant ܆ Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (No. and Street) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (City) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Name) (Area Code – Telephone Number) (Email Address) **B. ACCOUNTANT IDENTIFICATION** INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Name – if individual, state last, first, and middle name) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Address) (City) (State) (Zip Code) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (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 be covered by the reports of an independent public 01/01/2025 12/31/2025 Seminario Securities, LLC ■ 95 Merrick Way, Suite 516 Coral Gables Florida 33134 Emily Abbruzzese 516-858-4766 eabbruzzese@seminariosecurities.com HLB Gravier, LLP 4000 Ponce de Leon Blvd. Suite 610 Coral Gables FL 33146 09/01/2009 3676 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.** {1}------------------------------------------------ #### **OATH OR AFFIRMATION** | Marlo Dieguez | | I, ___________________________________________, swear (or affirm) that, to the best of my knowledge and belief, the | | |---------------|-----|---------------------------------------------------------------------------------------------------------------------------------------------|--| | | | financial report pertaining to the firm of ____________________________________________________________, as of
Seminario Securities, LLC | | | 12/31 | 025 | ______________________________, 2_____, 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: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ CEO Notary Public #### **This filing\*\* contains (check all applicable boxes):** ܆) a) Statement of financial condition. \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ - ܆) b) Notes to consolidated statement of financial condition. - ܆) c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). - ܆) d) Statement of cash flows. - ܆) e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - ܆) f) Statement of changes in liabilities subordinated to claims of creditors. - ܆) g) Notes to consolidated financial statements. - ܆) h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - ܆) i) Computation of tangible net worth under 17 CFR 240.18a-2. - ܆) j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - ܆) k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - ܆) l) 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. - ܆) 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. - ܆) y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). - ܆) z) Other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ - *\*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.* {2}------------------------------------------------ # **Seminario Securities, LLC** **Financial Statements and Supplemental Schedules As of and for the year ended December 31, 2025 and Report of Independent Registered Public Accounting Firm** {3}------------------------------------------------ ### **Page(s)** | Report of Independent Registered Public Accounting Firm 1-2 | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | Financial Statements | | Statement of Financial Condition 3 | | Statement of Operations 4 | | Statement of Changes in Member's Equity 5 | | Statement of Cash Flows 6 | | Notes to Financial Statements 7-12 | | Supplemental Schedules | | Schedule I - Computation of Net Capital under Rule 15c3-1 of the
Securities and Exchange Commission 13 | | Schedule II and III - Computation for Determination of Reserve Requirements and Information Relating
to the Possession or control requirements for Broker-Dealers
under Rule 15c3-3 of the Securities and Exchange Commission 14 | | Other Information | | Report of Independent Registered Public Accounting Firm on Exemption Report 15 | | Exemption Report 16 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) {5}------------------------------------------------ {6}------------------------------------------------ # **Seminario Securities, LLC Statement of Financial Condition December 31, 2025** | Assets | | |---------------------------------------------|-----------------| | Cash and cash equivalents | \$
677,637 | | Receivables from clearing broker | 9,452 | | Deposit at clearing broker, restricted cash | 500,000 | | Securities owned, at fair value | 2,141,625 | | Right-of-use lease assets, net | 165,096 | | Property and equipment, net | 12,124 | | Prepaids and other assets | 117,280 | | Total assets | \$
3,623,214 | | | | | Liabilities and Member's Equity | | | Liabilities | | | Lease liabilities | \$
181,058 | | Bonus payable | 125,612 | | Accrued expenses and other liabilities | 150,349 | | Total liabilities | 457,019 | | Commitments and Contingencies | | | Member's Equity | 3,166,195 | | Total liabilities and member's equity | \$
3,623,214 | | | | See accompanying notes to the financial statements {7}------------------------------------------------ # **Seminario Securities, LLC Statement of Operations For the Year Ended December 31, 2025** | Revenues | | |-----------------------------------|---------------| | Riskless principal transactions | 1,184,359 | | Commissions | 1,015,172 | | Interest income | 156,340 | | Other | 92,730 | | | | | Total revenues | 2,448,601 | | | | | Expenses | | | Compensation and related expenses | 939,498 | | Clearing charges | 611,740 | | Occupancy | 68,075 | | Depreciation and amortization | 2,172 | | Professional fees | 168,631 | | Other general and administrative | 226,299 | | | | | Total expenses | 2,016,415 | | Net income | \$
432,186 | | | | See accompanying notes to the financial statements. {8}------------------------------------------------ | | Member's
