What changed in this filing

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Item 7. Management’s Discussion and Analysis

2026-02-27 compared with 2025-02-27 · 208 added, 167 removed, 949 unchanged (28% of the section changed)

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Working Capital and Long-Term Debt;

Borrowings and Debt;

Other Compensation Liabilities ;

Adjusted EBITDA;

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Acadian LLC offers institutional investors across the globe access to a diversified array of systematic investment strategies designed to meet a range of risk and return objectives.

Acadian LLC is a leading systematic investment manager of active equity products, including global, emerging market, international, and small cap equities, as well as credit and alternative strategies.

Acadian LLC is a leading systematic investment manager of active equity products.

Notable product lines and capabilities include Emerging Equity, Non-U.S.

Equity, Global Equity, Small Cap Equity, Enhanced Equity, Equity Extensions, Systematic Credit, and Alternatives.

Acadian LLC comprises our Quant & Solutions reportable segment:

• Quant & Solutions —comprised of strategies that leverage cutting-edge technology to gather and analyze data to identify mispriced assets to deliver attractive risk-adjusted returns for investors;

portfolios include developed and developing markets for equity, credit and alternative strategies.

This segment is comprised of our interest in Acadian LLC.

• Quant & Solutions —incorporates strategies that utilize advanced technology to collect and analyze data, aiming to identify mispriced assets and generate attractive risk-adjusted returns for investors;

portfolios include Emerging Equity, Non-U.S.

Equity, Global Equity, Small Cap Equity, Enhanced Equity, Equity Extensions, and Systematic Credit.

This segment consists of our ownership interest in Acadian LLC.

Hold Co is included within the Unallocated Corporate expenses category.

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We may also earn performance fees when certain accounts differ in relation to relevant benchmarks or exceed required returns.

Approximately $20 billion, or 17%, of our AUM are in accounts with incentive fee features in which we participate in the performance fee.

As of December 31, 2025, approximately $23 billion, or 13%, of our AUM was in accounts with incentive fee features in which we participate in the performance fee.

The majority of these performance fees are calculated based on value added over the relevant benchmarks on a rolling one-year basis.

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163.7 146.2 103.4 17.5 42.8

Adjusted EBITDA $ 192.9 $ 177.1 $ 133.8 $ 15.8 $ 43.3

ENI operating margin (6)

35 % 33 % 28 % 207 bps 499 bps

Adjusted EBITDA $ 177.1 $ 133.8 $ 150.1 $ 43.3 $ (16.3)

Economic net income (7)

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Other Operational Information

Assets under management (AUM) excluding discontinued operations at year end (in billions) $ 117.3 $ 103.7 $ 93.6 $ 13.6 $ 10.1

Assets under management (AUM) (in billions)

$ 177.5 $ 117.3 $ 103.7 $ 60.2 $ 13.6

Net client cash flows (in billions) 29.4 1.8 (2.3) 27.6 4.1

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GAAP financial information and a further discussion of economic net income refer to “Non-GAAP Supplemental Performance Measure — Economic Net Income and Segment Analysis.”

(3) Excludes severance-related items of $(1.0) million, costs associated with the transfer of an insurance policy from our former parent of $1.3 million, and costs associated with the wind-down of the MACS business in the standalone format of $1.3 million for the year ended December 31, 2024.

(3) Excludes severance-related items of $(1.0) million for the year ended December 31, 2025.

Excludes severance-related items of $(1.0) million, costs associated with the transfer of an insurance policy from our former parent of $1.3 million, and costs associated with the wind-down of the Multi-Asset Class Strategy, or “MACS” business in the standalone format of $1.3 million for the year ended December 31, 2024.

Excludes severance costs of $7.3 million, legal-related restructuring costs at the Hold Co of $0.9 million and costs associated with the transfer of an insurance policy from our former parent of $1.3 million for the year ended December 31, 2023.

Excludes restructuring costs of $0.1 million and costs associated with the transfer of an insurance policy from our former parent of $1.2 million for the year ended December 31, 2022.

(4) ENI revenue is the ENI measure which corresponds to U.S.

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Assets Under Management

Our total assets under management as of December 31, 2024 were $117.3 billion.

The following table presents our assets under management as of each of the dates indicated:

($ in billions) December 31, 2024 December 31, 2023 December 31, 2022

$ 117.3 $ 103.7 $ 93.6

Our strategies include:

Developed Markets, which includes U.S., global and international strategies;

Developing Markets, which includes investments in the emerging and frontier markets.

In the first quarter of 2025, we changed the presentation of our AUM.

The new presentation reflects better alignment of our view on the business and distribution channels.

We made certain reclassifications between strategies, client type and client location groupings to better reflect the underlying AUM.

In the AUM tables below, all periods have been reclassified to conform to the new presentation.

Our total assets under management were $177.5 billion, $117.3 billion and $103.7 billion as of December 31, 2025, December 31, 2024 and December 31, 2023, respectively.

The following table presents our assets under management by strategy as of each of the dates indicated:

($ in billions) December 31, 2025 December 31, 2024 December 31, 2023

Developed Markets $ 91.0 $ 80.7 $ 73.2

Developing Markets

AUM % of total AUM % of total AUM % of total

Enhanced Equity

40.0 22.5 % 10.8 9.2 % 4.4 4.2 %

38.4 21.6 % $ 26.6 22.7 % $ 24.6 23.7 %

Small Cap Equity

32.8 18.5 % 25.0 21.3 % 21.9 21.1 %

Global Equity

22.9 12.9 % 19.0 16.2 % 14.5 14.0 %

Emerging Markets Equity

26.0 14.7 % 18.1 15.4 % 16.7 16.1 %

Other 17.4 9.8 % 17.8 15.2 % 21.6 20.9 %

Total assets under management 177.5 $ 117.3 $ 103.7

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AUM % of total AUM % of total AUM % of total

Public/Government

Institutional

$ 144.5 81.4 % $ 93.0 79.3 % $ 81.7 78.8 %

Commingled Trust/UCITS 28.0 23.9 % 25.2 24.3 % 21.7 23.2 %

Corporate/Union

16.8 9.5 % 13.1 11.2 % 13.6 13.1 %

Sub-advisory 10.9 9.3 % 12.8 12.3 % 11.8 12.6 %

Endowment/Foundation

16.2 9.1 % 11.2 9.5 % 8.4 8.1 %

Other 8.5 7.2 % 6.6 6.4 % 4.6 4.9 %

Total assets under management $ 177.5 $ 117.3 $ 103.7

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$ 99.5 56.1 % $ 74.7 63.7 % $ 70.2 67.7 %

Europe 15.9 13.6 % 16.6 16.0 % 16.3 17.4 %

Asia 9.5 8.1 % 4.4 4.2 % 3.2 3.4 %

Australia 8.6 7.3 % 6.5 6.3 % 5.6 6.0 %

37.7 21.2 % 16.9 14.4 % 16.5 15.9 %

31.2 17.6 % 18.8 16.0 % 11.2 10.8 %

Other 9.1 5.1 % 6.9 5.9 % 5.8 5.6 %

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Reinvested income and distributions represent investment yield that is reinvested back into the portfolios as opposed to distributed as cash.

The following table summarizes our asset flows and market appreciation (depreciation) by segment for each of the periods indicated:

The following table summarizes our asset flows and market appreciation by segment for each of the periods indicated:

($ in billions, unless otherwise noted) Years ended December 31,

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Our client types include:

Sub-advisory, which includes assets managed for underlying mutual fund and variable insurance products which are sponsored by insurance companies and mutual fund platforms, where the end client is typically retail;

Institutional, which includes assets managed for public/government pension funds, including U.S.

