USA Financial Securities Corporation

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
SECURITIES AND EXCHANGE COMMISSION
2.
Principal Sanction:
Disgorgement

Other Sanctions: 
3.
Date Initiated (MM/DD/YYYY): 
08/03/2021
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
3-20449
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Money Market Fund(s)
Other Product Types: 
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE COMMISSION ALLEGED THAT USA FINANCIAL BREACHED ITS FIDUCIARY DUTY IN CONNECTION WITH ITS RECEIPT OF THIRD-PARTY COMPENSATION
FROM CLIENT INVESTMENTS WITHOUT FULLY AND FAIRLY DISCLOSING ITS CONFLICTS OF INTEREST.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Order
11. Resolution Date (MM/DD/YYYY):
08/03/2021
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 249,455.69
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
USA FINANCIAL AGREED TO DISGORGEMENT OF $162,918.49 AND PREJUDGMENT INTEREST OF $26,537.20, AS WELL AS A MONETARY PENALTY
OF $60,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
BEGINNING IN 2019, THE SECURITIES AND EXCHANGE COMMISSION'S ("SEC") ENFORCEMENT DIVISION BEGAN A NATIONAL "SWEEP" INVESTIGATION
WITH RESPECT TO VARIOUS TYPES OF REVENUE-SHARING ARRANGEMENTS IN THE SECURITIES INDUSTRY, INCLUDING COMMONLY USED "SWEEP"
PROGRAMS FOR CLIENTS' SHORT-TERM CASH MANAGEMENT. USA FINANCIAL SECURITIES CORPORATION'S ("USA FINANCIAL") CLEARING/CARRYING
FIRM, PERSHING, OFFERS THESE ARRANGEMENTS TO INVESTORS THROUGH OUR FIRM. TO FACILITATE TRANSFERS OR FUNDS AWAITING INVESTMENT,
MANY CLIENTS ELECTED TO PARTICIPATE IN PERSHING'S "CHOICE PLUS" CASH SWEEP PROGRAM AND DESIGNATE A MONEY MARKET FUND.
CONSEQUENTLY, WE WERE INCLUDED IN THE SEC'S "SWEEP - SWEEP". ON AUGUST 3, 2021, USA FINANCIAL AGREED TO A SETTLEMENT WITH THE
COMMISSION IN ORDER TO RESOLVE THE COMMISSIONS INQUIRY INTO OUR PARTICIPATION IN PERSHING'S CASH SWEEP PROGRAM. DURING THE
RELEVANT PERIOD OF THE SEC'S INVESTIGATION, 2015-2020, USA FINANCIAL PARTICIPATED IN PERSHING'S CHOICE PLUS PROGRAM. THE CHOICE
PLUS MONEY MARKET FUNDS PROVIDED REVENUE SHARE TO FIRMS BASED ON AVERAGE FUND BALANCES. USA FINANCIAL'S OPTIONS, AT THE TIME
SPELLED OUT IN PERSHING'S SCHEDULE OF AVAILABLE MONEY MARKET FUNDS, WERE TO PARTICIPATE IN CHOICE PLUS OR UTILIZE NON-CHOICE
PLUS MONEY MARKET FUNDS. BY UTILIZING THE CHOICE PLUS PROGRAM, PARTICIPATING INVESTORS DID NOT INCUR BROKERAGE FEES OR TICKET
CHARGES ON MONEY MARKET FUND SWEEP DEPOSITS OR LATER REDEMPTIONS - CRITICAL COST-SAVING FEATURES FOR SHORT-TERM CASH
MANAGEMENT HOLDINGS. MOREOVER, WE COMPARED HISTORICAL PERFORMANCE AMONG THE AVAILABLE MMF OPTIONS, AND PERSHING INFORMED
US THAT REVENUE SHARING DID NOT AFFECT THESE MMFS' INVESTMENT RETURNS TO CLIENTS. THUS, WE BELIEVED IT WAS MORE ADVANTAGEOUS TO