Equity | | |-----------------------------|--------------------|-----------| | Balance - January 1, 2025 | \$ | 797,656 | | Contributions from member | | 1,966,353 | | Distributions to member | | (30,000) | | Net income | | 432,186 | | Balance - December 31, 2025 | \$ | 3,166,195 | See accompanying notes to the financial statements. {9}------------------------------------------------ | Cash flows from operating activities | | |-------------------------------------------------------------------|---------------| | Net income | \$
432,186 | | Adjustments to reconcile net income to net cash used in operating | | | activities | | | Depreciation expense | 2,172 | | Changes in operating assets and liabilities: | | | Receivables from clearing broker-dealer | 119,900 | | Securities owned, at fair value | (2,141,625) | | Deposit with clearing broker | 2,999 | | Prepaid expenses and other assets | (82,967) | | Bonus payable | 30,612 | | Account payable and accrued expenses | 114,866 | | Lease operating assets and liabilities | (1,592) | | Total adjustments | (1,955,635) | | Net cash used in operating activities | (1,523,449) | | Cash flows from financing activities | | | Contributions from member | 1,966,353 | | Distributions to member | (30,000) | | Net cash provided by financing activities | 1,936,353 | | Net increase in cash | 412,904 | | Cash and cash equivalents, beginning of Year | 264,733 | | Cash and cash equivalents, end of Year | \$
677,637 | {10}------------------------------------------------ ### **1. Description of Business and Organization** Seminario Securities, LLC (the Company), is a member of the Financial Industry Regulatory Authority (FINRA) and is a registered broker dealer. The Company provides comprehensive brokerage services to retail and institutional clientele located internationally, mainly in Peru, as well as in the U.S. The Company is also authorized to engage in proprietary trading and chaperoning activities. The Company was granted approval by FINRA on April 3, 2024 and began operations in December 2024. Seminario Securities is a limited liability company duly organized under the laws of the State of Florida and wholly owned by Seminario Securities Holdings, Inc., a Florida corporation ("Seminario Holdings" or the "Parent"). The Parent is mainly owned by a British Virgin Islands holding company and is under common ownership with Seminario y Cia SAB S.A., Peru's oldest broker-dealer, incorporated in 1986. ### **2. Significant accounting policies** #### **Basis of Presentation and Use of Estimates** The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. #### **Cash and cash equivalents** The Company considers all highly liquid debt instruments having maturities of three months or less at the date of acquisition to be cash equivalents. The Company may, during the ordinary course of business, maintain account balances in excess of federally insured limits. The Company does not expect any risk of loss relating to these deposits. #### **Restricted Cash** Restricted cash is subject to legal or contractual restriction by third parties as well as a restriction as to withdrawal or use, including restrictions that require the funds to be used for a specific purpose and restrictions that limit the purpose for which the funds can be used. The Company considers the cash held on deposit by its clearing broker to be restricted cash. #### **Receivables** The Company's receivables from its clearing broker includes amounts receivable from unsettled trades, including amounts related to accrued interest receivables and cash deposits. The Company's trades are cleared through its clearing broker and settled daily between the clearing broker and the Company. Because of this daily settlement, the amount of unsettled credit exposure is limited to the amount owed the Company for a very short period of time. The Company continually reviews the credit quality of its counterparties. The Company follows Accounting Standards Codification ("ASC") Topic 326: Financial Instruments – Credit Losses. The guidance requires use of the current expected credit loss model that is based on expected losses (net of expected recoveries), rather than incurred losses, to determine the Company's allowance for credit losses. As such, the Company determined that no allowance was deemed necessary as of December 31, 2025. ### **Property and Equipment** Property and equipment is recorded at cost. Expenditures for major betterments and additions are charged to the asset accounts while replacements, maintenance and repairs which do not improve or extend the lives of the respective assets are charged to expense currently. {11}------------------------------------------------ # **Seminario Securities, LLC Notes to the Financial Statements For the Year Ended December 31, 2025** #### **Depreciation and Amortization** Depreciation of property and equipment is computed using the straight-line method at various rates based upon the estimated useful lives of the assets. The range of estimated useful lives is summarized as follows: Furniture and fixtures 7 years #### **Leases** Under ASC 842 – *Leases,* the Company records a right-of-use asset and related lease liability on the statement of financial condition. Such amounts are based on the net present value of future lease obligations, using an incremental borrowing rate to determine the Company's effective cost of capital (see Note 7). #### **Income Taxes** The Company is a disregarded entity for federal income tax purposes. Instead, its taxable income or loss is reflected on the Parent's income tax return and therefore, there is no provision for income taxes included in the accompanying financial statements, as the Parent does not allocate income taxes to the Company. The Company assesses its tax positions in accordance with "*Accounting