Institutional, which includes assets managed for public/government pension funds and other investments, including U.S.

state and local government funds and non-U.S.

sovereign wealth, local government and national pension funds;

sovereign wealth, local government and national investments;

also includes corporate and union-sponsored pension plans;

Retail/other, which includes assets managed for mutual funds sponsored by Acadian LLC, defined contribution plans and accounts managed for high net worth clients.

and other investments

Sub-advisory, which includes assets managed for third-party mutual funds sponsored by platforms in the U.S.

or abroad, where the end client is typically retail;

Wealth/other, which includes assets managed for registered investment advisor clients, private banks, high-net-worth clients, and family offices, defined contribution clients on certain platforms, mutual funds directly sponsored by Acadian LLC, and other assets.

The following table summarizes our asset flows by client type for each of the periods indicated:

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2025 2024 2023

Institutional

Beginning balance $ 93.0 $ 81.7 $ 74.9

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Ending balance $ 144.5 $ 93.0 $ 81.7

Institutional

Beginning balance $ 13.1 $ 13.6 $ 11.8

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Ending balance $ 16.8 $ 13.1 $ 13.6

Retail / Other

Wealth / Other

Beginning balance $ 11.2 $ 8.4 $ 6.9

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The change in assets under management during the year ended December 31, 2024 reflects net market appreciation of $11.8 billion and net flows of $1.8 billion, including reinvested income and distributions of $3.3 billion.

The change in assets under management during the year ended December 31, 2022 reflects net market depreciation of $(20.5) billion and net flows of $(3.1) billion, including reinvested income and distributions of $3.8 billion.

For the year ended December 31, 2024, our net inflows were $1.8 billion compared to net outflows of $(2.3) billion for the year ended December 31, 2023 and net outflows of $(3.1) billion for the year ended December 31, 2022.

The change in assets under management during the year ended December 31, 2023 reflects net market appreciation of $12.4 billion and net flows of $(2.3) billion, including reinvested income and distributions of $3.6 billion.

Market appreciation or depreciation reported in current and prior periods includes changes in equity prices, as well as the impact from exchange rate fluctuations on our foreign denominated AUM.

Given a substantial portion of our AUM is denominated in foreign currencies, foreign exchange rate movements during the period can impact AUM when the strength of the U.S.

dollar changes relative to other currencies.

For the year ended December 31, 2025, our net inflows were highest in company history at $29.4 billion compared to net inflows of $1.8 billion for the year ended December 31, 2024 and net outflows of $(2.3) billion for the year ended December 31, 2023.

The change in net flows for the year ended December 31, 2025 was primarily driven by strong gross inflows, which increased to $55.0 billion for the year ended December 31, 2025.

The change in net flows for the year ended December 31, 2024 was primarily driven by gross sales, which increased to $21.2 billion for the year ended December 31, 2024.

The change in net flows for the year ended December 31, 2023 was primarily due to lower outflows in certain strategies, partly as a result of client-driven asset re-allocations.

The change in net flows for the year ended December 31, 2022 was primarily due to lower outflows in certain strategies, partly as the result of improved relative investment performance in the year ended December 31, 2022.

Reinvested income and distributions of $3.6 billion, $3.3 billion, and $3.6 billion are reflected in the net flows for the years ended December 31, 2025, 2024 and 2023, respectively.

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General and administrative expense 92.0 85.2 82.6 6.8 2.6

Amortization of acquired intangibles — — 0.1 — (0.1)

Depreciation and amortization 16.6 18.5 17.3 (1.9) 1.2

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Net income 106.6 86.8 67.1 19.8 19.7

Net income attributable to non-controlling interests in consolidated Funds 1.8 1.3 — 0.5 1.3

Net income attributable to redeemable non-controlling interests in consolidated Funds

26.6 1.8 1.3 24.8 0.5

Net income attributable to controlling interests $ 80.0 $ 85.0 $ 65.8 $ (5.0) $ 19.2

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GAAP operating margin equals operating income divided by total revenue.

The following table reconciles our net income attributable to controlling interests to our pre-tax income from attributable to controlling interests:

The following table reconciles our net income attributable to controlling interests to our pre-tax income attributable to controlling interests:

Years ended December 31,

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management fees earned based on our overall weighted average fee rate charged to our clients and the level of assets under management;

performance fees earned when our investment performance over agreed time periods for certain clients has differed from pre-determined hurdles;

performance fees earned when our investment performance over agreed time periods for certain clients has differed from predetermined hurdles;

revenue from consolidated Funds, a portion of which is attributable to the holders of non-controlling interests in consolidated Funds.

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Our management fees are a function of the fee rates charged to our clients, which are typically expressed in basis points, and the levels of our assets under management.

Our effective management fee rate will vary from period to period based on several factors, including changes in the mix of assets under management caused by market movements and client flows.

Average basis points earned on average assets under management were 35.9 bps for the year ended December 31, 2025, 38.4 bps for the year ended December 31, 2024 and 37.9 bps for the year ended December 31, 2023.

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Management fees increased $86.6 million, or 20.1%, from $431.1 million for the year ended December 31, 2024 to $517.7 million for the year ended December 31, 2025.

The increase was mainly driven by higher levels of average assets under management and an improvement in blended average basis points on assets under management, due to fee rates on inflows being higher than fee rates on outflows in the years ended December 31, 2024 and 2023.

Average assets under management increased 14.1%, from $98.4 billion for the year ended December 31, 2023 compared to $112.3 billion for the year ended December 31, 2024, mainly due to the positive equity market in the year ended December 31, 2024.

The increase was mainly driven by higher levels of average assets under management, partly offset by a lower blended fee rate on assets under management due to the change in asset mix in the years ended December 31, 2025 and 2024.

Average assets under management increased 28.5%, from $112.3 billion for the year ended December 31, 2024 compared to $144.3 billion for the year ended December 31, 2025, driven by both record net flows and positive equity market in the year ended December 31, 2025.

Net flows were mainly driven by gross sales in the lower fee Enhanced strategy.

The change in overall blended fee rate was primarily due to the Enhanced strategy, as total Enhanced AUM increased 13% to 23% at the end of 2025.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Management fees increased $57.9 million, or 15.5%, from $373.2 million for the year ended December 31, 2023 to $431.1 million for the year ended December 31, 2024.

The increase was primarily due to an improvement in blended average basis points on assets under management, due to fee rates on inflows being higher than fee rates on outflows in 2022 and 2023.

Average assets under management decreased (0.3)%, from $98.7 billion for the year ended December 31, 2022 to $98.4 billion for the year ended December 31, 2023, mainly due to large equity market declines in 2022 that reduced the beginning of 2023 assets under management to $93.6 billion.

Average assets under management increase 14.1%, from $98.4 billion for the year ended December 31, 2023 compared to $112.3 billion for the year ended December 31, 2024, mainly due to the positive equity market in the year ended December 31, 2024.

Performance Fees

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Year ended December 31, 2025 compared to year ended December 31, 2024:

Performance fees increased $21.0 million, or 41.7%, from $50.4 million for the year ended December 31, 2023 to $71.4 million for the year ended December 31, 2024, primarily due to strong performance relative to benchmarks in certain strategies.

Performance fees decreased $(40.0) million, or (56.0)%, from $71.4 million for the year ended December 31, 2024 to $31.4 million for the year ended December 31, 2025, primarily due to a change in performance relative to benchmarks in certain strategies.

Performance fees are variable and are contractually triggered based on investment performance results over agreed upon time periods.

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general and administrative expenses;

amortization of acquired intangible assets;

depreciation and amortization charges;

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Sales-based compensation (2)

17.0 12.1 7.6

Variable compensation (3)

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Hold Co variable compensation includes cash and our equity.

Non-cash variable compensation awards typically vest over several years and are recognized as compensation expense over that service period.

Equity-based compensation awards typically vest over several years and are recognized as compensation expense over that service period.

