Siebert Finl Corp SEC Filings

Siebert Financial Corp. reported third-quarter 2025 results. Revenue was $26.8 million, up from $22.6 million a year ago, while net income was $1.62 million versus $3.83 million. For the first nine months of 2025, revenue reached $70.6 million and net income was $5.57 million, compared with $63.9 million and $11.6 million in the prior-year period.

Total assets were $607.5 million and total equity was $91.9 million as of September 30, 2025. Operating cash flow was $9.84 million year to date. The quarter reflected stronger stock borrow/loan activity and market making, partly offset by lower interest-related revenues and higher compensation and technology costs.

The company realized a $2.4 million gain from an equity investment sold by August 2025. It amended its clearing agreement with NFS, recording a $4.8 million business development credit to be recognized over five years, with early termination fees set on a declining schedule through 2030. A shelf registration of $100 million and a $50 million at‑the‑market program are in place; no shares were sold in Q3.

Siebert Financial Corp. acquired the remaining 32% membership interests in its subsidiary RISE Financial Services, LLC for $3.7 million, making RISE a wholly-owned subsidiary. The purchase included 24% previously owned by director Gloria E. Gebbia.

The price equaled the carrying value of the interests and was treated as a return of capital to the selling holders. Terms were the same for employees and non-employees, with no continued-employment condition and no side agreements or non-equity consideration. The company states the goal is to effect a capital restructuring of RISE within the consolidated group and support potential strategic opportunities. RISE has been largely inactive since its acquisition.

Siebert Financial Corp. is asking shareholders to elect seven directors at its November 18, 2025 virtual annual meeting and to approve an amendment that would increase its 2021 Equity Incentive Plan from 3,000,000 to 5,000,000 shares by adding 2,000,000 shares. The company reports 1,300,000 shares subject to outstanding full-value awards and 758,000 shares remaining under the current plan, for an asserted total overhang of 4,058,000 shares (about 10). Management says the additional shares would represent roughly 5 simple dilution of outstanding common shares and expects the new pool to last 2-3 years at historic grant rates.

The filing discloses several related-party arrangements: family members hold executive roles with aggregate compensation of $3,742,000 in 2024 and $2,776,000 in 2023; a family-affiliated entity provided payroll/paymaster services ($40,000 expense in 2023) and licenses names for which the company incurred $60,000 each year for 2023 and 2024; PW earned $98,000 and $124,000 from related parties in 2024 and 2023. The company also acquired Gebbia Media on August 12, 2024, has family members guaranteeing a credit agreement dated August 15, 2024, and completed a transaction with Kakaopay involving issuance at $2.15 per share.

Governance items include director compensation of $120,000 to each of Mr. Gebbia and Mr. Reich for board service in 2024, protections in the Amended 2021 Plan against discounted-option grants and repricing without shareholder approval, and a recommendation by the Board to ratify Crowe LLP as auditor for fiscal 2025 (Crowe audit fees reported at $825,000 for 2024). The company previously reported a material weakness relating to user access controls. The proxy includes required disclosures about executive pay, related-party transactions, and shareholder proposal deadlines for 2026.

Siebert Financial Corp. reported weaker second-quarter results driven by trading losses and higher compensation, while balance sheet and regulatory capital remained sound. Revenue for the quarter was $14.9 million, down from $20.9 million a year earlier, primarily because a $6.8 million loss on an equity investment reduced principal transactions. The company recorded a net loss of $4.7 million for the quarter versus net income of $4.0 million in the prior-year quarter, and operating income swung to a $5.8 million loss.

For the six months, revenue rose to $43.8 million from $41.3 million, and year-to-date net income was $3.9 million. Total assets increased to $560.5 million. MSCO maintained regulatory cushions: net capital of $62.4 million (about $60.5 million excess) and special reserve deposits of $144.7 million (about $3.8 million excess). The company made a $2.0 million strategic investment in FusionIQ and acquired music masters for $441,000.

Form 4 filing for Siebert Financial Corp. (SIEB) discloses that director Charles Zabatta executed a Code G (gift) transaction on 07/28/2025. He transferred 180,000 shares of common stock to his wife at a stated price of $0.

• Direct ownership fell from 200,000 to 20,000 shares after the gift.
• Indirect ownership (shares held by his wife) rose to 530,439 shares; Zabatta disclaims beneficial ownership except for any pecuniary interest.
• No derivative securities, option exercises, sales for cash, or purchases were reported.

The filing signals an internal re-allocation of equity rather than a market transaction, so immediate valuation impact is likely limited. Total economic exposure for the reporting person is effectively unchanged, but the shift reduces directly controlled voting power.