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Item 9A. Controls and Procedures

2025-02-27 compared with 2024-02-27 · 473 added, 434 removed, 2100 unchanged (30% of the section changed)

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Rule 10b5-1 Trading Plans

During the three months ended December 31, 2023, certain executive officers and directors of the Company or a vehicle controlled by them (each, a “Plan Participant”) entered into Rule 10b5-1 trading plan (a “Rule 10b5-1 Trading Plan”) to sell shares of the Company’s Class A common stock, in each case, subject to any applicable volume limitations.

During the three months ended December 31, 2024, certain of our executive officers and directors or a vehicle controlled by them (each, a “Plan Participant”) entered into Rule 10b5-1 trading plan (a “Rule 10b5-1 Trading Plan”) to sell shares of our Class A common stock, in each case, subject to any applicable volume limitations.

The table below provides certain information regarding each Plan Participant’s Rule 10b5-1 Trading Plan.

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Bennett Rosenthal , Director, Co-Founder and Chairman of Private Equity Group

December 14, 2023 250,000 December 1, 2024

November 19, 2024 100,000 August 15, 2025

David Kaplan , Director and Co-Founder

December 14, 2023 250,000 December 1, 2024

Michael Arougheti , Director, Co-Founder, Chief Executive Officer & President

December 14, 2023 999,585 February 1, 2025

Antony Ressler , Executive Chairman & Co-Founder

December 15, 2023 2,000,000 March 1, 2025

A Rule 10b5-1 Trading Plan is a written document that pre-establishes the amounts, prices and dates (or formulas for determining the amounts, prices and dates) of future purchases or sales of the Company’s common stock, including, if applicable, shares issued upon exercise of stock options or vesting of restricted stock units.

November 19, 2024 100,000 August 15, 2025

Michael Arougheti , Co-Founder & Chief Executive Officer

December 13, 2024 1,880,845 January 31, 2026

A Rule 10b5-1 Trading Plan is a written document that pre-establishes the amounts, prices and dates (or formulas for determining the amounts, prices and dates) of future purchases or sales of our common stock, including, if applicable, shares issued upon exercise of stock options or vesting of unvested awards.

Each Plan Participant’s Rule 10b5-1 Trading Plan was adopted during an authorized trading period and when such Plan Participant was not in possession of material non-public information and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.

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The information required by this item is incorporated by reference to our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission within 120 days of December 31, 2024.

Exhibits, Financial Statement Schedules

Exhibits and Financial Statement Schedules

(a) Documents Filed with Report:

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001-36429) filed with the SEC on November 15, 2018).

Description of Ares Management Corporation’s Securities.

Indenture dated as of October 8, 2014 among Ares Finance Co.

LLC, Ares Management, L.P., Ares Holdings Inc., Ares Domestic Holdings Inc., Ares Real Estate Holdings LLC, Ares Holdings L.P., Ares Domestic Holdings L.P., Ares Investments L.P., Ares Real Estate Holdings L.P., Ares Management LLC, Ares Investments Holdings LLC and U.S.

Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on October 8, 2014).

First Supplemental Indenture dated as of October 8, 2014 among Ares Finance Co.

Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on October 8, 2014).

First Amendment, dated as of August 7, 2015, to the First Supplemental Indenture, dated October 8, 2014, to the indenture, dated October 8, 2014, among Ares Finance Co.

LLC, the guarantors party thereto and U.S.

Bank National Association, as trustee (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on August 7, 2015).

Form of 4.000% Senior Note due 2024 (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No.

Certificate of Designations of 6.75% Series B Mandatory Convertible Preferred Stock (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on October 10, 2024).

Form of 7.00% Series A Preferred Stock Certificate (incorporated by reference to Exhibit 99.5 to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on November 15, 2018).

Description of Ares Management Corporation’s Securities.

Indenture dated as of June 15, 2020 among Ares Finance Co.

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001-36429) filed with the SEC on November 13, 2023).