Years ended December 31,

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Cash variable compensation $ 119.8 $ 115.8 $ 105.9

Non-cash equity-based award amortization 6.9 6.3 9.5

Amortization of equity-based awards

Total variable compensation (a)

$ 125.7 $ 122.7 $ 112.2

(a) For the year ended December 31, 2024, $122.8 million of variable compensation expense (of the $122.7 million above) is included within economic net income, which excludes the variable compensation associated with restructuring of $(1.0) million and costs associated with the wind-down of the MACS business in the standalone format of $0.9 million.

(a) For the year ended December 31, 2025, $126.7 million of variable compensation expense (of the $125.7 million above) is included within economic net income, which excludes the variable compensation associated with restructuring of $(1.0) million.

For the year ended December 31, 2024, $122.8 million of variable compensation expense (of the $122.7 million above) is included within economic net income, which excludes the variable compensation associated with restructuring of $(1.0) million and costs associated with the wind-down of the MACS business in the standalone format of $0.9 million.

For the year ended December 31, 2023, $104.9 million of variable compensation expense (of the $112.2 million above) is included within economic net income, which excludes the variable compensation associated with restructuring of $7.3 million.

For the year ended December 31, 2022, $100.3 million of variable compensation expense (of the $100.3 million above) is included within economic net income.

(4) Acadian LLC key employee distributions represent the share of Acadian LLC profits after variable compensation that is attributable to key employee equity and profit interests holders, according to their ownership interests.

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Compensation and benefits expense increased $48.4 million, or 18.2%, from $265.5 million for the year ended December 31, 2024 to $313.9 million for the year ended December 31, 2025.

Fixed compensation and benefits increased $4.7 million, or 5.0%, from $93.1 million for the year ended December 31, 2023 to $97.8 million for the year ended December 31, 2024, primarily reflecting the cost of new hires supporting our growth initiatives and cost of living increases, partially offset by cost savings realized from restructuring at Acadian LLC in late 2023.

Fixed compensation and benefits increased $4.3 million, or 4.4%, from $97.8 million for the year ended December 31, 2024 to $102.1 million for the year ended December 31, 2025, primarily reflecting cost of living increases and an increase in the cost of employee benefits.

Variable compensation increased $3.0 million, or 2.4%, from $122.7 million for the year ended December 31, 2024 to $125.7 million for the year ended December 31, 2025.

The increase was primarily attributable to higher pre-bonus profits in the year ended December 31, 2024, partially offset by lower restructuring expenses in the current year.

Sales-based compensation increased $4.5 million, or 59.2%, from $7.6 million for the year ended December 31, 2023 to $12.1 million for the year ended December 31, 2024, driven by higher gross sales in the current year.

The increase was primarily attributable to higher pre-bonus profits in the year ended December 31, 2025, partially offset by lower deferred bonus earned on performance fee revenues in the current year.

The deferred nature of the bonus earned on performance fee revenues can result in compensation expense variability that is uncorrelated to current period earnings.

Sales-based compensation increased $4.9 million, or 40.5%, from $12.1 million for the year ended December 31, 2024 to $17.0 million for the year ended December 31, 2025, driven by the increase in asset inflows.

Acadian LLC key employee distributions increased $11.7 million, or 120.6%, from $9.7 million for the year ended December 31, 2024 to $21.4 million for the year ended December 31, 2025.

Acadian LLC key employee distributions for certain tiers of equity are calculated after an earnings threshold is met, whereby no distributions are made to these equity holders when earnings are below the threshold.

The change in Acadian LLC key employee distributions during the current period is driven by higher operating earnings in the current period and the leveraged nature of this distribution share.

Revaluations of Acadian LLC key employee equity changed by $23.3 million in 2024, reflecting revaluations of key employee ownership interests at Acadian LLC, as the value of the equity plan liability decreased $(0.1) million for the year ended December 31, 2023, and increased $23.2 million for the year ended December 31, 2024.

The change in Acadian LLC key employee distributions during the current period is driven by higher operating earnings and the leveraged nature of this distribution share.

Revaluations of Acadian LLC key employee equity changed by $24.5 million in 2025, reflecting revaluations of key employee ownership interests at Acadian LLC, as the value of the equity plan liability increased $23.2 million for the year ended December 31, 2024, and increased $47.7 million for the year ended December 31, 2025.

For certain tiers of Acadian LLC equity, revaluations are calculated based on earnings above a threshold.

The change in the revaluation in the current period is driven by higher earnings period over period, including earnings over the threshold for certain Acadian LLC equity.

The change in the revaluation in the current period is driven by higher earnings period over period, including earnings over the threshold for certain Acadian LLC equity, as well as changes in inputs used in the valuation model, including market risk assumptions and discount rates.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Compensation and benefits expense increased $47.6 million, or 21.8%, from $217.9 million for the year ended December 31, 2023 to $265.5 million for the year ended December 31, 2024.

Fixed compensation and benefits increased $7.0 million, or 8.1%, from $86.1 million for the year ended December 31, 2022 to $93.1 million for the year ended December 31, 2023, primarily reflecting cost of living increases and the new hires to support our growth initiatives.

Variable compensation increased $10.5 million, or 9.4%, from $112.2 million for the year ended December 31, 2023 to $122.7 million for the year ended December 31, 2024.

The increase was primarily attributable to severance-related costs in the year ended December 31, 2023 and the inclusion of deferred compensation expense earned on current and prior year performance fee revenues, of which Acadian LLC’s share is determined by a contractual split and recognized as compensation expense over a vesting period.

Sales-based compensation decreased $(0.1) million, or (1.3)%, from $7.7 million for the years ended December 31, 2022 to $7.6 million for the year ended December 31, 2023 as a result of the structure of sales-based compensation programs, driven by the timing of asset inflows which trigger sales-based compensation in both current and prior periods.

Acadian LLC key employee distributions were unchanged at $5.1 million for the year ended December 31, 2023 and 2022, respectively.

Revaluations of Acadian LLC key employee equity changed by $39.9 million in 2023, reflecting revaluations of key employee ownership interests at Acadian LLC, as the value of the equity plan liability decreased $(40.0) million for the year ended December 31, 2022, and decreased $(0.1) million for the year ended December 31, 2023.

The changes in value year over year reflect changes in earnings, as well as changes in inputs used in the valuation model, including market risk assumptions and discount rates.

The increase was primarily attributable to higher pre-bonus profits in the year ended December 31, 2024, partially offset by lower restructuring expenses.

Acadian LLC key employee distributions increased $4.6 million, or 90.2%, from $5.1 million for the year ended December 31, 2023 to $9.7 million for the year ended December 31, 2024.

The change in Acadian LLC key employee distributions during the year ended December 31, 2024 was driven by higher operating earnings and the leveraged nature of this distribution share.

Revaluations of Acadian LLC key employee equity changed by $23.3 million, reflecting revaluations of key employee ownership interests at Acadian LLC, as the value of the equity plan liability decreased $(0.1) million for the year ended December 31, 2023, and increased $23.2 million for the year ended December 31, 2024.

For certain tiers of Acadian LLC equity, revaluations are calculated based on earnings above a threshold.

The change in the revaluation in the year ended December 31, 2024 was driven by higher earnings period over period, including earnings over the threshold for certain Acadian LLC equity.

General and Administrative Expense

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General and administrative expense increased $6.8 million, or 8.0%, from $85.2 million for the year ended December 31, 2024 to $92.0 million for the year ended December 31, 2025.

The increase was primarily due to higher systems, outside services and portfolio administrative costs, our continued investment in growth initiatives and capabilities, partially offset by lower consultant costs.

The increase was primarily due to higher system, recruiting, portfolio administrative, and consulting costs, partially offset by the impact of foreign currency changes.

Year ended December 31, 2024 compared to year ended December 31, 2023:

General and administrative expense increased $2.6 million, or 3.1%, from $82.6 million for the year ended December 31, 2023 to $85.2 million for the year ended December 31, 2024.

The increase was primarily due to higher systems, consultant and portfolio costs, as well as the impact of inflation and changes in foreign currency.

