# BELZBERG CAPITAL LLC X-17A-5 (2026-02-20) — Broker-dealer annual report - Company: BELZBERG CAPITAL LLC - Form: X-17A-5 - Filed: 2026-02-20 - Period: 2025-12-31 - Accession: 0001934988-26-000002 - CIK: 1934988 - File #: 8-70948 - Type: Broker-dealer - Material weakness: No - Auditor: Anson, Brian, W - Auditor location: TARZANA, CA - Contact: Chris Theodoridis - Phone: 917-374-7774 - Email: theodoridis@belzbergcapital.com - Website: belzbergcapital.com - Signed by: Chris Theodoridis (CCO) Original filing: https://www.sec.gov/Archives/edgar/data/1934988/000193498826000002/2025BelzPublicCertAudfull.pdf --- {0}------------------------------------------------ # BELZBERG CAPITAL, LLC FINANCIAL REPORT AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM For the year ended Decmeber 31, 2025 {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** 0MB APPROVAL 0MB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # **ANNUAL REPORTS FORM X-17A-5 PART Ill** SEC FILE NUMBER 8-70948 **FACING PAGE Information Required Pursuant to Rules 17a-5, 17a-12, and lSa-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNING **01 /01 /25** MM/DD/YY AND ENDING **12/31 /25** MM/DD/YY **A. REGISTRANT IDENTIFICATION** NAME oF FIRM: Belzberg Capital LLC TYPE OF REGISTRANT (check all applicable boxes): � Broker-dealer D Security-based swap dealer D 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.) 589 Fifth Avenue, Suite 1602 {No. and Street) New York NY 10017 {City) (State) {Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING Chris Theodoridis (917) 374-7774 theodoridis@belzbergcapital.com (Name) {Area Code -Telephone Number) {Email Address) **B. ACCOUNTANT IDENTIFICATION** INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* Brian W. Anson, CPA {Name -if individual, state last, first, and middle name) 18455 Burbank Blvd, Suite 406 Tarzana CA (Address) {City) (State) 09/15/2005 2370 91356 {Zip Code) r te of Reg;;tc,tioo w;th PCAOB){;f appHcable) **FOR OFFICIAL USE ONLY** (PCAOB R,g;;tc,Uoo N,mbe,, if appHcable I I \* Claims for exemption from the requirement that the annual reports be covered by the 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-S{e)(l)(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 0MB control number.** {2}------------------------------------------------ ### **OATH OR AFFIRMATION** **I, Chris Theodoridis swear (or affirm) that, to the best of my kn owl edge and bel i ef, the fi na ncial report pe rtaining to the firm of Belzberg Capital, LLC as of** December 31 **2� is tru e and correct. I further swear (or affirm) that neither the company nor any partne r, officer, director, or eq uiva lent person, as th e case may be, has any proprietary interest in any account classifi ed sol ely as that of a customer.** **Signature:�** **Title : Chief Compliance Officer** ### **This filing\*\* conta ins (check all appl icable boxes):** - **iii (a ) Statement offinancial condition.** - **iii (b) Notes to consolidated statement of fi na ncial condition .** - **□ (c) Statement of i ncome {loss) or, if there is other comprehensive i ncome 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 pa rtners' or sole proprietor's equity.** - **□ (f) Statement of changes in lia bilities subordinated to claims of cred itors.** - **□ (g) Notes to consol idated financial statements.** - **□ ( h) Computation of net ca pital 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 req uirements pursuant to Exhibit A to 17 CFR 240. 15c3-3 .** - **□ {k) Computation for determi nation 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 cu stomers under 17 CFR 240.15c3-3.** - **□ (n) Information relating to possession or control req u irements for security-based swap customers under 17 CFR 240.15c3-3( p){2 ) or 17 CFR 240. 18a-4, as applica ble.** - **□ {o) Reconciliations, i ncluding appropriate expla nations, of the FOCUS Report with computation of net capital or tangi ble net worth under 17 CFR 240. 15c3 -1, 17 CFR 240. 18a-1, or 17 CFR 240. 18a-2, as applicable, and the reserve req uirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applica ble, if material differences exist, or a statement that no material differences exist.** - **□ (p) Summary of fi nancial data for subsid iaries 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 applica ble.** - **□ (r) Compliance report in accorda nce with 17 CFR 240. 17a-5 or 17 CFR 240. 18a-7, as applica ble.** - **□ (s) Exemption report in accord ance with 17 CFR 240. 17a-5 or 17 CFR 240. 18a-7, as applica ble.** - **iii (t) Independent public accounta nt's report based on an examination of the statement of financial cond ition.** - **□ {u) I ndependent public accou nta nt's report based on an examination of the fi na ncial report or fi na ncial statements under 17 CFR 240. 17a-5, 17 CFR 240. 18a-7, or 17 CFR 240. 17a-12, as applicable .** - **□ (v) Independent public accou ntant's report based on an examination of certain statements in the compliance report u nder 17 CFR 240. 17a-5 or 17 CFR 240. 18a-7, as applica ble.** - **□ (w) Independent public accou nta nt'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-u pon proced ures, in accordance with 17 CFR 240. 15c3-1e or 17 CFR 240. 17a-12, as applica ble.** - **□ (y ) Report describing any material inadeq uacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadeq u acies exist, under 17 CFR 240. 17a-12(k).** - **□ (z ) other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_** - *\*\*To request confidential treatmen t of certain portions of this filing, see 17 CFR 240. 1 7a-5(e)(3) or 17 CFR 240.18a-7{d}(2), as applicable.