Fourth Amended and Restated Limited Partnership Agreement of Ares Holdings L.P., dated April 1, 2021 (incorporated by reference to Exhibit 10.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (File No.

001-36429) filed with the SEC on February 28, 2022).

Form of 6.75% Series B Mandatory Convertible Preferred Stock (incorporated by reference to Exhibit 4.1

to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on October 10,

Second Supplemental Indenture, dated as of October 11, 2024, by and among Ares Management Corporation, as the issuer, Ares Holdings L.P., Ares Management LLC, Ares Investments Holdings LLC, Ares Finance Co.

LLC, Ares Finance Co.

II LLC, Ares Finance Co.

III LLC and Ares Finance Co.

IV LLC, as the guarantors, and U.S.

Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on October 11, 2024).

Form of 5.600% Senior Notes due 2054 (incorporated by reference to Exhibit 4.3 to the Registrant’s

Current Report on Form 8-K (File No.

001-36429) filed with the SEC on October 11, 2024).

Fifth Amended and Restated Limited Partnership Agreement of Ares Holdings L.P., dated October 10, 2024 (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No.

001-36429) filed with the SEC on October 10, 2024).

Investor Rights Agreement, dated November 26, 2018 (incorporated by reference to Exhibit 10.2 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (File No.

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001-36429) filed with the SEC on April 2, 2021).

Restated Investment Advisory and Management Agreement between Ares Capital Corporation and Ares Capital Management LLC, dated as of June 6, 2011 (incorporated by reference to Exhibit 10.11 to the Registrant’s Registration Statement on Form S-1/A (File No.

333-194919) filed with the SEC on April 16, 2014).

Second Amended and Restated Investment Advisory and Management Agreement, dated June 6, 2019, between Ares Capital Corporation and Ares Capital Management LLC (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q (File No.

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001-36429) filed with the SEC on February 28, 2022).

Form of Phantom Unit Agreement under the Second Amended & Restated 2014 Equity Incentive Plan (incorporated by reference to Exhibit 10.22 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (File No.

001-36429) filed with the SEC on February 28, 2022).

Form of ARCC Incentive Fee Award (incorporated by reference to Exhibit 10.16 to the Registrant’s Registration Statement on Form S‑1/A (File No.

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001-36429), filed with the SEC on February 27, 2017).

Form of Annual Incentive Fee Award Letter.

Form of Annual Incentive Fee Award Letter (incorporated by reference to Exhibit 10.26 to the Registrant’s

Annual Report on Form 10-K for the year ended December 31, 2023 (File No.

001-36429) filed with the

SEC on February 27, 2024).

Form of Deferred Restricted Unit Agreement under the Second Amended & Restated 2014 Equity Incentive Plan (incorporated by reference to Exhibit 10.3 to the Registrant’s Registration Statement on Form S-8 POS (File No.

333-225271) filed with the SEC on November 26, 2018).

Form of Director Restricted Unit Agreement under the Second Amended & Restated 2014 Equity Incentive Plan (incorporated by reference to Exhibit 10.4 to the Registrant’s Registration Statement on Form S-8 POS (File No.

333-225271) filed with the SEC on November 26, 2018).

Restricted Unit Agreement, dated as of July 31, 2018, by and between Michael J Arougheti and Ares Management, L.P.

(incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (File No.

001-36429) filed with the SEC on August 6, 2018).

Stock Purchase Agreement, dated July 9, 2019, between GBIG Holdings, Inc.

and Aspida Holdco, LLC (incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K (File 001-36429) filed with the SEC on July 9, 2019).

Share Purchase Agreement, dated March 27, 2020, between Sumitomo Mitsui Banking Corporation and Ares Management Corporation (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File 001-36429) filed with the SEC on March 30, 2020).

Investor Rights Agreement, dated March 31, 2020, by and between Sumitomo Mitsui Banking Corporation and Ares Management Corporation (incorporated by reference to Exhibit 10.32 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (File No.

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001-36429) filed with the SEC on February 25, 2021).