CLIENTS TO PARTICIPATE. IN PREPARATION OF OUR RESPONSE TO THE SEC, USA FINANCIAL SPOKE WITH OUR DESIGNATED PERSHING
REPRESENTATIVES ON MULTIPLE OCCASIONS. THROUGHOUT OUR EARLY 2020 COMMUNICATIONS WITH PERSHING WE WERE STILL NEVER ADVISED
THAT THERE WAS, IN FACT, AN ALTERNATIVE MMF GROUP AVAILABLE WITH THE SAME CLIENT-FAVORED FEATURES BUT WITHOUT A REVENUE SHARING
COMPONENT. FINALLY, ON OCTOBER 1, 2020, USA FINANCIAL WAS CONNECTED TO PERSHING'S LEGAL DEPARTMENT. IN THAT CONVERSATION, IT WAS
REVEALED TO US THAT PERSHING NOW MAINTAINS AN ADDITIONAL MMF GROUP, SO-CALLED "GROUP 0", IN PERSHING'S CHOICE PLUS PROGRAM. AS
WE NOW UNDERSTAND IT, THIS "GROUP 0" PROVIDES ALL OF THE CLIENT BENEFITS OF THE CHOICE PLUS MMFS-NO TICKET CHARGES, NO
TRANSACTION CHARGES-BUT PERSHING DOES NOT PAY REVENUE SHARING ON "GROUP 0" FUNDS. PERSHING LISTED NO "GROUP 0" OPTION IN ITS
2012 OR 2016 CLEARING AGREEMENT SCHEDULES. INDEED, EVEN PERSHING'S NEW DESIGNATION-"GROUP 0"-EVIDENCES THAT THIS ALTERNATIVE
WAS NOT THEN IN EXISTENCE. PERSHING DID NOT COMMUNICATE THE EXISTENCE OF ANY "GROUP 0" FUNDS TO USA FINANCIAL AT ANY TIME PRIOR
TO OCTOBER 1, 2020. "GROUP 0" WAS NOT ANNOUNCED BY PERSHING NOR AVAILABLE TO USA FINANCIAL WHEN OUR CHOICE PLUS MMF SELECTIONS
WERE MADE IN 2012 AND 2016. UNTIL PERSHING'S REVELATION, WE BELIEVED OUR "DEFAULT" MMF SELECTIONS WERE THE BEST AVAILABLE FOR
CLIENTS SEEKING SHORT-TERM CASH MANAGEMENT SOLUTIONS AT THE LOWEST AVAILABLE COST-I.E., WITHOUT TRANSACTION COSTS OR TICKET
CHARGES. USA FINANCIAL DID NOT INFORM OUR ADVISERS THAT CHOICE PLUS PROVIDED OUR FIRM WITH REVENUE SHARE NOR DID WE PROMOTE OR
INCENTIVIZE FINANCIAL ADVISERS TO RECOMMEND THE CHOICE PLUS MMFS OVER PERSHING'S OTHER AVAILABLE MMFS. USA FINANCIAL RECEIVED,
IN THE AGGREGATE, AN EXTRAORDINARILY SMALL AMOUNT OF REVENUE SHARING FROM PERSHING OVER THE ENTIRE FIVE-YEAR RELEVANT PERIOD,
ILLUSTRATING THE LACK OF SIGNIFICANCE OUR FIRM PLACED ON PERSHING'S CHOICE PLUS PROGRAM. WHILE SOME INDUSTRY FIRMS RECEIVED 25%
OF THEIR OVERALL REVENUE FROM CASH-SWEEP REVENUE, USA FINANCIAL'S REVENUE SHARE ACCOUNTED FOR ONLY 0.22% OF OUR FIRM'S OVERALL
REVENUE.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No

NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
STATE OF FLORIDA OFFICE OF FINANCIAL REGULATION
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
3.
Date Initiated (MM/DD/YYYY): 
02/16/2007
 Exact
 Explanation
If not exact, provide explanation:
OUR FIRM RECEIVED AN INQUIRY FROM THE STATE OF FLORIDA ON FEBRUARY 16, 2007, REQUESTING INFORMATION RELATED TO OUR BRANCH
REGISTRATIONS IN FLORIDA. WE PROVIDED OUR RESPONSE IN APRIL 2007. ACCORDING TO THE STATE OF FLORIDA, AN EXAM WAS THEN CONDUCTED
ON MAY 18, 2007.
4.
Docket/Case Number:
0374-S-3/08
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
No Product
Other Product Types: 
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE STATE OF FLORIDA ALLEGED THAT OUR FIRM FAILED TO PROPERLY REGISTER OUR BRANCH OFFICES PURSUANT TO CHAPTER 517, FLORIDA
STATUTES, WHEN BRANCH OFFICE REGISTRATION BECAME AN ELECTRONIC PROCESS VIA THE WEBCRD SYSTEM. OUR FIRM TRIED TO PROPERLY
REGISTER OUR BRANCH OFFICES ELECTRONICALLY BY CONTACTING WEBCRD FOR GUIDANCE. OUR FAILURE TO REGISTER OUR BRANCHES WAS
NEITHER INTENTIONAL NOR INADVERTANT, BUT INSTEAD RESULTED FROM A TECHNICAL MISUNDERSTANDING OF THE ELECTRONIC REGISTRATION
PROCESS. OUR FIRM WAS PROPERLY REGISTERED AS A BROKER-DEALER AND INVESTMENT ADVISER AT ALL TIMES, AND ALL OF OUR REPRESENTATIVES
WERE ALSO PROPERLY REGISTERED IN THE STATE OF FLORIDA.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Stipulation and Consent
11. Resolution Date (MM/DD/YYYY):
05/08/2008
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 10,000.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
AS REFERENCED ABOVE, A FINE WAS LEVIED AGAINST OUR FIRM BECAUSE THE STATE OF FLORIDA ALLEGED THAT USA FINANCIAL SECURITIES
FAILED TO PROPERLY REGISTER OUR BRANCH OFFICES PURSUANT TO CHAPTER 517, FLORIDA STATUTES, WHEN BRANCH OFFICE REGISTRATION

BECAME AN ELECTRONIC PROCESS VIA THE WEBCRD SYSTEM. OUR FIRM TRIED TO PROPERLY REGISTER OUR BRANCH OFFICES ELECTRONICALLY
BY CONTACTING WEBCRD FOR GUIDANCE. OUR FAILURE TO REGISTER OUR BRANCHES WAS NEITHER INTENTIONAL NOR INADVERTANT, BUT
INSTEAD RESULTED FROM A TECHNICAL MISUNDERSTANDING OF THE ELECTRONIC REGISTRATION PROCESS. OUR FIRM WAS PROPERLY
REGISTERED AS A BROKER-DEALER AND INVESTMENT ADVISER AT ALL TIMES, AND ALL OF OUR REPRESENTATIVES WERE ALSO PROPERLY
REGISTERED IN THE STATE OF FLORIDA. THE TOTAL FINE LEVIED AGAINST OUR FIRM, USA FINANCIAL SECURITIES, WAS $10,000. THE AMOUNT
WAS PAID ON MAY 6, 2008.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).