Amortization of Acquired Intangibles Expense

Year ended December 31, 2024 compared to year ended December 31, 2023:

There was no amortization of acquired intangibles expense for the years ended December 31, 2024 and 2023.

Year ended December 31, 2023 compared to year ended December 31, 2022:

Amortization of acquired intangibles expense was $0.1 million for the year ended December 31, 2022.

There was no amortization of acquired intangibles expense for the year ended December 31, 2023 .

This account reflects the amortization of intangible assets acquired in previous periods.

Depreciation and Amortization Expense

Year ended December 31, 2025 compared to year ended December 31, 2024:

Depreciation and amortization expense decreased $(1.9) million, or (10.3)%, from $18.5 million for the year ended December 31, 2024 to $16.6 million for the year ended December 31, 2025.

The decrease was primarily attributable to the effect of certain software becoming fully depreciated.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Depreciation and amortization expense increased $1.2 million, or 6.9%, from $17.3 million for the year ended December 31, 2023 to $18.5 million for the year ended December 31, 2024.

The increase was primarily attributable to additional software and technology investments in the business.

Year ended December 31, 2023 compared to year ended December 31, 2022:

Depreciation and amortization expense decreased $(1.2) million, or (6.5)%, from $18.5 million for the year ended December 31, 2022 to $17.3 million for the year ended December 31, 2023.

The decrease was primarily attributable to the effect of certain assets becoming fully depreciated.

GAAP Other Non-Operating Items of Income and Expense

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Year ended December 31, 2025 compared to year ended December 31, 2024:

Investment income increased $2.3 million, from $(0.1) million for the year ended December 31, 2023 to $2.2 million for the year ended December 31, 2024, reflecting an increase in returns generated by seed capital investments due to market appreciation in the year ended December 31, 2024.

Investment income decreased $(2.3) million, from $2.2 million for the year ended December 31, 2024 to $(0.1) million for the year ended December 31, 2025, reflecting a decrease in returns generated by seed capital investments in Funds that are not consolidated by the Company.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Investment income (loss) changed $(0.3) million, from $0.2 million for the year ended December 31, 2022 to $(0.1) million for the year ended December 31, 2023.

The decrease is due to a decrease in returns generated by seed capital investments in the year ended December 31, 2023.

Interest Income

Year ended December 31, 2025 compared to year ended December 31, 2024:

Interest income increased $0.2 million, from $3.5 million for the year ended December 31, 2024 to $3.7 million for the year ended December 31, 2025.

The increase was due to higher average cash balances, slightly offset by a decrease in short-term investment returns in the year ended December 31, 2025.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Interest income decreased $(2.6) million, from $6.1 million for the year ended December 31, 2023 to $3.5 million for the year ended December 31, 2024.

The decrease was due to lower average cash balances and decreases in short-term investment returns in the year ended December 31, 2024.

Year ended December 31, 2023 compared to year ended December 31, 2022:

Interest income increased $5.3 million, from $0.8 million for the year ended December 31, 2022 to $6.1 million for the year ended December 31, 2023.

The increase was due to higher average cash balances and an increase in short-term investment returns in 2023.

Interest Expense

Year ended December 31, 2025 compared to year ended December 31, 2024:

Interest expense decreased $0.2 million, or 1.0%, from $19.6 million for the year ended December 31, 2023 to $19.4 million for the year ended December 31, 2024, reflecting lower interest rates in the current year, partially offset by higher balances drawn on the revolving credit facility in the year ended December 31, 2024.

Interest expense increased $2.3 million, or 11.9%, from $19.4 million for the year ended December 31, 2024 to $21.7 million for the year ended December 31, 2025, primarily due to the $2.7 million of additional interest expense incurred for the year ended December 31, 2025 related to the accelerated amortization of the cash flow hedge associated with the $275 million aggregate principal amount of our 4.80% Senior Notes due July 27, 2026 that we redeemed in December 2025.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Interest expense decreased $0.9 million, or 4.4%, from $20.5 million for the year ended December 31, 2022 to $19.6 million for the year ended December 31, 2023, primarily due to the $1.3 million of additional interest expense incurred for the year ended December 31, 2023 related to the amortization of the cash flow hedge associated with the $125 million aggregate principal amount outstanding of our 5.125% Senior Notes due August 1, 2031 that we redeemed in January 2022.

Interest expense decreased $(0.2) million, or (1.0)%, from $19.6 million for the year ended December 31, 2023 to $19.4 million for the year ended December 31, 2024, reflecting lower interest rates in the current year, partially offset by higher balances drawn on the revolving credit facility in the year ended December 31, 2024.

Loss on Extinguishment of Debt

Year ended December 31, 2025 compared to year ended December 31, 2024:

There was no loss on extinguishment of debt for the years ended December 31, 2024 and 2023.

Year ended December 31, 2023 compared to year ended December 31, 2022:

Loss on extinguishment of debt was $(1.4) million for the years ended December 31, 2025 as a result of the full redemption of the $275 million aggregate principal amount outstanding of our 4.80% Senior Notes due July 27, 2026.

There was no loss on extinguishment of debt for the year ended December 31, 2024.

Loss on extinguishment of debt was $3.2 million for the year ended December 31, 2022 as a result of the full redemption of the $125 million aggregate principal amount outstanding of our 5.125% Senior Notes due August 1, 2031 that we redeemed in January 2022.

Year ended December 31, 2024 compared to year ended December 31, 2023:

There was no loss on extinguishment of debt for the year ended December 31, 2024 and 2023.

GAAP Income Tax Expense

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Our effective tax rate could be impacted in the future by these items as well as further changes in tax laws and regulations in jurisdictions in which we operate.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Income tax expense increased $9.5 million, from $29.4 million for the year ended December 31, 2023 to $38.9 million for the year ended December 31, 2024.

The increase in income tax expense is primarily related to the increase in pre-tax income from controlling interests for the year ended December 31, 2024.

The American Rescue Plan Act of 2021 ("ARPA"), among other things, includes provisions to expand the IRC Section 162(m) disallowance for deduction of certain compensation paid by publicly held corporations.

Effective for tax years starting after December 31, 2026, ARPA expands the limitations to cover the next five most highly compensated employees.

On July 4, 2025, H.R.1, commonly referred to as the One Big Beautiful Bill Act (the “OBBBA”), was enacted in the United States.

The OBBBA includes a broad range of tax reform provisions, including extensions and modifications of certain provisions of the Tax Cuts and Jobs Act, with various effective dates beginning in 2025 through 2027.

The OBBBA includes amendments to Internal Revenue Code Section 162(m) that expand the scope of entities and employees considered in determining “covered employees” subject to the limitation on the deductibility of compensation.

The OBBBA and ARPA did not have a material impact to the income tax expense during the current period.

The Company continues to evaluate the impact of IRC Section 162(m) amendments under the OBBBA and ARPA on future periods, including potential changes in covered employees, compensation structures and related deferred tax balances as additional guidance becomes available.

Year ended December 31, 2025 compared to year ended December 31, 2024:

1 unchanged sentence

The decrease in income tax expense is primarily related to the decrease in pre-tax income from controlling interests for the year ended December 31, 2025.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Income tax expense increased $9.5 million, from $29.4 million for the year ended December 31, 2023 to $38.9 million for the year ended December 31, 2024.

The increase in income tax expense is primarily related to the increase in pre-tax income from controlling interests for the year ended December 31, 2024.

GAAP Consolidated Funds

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Consolidated Funds’ revenue increased $11.5 million, from $3.1 million for the year ended December 31, 2024 to $14.6 million for the year ended December 31, 2025.

Consolidated Funds’ expense decreased $(1.9) million, from $2.8 million for the year ended December 31, 2023 to $0.9 million for the year ended December 31, 2024.

Consolidated Funds’ expense increased $8.2 million, from $0.9 million for the year ended December 31, 2024 to $9.1 million for the year ended December 31, 2025.

