# AUDACITY CAPITAL PARTNERS LLC X-17A-5 (2026-03-27) — Broker-dealer annual report - Company: AUDACITY CAPITAL PARTNERS LLC - Form: X-17A-5 - Filed: 2026-03-27 - Period: 2025-12-31 - Accession: 0001954284-26-000002 - CIK: 1954284 - File #: 8-71018 - Type: Broker-dealer - Material weakness: No - Auditor: Goldman & Company, CPA's, P.C. - Auditor location: Marietta, GA - Contact: Katherine Anderson - Phone: 404-303-8840 - Email: kanderson@bdsolutions.com - Website: bdsolutions.com - Signed by: Jeffrey Shippy (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1954284/000195428426000002/AudacityAudit2025.pdf --- {0}------------------------------------------------ | SEC FILE NUMBER | | |-----------------|--| | 2 71018 | | | | | (No. and Street) | | | | |----------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------|--------------------------------|-----------------|---------------------------|--| | Santa Clarita | | CA | | 91350 | | | (City) | | (State) | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | Katherine Anderson | | 404-303-8840 | | kanderson@bdsolutions.com | | | (Name) | | (Area Code - Telephone Number) | (Email Address) | | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing *
Goldman & Company, CPA's, P.C.
(Name - if individual, state last, first, and middle name) | | | | | | | 3535 Roswell Road, Suite 32 Marietta | | | GA | 30062 | | | (Address) | | (City) | (State) | (Zip Code) | | | 06/25/2009 | | | 1952 | | | | (Date of Registration with PCAOB)(if applicable) | (PCAOB Registration Number, if applicable) | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | {1}------------------------------------------------ | Jeffrey Shippy | swear (or affirm) that, to the best of my knowledge and belief, the | | |-------------------------------------------------------------------------|---------------------------------------------------------------------|--| | timancial report pertaining to the firm of Audacity Capital Parners LLC | as of | | | Decampar 21 | | | - - - - - - - - - - - - - - - - - - - - - - - - - - - {2}------------------------------------------------ ### **REPORTS PURSUANT TO RULES 17a-5(d)** ### **YEAR ENDED DECEMBER 31,2025** {3}------------------------------------------------ #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM # To the Member of Audacity Capital Partners, LLC #### **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of Audacity Capital Partners, LLC as of December 31, 2025, the related statements of operations, changes in member's equity and cash flows for the year ended 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 respects, the financial position of Audacity Capital Partners, LLC 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 Audacity Capital Partners, LLC 's management. Our responsibility is to express an opinion on Audacity Capital Partners, LLC'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. #### **Auditor's Report on Supplemental Information** The Schedule I- Computation of Net Capital Under SEC Rule 15c3-1 has been subjected to audit procedures performed in conjunction with the audit of Audacity Capital Partners, LLC 's financial statements. The supplemental information is the responsibility of Audacity Capital Partners, LLC 's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the schedule I is fairly stated, in all material respects, in relation to the financial statements as a whole. We have served as the Company's auditor since 2023. Goldman & Company, CPA's, P.C. Marietta, Georgia March 3, 2026 {4}------------------------------------------------ # **STATEMENT OF FINANCIAL CONDITION** # **DECEMBER 31, 2025** ### **ASSETS** | Total assets | \$
31,495 | |---------------------------|--------------| | Other assets | 1,146 | | Cash and cash equivalents | \$
30,349 | ### **LIABILITIES AND MEMBER'S EQUITY** #### **LIABILITIES:** | Total liabilities and member's equity | \$
31,495 | |---------------------------------------|--------------| | Member's equity | 17,945 | | MEMBER'S EQUITY: | | | Total liabilities | \$
13,550 | | Accounts payable and accrued expenses | 13,550 | | | | The accompanying notes are an integral part of this statement {5}------------------------------------------------ #### **STATEMENT OF OPERATIONS** #### **FOR THE YEAR ENDED DECEMBER 31, 2025** | REVENUES: | | |-----------------------|----------------| | Success fees | - | | Total income | - | | EXPENSES: | | | General operating | 1,611 | | Professional services | 31,552 | | Regulatory | 1,212 | | Total expenses | 34,375 | | NET LOSS | \$
(34,375) | The accompanying notes are an integral part of this statement. {6}------------------------------------------------ # **STATEMENT OF CASH FLOWS** #### **FOR THE YEAR ENDED DECEMBER 31, 2025** | CASH FLOWS FROM OPERATING ACTIVITIES: | | |---------------------------------------------------------|----------------| | Net income (loss) | \$
(34,375) | | Adjustments to reconcile net income to net cash used by | | | operating activities: | | | Decrease in other assets | (408) | | Increase in accounts payable | 4,662 | | Net cash used in operating activities | (30,121) | | CASH FLOWS FROM FINANCING ACTIVITIES: | | | Contributions from member | 20,000 | | Distributions from member | (1,439) | | Net cash from financing activities | 18,561 | | NET DECREASE IN CASH | (11,560) | | CASH AND CASH EQUIVALENTS, at beginning of year | 41,909 | | CASH AND CASH EQUIVALENTS, at end of year | \$
30,349 | The accompanying notes are an integral part of this statement. {7}------------------------------------------------ # **STATEMENT OF CHANGES IN MEMBERS' EQUITY** #### **FOR THE YEAR ENDED DECEMBER 31, 2025** | BALANCE, December 31, 2025 | \$
17,945 | |----------------------------|--------------| | Net loss | (34,375) | | Distributions | (1,439) | | Contributions | 20,000 | | BALANCE, December 31, 2024 | 33,759 | The accompanying notes are an integral part of this statement. {8}------------------------------------------------ # **AUDACITY CAPITAL PARTNERS LLC NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2025** # **NOTE 1- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** # **Nature of Operations** Audacity Capital Partners LLC (the "Company") was organized in the State of California on February 9, 2021 as a limited liability company. The Company's objective is to assist business clients in the areas of private placements and mergers and acquisitions. The Company is a brokerdealer registered with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority, Inc. ("FINRA"). The Company identified the provision of Footnote 74 under which the Company is not required to claim an exemption from 17 C.F.R. 240.15c3-3. # **15c3-3 Exemption** The Company carries no customer funds or securities and therefore is exempt from the reserve and possession or control requirements under Rule 15c3-3 of the Securities Exchange Act of 1934. The Company identified the provisions of Footnote 74 under which the Company is not required to claim an exemption from 17 C.F.R. §240.15c3-3. The Company met the identified provisions of Footnote 74 for the year ended December 31, 2025. ### **Cash and Cash Equivalents** For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. ### **Income Taxes** The Company is not a taxable entity and thus the financial statements do not include a provision for income taxes. The Company's member is taxed on their respective share of the Company's earnings. Under FASB ASC 740-10, accounting for uncertainty in income tax, the Company has evaluated its tax positions including its tax status and determined that it has no uncertain tax positions. {9}------------------------------------------------ # **NOTES TO FINANCIAL STATEMENTS** # **DECEMBER 31, 2025** # **NOTE 1- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)** # **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 disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. # **Basis of Accounting** The Company maintains its books and records on an accrual basis of accounting in accordance with generally accepted accounting principles in the U.S. and as required by FINRA and the SEC. The Company is evaluating new accounting standards and will implement as required. # **Revenue Recognition** The Company has adopted ASU 2019-04, Revenue from Contracts and Customers and all subsequent amendments to the ASU (collectively, ASC 606) which creates a single framework for recognizing revenue from contracts with customers. Revenue is measured based on considerations specified in a contract with a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring a service to a customer. The Company had no revenue during the period. # **Single Reportable Segment** The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, including mergers and acquisitions, private placements of securities and investment advisory services. The company has identified its Chief Executive Officer as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business, predominately in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital (see Note 2), 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. The company had no revenues in 2025. {10}------------------------------------------------ # **NOTES TO FINANCIAL STATEMENTS** # **DECEMBER 31, 2025** # **NOTE 2 – NET CAPITAL REQUIREMENTS** The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (SEC Rule 15c3-1), which requires the maintenance of minimum net capital, and requires that during the Company's first year of operations as a broker-dealer, the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1 (and the rule of the "applicable" exchange also provides that equity capital may not be withdrawn if the resulting net capital ratio would exceed 10 to 1). At December 31, 2025, the Company had net capital of \$16,799 which was \$11,799 in excess of its required net capital of \$5,000. The Company's