Form of Executive Officer Performance-Based Restricted Unit Agreement under the Second Amended & Restated 2014 Equity Incentive Plan (incorporated by reference to Exhibit 10.36 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 (File No.

001-36429) filed with the SEC on February 25, 2021).

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.35 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (File No.

001-36429) filed with the SEC on February 28, 2022).

Share Purchase Agreement, dated April 5, 2021, by and between Sumitomo Mitsui Banking Corporation and Ares Management Corporation (incorporated by reference to Exhibit 1.2 to the Registrant’s Current Report on 8-K (File No.

001-36429) filed with SEC on April 8, 2021).

Nomination Agreement, dated February 23, 2022, by and between Ares Management Corporation and Ares Partners Holdco LLC (incorporated by reference to Exhibit 10.37 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (File No.

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333-273232) filed with the SEC on July 13, 2023).

Form of Annual Incentive Fee Restricted Unit Agreement under the 2023 Equity Incentive Plan.

Form of Aircraft Time Sharing Agreement.

Form of Annual Incentive Fee Restricted Unit Agreement under the 2023 Equity Incentive Plan (incorporated by reference to Exhibit 10.47 to the Registrant’s Annual Report on Form 10-K for the year

ended December 31, 2023 (File No.

001-36429) filed with the SEC on February 27, 2024).

Form of Aircraft Time Sharing Agreement (incorporated by reference to Exhibit 10.48 to the Registrant’s

Annual Report on Form 10-K for the year ended December 31, 2023 (File No.

001-36429) filed with the

SEC on February 27, 2024).

Amendment No.

12, dated as of March 28, 2024, to the Sixth Amended and Restated Credit Agreement, dated as of April 21, 2014, by and among Ares Holdings L.P., the Guarantors party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A.

(incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No.

001-36429) filed with the SEC on April 3, 2024).

Insider Trading Policy.

Subsidiaries of Ares Management Corporation.

Consent of Ernst and Young LLP.

Consent of Ernst and Young LLP, Independent Registered Public Accounting Firm.

Certification of the Chief Executive Officer pursuant to Rule 13a-14(a).

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Michael J Arougheti

Co-Founder, Chief Executive Officer & President (Principal Executive Officer)

Co-Founder & Chief Executive Officer

(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

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February 27, 2025

Director, Co-Founder, Chief Executive Officer & President (Principal Executive Officer)

Director, Co-Founder & Chief Executive Officer

(Principal Executive Officer)

/s/ Jarrod Phillips

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February 27, 2025

Director & Head of Credit Group

Director & Co-President

Kaplan Dated:

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Description of the Matter At December 31, 2024, the carrying value of the Company’s investments totaled $4,644.8 million, primarily consisting of equity method private investment partnership interests - principal of $536.9 million and equity method - carried interest of $3,495.1 million.

As discussed further in Note 2.

Summary of Significant Accounting Policies to the consolidated financial statements, the underlying investments of the Company’s equity method investments (“underlying investments”) are reported at fair value as determined by management by applying the valuation techniques and using the significant unobservable inputs described therein.

Auditing management’s determination of the fair value of the underlying investments that are valued using significant unobservable inputs is complex and involves a high degree of auditor subjectivity to address the higher estimation uncertainty.

Management applies valuation techniques using significant unobservable inputs to arrive at the fair value of the underlying investments held by the equity method private investment partnership (“underlying investments”).

The fair value of the underlying investments, as estimated by management, impacts the Company’s equity method private investment partnership interests and equity method - carried interest.

The valuation techniques applied and the significant unobservable inputs are discussed in Note 2.

Summary of Significant Accounting Policies to the consolidated financial statements.

Auditing the fair value of the underlying investments that are valued using significant unobservable inputs is complex and involves a high degree of auditor subjectivity to address the higher estimation uncertainty.

How We Addressed the Matter

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For a sample of underlying investments that were valued using the discounted cash flow valuation technique, we performed procedures to evaluate the appropriateness of significant unobservable inputs such as the selected discount rates and projections of future cash flows.