These movements relate to the underlying activity of our consolidated Funds.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Consolidated Funds’ revenue increased $2.6 million from $0.4 for the year ended December 31, 2022 to $3.0 million for the year ended December 31, 2023.

Consolidated Funds’ expense increased $2.4 million from $0.4 million for the year ended December 31, 2022 to $2.8 million for the year ended December 31, 2023.

The increase in Consolidated Funds’ revenue and increase in Consolidated Funds’ expense is due to changes in the population of Consolidated Funds during the year ended December 31, 2023.

Consolidated Funds’ revenue increased $0.1 million from $3.0 million for the year ended December 31, 2023 to $3.1 million for the year ended December 31, 2024.

Consolidated Funds’ expense decreased $(1.9) million from $2.8 million for the year ended December 31, 2023 to $0.9 million for the year ended December 31, 2024.

These movements relate to the underlying activity of our consolidated Funds.

GAAP Operating Metrics

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Discontinued operations attributable to controlling interests and restructuring (2)

(1.0) 1.6 9.5

ENI tax normalization (3)

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* The blended rate is based on the weighted average rate of the long-term debt.

(2) For the year ended December 31, 2025, includes severance-related items of $(1.0) million.

For the year ended December 31, 2024, includes severance-related items of $(1.0) million, costs associated with the transfer of an insurance policy from our former parent of $1.3 million and costs associated with the wind-down of the MACS business in the standalone format of $1.3 million.

For the year ended December 31, 2023, includes severance costs of $7.3 million, legal-related restructuring costs at the Hold Co of $0.9 million and costs associated with the transfer of an insurance policy from our former parent of $1.3 million.

For the year ended December 31, 2022, includes restructuring costs of $0.1 million and costs associated with the transfer of an insurance policy from our former parent of $1.2 million.

(3) Includes adjustments of $0.1 million, $(0.3) million and $(0.2) million to remove the tax benefit (expense) resulting from the change in liabilities for uncertain tax positions recorded during the years ended December 31, 2025, 2024 and 2023, respectively.

(4) Reflects the sum of lines (i), (ii), (iii), (iv) and the restructuring portion of line item (vi) multiplied by the 27.3% U.S.

statutory tax rate (including state tax).

(4) Reflects the sum of lines (i), (ii), (iii), (iv) and the restructuring component of line (vi) multiplied by the U.S.

Federal and State statutory tax rate of 27.3%.

The following table reconciles U.S.

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Non-cash key employee equity and profit interest revaluations (47.7) (23.2) 0.1

Amortization of acquired intangible assets

Capital transaction costs — — —

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ENI operating expense $ 227.7 $ 211.9 $ 198.4

(1) For the year ended December 31, 2024, includes $(1.0) million of severance-related items, $1.3 million of costs associated with the transfer of an insurance policy from our former parent and $1.3 million of costs associated with the wind-down of the MACS business in the standalone format.

(1) For the year ended December 31, 2025, includes $(1.0) million of severance-related items.

For the year ended December 31, 2024, includes $(1.0) million of severance-related items, $1.3 million costs associated with the transfer of an insurance policy from our former parent and $1.3 million of costs associated with the wind-down of the MACS business in the standalone format.

For the year ended December 31, 2023, includes $7.3 million of severance costs, $0.9 million of legal-related restructuring costs at the Hold Co and $1.3 million costs associated with the transfer of an insurance policy from our former parent.

For the year ended December 31, 2022, includes $0.1 million of restructuring costs and $1.2 million costs associated with the transfer of an insurance policy from our former parent.

(2) For the year ended December 31, 2025, excludes $(1.0) million of severance-related items that is included within restructuring costs.

For the year ended December 31, 2024, excludes $(1.0) million of severance-related items that is included within restructuring costs and $0.9 million of costs associated with the wind-down of the MACS business in the standalone format that is included within restructuring costs.

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Restructuring expenses (a)

1.0 0.1 (7.3)

Variable compensation (126.7) (122.8) (104.9)

ENI fixed compensation and benefits $ 102.1 $ 97.8 $ 93.1

(a) Reflects $(1.0) million of severance-related items and costs associated with the wind-down of the MACS business in the standalone format of $0.9 million for the year ended December 31, 2024.

(a) Reflects $(1.0) million of severance-related items for the year ended December 31, 2025.

Reflects $(1.0) million of severance-related items and costs associated with the wind-down of the MACS business in the standalone format of $0.9 million for the year ended December 31, 2024.

Reflects $7.3 million of severance-related costs for the year ended December 31, 2023.

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(a) Reflects $1.3 million of costs associated with the transfer of an insurance policy from our former parent for the year ended December 31, 2024.

Reflects $0.9 million related to restructuring at the Hold Co and $1.3 million of costs associated with the transfer of an insurance policy from our former parent for the year ended December 31, 2023.

Reflects $0.1 million related to restructuring and $1.2 million of costs associated with the transfer of an insurance policy from our former parent in the year ended December 31, 2022.

Reflects $0.9 million of legal-related restructuring costs at the Hold Co and $1.3 million of costs associated with the transfer of an insurance policy from our former parent in the year ended December 31, 2023.

Key Non-GAAP Operating Metrics

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Goodwill impairment and the amortization of acquired intangible assets — — —

Capital transaction costs

Restructuring costs (a)

(1.0) 1.6 9.5

Acadian LLC key employee distributions

1 unchanged sentence

126.7 122.8 104.9

Funds’ operating income (2.2) (0.2) —

Consolidated Funds’ operating income

(5.5) (2.2) (0.2)

ENI earnings before variable compensation

7 unchanged sentences

$ 173.3 $ 158.1 $ 115.2

(a) The year ended December 31, 2024 includes $(1.0) million of severance-related items, $1.3 million associated with the transfer of an insurance policy from our former Parent, and $1.3 million of costs associated with the wind-down of the MACS business in the standalone format.

For the year ended December 31, 2023, includes $7.3 million of severance costs, $0.9 million of legal-related restructuring costs at the Hold Co, and $1.3 million associated with the transfer of an insurance policy from our former parent.

For the year ended December 31, 2022, includes $0.1 million of restructuring costs, and $1.2 million associated with the transfer of an insurance policy from our former parent.

(b) The year ended December 31, 2024 excludes $(1.0) million of severance-related items that is included within restructuring costs and $0.9 million of costs associated with the wind-down of the MACS business in the standalone format that is included within restructuring costs.

(a) The year ended December 31, 2025 includes $(1.0) million of severance-related items.

The year ended December 31, 2024 includes $(1.0) million of severance-related items, $1.3 million associated with the transfer of an insurance policy from our former parent and $1.3 million of costs associated with the wind-down of the MACS business in the standalone format.

The year ended December 31, 2023 includes $7.3 million of severance costs, $0.9 million of legal-related restructuring costs at the Hold Co and $1.3 million associated with the transfer of an insurance policy from our former parent.

(b) The year ended December 31, 2025 excludes $(1.0) million of severance-related items that are included within restructuring costs.

The year ended December 31, 2024 excludes $(1.0) million of severance-related items that is included within restructuring costs and $0.9 million of costs associated with the wind-down of the MACS business in the standalone format that is included within restructuring costs.

The year ended December 31, 2023 excludes $7.3 million of severance costs that are included within restructuring costs.

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(a) Other ENI interest expense exclusions represent cost of financing on seed capital and co-investments and amortization of debt issuance costs.

Includes $3.7 million related to the cost of seed and co-investment financing and $0.3 million related to the amortization of debt issuance costs for the year ended December 31, 2024.

Includes $5.2 million for the year ended December 31, 2025 related to the cost of seed and co-investment financing and $3.2 million related to the amortization of debt issuance costs and accelerated amortization of the cash flow hedge resulting from the full redemption of our 4.80% Senior Notes due 2026.

