UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark
One)
| ☒ | ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the fiscal year ended December 31, 2025
or
| ☐ | TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the transition period from ________ to ________
Commission
File Numbers: 333-111858-16, 001-32648
Central
Index Key Number: 0001340909
Synthetic
Fixed-Income Securities, Inc.
on
behalf of:
STRATS
Trust For Wal-Mart Stores, Inc. Securities, Series 2005-4
(Exact
name of registrant as specified in its charter)
| Delaware |
52-2316339 |
(State
or other jurisdiction of incorporation
or organization) |
(I.R.S.
Employer Identification No.) |
| |
|
| |
|
| 30
Hudson Yards, 14th Floor, New York, New York |
10001-2170 |
| (Address
of principal executive offices) |
(Zip
Code) |
| |
|
Registrant’s
telephone number, including area code: (212) 214-6289
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of Each Class |
|
Trading
Symbol(s) |
|
Name
of Each Exchange on which Registered |
| STRATS
Certificates, Series 2005-4 |
|
GJO |
|
New
York Stock Exchange (“NYSE”) |
Securities
registered pursuant to Section 12(g) of the Act: None
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
☐ Yes ☒ No
Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
☐ Yes ☒ No
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
☒ Yes ☐ No
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files).
☒
Yes ☐ No
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| |
Large
accelerated filer ☐ |
Accelerated
filer ☐ |
| |
|
|
| |
Non-accelerated
filer ☒ |
Smaller
Reporting Company ☐ |
| |
|
|
| |
|
Emerging
growth Company ☐ |
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report. ☐
If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate
by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
☐ Yes ☒ No
State
the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s
most recently completed second fiscal quarter:
The
registrant has no voting stock or class of common stock that is held by non-affiliates.
DOCUMENTS
INCORPORATED BY REFERENCE
The
following documents are incorporated by reference into Part IV of this Annual Report: The distribution reports to security holders
filed on Form 8-K during the fiscal year, in lieu of reports on Form 10-Q, which include the reports filed on Form 8-K
listed in Item 15(a) hereto.
Introductory
Note
Synthetic
Fixed-Income Securities, Inc. (the “Depositor”) is the Depositor in respect of the STRATS Trust For Wal-Mart Stores, Inc.
Securities, Series 2005-4 (the “Trust”), a common law trust formed pursuant to the Base Trust Agreement, dated as of September
26, 2003, between the Depositor and U.S. Bank Trust National Association, as trustee (the “Trustee”), as supplemented by
the STRATS Certificates Series Supplement 2005-4 (the “Series Supplement”) dated as of October 17, 2005 in respect of the
Trust. The Trust’s assets consist solely of notes issued by Wal-Mart Stores, Inc. The Certificates do not represent obligations
of or interests in the Depositor or the Trustee.
Pursuant
to staff administrative positions established in Corporate Asset Backed Corporation (available August 9, 1995), the Trust is not required
to respond to various items of Form 10-K. Such items are designated herein as “Not Applicable.” Distribution reports
detailing receipts and distributions by the Trust are filed after each distribution date on Form 8-K in lieu of reports on Form 10-Q.
Wal-Mart
Stores, Inc., the issuer of the underlying securities, is subject to the information reporting requirements of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”). For information on Wal-Mart Stores, Inc. please see its periodic and current
reports filed with the Securities and Exchange Commission (the “Commission”) under its Exchange Act file number, 001-06991.
The Commission maintains a site on the World Wide Web at “http://www.sec.gov” at which users can view and download copies
of reports, proxy and information statements and other information filed electronically through the Electronic Data Gathering, Analysis
and Retrieval system, or “EDGAR.” Periodic and current reports and other information required to be filed pursuant to the
Exchange Act by Wal-Mart Stores, Inc. may be accessed on this site. Neither Synthetic Fixed-Income Securities, Inc. nor the Trustee has
participated in the preparation of such reporting documents, or made any due diligence investigation with respect to the information
provided therein. Neither Synthetic Fixed-Income Securities, Inc. nor the Trustee has verified the accuracy or completeness of such documents
or reports. There can be no assurance that events affecting the issuer of the underlying securities or the underlying securities themselves
have not occurred or have not yet been publicly disclosed which would affect the accuracy or completeness of the publicly available documents
described above.
PART
I
Item
1. Business.
Not
Applicable
Item
1A. Risk Factors.
