# FIN2, LLC X-17A-5 (2026-04-08) — Broker-dealer annual report - Company: FIN2, LLC - Form: X-17A-5 - Filed: 2026-04-08 - Period: 2025-12-31 - Accession: 0001891229-26-000003 - CIK: 1891229 - File #: 8-70818 - Type: Broker-dealer - Material weakness: No - Auditor: Withum Smith &Brown, PC - Auditor location: New York, NY - Contact: Keith George - Phone: 212-668-8700 - Email: kgeorge@acisecure.com - Website: acisecure.com - Signed by: William Thatcher (CEO/CCO) Original filing: https://www.sec.gov/Archives/edgar/data/1891229/000189122926000003/finaudit.pdf --- {0}------------------------------------------------ # UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # ANNUAL REPORTS FORM X-17A-5 PART III | SEC FILE NUMBER | |-----------------| | | 8-68071 ALLIA | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | FACING PAGE | | | | | |-------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------|-----|-----------------|--------------------------------------------|--| | FILING FOR THE PERIOD BEGINNING | AND ENDING | | | | | | | MM/DD/YY | | | MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | | NAME OF FIRM: | | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
മ Broker-dealer
□ Check here if respondent is also an OTC derivatives dealer | | | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | | | 112 West 34th Street, 18th Floor | | | | | | | | (No. and Street) | | | | | | New York | NY | | | 10120 | | | (City) | (State) | | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | Keith George | (212) 668-8700 | | | kgeorge@acisecure.com | | | (Name) | (Area Code - Telephone Number) | | (Email Address) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
Withum Smith +Brown, PC | | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | | 1411 Broadway, 9th Floor | New York | | NY | 10018-3496 | | | (Address) | (City) | | (State) | (Zip Code) | | | October 8, 2003 | | 100 | | | | | (Date of Registration with PCAOB)(if applicable) | | | | (PCAOB Registration Number, if applicable) | | | * Claims for exemption from the requirement that the annual reports of an independent public | FOR OFFICIAL USE ONLY | | | | | 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 Willian Thatcher \_\_ swear (or affirm) that, to the best of my knowledge and belief, the | financial report percaining to the firm of TINZ, LEO | | | |------------------------------------------------------|------------------------------------------------------------------------------------------------|--| | 12/31/2025 | . 2 025 . 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 proprietary interest in any account classified solely as that of a customer. | Signature: | Verified by pdfFiller | |-------------------------|-----------------------| | (Nilliam 1, Thiatcher = | 04/01/2026 | | Title:
CEO/CCO | | Notary Public # This filing\*\* contains (check all applicable boxes): - മ (a) Statement of financial condition. - □ (b) Notes to consolidated statement of financial condition. - 图 (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). - 2 (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. - മ (g) Notes to consolidated financial statements. - മ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - □ (i) Computation of tangible net worth under 17 CFR 240.18a-2. - □ (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - □ (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - □ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - | (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - | (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - 区 (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - മ (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.18a-7, as applicable. - | - 图 (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. - മ (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. - മ (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). - □ (z) Other: - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(2), as applicable. {2}------------------------------------------------ Financial Statements and Supplemental Information Pursuant to Rule 17a-5 under the Securities Exchange Act of 1934 As of and for the Period from April 1, 2025 to December 31, 2025 With Report of Independent Registered Public Accounting Firm {3}------------------------------------------------ #### Contents | As of and for the Period from April 1, 2025 to December 31, 2025 | | |--------------------------------------------------------------------------------------------------------------------|-----| | Report of Independent Registered Public Accounting Firm | 1 | | Financial Statements | | | Statement of Financial Condition | 2 | | Statement of Operations | 3 | | Statement of Changes in Member's Equity | 4 | | Statement of Cash Flows | 5 | | Notes to Financial Statements | 6-8 | | Supplemental Information | | | Schedule I - Computation of Net Capital Under Rule 15c3-1 of