Includes $3.7 million related to the cost of seed and co-investment financing and $0.3 million related to the amortization of debt issuance costs for the year ended December 31, 2024.

2 unchanged sentences

Refer to “—Key Non-GAAP Operating Metrics” for a reconciliation from U.S.

GAAP operating income (loss) to ENI earnings after Acadian LLC key employee distributions.

GAAP operating income to ENI earnings after Acadian LLC key employee distributions.

(2) Taxed at U.S.

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We operate our business through the following reportable segment:

portfolios include developed and developing markets for equity, credit and alternative strategies.

This segment is comprised of our interest in Acadian LLC.

portfolios include Emerging Equity, Non-U.S.

Equity, Global Equity, Small Cap Equity, Enhanced Equity, Equity Extensions, and Systematic Credit.

This segment consists of our ownership interest in Acadian LLC.

The corporate holding company (“Hold Co”) is included within the Unallocated Corporate expense category.

12 unchanged sentences

GAAP, adjusted to exclude non-cash expenses representing changes in the value of Acadian LLC equity and profit interests held by Acadian LLC key employees, capital transaction costs, and restructuring costs.

ENI segment results are also adjusted to exclude consolidated Fund revenues, consolidated Fund expenses and investment return recorded under U.S.

ENI segment results are also adjusted to exclude consolidated Funds’ revenues, consolidated Funds’ expenses and investment return recorded under U.S.

Refer to the reconciliations of U.S.

13 unchanged sentences

Quant & Solutions ENI revenue increased $46.6 million, or 9.3%, from $502.5 million for the year ended December 31, 2024 to $549.1 million for the year ended December 31, 2025.

The increase was due to 41.7% higher performance fees due to strong performance relative to market in certain strategies in the year ended December 31, 2024, and 15.5% higher management fees resulting from positive equity markets in the past year and an improvement in blended average basis points on assets under management, driven by fee rates from inflows being higher than outflows in the years ended December 31, 2024 and 2023.

The increase was attributable to 20.1% higher management fees driven by higher average AUM resulting from positive equity markets and net client cash flows in the past twelve months, offset by (56.0)% lower performance fees, which are variable and are contractually triggered based on investment performance results over agreed upon time period.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Quant & Solutions ENI revenue increased $78.9 million, or 18.6%, from $423.6 million for the year ended December 31, 2023 to $502.5 million for the year ended December 31, 2024.

The increase was due to 2.0% higher performance fees in the year ended December 31, 2023, as well as 1.6% higher management fees due to improvement in blended average basis points on assets under management, driven by fee rates from inflows being higher than outflows in the years ended December 31, 2023 and 2022.

Segment ENI Expense

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Quant & Solutions segment ENI expenses increased $31.2 million, or 10%, from $326.3 million for the year ended December 31, 2024 to $357.5 million for the year ended December 31, 2025.

Quant & Solutions segment ENI fixed compensation and benefits expense increased 6.0%, reflecting cost of living increases and an increase in the cost of employee benefits.

Quant & Solutions ENI variable compensation expense is based on a contractual percentage of earnings before variable compensation and also includes a formulaic split of performance fee revenue that gets deferred and recognized as variable compensation expense over a three-year vesting period.

The deferred nature of the bonus earned on performance fee revenues can result in compensation expense variability that is uncorrelated to current period earnings.

Quant & Solutions ENI variable compensation expense increased 1.6% as a result of higher earnings before variable compensation, and changes in deferred compensation expense earned on current and prior year performance fee revenues in the year ended December 31, 2025.

Acadian LLC key employee distributions attributable to Quant & Solutions increased 120.6%.

The change in Acadian LLC key employee distributions during the current period is driven by higher operating earnings and the leveraged nature of this distribution share.

Quant & Solutions ENI general and administrative expense increased 15.6% primarily due to higher sales-based compensation, system, recruiting, portfolio administrative, and consulting costs, partially offset by the impact of foreign currency changes.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Quant & Solutions segment ENI expense increased $34.8 million, or 12%, from $291.5 million for the year ended December 31, 2023 to $326.3 million for the year ended December 31, 2024.

Quant & Solutions segment ENI fixed compensation and benefits expense increased 4.7%, reflecting the cost of new hires supporting our growth initiatives and cost of living increases, partially offset by cost savings realized from restructuring in late 2023.

3 unchanged sentences

The change in Acadian LLC key employee distributions during the current period is driven by higher operating earnings and the leveraged nature of this distribution share.

The change in Acadian LLC key employee distributions during the year ended December 31, 2024 is driven by higher operating earnings and the leveraged nature of this distribution share.

Quant & Solutions ENI general and administrative expense increased 9.5%primarily due to higher systems, outside services and portfolio administrative costs, reflecting our continued investment in growth initiatives and capabilities, partially offset by lower consultant costs.

Year ended December 31, 2023 compared to year ended December 31, 2022:

Quant & Solutions segment ENI expense increased $24.9 million, or 9%, from $266.6 million for the year ended December 31, 2022 to $291.5 million for the year ended December 31, 2023.

Quant & Solutions segment ENI fixed compensation and benefits expense increased 9.6%, driven by cost of living increases and the cost of new hires supporting our growth initiatives.

Quant & Solutions segment ENI variable compensation expense is based on contractual percentage of earnings before variable compensation and also includes a formulaic split of performance fee revenue that gets deferred and recognized as variable compensation expense over a three-year vesting period.

Quant & Solutions ENI variable compensation expense increased 6.5%, driven by the inclusion of deferred compensation expense earned on current and prior year performance fee revenues.

Quant & Solutions ENI general and administrative expense increased 17.4% primarily due to higher systems, consultant and portfolio costs, as well as the impact of inflation and changes in foreign currency.

Unallocated corporate expense

6 unchanged sentences

Year ended December 31, 2025 compared to year ended December 31, 2024:

Unallocated corporate expense increased $0.3 million, or 2%, from $19.1 million for the year ended December 31, 2023 to $19.4 million for the year ended December 31, 2024.

The increase was driven by higher compensation and benefits expense due to cost of living and payroll tax increases, partially offset by lower general and administrative expenses due to a decrease in legal costs.

Unallocated corporate expense decreased $(1.1) million, or (5.7)%, from $19.4 million for the year ended December 31, 2024 to $18.3 million for the year ended December 31, 2025.

The decrease was driven by lower general and administrative expense, slightly offset by higher compensation and benefits expense.

Year ended December 31, 2024 compared to year ended December 31, 2023:

Unallocated corporate expenses decreased $(3.1) million, or (14.0)%, from $22.2 million for the year ended December 31, 2022 to $19.1 million for the year ended December 31, 2023.

The decrease was driven by lower compensation and benefits due to a reduction in headcount at the Hold Co and lower general and administrative expense driven by lower rent expense.

Unallocated corporate expenses increased $0.3 million, or 1.6%, from $19.1 million for the year ended December 31, 2023 to $19.4 million for the year ended December 31, 2024.

Capital Resources and Liquidity

8 unchanged sentences

(1) Excludes consolidated Funds.

Our most significant uses of cash include share repurchases, repayment of third-party borrowings and revolving credit facility, third-party interest payments, tax payments, seed capital investments, dividends and compensation and general and administrative expenses.

Our most significant uses of cash include repayment of third-party borrowings and revolving credit facility, share repurchases, third-party interest payments, tax payments, seed capital investments, dividends and compensation and general and administrative expenses.

Comparison for the Years Ended December 31, 2025, 2024 and 2023

Net cash provided by operating activities excluding consolidated Funds increased $20.9 million, from net cash provided of $108.9 million during the year ended December 31, 2024 to net cash provided of $129.8 million during the year ended December 31, 2025.

The increase was driven by changes in net income offset by changes in operating asset and liabilities period-over-period, including changes in investment advisory fees receivable and accrued incentive compensation balances.