Not
Applicable
Item
1B. Unresolved Staff Comments.
Not
Applicable
Item
1C. Cybersecurity.
Not
Applicable
Item
2. Properties.
Not
Applicable
Item
3. Legal Proceedings.
None
Item
4. Mine Safety Disclosures.
Not
Applicable
PART
II
Item
5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
The
Certificates representing investors’ interest in the Trust are represented by one or more physical Certificates registered in the
name of “Cede & Co.”, the nominee of The Depository Trust Company. The Certificates are listed on the NYSE.
Item
6. [Reserved]
Item
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Not
Applicable
Item
7A. Quantitative and Qualitative Disclosures About Market Risk.
Not
Applicable
Item
8. Financial Statements and Supplementary Data.
Not
Applicable
Item
9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
None
Item
9A. Controls and Procedures.
Not
Applicable
Item
9B. Other Information.
None
Item
9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not
Applicable
PART
III
Item
10. Directors, Executive Officers and Corporate Governance.
Not
Applicable
Item
11. Executive Compensation.
Not
Applicable
Item
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Not
Applicable
Item
13. Certain Relationships and Related Transactions, and Director Independence.
None
Item
14. Principal Accounting Fees and Services.
Not
Applicable
PART
IV
Item
15. Exhibit and Financial Statement Schedules.
| (a) | List
the following documents filed as a part of the report: |
| 1. | Trustee’s
Distribution Statements documented on Form 8-K of STRATS Trust For Wal-Mart Stores,
Inc. Securities, Series 2005-4 to the certificateholders for the period from January 1, 2025
through and including December 31, 2025 have been filed with the Securities and Exchange
Commission and are hereby incorporated by reference. Filing dates are listed below: |
| Trust
Description |
Distribution
Date |
Filed
on |
| STRATS
Trust For Wal-Mart Stores, Inc. Securities, Series 2005-4 |
01-15-2025
02-18-2025
03-17-2025
04-15-2025
05-15-2025
06-16-2025
07-15-2025
08-15-2025
09-15-2025
10-15-2025
11-17-2025
12-15-2025 |
01-28-2025
03-03-2025
03-31-2025
04-30-2025
05-21-2025
06-30-2025
07-28-2025
08-20-2025
09-25-2025
10-22-2025
12-01-2025
12-19-2025 |
31.1 – Certification by Director of the Registrant pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
99.1 – Annual Compliance Report by Trustee pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
99.2 – Report of Aston Bell, CPA.
99.3 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 28, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.4 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 3, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.5 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 31, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.6 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.7 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 21, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.8 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 30, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.9 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 28, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.10 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 20, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.11 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 25, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.12 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 22, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.13 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 1, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
99.14 - Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 19, 2025, as further described in Item 15(a)(1) above, is incorporated herein by reference.
(b) See
Item 15(a) above.
(c) Not
Applicable.
Item
16. Form 10-K Summary.
Not
Applicable
SIGNATURE
Pursuant
to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
| |
Synthetic Fixed-Income Securities, Inc., |
| |
as Depositor for the Trust |
| |
|
| |
By: |
/s/
Barbara Garafalo |
| |
Name: Barbara Garafalo |
| |
Title: President |
Dated:
March 30, 2026
EXHIBIT
INDEX
Reference
Number per
Item 601 of
Regulation SK |
Description
of Exhibits |
Exhibit
Number in this
Form 10-K |
| (31.1) |
Certification
by Director of the Registrant pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002. |
31.1 |
| (99.1) |
Annual
Compliance Report by Trustee pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002. |
99.1 |
| (99.2) |
Report
of Aston Bell, CPA. |
99.2 |
| (99.3) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on January 28, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.3 |
| (99.4) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on March 3, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.4 |
| (99.5) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on March 31, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.5 |
| (99.6) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.6 |
| (99.7) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on May 21, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.7 |
| (99.8) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on June 30, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.8 |
| (99.9) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on July 28, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.9 |
| (99.10) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on August 20, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.10 |
| (99.11) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on September 25, 2025, as further described in Item
15(a)(1) above, is incorporated herein by reference. |
99.11 |
| (99.12) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on October 22, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.12 |
| (99.13) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on December 1, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.13 |
| (99.14) |
Registrant’s
Current Report on Form 8-K filed with the Securities and Exchange Commission on December 19, 2025, as further described in Item 15(a)(1)
above, is incorporated herein by reference. |
99.14 |