the Securities and Exchange Commission Act of 1934 | 9 | | Schedule II - Computation for Determination of Reserve Requirements
under Rule 15c3-3 (EXEMPTION) | 10 | | Schedule III - Information for Possession or Control Requirements
Under Rule 15c3-3 (EXEMPTION) | 10 | | Report of Independent Registered Public Accounting Firm | 11 | | Exemption Report | 12 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Management and Member of FIN2, LLC: #### Opinion on the Financial Statements We have audited the accompanying statement of financial condition of FIN2, LLC (the "Company") as of December 31, 2025, the related statements of operations, changes in member's equity and cash flows, for the perily 1, 2025 through December 31, 2025, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material position of the Company as of December 31, 2025, and the results of its operations and its cash flows for the period from April 1, 2025 through December 31, 2025, 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 these 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. #### Supplementary Information The supplementary information of Net Capital Under Rule 15c3-1 of the Securities and Exchange Commission and the Computation for Determination of Reserve Requirements and Information Relating to Possession or Control Requirements Under Rule 15c3-3 of the Securities and Exchange Commission, has been subjected to audit procedures performed in conjunction with the Company's financial statements. The supplementary information is the company's management. Our audit procedures included determining whether the supplementary information reconciles to the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplementary information. In the supplementary information, we evaluated whether the supplementary including its form and content, is presented in conformity with 17 C.F.R. § 240.17a-5. In our opinion, the supplementary information is fairly stated, in all material respects, in relation to the financial statements as a whole. Within Smith + Brown New York, New York March 31, 2026 WithumSmith+Brown, PC 1411 Broadway, 9th Floor, New York 10018-3496 T (212) 751 9100 F (212) 750 3262 withum.com {5}------------------------------------------------ #### Statement of Financial Condition December 31, 2025 #### ASSETS | Cash
Due from clearing firm
Prepaid expenses and other assets | ക്ക | 870,934
65,378
21,062 | |---------------------------------------------------------------------|------|-----------------------------| | TOTAL ASSETS | ಲ್ಲಾ | 957,375 | | LIABILITIES AND MEMBER'S EQUITY | | | | LIABILITIES | | | | Accounts payable and accrued expenses
Due to affiliate | ಕಾ | 29,277
35,000 | | TOTAL LIABILITIES | | 64,277 | | MEMBER'S EQUITY | | | | TOTAL MEMBER'S EQUITY | | 893,098 | | TOTAL LIABILITIES AND MEMBER'S EQUITY | S | 957,375 | See accompanying notes to financial statements {6}------------------------------------------------ Statement of Operations For the Period from April 1, 2025 to December 31, 2025 #### REVENUES: | Interest income
Total revenue | ക
804
804 | |----------------------------------|-----------------| | | | | OPERATING EXPENSES: | | | Clearance charges | 81,980 | | Professional fees | 198,537 | | Regulatory fees | 23,112 | | Technology fees | 13,036 | | Other expenses | 2,137 | | Total expenses | 318,801 | | NET LOSS | ક
(317,997) | | | | See accompanying notes to financial statements {7}------------------------------------------------ Statement of Changes in Member's Equity For the Period from April 1, 2025 to December 31, 2025 | | Total Member's Equity | | |------------------------------|-----------------------|-----------| | Balance, April 1, 2025 | ಳಿ | 46,095 | | Net Loss | | (317,997) | | Contributions | | 1,165,000 | | Balance at December 31, 2025 | D | 893,098 | See accompanying notes to financial statements 4 {8}------------------------------------------------ #### Statement of Cash Flows For the Period from April 1, 2025 to December 31, 2025 | CASH FLOWS FROM OPERATING ACTIVITIES: | | | |-------------------------------------------------------------------------------------------------------------------------------|------|-----------| | Net Loss | ക്ക | (317,997) | | Adjustments to reconcile net loss to net cash used in
operating activities