Net cash provided by operating activities excluding consolidated Funds increased $31.2 million, from net cash provided of $77.7 million during the year ended December 31, 2023 to net cash provided of $108.9 million during the year ended December 31, 2024.

The increase was driven by changes in net income offset by changes in operating asset and liabilities period-over-period.

Net cash provided by operating activities excluding consolidated Funds decreased $(41.3) million, from net cash provided of $119.0 million during the year ended December 31, 2022 to net cash provided of $77.7 million during the year ended December 31, 2023.

The decrease was driven by changes in net income and changes in operating assets and liabilities period-over-period, including changes in investment advisory fees receivable and accrued incentive compensation balances.

Net cash used in investing activities, excluding consolidated Funds, was $(50.1) million, $(31.4) million and $(13.0) million for the years ended December 31, 2024, 2023 and 2022, respectively.

Fluctuations are driven by the timing of investments or redemptions of seed capital.

Net cash (used in) received from the (purchase) and sale of investments was $(40.2) million, $(17.6) million and $3.1 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Net cash provided by (used in) investing activities, excluding consolidated Funds, was $5.3 million, $(50.1) million and $(31.4) million for the years ended December 31, 2025, 2024 and 2023, respectively.

Fluctuations are driven by the timing of investments and redemptions of seed capital.

Net cash received from (used in) the sale and (purchase) of investments was $17.2 million, $(40.2) million and $(17.6) million for the years ended December 31, 2025, 2024 and 2023, respectively.

Net cash used in financing activities, excluding consolidated Funds, consists of share repurchases, third-party borrowings, payments made to OM plc, withholding tax payments on stock option exercises and dividend payments.

33 unchanged sentences

Our cash management practices generally require that working capital be maintained at an appropriate level to meet short-term operational needs at both Acadian LLC and Hold Co.

Periodic distributions of Acadian LLC earnings to Hold Co and Acadian LLC key employee equity holders are made according to our distribution policies, with Hold Co having the ability to access any surplus cash at Acadian LLC as necessary during interim periods.

Borrowings and Long-Term Debt

Periodic distributions of Acadian LLC earnings to Hold Co and Acadian LLC key employee equity holders are made according to our distribution policies, with Hold Co having the ability to access surplus cash at Acadian LLC as necessary during interim periods.

Borrowings and Debt

The following table summarizes our financing arrangements as of the dates indicated:

2 unchanged sentences

2024 Interest rate Maturity

Revolving credit facility:

Revolving credit facilities:

$140 million revolving credit facility (1)

$ — $ — Variable rate August 29, 2027

$175 million revolving credit facility

— — Variable rate October 28, 2028

Total revolving credit facility $ — $ —

Third-party borrowings:

4.80% Senior Notes Due 2026 $ 274.3 $ 273.9 4.80% July 27, 2026

$275 million 4.80% Senior Notes Due July 27, 2026 (2)

$ — $ 274.3 4.80% July 27, 2026

$200 million Delayed Draw Term Loan Due October 28, 2028

200.0 — Variable rate October 28, 2028

Total third-party borrowings $ 200.0 $ 274.3

$ 274.3 $ 273.9

(1) On August 29, 2024, Acadian LLC’s $125 million revolving credit facility was terminated and replaced with a new $140 million revolving credit facility.

Revolving Credit Facility

On August 29, 2024, Acadian LLC, Royal Bank of Canada, Goldman Sachs Bank USA, Morgan Stanley Bank, N.A., the Bank of New York Mellon, Bank of America N.A., as an issuing bank, and Citibank, N.A., as an issuing bank and administrative agent (collectively, the “Lenders”), entered into a new revolving credit facility agreement (the “Acadian LLC Credit Agreement”), which replaced Acadian LLC’s revolving credit facility dated as of March 7, 2022 (the “Prior Credit Agreement”).

The maturity date of the Prior Credit Agreement was March 7, 2025, and the maturity date of the Acadian LLC Credit Agreement is August 29, 2027.

Borrowings under the Acadian LLC Credit Agreement bear interest, at Acadian LLC’s option, at the per annum rate equal to either (a) the greatest of (i) the prime rate, (ii) the federal funds effective rate plus 0.5% and (iii) the secured overnight financing rate for a one month period plus a credit spread adjustment of 0.10% (“Adjusted Term SOFR”) plus 1%, plus, in each case, an additional amount ranging from 0.5% to 1.0%, with such additional amount based on Acadian LLC’s Leverage Ratio (as defined below) or (b) Adjusted Term SOFR plus an additional amount ranging from 1.5% to 2.0%, with such additional amount based on Acadian LLC’s Leverage Ratio.

In addition, Acadian LLC is charged a commitment fee based on the average daily unused portion of the revolving credit facility under the Acadian LLC Credit Agreement at a per annum rate ranging from 0.25% to 0.375%, with such amount based on Acadian LLC’s Leverage Ratio.

Under the Acadian LLC Credit Agreement, the ratio of Acadian LLC’s third-party borrowings to Acadian LLC’s trailing twelve months Adjusted EBITDA, as defined by the Acadian LLC Credit Agreement (the “Leverage Ratio”), cannot exceed 2.5x and the Acadian LLC interest coverage ratio must not be less than 4x.

(1) On October 28, 2025, Acadian LLC’s $140 million revolving credit facility was terminated and replaced with a new $175 million revolving credit facility.

(2) On December 1, 2025, we completed the full redemption of the $275 million aggregate principal amount outstanding of our 4.80% Senior Notes due 2026.

As a result of this transaction, we recorded $(1.4) million of loss on extinguishment of debt within the Consolidated Statements of Operations for the year ended December 31, 2025.

The Delayed Draw Term Loan Credit Agreement and Revolving Credit Agreement

On October 28, 2025 (the “Closing Date), Acadian LLC entered into a Delayed Draw Term Loan Credit Agreement among Acadian LLC, the Lenders from time to time party thereto, and Bank of America, N.A.

(“Bank of America”), as the Administrative Agent (the “DDTL Credit Agreement”) and a Revolving Credit Agreement among Acadian LLC, the Lenders from time to time party thereto, Bank of America, as the Administrative Agent and a L/C Issuer and the other L/C Issuers from time to time party thereto (the “Revolving Credit Agreement”).

The DDTL Credit Agreement provides for a delayed draw term loan facility in an aggregate principal amount, as of the Closing Date, of up to $200 million (the “Term Facility”).

The term loans mature on October 28, 2028.

Subject to certain conditions, Acadian LLC may increase the size of the Term Facility to an aggregate maximum principal amount of $275 million.

None of the lenders under the Term Facility are obligated to provide such additional commitments to Acadian LLC.

Loans under the DDTL Credit Agreement bear interest, at Acadian LLC’s option, at a rate per annum equal to (i) Term SOFR for the applicable interest period plus an applicable margin equal to a range of 1.5% to 2.0% depending on Acadian LLC’s consolidated leverage ratio or (ii) an alternate base rate (defined as a rate equal to the highest of (i) the Federal Funds Rate plus 0.5%, (ii) Bank of America’s published “prime rate” and (iii) Term SOFR plus 1.0%) plus an applicable margin equal to a range of 0.5% to 1.0% depending on Acadian LLC’s consolidated leverage ratio.

Financial covenants under the Term Facility include the quarterly maintenance by the Acadian LLC of (i) a maximum Consolidated Net Leverage Ratio (as defined in the DDTL Credit Agreement) of not greater than 2.5x and (ii) a minimum Consolidated Interest Coverage Ratio (calculated as the ratio of Acadian LLC Consolidated EBITDA (as defined in the DDTL Credit Agreement), divided by Acadian LLC interest expense for the four consecutive

fiscal quarters ended on or immediately prior to the date of determination) of not less than 4.0x.

For purposes of calculating the Consolidated Net Leverage Ratio, the DDTL Credit Agreement refers to Consolidated Funded Indebtedness (as defined in the DDTL Credit Agreement) minus unrestricted cash at Acadian LLC.