for Uncertainties in Income Taxes*" as prescribed by the Accounting Standards Codification, which provides guidance for financial statement recognition and measurement of uncertain tax positions taken or expected to be taken in a tax return for open tax years (generally a period of three years from the later of each return's due date or the date filed) that remain subject to examination by the Company's major tax jurisdictions. The Company assesses its tax positions and determines whether it has any material unrecognized liabilities for uncertain tax positions. The Company records these liabilities to the extent it deems them more likely than not to be incurred. Interest and penalties related to uncertain tax positions, if any, would be classified as a component of income tax expense. The Company believes that it does not have any significant uncertain tax positions requiring recognition or measurement in the accompanying financial statements. #### **Fair Value of Financial Instruments** FASB ASC 820, *Fair Value Measurement*, establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FASB ASC 820 are described as follows: *Level 1*- Valuations for assets and liabilities traded in active exchange markets, or interest in open-end mutual funds that allow a company to sell its ownership interest back at net asset value ("NAV") on a daily basis. Valuations are obtained from readily available pricing sources for market transactions involving identical assets, liabilities or funds. *Level 2*- Valuations for assets and liabilities traded in less active dealer, or broker markets, such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active. Valuations are usually obtained from third party pricing services for identical or comparable assets or liabilities. *Level 3*- Valuations for assets and liabilities that are derived from other valuation methodologies, such as option pricing models, discounted cash flow models and similar techniques, and not based on market exchange, dealer, or broker traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities. {12}------------------------------------------------ # **Seminario Securities, LLC Notes to the Financial Statements For the Year Ended December 31, 2025** The availability of observable inputs can vary from instrument to instrument and in certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an instrument's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement of an instrument requires judgment and consideration of factors specific to the instrument. The following describes the valuation methodologies the Company uses to measure different financial instruments at fair value, including an indication of the level in the fair value hierarchy in which each instrument is generally classified. U.S. treasuries and Money Market funds are valued based on quoted market prices and trade in active markets. U.S. Treasuries and Money Market funds are classified within level 1. #### **Revenue Recognition** The Company recognizes revenue in accordance with ASC-606 *Revenue from Contracts with Customers*. All revenues are recorded in accordance with ASC-606, which is recognized when: (i) a contract with a client has been identified, (ii) the performance obligation in the contract has been identified, (iii) the transaction price has been determined, (iv) the transaction price has been allocated to each performance obligation in the contract, (v) the Company has satisfied the applicable performance obligation over time. #### Commissions and riskless principal transactions The Company buys and sells securities on behalf of its customers. Each time a customer enters into a buy or sell transaction, the Company charges a commission, when the Company acts as an Agent, or sales credit creating a trading gain, when the Company acts as a Principal, on riskless principal transactions. Commissions, sales credits, and related clearing expenses are recorded on the trade date (the date the Company fills the trade order by finding and contracting with a counterparty and confirms the trade with the customer). The Company believes that the performance obligation is satisfied on the trade date because that is when the underlying financial instrument or purchase is identified, the pricing is agreed upon and the risks and rewards of ownership have been transferred to/from the customer. #### Administrative fees The Company earns revenue from the administration and maintenance of client accounts. These fees are charged quarterly on a fixed-fee basis and recognized when earned. These fees are included in Other revenue in the statement of operations. #### Interest Income The Company derives revenue from its participation in a Money Market sweep program under which freecredit balances are invested overnight in qualifying money market funds. The Company earns interest income based on the value of the assets invested through the program. #### **Concentrations of Credit Risk** The Company is engaged in various trading and brokerage activities in which counterparties primarily include broker-dealers, banks, and other financial institutions. In the event counterparties do not fulfill their obligations, the Company may be exposed to risk. The risk of default depends on the creditworthiness of the counterparty or issuer of the instrument. It is the Company's policy to review, as necessary, the credit standing of the each counterparty. In the normal course of business, the Company's customer activities involve the execution, settlement, and financing of various customer securities transactions. These activities may expose the Company to off-balance sheet risk in the event the customer or other broker is unable to fulfill its contracted obligations and the Company has to purchase or sell the financial instrument underlying the contract at a loss. The Company's customer securities activities are transacted on either a cash or margin basis. In margin transactions, the Company's clearing brokers extend credit to its customers, subject to various regulatory and internal margin requirements, collateralized by cash and the securities in the customers' accounts. In connection with these activities, the Company executes customer transactions involving the sales of {13}------------------------------------------------ securities no yet purchased, substantially all of which are transacted on a margin basis subject to individual exchange regulations. Such transactions may expose the Company to significant off-balance-sheet risk in the event margin requirements are not sufficient to fully cover losses that customers may incur. In the event the customer fails to satisfy its obligations, the Company may be required to purchase or sell financial instruments at prevailing market prices to fulfill customer's obligations. The Company seeks to control the risks associated with its customer activities by requiring customers to maintain margin collateral in compliance with various regulatory and internal guidelines. The Company monitors required margin levels daily and pursuant to such guidelines, requires customers to deposit additional collateral or to reduce positions when necessary. Approximately, 73% of the Company's customer activities originate out of Peru. #### **Commitments and Contingencies** Liabilities for loss contingencies, arising from claims, assessments, litigations, fines, and penalties and other sources, are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. #### **Reportable Segment** The Company follows Accounting Standards Update ("ASU") ASU 2023-07: Improvements to Reportable Segment Disclosures, which requires certain disclosures related to reportable segments. The Company has a single reportable segment based on the nature of its services and the regulatory environment in which it operates. The nature of the business and the accounting policies of the segment are the same as described throughout Notes 1 and 2. The Company's Chief Operating Decision Maker ("CODM") is its Chief Executive Officer. The CODM assesses the segment's performance and allocates resources based on net income and total assets which are the same amounts in all material respects as those reported on the Statement of Operations and Statement of Financial Condition. #### **3. Net Capital Requirements** The Company is subject to the Securities and Exchange Commission (SEC) Uniform Net Capital Rule ("SEC Rule 15c3-1"), which requires the maintenance of minimum net capital, as defined, equal to the greater of \$250,000 or 6.667% of aggregate indebtedness, as defined. At December 31, 2025, the Company had net capital of \$3,016,968, which was \$2,766,968 in excess of the minimum amount required. Rule 15c3-3 under the Securities and Exchange Act of 1934 ("SEC Rule 15c3-3") specifies certain conditions under which brokers and dealers carrying customer accounts are required to maintain cash or qualified securities in a special reserve bank account for the exclusive benefit of customers. The Company clears all transactions with and for customers on a fully disclosed basis, and the Company does not otherwise hold funds or securities for, or owe money to customers and therefore is exempt from the provisions of Rule 15c3-3 pursuant to paragraph k(2)(i) and k(2)(ii). #### **4. Clearing Agreement** The Company has a clearing agreement with Pershing LLC (Pershing). Pershing is a member of various stock exchanges and is subject to the rules and regulations of such organizations as well as those of the SEC. Under the terms of the agreement, Pershing clears and executes the brokerage transactions of the Company's customers on a fully disclosed basis. The agreement states that the Company will assume customer obligations if a customer of the Company defaults. Also, under the terms of the Agreement, the Company is required to maintain a minimum deposit of \$500,000 with Pershing at all times. This amount is held in cash in the brokerage account. {14}------------------------------------------------ #### **5. Securities Owned** The following table sets forth the Company's securities owned recorded at fair value as of December 31, 2025: | | 2025 | |-------------------------------------|----------------------------| | US Treasuries
Money Market Funds | \$
1,533,976
607,649 | | | \$
2,141,625 | The following table presents the classification in the fair value hierarchy of securities that are measured at fair value on a recurring basis. | | Fair value measurement at reporting date using | | | | |-------------------------------------|------------------------------------------------|-----------------------------------------------------------------------------|------------------------------------------------------------|----------------------------------------------------| | | 12/31/2025 | Quoted prices
in active
markets for
identical assets
(Level 1 ) | Significant
other
observable
inputs
(Level 2 ) | Significant
unobervable
inputs
(Level 3 ) | | US Treasuries
Money Market Funds | \$
1,533,976
607,649 | \$
1,533,976
607,649 | - \$
- | - \$
- | | | \$
2,141,625 | \$
2,141,625 | - \$ | - \$ | #### **6. Property and Equipment** Property and Equipment at December 31, 2025 consisted of the following: | Furniture and equipment | \$
15,201 | |------------------------------------|--------------| | | 15,201 | | Less: accumulated depreciation and | | | amortization | 3,077 | | | | | Net property and equipment | \$
12,124 | Depreciation and amortization expense totaled \$2,172 for the year ended December 31, 2025. #### **7. Lease Commitments** ASC 842, Leases ("ASC 842") requires substantially all leases (with the exception of leases with a term of one year or less) to be recorded on the statement of financial condition using the right-of-use (''ROU") asset approach. The average discount rate used to calculate the present value of future {15}------------------------------------------------ minimum lease payments was 9.50%. As of December 31, 2025 the ROU asset was \$165,096 and the lease liability was \$181,058. The Company is obligated under a non-cancelable operating lease for its office facility in Miami, Florida, expiring in 2028. The Company has a security deposit held by the landlord in the amount of approximately \$13,000. This amount is included in other assets in the accompanying statement of financial condition. The approximate minimum annual lease payments required under the Company's operating lease liability together with there present value as of December 31, 2025 are as follows: | Years ending | | |------------------------------------------------------|---------------| | December 31, | | | 2026 | 67,606 | | 2027 | 69,637 | | 2028 | 59,565 | | | | | | | | Total payments due under operating lease obligations | \$
196,808 | | Less discount to present value | (15,750) | | Total operating lease liabilities | \$
181,058 | | | | The weighted average remaining lease term for the operating lease is approximately 2.8 years. The weighted average discount rate as of December 31, 2025 was 9.5% The total operating lease cost was approximately \$68,075 for the year ended December 31, 2025. #### **8. Related party transactions** During 2025, the Company entered into an Operations and Administrative Services Agreement with an affiliated entity. Under this agreement, the affiliate is paid a monthly fee to perform certain administrative and operational tasks as defined in the agreement. For the year ended December 31, 2025, expenses related to this services agreement were \$40,000. #### **9. Contingencies** During the normal course of operations, the Company, from time to time, may be involved in lawsuits, arbitrations, claims, and other legal or regulatory proceedings. The Company does not believe that these matters will have a material adverse effect in the Company's financial position, results of operations, or cash flows. #### **10. Subsequent Events** The Company evaluates subsequent events that have occurred subsequent to December 31, 2025 and through March 6, 2026 the date of issuance of the report, and has determined that no additional items require disclosure in the financial statements. {16}------------------------------------------------ **Supplemental Schedules** {17}------------------------------------------------ | Seminario Securities, LLC
Computation of Net Capital
Under Rule 15c3-1 of the Securities and Exchange Commission | | |------------------------------------------------------------------------------------------------------------------------|-----------------| | December 31, 2025 | Schedule I | | | | | Total Ownership Equity Qualified for Net Capital | \$
3,166,195 | | Deductions and/or charges for non-allowable assets: | | | Prepaid expenses and other assets | 129,404 | | Tentative Net Capital | 3,036,791 | | Other deductions: | | | Haircuts | 19,823 | | Net Capital | \$
3,016,968 | | Computation of Basic Net Capital Requirement: | | | Minimum dollar net capital requirement | \$
250,000 | | 6.667% of Aggregate indebtedness | \$
19,462 | | Minimum net capital required (greater of \$250,000 or 6.67% of | | | aggregate indebtedness) | \$
250,000 | | Excess Net Capital | \$
2,766,968 | | Computation of Aggregate Indebtedness | | | Accrued expenses and other liabilities | 291,923 | | Total aggregate indebtedness | \$
291,923 | | Ratio of aggregate indebtedness to net capital | 0.097 | There are no material differences that exist between the above computation and the Company's corresponding unaudited Form X-17A-5, Part II filed on March 6, 2026. {18}------------------------------------------------ # **Seminario Securities, LLC** **Statement of Exemption from the Computation for the Determination of Reserve Requirements and Information Relating to the Possession or control requirements under Rule 15c3-3 of the Securities and Exchange Commission December 31, 2025 Schedule II and Schedule III** The Company is exempt from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934 pursuant to paragraph k(2)(i) and k(2)(ii) of the rule. The Company clears all transactions through Pershing LLC on a fully disclosed basis. The Company is exempt from the provisions of Rule 153-3 under the Securities Exchange Act of 1934 pursuant to paragraph k(2)(i) and k(2)(ii) of the rule. The Company did not maintain possession or control of any customer funds. {19}------------------------------------------------ ![](_page_19_Picture_0.jpeg) ![](_page_19_Picture_9.jpeg) {20}------------------------------------------------ #### Seminario Securities, LLC's Exemption Report For The Year Ended December 31, 2025 Seminario Securities, 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) The Company claimed an exemption from 17 C.F.R. § 240.15c3-3 under the following provisions of 17 C.F.R. § 240.15c3-3 *(*k*)*: (2) (i) and (ii) (2) The Company met the identified exemption provisions in 17 C.F.R. § 240.15c3-3(k) for the most recent fiscal year from January 1, 2025 to December 31, 2025 without exception. \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Seminario Securities, LLC I, \_0DUOR'LHJXH]\_\_\_\_ affirm that, to my best knowledge and belief, this Exemption Report is true and correct. **By: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_** Title: CEO March 6, 2026 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.