Changes in operating assets and liabilities: | | | | Decrease in due from clearing firm | | (39,655) | | Increase in prepaid expenses and other assets | | (9,091) | | Increase in accounts payable and accrued expenses | | 9,369 | | Increase in due to affiliate | | 9,000 | | Net cash used in operating activities | | (348,374) | | CASH FLOWS FROM FINANCING ACTIVITIES: | | | | Capital contributions | | 1,165,000 | | Net cash provided by financing activities | | 1,165,000 | | NET INCREASE IN CASH | | 816,626 | | CASH AT BEGINNING OF PERIOD | | 54,309 | | CASH AT END OF PERIOD | ಕ್ಕಿ | 870,934 | See accompanying notes to financial statements {9}------------------------------------------------ #### Notes to Financial Statements For the Period from April 1, 2025 to December 31, 2025 #### 1. Organization and Business FIN2, LLC (the "Company") is a limited liability company headquartered in New York and formed on October 4, 2021 under the laws of the state of Delaware. On November 21, 2022, the Company was approved as a broker-dealer and as such is registered with the U.S. Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA") and Securities Investor Protection ("SIPC"). In August 2025, FINRA approved the acquisition of the Company by Galaxy Digital LP ("GD LP"), an indirect subsidiary of Galaxy Digital Inc., in connection with GD LP's December 2024 acquisition of Fierce Technology, Inc. The Company operates as a wholly-owned indirect subsidiary of GD LP. In conjunction with this acquisition, the Company has adopted a fiscal year-end of December 31, 2025. The Company primarily provides retail brokerage of equity securities on an agency basis. #### 2. Summary of Significant Accounting Policies #### Basis of Presentation The Company's financial statements have been prepared in accounting principles generally accepted in the United States of America ("US GAAP"). #### Use of Estimates The preparation of the financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could vary from the estimates that were used. #### Cash and Cash Equivalents The Company maintains its cash at two banks. The Federal Deposit Insurance Corporation covers \$250,000 for most deposit accounts. At times, the Company's balances may exceed the federally insured limit. Any loss incurred or lack of access to these #### Income Taxes The Company is a single member limited liability company and is treated entity for income tax reporting purposes. The Internal Revenue Code provides that any income or loss is passed through to the members for federal and state income tax purposes. At December 31, 2025, management has determined that the Company had no uncertain tax positions that would require disclosure in these financial statemination will be subject to ongoing evaluation as facts and circumstances warrant #### Revenue Recognition Fee revenues are recognized in the periods during which the related services are performed, and the been contractually earned. The Company applies Accounting Standards Update ("ASU") 2014-09 "Revenue from Contracts with Customers (Topic 606)." The Company recognizes revenue when its performance obligation is completed, based on the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entitled in exchange for those goods or services. The guidance requires an entity to follow a five-step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation. In determining the transaction price, an entity may include variable consideration only to the extent that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. {10}------------------------------------------------ Notes to Financial Statements For the Period from April 1, 2025 to December 31, 2025 #### Recent Accounting Pronouncements The Company follows ASC 280, Segment Reporting (including adoption of ASU 2023-07), which requires companies to disclose segment data based on how management makes decisions about allocating resources to segments and evaluating performance. The Company is engaged in a single liness as a registered securities broker-dealer, acting in an agent capacity for retail brokerage of equity securities. The Company has identified its CEO as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business, primarily in the forecasting process, to manage the Company, Moreover, the CODM uses excess net capital (see footnote 4), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy. The information presented to the CODM is in the same form as it is presented on the accompanying Statement of Operations. The Company's operations constitute a single operating segment, and therefore, a single reportable segment, because the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the same as those described in the summary of significant accounting policies. The significant income and expenses of the segment are reported on the accompanying Statement of Operations. #### 3. Deposit and Receivable from Clearing Organization Pursuant to its clearing agreement with Drivewealth LLC, the Company introduces all of its securities to the clearing firm on a fully disclosed basis. Customer money balances and securities are carried on the blearing firm. In accordance with terms of its clearing agreement, the Company maintains a deposit of \$65,378 with the clearing firm, which is reported on the statement of financial condition. #### 4. Net Capital Requirements The Company is subject to SEC Uniform Net Capital Rule 15c3-1 under the Securities Exchange Act of 1934, which requires the maintenance of minimum net capital and requires that the percentage of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1 (8 to 1 in its first year of operations). At December 31, 2025, the Company had net capital of \$872,036 which exceeded the required net capital of \$5,000 by \$867,036. The Company's percentage of aggregate indebtedness to net capital was 7.37%. The Company does not hold customers' cash or securities; therefore, it has no obligations under SEC Rule 15c3-3 under the Securities Exchange Act of 1934. #### 5. Related Party Transactions Under an agreement with an affiliate, the Company incurs technology fees in the amount of \$1,000 per month. For the period from April 1, 2025 to December 31, 2025, the Company incurred a total of \$9,000 in technology fees and is reflected in the statement of operations. The technology fees account for the \$35,000 balance in the Statement of Financial Condition as of December 31, 2025. #### 6. Commitments and Contingencies The Company might be involved in legal matters that arise periodically in the ordinary course of business. At this time, the Company is not aware of any legal matters or customer complaints that are believed to the Company's results of operations or financial condition. {11}------------------------------------------------ Notes to Financial Statements For the Period from April 1, 2025 to December 31, 2025 #### 7. Capital and Liquidity In connection with the Company's assessment of going concern considerations, management has determined that the Company will have access to funding from the parent is committed to continuing to fund the ongoing operations of the Company. #### 8. Subsequent Events The Company has evaluated subsequent events through the date of issuance of these financial statements. Based upon this evaluation, the Company has determined that no events have occurred that were to be recognized or disclosed in the financial statements. {12}------------------------------------------------ #### Computation of Net Capital Under Rule 15c3-1 of the Securities and Exchange Commission Act of 1934 As of December 31, 2025 | SCHEDULE I | | | |------------------------------------------------------------------------------------------------------------|-----|----------| | TOTAL MEMBER'S EQUITY QUALIFIED FOR NET CAPITAL | ക്ക | 893,098 | | NON-ALLOWABLE DEDUCTIONS AND/OR CHARGES:
Prepaid expenses | | (21,062) | | NET CAPITAL | ಿ | 872,036 | | COMPUTATION OF BASIC NET CAPITAL REQUIREMENT
Minimum net capital required | ಕಿ | 5,000 | | Excess net capital | ಿ | 867,036 | | Net capital less greater of 10% of aggregate indebtedness
or 120% of the minimum dollar amount required | S | 866,036 | | AGGREGATE INDEBTEDNESS | S | 64,277 | | Percentage of aggregate indebtedness to net capital | | 7.37% | | | | | There are no material differences between the preceding computation and the Company's most recently filed Part II of Form X-17A-5 as of December 31, 2025. See Report of Independent Registered Public Accounting Firm {13}------------------------------------------------ # @-/ABCCD #### X429;<<8 --45 4 # !"#\$%&%'()(\*+,-./0 EDF(GC(--&DHIJ KLKMHNHGKIMLKMHHNOPQ MIKO 12-345-6- 2-R -89:9 -2---7624 - S9T4 4-?2- 89:9UVWU # EDF(GC(---&-NHILKMHNH+HOOOOMHHDHKH!Q MIKO 12-34524 -6- -73-89:9 2-- 9;<<82 2=---9;<<8>12- 345 454 -2 22-- 9;<<82 2=---9;<<8 ?2-6-> !"#\$%&%'()(\*+,-./0 > --- -- ---- {14}------------------------------------------------ ![](_page_14_Picture_0.jpeg) # REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders of FIN2, LLC: We have reviewed management's statements, included in the accompanying Rule 15c3-3 Exemption Report pursuant to SEC Rule 17a-5, in which (1) [Name of Broker-dealer] (the "Company") identified the following provisions of 17 C.F.R. §240.15c3-3(k) under which the Company claimed an exemption from 17 C.F.R. §240.15c3-3: (2)(ii) (the "exemption provisions") and (2) the Company stated that it met the identified exemption provisions throughout the most recent fiscal year without exception. The Company's management is responsible for compliance with the exemption provisions and its statements. Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about the Company's compliance with the exemptions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions set forth in Rule 15c3-3 under the Securities Exchange Act of 1934. New York, New York March 31, 2026 {15}------------------------------------------------ FIN2 (the "Company") is a registered broker-dealer subject to Rule 17a-5 as 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 provision of 17 C.F.R. § 240.15c3-3 (k): (exemption provision pursuant to paragraph (k)(2)(ii)) (the "exemption provision"). - (2) The Company met the identified exemption provision in 17 C.F.R. § 240.15c3-3(k) for the period from April 1, 2025 through December 31, 2025, without exception. I, William Thatcher, affirm that, to my best knowledge and belief, this Exemption Report is true and correct. William I. Thate Signature William L Thatcher, CEO / CCO Print Name and Title Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.