At December 31, 2025, Acadian LLC’s Leverage Ratio was 0.6x and Acadian LLC’s Interest Coverage Ratio was 85.7x.

In July 2016, we issued $275.0 million of 4.80% Senior Notes due 2026 (the “2026 Notes”).

The $275.0 million 2026 Notes were sold at a discount of $(0.5) million and we incurred debt issuance costs of $(3.0) million, which are being amortized to interest expense over the ten-year term.

The 2026 Notes can be redeemed at any time prior to the scheduled maturity in part or in aggregate, at the greater of 100% of the principal amount at that time or the sum of the remaining scheduled payments discounted at the treasury rate (as defined) plus 0.5%, together with any related accrued and unpaid interest.

The Revolving Credit Agreement provides for senior unsecured revolving credit commitments as of the Closing Date in an aggregate principal amount, as of the Closing Date, of up to $175 million (the “Revolving Facility”).

The revolving commitments mature on October 28, 2028.

Subject to certain conditions, Acadian LLC may increase the size of the Revolving Facility to an aggregate maximum principal amount of $275 million, which may be established in the form of revolving commitments or term loan commitments.

None of the lenders under the Revolving Facility are obligated to provide such additional commitments to Acadian LLC.

Borrowings under the Revolving Credit Agreement bear interest, at Acadian LLC's option, at a rate per annum equal to (i) Term SOFR (as defined in the Revolving Credit Agreement) for the applicable interest period plus an applicable margin equal to a range of 1.5% to 2.0% depending on Acadian LLC’s Consolidated Leverage Ratio (as defined in the Revolving Credit Agreement) or (ii) an alternate base rate (defined as a rate equal to the highest of (i) the Federal Funds Rate plus 0.5%, (ii) Bank of America's published "prime rate" and (iii) Term SOFR plus 1.0%) plus an applicable margin equal to a range of 0.5% to 1.0% depending on Acadian LLC’s Consolidated Leverage Ratio.

The Company is required to pay a commitment fee at a per annum rate ranging from 0.25% to 0.375%, with such amount based on Acadian LLC’s Consolidated Leverage Ratio on the daily undrawn amount of the revolving commitments, and customary letter of credit participation and fronting fees.

As of December 31, 2025, Acadian LLC had unused lines of credit of $172.5 million comprised of undrawn commitments on the Revolving Credit Facility of $175 million less a $2.5 million letter of credit with Bank of America related to one of the Acadian LLC’s current office spaces.

As of December 31, 2025, we were in compliance with the required covenants related to borrowings and debt facilities.

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Included within the accrued incentive compensation balance is the vested portion of our deferred compensation pool.

The deferred compensation pool is based on a contractual percentage of Acadian LLC performance fee revenues and post-bonus profits, and is subject to a three-year vesting period.

The majority of the deferred compensation pool is based on a contractual percentage of Acadian LLC performance fee revenues and post-bonus profits, and is subject to a three-year vesting period.

Compensation expense is recognized over the requisite service period.

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36.6 38.9 29.4

Depreciation and amortization (including intangible assets)

Depreciation and amortization

16.6 18.5 17.3

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Restructuring (1)

(1.0) 1.1 9.5

Capital transaction costs 1.4 — —

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Economic net income $ 117.6 $ 105.8 75.7

(1) Included in restructuring for the year ended December 31, 2024 are $(1.0) million of severance-related items, $1.3 million costs associated with the transfer of an insurance policy from our former parent, and $0.9 million costs associated with the wind-down of the MACS business in the standalone format.

Included in restructuring for the year ended December 31, 2023 are $7.3 million of severance costs, $0.9 million of legal-related restructuring costs at the Hold Co and $1.3 million costs associated with the transfer of an insurance policy from our former parent.

Included in restructuring for the year ended December 31, 2022 are $0.1 million of restructuring costs and $1.2 million of costs associated with the transfer of an insurance policy from our former parent.

(1) Included in restructuring for the year ended December 31, 2025 are $(1.0) million of severance-related items.

Included in restructuring for the year ended December 31, 2024 are $(1.0) million of severance-related items, $0.9 million costs associated with the wind-down of the MACS business in the standalone format and $1.3 million costs associated with the transfer of an insurance policy from our former parent.

Included in restructuring for the year ended December 31, 2023 are $7.3 million of severance costs, $0.9 million of legal-related restructuring costs at the Hold Co and $1.3 million of costs associated with the transfer of an insurance policy from our former parent.

(2) Includes non-cash equity-based award amortization expense.

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Contractual Obligations

The following table summarizes our contractual obligations as of December 31, 2024:

Payments due by period

($ in millions) Total Less than

1 year 1 - 3 years 3 - 5 years More than

Contractual Obligations

Third party borrowings $ 275.0 $ — $ 275.0 $ — $ —

Lease obligations 77.7 9.5 18.4 16.6 33.2

Maximum Acadian LLC equity and profits interests repurchase obligations (1)

44.1 4.4 8.8 8.8 22.1

Total contractual obligations $ 396.8 $ 13.9 $ 302.2 $ 25.4 $ 55.3

(1) Represents amortized amounts held by Acadian LLC key employees.

We have material future cash requirements from contractual and other obligations relating primarily to third party borrowings, operating lease obligations, and equity and profits interests repurchase obligations.

As of December 31, 2025, we had third party borrowing obligations totaling $200.0 million.

This balance consists of the entire principal amount of our Delayed Draw Term Loan, which will become due October 28, 2028.

See Note 12 to the Consolidated Financial Statements for additional disclosures pertaining to our third party borrowings.

As of December 31, 2025, we had operating lease payment obligations of $69.8 million.

See Note 7 to the Consolidated Financial Statements for a summary of future maturities and additional disclosures pertaining to our operating lease obligations.

As of December 31, 2025, we had contractual obligations with respect to the funding of Acadian LLC equity and profits interests repurchases.

Our actual funding of these potential repurchases of Acadian LLC equity and profits interests is limited to only that portion that may be put to us by Acadian LLC key employees or that we decide to call to facilitate succession planning at Acadian LLC, which is typically capped annually such that we do not repurchase more than we can reasonably recycle by re-granting the interests in lieu of cash variable compensation owed to Acadian LLC key employees.

Any equity or profits interests repurchased by us are used to fund a portion of variable compensation awards resulting in savings in cash variable compensation that offset the negative cash effect of repurchasing the equity.

We expect to pay $2.9 million in the next 12 months for these obligations.

See Note 11 to the Consolidated Financial Statements for additional information about the Company's equity and profit interest compensation obligations.

Historically, repurchases of Acadian LLC equity and profits interests have been funded entirely by the variable compensation pool, resulting in a neutral impact to our cash position.

Critical Accounting Policies and Estimates

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Valuation of restricted stock awards (“RSAs”) and restricted stock units (“RSUs”) is determined based on our closing share price as quoted on the New York Stock Exchange on the measurement date.

For performance-based awards and stock options, a Monte-Carlo simulation model is used to determine the fair value.

For RSU awards with a performance vesting condition, grant date fair value is determined based on our closing share price as quoted on the New York Stock Exchange on the measurement date, and compensation expense is adjusted each period to reflect the probability of achievement of the performance condition throughout the vesting period.

For stock options and RSU awards with a market vesting condition, a Monte-Carlo simulation model is used to determine the fair value.

Key inputs for the model include:

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As a result, it is likely that additions to, or reductions of, income tax expense will occur each year for prior reporting periods as actual tax returns and tax audits are settled.

Deferred tax assets, net of any associated valuation allowance, have been recognized based on management's belief that taxable income of the appropriate character, more likely than not, will be sufficient to realize the benefits of

these assets over time.

In the event that actual results differ from our expectations, or if our historical trends of positive operating income changes, we may be required to record a valuation allowance on some or all of these deferred tax assets, which may have a significant effect on our financial condition and results of operations.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis