# PRIME EXECUTIONS, INC. X-17A-5 (2025-06-26) — Broker-dealer annual report

- Company: PRIME EXECUTIONS, INC.
- Form: X-17A-5
- Filed: 2025-06-26
- Period: 2025-03-31
- Accession: 0002013816-25-000083
- CIK: 877671
- File #: 8-43985
- Type: Broker-dealer
- Material weakness: No
- Auditor: DeMarco Sciaccotta Wilkens & Dunleavy, LLP
- Auditor location: Frankfort, IL
- Contact: Ilina Stamova
- Phone: 212-668-8700
- Email: istamova@acisecure.com
- Website: acisecure.com
- Signed by: Albert Aguiar (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/877671/000201381625000083/primeshort.pdf

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

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

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# SEC FILE NUMBER 8-51895

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 04/01/24 AND ENDING

MM/DD/YY

MM/DD/YY

03/31/25

A. REGISTRANT IDENTIFICATION

NAME OF FIRM: Prime Executions, Inc.

TYPE OF REGISTRANT (check all applicable boxes):

 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.)

# 40 Wall Street,58th Floor

|                                                  |  | (No. and Street)                                           |                                            |                        |  |
|--------------------------------------------------|--|------------------------------------------------------------|--------------------------------------------|------------------------|--|
| New York                                         |  | NY                                                         |                                            | 10005                  |  |
| (City)                                           |  | (State)                                                    |                                            | (Zip Code)             |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING     |  |                                                            |                                            |                        |  |
| Ilina Stamova                                    |  | (212) 668-8700                                             |                                            | istamova@acisecure.com |  |
| (Name)                                           |  | (Area Code - Telephone Number)                             | (Email Address)                            |                        |  |
|                                                  |  | B. ACCOUNTANT IDENTIFICATION                               |                                            |                        |  |
| DeMarco Sciaccotta Wilkens & Dunleavy, LLP       |  | (Name - if individual, state last, first, and middle name) |                                            |                        |  |
| 20646 Abbey Woods Ct N, Suite 201   Frankfort    |  |                                                            |                                            | 60423                  |  |
| (Address)                                        |  | (City)                                                     | (State)                                    | (Zip Code)             |  |
| 12/21/2010                                       |  |                                                            | 5376                                       |                        |  |
| (Date of Registration with PCAOB)(if applicable) |  |                                                            | (PCAOB Registration Number, if applicable) |                        |  |
|                                                  |  | FOR OFFICIAL USE ONLY                                      |                                            |                        |  |
|                                                  |  |                                                            |                                            |                        |  |

\* Claims for exemption from the requirement that the annual reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable.

Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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# OATH OR AFFIRMATION

| Albert Aguiar                                               |  | swear (or affirm) that, to the best of my knowledge and belief, the |       |
|-------------------------------------------------------------|--|---------------------------------------------------------------------|-------|
| financial report pertaining to the firm of Prime Executions |  |                                                                     | as of |
| 3/34                                                        |  | 2 025                                                               |       |

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).
- 0 (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.
- □ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3.
- □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- □ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, 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-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 240.18a-7, as applicable.
- 國 {t} Independent public accountant's report based on an examination of the statement of financial condition.
- □ (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (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 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 240.180-7(d)(2), as applicable.

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STATEMENT OF FINANCIAL CONDITION AS OF MARCH 31, 2025 AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

This report is pursuant to Rule 17a-5(e)(3) under the Securities Exchange Act of 1934 as a Public Document.

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# PRIME EXECUTIONS, INC. TABLE OF CONTENTS Page Report of Independent Registered Public Accounting Firm 1 2 Statement of Financial Condition Notes to Financial statement 3-6

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![](_page_4_Picture_0.jpeg)

# REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors Prime Executions, Inc.

# Opinion on the Financial Statement

We have audited the accompanying statement of financial condition of Prime Executions, Inc. (the "Company") as of March 31, 2025, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material position of Prime Executions, Inc. as of March 31, 2025 in conformity with accounting principles generally accepted in the United States of America.

# Basis for Opinion

This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statement 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 statement is 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 statement, 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 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.

We have served as Prime Executions. Inc.'s auditor since 2014.

Frankfort, Illinois June 24, 2025

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# STATEMENT OF FINANCIAL CONDITION

March 31, 2025

| ASSETS                                                                                                           |    |              |
|------------------------------------------------------------------------------------------------------------------|----|--------------|
| Current Assets                                                                                                   |    |              |
| Cash and cash equivalents                                                                                        | S  | 1,719,872    |
| Receivable from clearing broker                                                                                  |    | 1,035,258    |
| Commissions receivable                                                                                           |    | 438,022      |
| Other receivables                                                                                                |    | 615,134      |
| Due from Affiliate                                                                                               |    | 20,080       |
| Prepaid expenses                                                                                                 |    | 156,122      |
| Total current assets                                                                                             |    | 3,984,488    |
| Non-current Assets                                                                                               |    |              |
| Rent deposit                                                                                                     |    | 156,374      |
| Right of Use Asset                                                                                               |    | 3,412,716    |
| Investments                                                                                                      |    | 598,533      |
| Furniture and Equipment (less accumulated depreciation of \$99,086)                                              |    | 748,883      |
| Other assets                                                                                                     |    | 465          |
| Total non-current assets                                                                                         |    | 4,916,971    |
| Total assets                                                                                                     | S  | 8,901,459    |
|                                                                                                                  |    |              |
| LIABILITIES AND STOCKHOLDER'S EQUITY<br>Liabilities                                                              |    |              |
| Accounts payable and accrued expenses                                                                            | \$ | 1,627,751    |
|                                                                                                                  |    | 3,875,100    |
| Operating Lease Liability                                                                                        |    |              |
| Total liabilities                                                                                                |    | 5,502,851    |
| Commitments and Contingencies (Note 4)                                                                           |    |              |
| Stockholder's equity                                                                                             |    |              |
| Common stock - \$0.01 par value; 100 shares authorized; 100 shares issued and outstanding                        |    | 1            |
| Common stock - Class B-Non-Voting, \$0.01 par value; 5,000 shares authorized; 5000 shares issued and outstanding |    | 100          |
| Common stock - Class A-Voting, \$0.01 par value; 3,000 shares authorized; 3,000 shares issued and outstanding    |    |              |
| Additional paid-in capital                                                                                       |    | 30,905,657   |
| Retained earnings                                                                                                |    | (27,124,586) |
| Treasury Stock                                                                                                   |    | (382,564)    |
| Total stockholder's equity                                                                                       |    | 3,398,608    |
|                                                                                                                  |    |              |
| Total liabilities and stockholder's equity                                                                       | 8  | 8,901,459    |

The accompanying notes are an integral part of these financial statement

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# NOTES TO FINANCIAL STATEMENT FOR THE YEAR ENDED MARCH 31, 2025

### Note 1 -Organization and Nature of Business

Prime Executions, Inc. ("The Company") is a Delaware corporation for the purpose of conducting business as a broker on the floor of the New York Stock Exchange ("NYSE"). The Company is registered as a broker-dealer with the Securities and is a member of the Financial Industry Regulatory ("FINRA"). In 2021 the Company filed a continuing member application and as of February 2023 was approved by FINRA to conduct private placement of securities, and participate in firm commitment underwriting transactions.

The Company operates under the provisions of Paragraph (k)(2)(i) of Rule 15c3-3 of the Securities and Exchangly, is exempt from the remaining provisions of that requirements of Paragraph (k)(2)(ii) 3 provide that the Company clears all transactions on behalf of customers on a fully disclosed basis with a clearing broker/dealer, and prompty transmits and securities to the clearing broker/dealer carries all of the accounts of the customers and maintains and preserves all related books and records as are customarily kept by a clearing broker/dealer. In addition, some of the Company's activities that do not meet the criteria for (k)(2)(ii), referenced above, rely on footnote 74 to SEC Release 34-7007.

The Company is wholly owned by Freedom Holding Corp. purchased the stock of the Company on December 29, 2020.

### Note 2 -Summary of Significant Accounting Policies

### Basis of Presentation a)

The financial statement have been prepared in accounting principles generally accepted in the United States of America ("GAAP").

### b) Use of Estimates

The preparation of financial statement in conformanagement to make estimates and assumptions that affect the reported amounts of the assets and liabilities and diabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

### Cash and Cash Equivalents c)

The Company considers demand deposited money market funds to be cash equivalents. The Company maintains at times may exceed federally insured limits or where is provided. The Company has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk on cash and cash equivalents.

### d) Accounts Receivable

The Company follows Accounting Standards Codification ("ASC") 326, Financial Instruments - Credit Losses ("ASC 326"). ASC 326 inpacts the impairment model for certain financial assets measured at amortized cost by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset, recorded at inception or purchase, the Company has the ability to deternine there are no expected credit losses in certain circumstances. The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments carried cost, including fees receivable utilizing the CECL framework. No allowance for credit loss was deemed necessary for the year ended March 31, 2025.

### Income Taxes e)

The Company is taxed under the provisions of Subchapter C of the Internal Revenue Code. The amount of current and deferred taxes payable or refundable is recognized as of the financial statement, utilizing currently enacted tax laws and rates. Deferred tax expenses or benefits are recognized in the financial statement for the charliabilities or assess between years. The tax years 2025, 2024 and 2023 remain open to examination by the major taxing jurisdictions to which the entity is subject.

### f) Revenue Recognition

The Company follows Financial Accounting Stand (FASB) ASC Topic 606, Revenue from Contracts with Customers ("ASC Topic 606"). The new revenue recognition quidance requires that an entity recognize revenue to depict the transfer of customers in an amount that reflects the consideration to which the entitled in exchange for those goods or services. The quidance 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 contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation price, an entity may include variable consideration only to the extent that it is probable that a significant revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. The modified retrospective method of adoption which resulted in no adjustment to retained earnings. The new revenue recognition guidance does not apply to revenue associated with financial interest income and expense, leasing and insurance contracts

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# NOTES TO FINANCIAL STATEMENT FOR THE YEAR ENDED MARCH 31, 2025

# Note 2 -

### f) Revenue Recognition (Continued)

# Broker Dealer Commissions

The Company earns commissions by executing client transactions in stocks, mutual funds, variable annuties and other financial products and services. Commissions revenue is recognized on trade date when the performance obligation is satisfied on the on settlement date, which is generally two business days after trade date for equities and corporate bond transactions and one business day for government securities and commodities transactions. The Company records a receivable on the trade date and receives a payment on settlement date.

# Rebates

In certain instances, the Company may be entitled to an exchange rebate on a per-share basis for providing liquidity to the overall market. The rebate is paid by the exchange on which is itemized on a monthly invoice from the exchange, and subsequently remitted to the Company in the month after the execution is completed. The Company records a receivable on its statement of financial condition on a trade date basis.

# Underwriting

The Company engages in underwriting activities for various business entities. The Company earns a gross spread on the transactions and recognizes these fees upon the successful closing of an underwriting fees are recognized and payable on the closing date (the date on which the buyer purchases the securities from the Company is contracted to earn in accordance with its agreements. The Company believes that the appropriate point in time to recognize success fees for underwriting transactions, as there are no significant actions which the Company needs to take subsequent to this date.

# Advisorv

In 2025 the Company began to offer corporate advisory services to public and private companies, providing guidance, cap table structure and analysis of alternative "go-public" options. In addition, the Company began recommendations, governance programs and custom capital markets roadmaps.

| Revenue Stream                  |   | Total Revenue |
|---------------------------------|---|---------------|
| Commissions                     | S | 2,746,941     |
| Rebates                         |   | 729.220       |
| Advisory Income                 |   | 464,122       |
| Other                           |   | 90.669        |
| Unrealized (Loss) on Investment |   | (570.095)     |
| Total Revenue                   | 8 | 3,460,857     |

### Depreciation g)

The firm moved into a physical office in June 2023, for the vear ended March 31, 2025, the depreciation recorded was \$198,016.

### h) Investments

The Company may, from time to time, receive ownership interest of compensation for services rendered. The Company will recognize revenue associated with this interest of these companies as earned under ASC 606. During the vear ended March 31, 2025, the value of the warrants was \$598,533. The Company recognized an unrealized loss of \$570,095.

### Note 3 -Profit Sharing Plan

Effective January 1, 1999, the Company adopted Prime Executions Inc. 401(k) of the Internal Revenue Code of 1986, as amended. Under the Plan, all employes eligible to participate up to the lesser of 12% of their salay or the maximum allowed under the Code. All employees who are 21 and completed 1,000 hours of service are eligible. The Company may elect to make contributions to the Plan at the discretion of Directors. For the year ended March 31, 2025, the Company did not make any contributions to the plan.

### Note 4 -Commitments: Operating Lease

In February 2016, the FASB established Topic 842, Leases, by issuing Accounting Standards Update (ASU) No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842; ASU No. 2018-10, Codification Improvements to Topic 842, Lease; and ASU No. 2018-11, Targeted Improvements. The stablished a right-of-use model ("ROU") that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement.

During the year ended March 31, 2025, the Company obtained right-of-use assets of \$3,412,716 from recording of the lease liability.

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{9}------------------------------------------------

# NOTES TO FINANCIAL STATEMENT FOR THE YEAR ENDED MARCH 31, 2025

### Note 9 -Net Capital Requirement

The Company is subject to the Securities and Exchange Commission Unicom Net Capital Rule (15:3-1), which requires of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, shall not exceed 15 to 1. At March 31, 2025, the Company had Net Capital of \$874,406 which was \$73,060 in excess of its required net capital to aggregate indebtedness ratio was 239.04%.

### Note 10 - Segment Reporting

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 conducts its business activities and reports as a single reportable segment, the brokerage sevices segment, Using the management approach, qualitative and quantitative criteria established by ASC 280, the Company is considered to be a single reportable segment. The Company has appointed the Chief Executive Officer as the Chief Operating Decision Makes decisions about allocating resources and assessing performance in a manner consistent with the way the Company operates its business and presents their financial results. The nature of business and accounting policies of the same as described in the organization and nature of business and summary of significant accounting policies.

# Note 11 -

The Company has evaluated events subsequent to the balance sheet date for items requiring or disclosure in the financial statement. The evaluation was performed through the date, the financial statement were to be issued. Throughout April and May 2025, the Company received multiple capital contributions from its Parents totaling \$4,000,000.

# Note 12 -

The Company was involved in various claims and lawsuits, arising in the normal course of business. As of the report, the Company has not determined the resolution of these matters and no contingent liability has been recorded.

6


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