* {3}------------------------------------------------ # **BRIAN W. ANSON** *Certified Public Accountant* 1 8455 Burbank Blvd., Suite 406, Tarzana, CA 91356 • Tel. (8 1 8) 636-5660 # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Members' and Board of Members' of Belzberg Capital, LLC # **Opinion on the Financial Statements** I have audited the accompanying statement of financial condition of Belzberg Capital Group, LLC as of December 31, 2025, and the related notes (collectively referred to as the financial statements). In my opinion, the financial statements present fairly, in all material respects, the financial position of Belzberg Capital Group, LLC as of 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 ofBelzberg Capital Group, LLC's management. My responsibility is to express an opinion on Belzberg Capital Group, LLC's financial statements based on my audit. I am a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and am required to be independent with respect to Belzberg Capital Group, LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. I conducted my audit in accordance with the standards of the PCAOB. Those standards require that I 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. My 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. My audit also included evaluating the accounting principles used and significant estimates made by management, as evaluating the overall presentation of the financial statements. I believe that my audit provides a reasonable basis for my opinion. I have served as Belzberg Capital Group, LLC's auditor since 2025. Tarzana, California February 13, 2026 {4}------------------------------------------------ ### BELZBERG CAPITAL LLC # December 31, 2025 Statement of Financial Condition ### (amounts expressed in U.S. Dollars) | BELZBERG CAPITAL LLC
Statement of Financial Condition
December 31, 2025 | | |-------------------------------------------------------------------------------|------------------------------------------------| | (amounts expressed in U.S. Dollars) | | | | December 2025 | | Assets | | | Cash
Other Asset
Unbilled Contract
Advisory Fee Receivable | \$
1,233,444
1,408
100,000
170,000 | | Total Assets | \$
1,504,852 | | Liabilities And Member's Equity | | | Liabilities
Accounts Payable
Unearned Receivable | \$
52,961
110,000 | | Total Liabilities | \$
162,961 | | | | | Member's Equity
Member's Equity | \$
1,341,891 | | Total Member's Equity | \$
1,341,891 | {5}------------------------------------------------ # 1. Organization Belzberg Capital LLC (the Company), a Delaware limited liability company, was formed on April 13, 2021. The Company is a single member limited liability company wholly owned by Belzberg & Co., LLC, which is a holding company wholly owned by Bel-Fran Capital Inc. (the Parent). The Company became a broker-dealer on June 23, 2023 and is registered with the Securities and Exchange Commission (the SEC), is a member of the Financial Industry Regulatory Authority (FINRA), and is a member of the Securities Investor Protection Corporation (SIPC). The Company provides specialized financial services, and M&A consulting services. The Company does not conduct retail securities business, offer or hold customer accounts, nor holds or receives client or investor funds or securities. # 2. Summary of significant accounting policies # Basis of presentation The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) as detailed in the Financial Accounting Standards Boards (FASB) Accounting Standards Codification (ASC). # Use of estimates The preparation of financial statements in conformity with GAAP requires the entity to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements. Actual results could differ from those estimates and such differences may or may not be material. # Cash In the normal course of business, the Company maintains cash balances in financial institutions, which at times may exceed the federally insured limit. The company does not believe that this results in any significant risk. # Revenue Recognition The Company follows the provisions of ASC 606, Revenue from Contracts with Customers. The standards are based on the principle that revenue from the transfer of goods and services should be recognized in line with the consideration that the Company expects to receive in exchange for the goods and services provided to its customers. The Company charges monthly fees for ongoing specialized financial services and fees on the execution of brokered deals. Payments of fees are generally due promptly on the execution of the agreement and monthly as agreed upon in the contract. Payments of the execution of brokered deals are due promptly on the execution of the brokered deal. The Company is unable to reasonably determine the amounts it is expecting to receive from a brokered deal. {6}------------------------------------------------ ### Revenue Recognition (Continued) 2. Summary of significant accounting policies (Continued) The performance obligation for these engagements are generally satisfied upon completion of the brokered deal, or on termination of the engagement. These performance obligations generally involve the delivery of a brokered deal which involve, but are not limited to, a merger, stock sale, asset sale, asset swap, or other transaction. Certain engagements have the performance obligation satisfied upon meeting a milestone requirement. Revenue is recorded on the satisfaction of these performance obligations. Opening advisory fee receivable for the year ended December 31, 2025 was \$10,000. During the year ended December 31, 2025, the Company recognized \$110,000 of revenue included in deferred revenue at the beginning of the year. Opening deferred revenue for the year ended December 31, 2025 was \$110,000. ### Prepaid Commissions Generally, when cash is received from clients, the Company owes payments for advisory fees to its consultants. Depending on the analysis associated with the revenue recognition in Note 2, the expense associated with the advisory fees may not be incurred until the revenue can be recognized. As such, payments made to consultants prior to incurring the fee as an expense is recorded as prepaid commissions. As of December 31, 2025, the Company has no prepaid commissions. Opening prepaid commissions for the year ended December 31, 2025 was \$90,000. ### Other expenses of the Company All expenses are recorded on an accrual basis as incurred. # Concentration For the year ended December 31, 2025, the Company had 2 customers that generated revenue of more than 10% of the total revenue. These customers represented 63% and 13% of total revenue. As of December 31, 2025, the Companys \$170,000 balance in Advisory Fee Receivable related to 2 customers. ### Segment Reporting Based on the internal reporting structure and management's evaluation, the Company has determined that it operates within one reportable segment under the criteria of ASC 280, Segment Reporting. The Company has identified its CEO as the chief operating decision maker (CODM), who uses net income to evaluate the results of the business 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. The Companys operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the {7}------------------------------------------------ # 2. Summary of significant accounting policies (Continued) 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. The significant assets and expenses related to the single operating segment are shown in the Financial Statements. # Current Expected Credit Loss The Company evaluates all financial assets that are measured at amortized cost for credit losses under the Current Expected Credit Losses model. Financial assets include cash. Expected credit losses are measured based on historical experience, current conditions and forecasts that affect the collectability of the reported amount. Due to the short duration of these financial assets, there are no material estimates of credit losses related to these financial assets for the year ended December 31, 2025. # Income taxes As a single-member limited liability company, the Company is disregarded as an entity separate from its owner and its operations are included in the federal and state income tax returns of its Parent. The Company is not allocated income taxes by its Parent. ### 3. Related Party Transactions The Company is related, through common ownership and control, to Bel-Fan Capital Inc, Belzberg Investments LLC, and Bel-Fran Capital Ltd. The Company has an agreement with Bel-Fran Capital Inc., Belzberg Investments LLC, and Bel-Fran Capital Ltd. whereby expenses incurred by Bel-Fran Capital Inc, Belzberg Investments LLC, and Bel-Fran Capital Ltd will be allocated to the Company. For the year ended December 31, 2025, there are overhead expenses of \$72,450 allocated from Bel-Fran Capital Inc. based on the allocation agreed upon in the expense sharing agreement (Management Agreement). These allocated overhead expenses include, rent, salaries, and IT costs. The Company incurred direct costs of \$173,836 from Bel-Fran Capital Inc., and \$0 of expenses from Bel-Fran Capital Ltd. during the year ended December 31, 2025. The Company had no outstanding payables to Bel-Fran Capital Inc., Belzberg Investments LLC, nor Bel-Fran Capital Ltd. as at December 31, 2025. In accordance with the Management Agreement, to the extent that the Company incurs any expenses or liabilities that results in the Company issuing an early warning notification pursuant to Rule 17a-11, Bel-Fran Capital Inc. agrees, unconditionally, that it shall assume all expenses and liabilities without recourse. With respect to any other expenses or liabilities, upon notice by the Company, Bel-Fran Capital Inc. shall infuse sufficient cash capital into the Company to avoid having to issue an early warning notification. Such assumption of expenses, liabilities, and infusion of cash shall be deemed capital contribution. During the year ended December 31, 2025 the Company received \$500,000 in contributions from members in cash and \$471,637 in contributions from the forgiveness of debt. {8}------------------------------------------------ # 4. Risk factors The Company is required to oversee the activities of its brokers. There is a risk that illegal activity is not detected, and the Company could held subject to litigation. The Company is not aware of any illegal activity to date. The Company was not subject to any litigation during the year ended December 31, 2025. ### 5. Net capital requirements As a registered broker-dealer, the Company is subject to the net capital requirements of Rule 15c3-1 under the Securities Exchange Act of 1934 (the Act). SEC Rule 15c3-1 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, 2024, the Company had net capital of \$1,083,983 which was \$1,073,119 in excess of its required net capital of \$10,864. The Companys ratio of aggregate indebtedness to net capital was 0.15 to 1. ### 6. Indemnifications In the normal course of business, the Company may enter into contracts that contain a variety of representations and warranties which provide general indemnifications. The Companys maximum exposure under these agreements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. The Company is not aware of any claims to date. ### 7. Subsequent events The Company has evaluated subsequent events for potential recognition and/or disclosure through, February 13, 2026 the date these financial statements were issued and has determined no additional items require recognition or disclosure. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.