aggregate indebtedness to net capital ratio was .81 to 1. # **NOTE 3 – COMMITMENTS AND CONTINGENCIES AND GOING CONCERN** The Company at December 31, 2025 has no unfulfilled contract, commitments, or contingencies. These financial statements are presented on a concern basis .Going concern, the Company sustained a net loss and negative cash flow from operations. However, management has determined that the Company will be able to meet current obligations and net capital requirements through future revenue or capital contributions. # **NOTE 4 – RELATED PARTY TRANSACTIONS** The Company operates from office space provided by the Owner of its member and does not record these shared expenses as is allowed under Rule 15c3-1(c)(2)(i)(F) of the Securities Exchange Act of 1934, and further guidance on FINRA Notice 03-63, because the Owner is deemed to have adequate resources independent of the broker dealer to pay his liabilities and expenses. For the year ended December 31, 2025 the non-reimbursed shared expenses are not material to the financial statements. # **NOTE 5 – SUBSEQUENT EVENTS** The Company has performed an evaluation of subsequent events through the date the financial statements were issued, March 3, 2026. The evaluation did not result in any subsequent events that required adjustments or disclosures. {11}------------------------------------------------ ### **SUPPLEMENTARY INFORMATION** {12}------------------------------------------------ # **SCHEDULE I** ### **AUDACITY CAPITAL PARTNERS LLC** # **UNDER RULE 15c3-1 OF THE SECURITIES EXCHANGE ACT OF 1934 COMPUTATION OF NET CAPITAL** # **DECEMBER 31, 2025** | CREDIT: | | |------------------------------------------------------------|--------------| | Total member's equity | 17,945 | | DEBITS: | | | Nonallowable assets: | | | Other assets | 1,146 | | Total debits | 1,146 | | NET CAPITAL | 16,799 | | Minimum requirement of 6-2/3% of aggregate indebtedness of | | | \$13,500 or \$5,000, whichever is greater | 5,000 | | Excess net capital | \$
11,799 | | AGGREGATE INDEBTEDNESS: | | | Accounts payable and accrued expenses | \$
13,550 | | RATIO OF AGGREGATE INDEBTEDNESS TO NET CAPITAL | .81 to 1 | **NOTE:** There are no material differences between the above computation of net capital and the corresponding computation as submitted by the Company with the unaudited amended Form X-17A-5 as of December 31, 2025. See Independent Registered Public Accountants Firm's Report. {13}------------------------------------------------ #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member and Management of Audacity Capital Partners, LLC We have reviewed management's statements for the year ended December 31, 2025, included in the accompanying Rule 15c3-3 Exemption Report pursuant to SEC Rule 17a-5, in which (1) Audacity Capital Partners, LLC (the Company) did not claim an exemption under paragraph (k) of 17 C.F.R. §240.15c3-3, and (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 would limit its business activities exclusively to include receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients, referring securities transactions to other broker-dealers. The Company had no revenue in 2025. In addition, the Company did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; did not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception. Audacity Capital Partners, LLC'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 Audacity Capital Partners, LLC's compliance with the exemption provisions. 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 upon the Company's business activities contemplated by Footnote 74 of the SEC Release No. 34- 70073 adopting amendments to 17 C.F.R. § 240.17a-5, and related SEC Staff Frequently Asked Questions. Goldman & Company, CPA's, P.C. Marietta, Georgia March 3, 2026 {14}------------------------------------------------ # **EXEMPTION REPORT REQUIREMENT FOR BROKER/DEALERS UNDER RULE 17a-5 OF THE SECURITIES EXCHANGE ACT OF 1934** #### **December 31, 2025** Audacity Capital Partners, 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 does not claim an exemption under paragraph (k) of 17 C.F.R. § 240. 15c3-3, and (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 would limit its business activities exclusively to: (1) receiving transaction-based compensation for identifying potential merger and acquisition opportunities for clients, referring securities transactions to other broker-dealers. The Company had no revenue in 2025 and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company); (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. I, Jeffrey Shippy, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct. s and \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Signature Date \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ /2026 Signature Chief Executive Officer Title See Report of Independent Registered Public Accounting Firm. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.