These procedures included comparing the selected discount rates to market data and/or recalculating these discount rates using investee specific information, such as the weighted average cost of capital.

These procedures included comparing the selected discount rates to market data and/or recalculating these discount rates, such as the underlying investment’s weighted average cost of capital.

In addition, these procedures included comparing future projections to the current performance and the historical growth rates of the investees as well as to the growth rates of publicly traded comparable companies.

In some instances, with the involvement of our valuation specialists, we independently developed fair value estimates using investee specific and market information and compared our estimates to the fair value of the underlying investments.

In some instances, with the involvement of our valuation specialists, we independently developed fair value estimates using market information and compared our estimates to the fair value of the underlying investments.

We searched for and evaluated information that corroborated or contradicted the significant unobservable inputs.

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Investments, at fair value 12,187,044 14,078,549

Due from affiliates 14,151 15,789

Receivable for securities sold 202,782 146,851

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Total liabilities 17,485,922 19,709,151

Commitments and contingencies

Commitments and contingencies (Note 8)

Redeemable interest in Consolidated Funds 550,700 522,938

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Stockholders’ Equity

Series B mandatory convertible preferred stock, $ 0.01 par value, 1,000,000,000 shares authorized ( 30,000,000 shares issued and outstanding as of December 31, 2024)

Class A common stock, $ 0.01 par value, 1,500,000,000 shares authorized ( 199,872,571 shares and 187,069,907 shares issued and outstanding as of December 31, 2024 and 2023, respectively)

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Net income attributable to Ares Management Corporation 463,742 474,326 167,541

Series A Preferred Stock dividends paid — — 10,850

Series A Preferred Stock redemption premium — — 11,239

Series B mandatory convertible preferred stock dividends declared 22,781 — —

Net income attributable to Ares Management Corporation Class A and non-voting common stockholders $ 440,961 $ 474,326 $ 167,541

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(Amounts in Thousands)

Series A Preferred Stock Class A Common Stock Non- voting

Series B Mandatory Convertible Preferred Stock

Class A Common Stock Non- voting

Common Stock Class C Common Stock Additional Paid-in-Capital Accumulated Deficit Accumulated

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Capital contributions — — — — — — — 5,195 549,396 554,591

Redemption of preferred stock ( 310,000 ) — — — — — — — — ( 310,000 )

Dividends/distributions — — — — — ( 447,634 ) — ( 386,843 ) ( 178,291 ) ( 1,012,768 )

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Changes in ownership interests and related tax benefits — 96 — ( 73 ) ( 87,278 ) — — ( 23,841 ) ( 30,954 ) ( 142,050 )

Issuance of Series B mandatory convertible preferred stock

1,458,771 — — — — — — — — 1,458,771

Issuances of common stock — 31 — 1 407,093 — — 7,724 — 414,849

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Net income $ 1,110,735 $ 1,160,092 $ 438,915

Adjustments to reconcile net income to net cash used in operating activities:

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Equity compensation expense 352,851 255,965 200,391

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Proceeds from sale of investments 683,638 206,163 182,493

Adjustments to reconcile net income to net cash used in operating activities allocable to non-controlling interests in Consolidated Funds:

Adjustments to reconcile net income to net cash provided by (used in) operating activities allocable to non-controlling interests in Consolidated Funds:

Net realized and unrealized gains on investments ( 313,963 ) ( 262,700 ) ( 73,386 )

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Change in cash and cash equivalents held at Consolidated Funds ( 77,978 ) ( 424,870 ) 324,550

Net cash relinquished with consolidation/deconsolidation of Consolidated Funds ( 623 ) — ( 39,539 )

Net cash relinquished with deconsolidation of Consolidated Funds ( 46,205 ) ( 623 ) —

Change in other assets and receivables held at Consolidated Funds ( 49,774 ) ( 20,247 ) 151,895

Change in other liabilities and payables held at Consolidated Funds 46,998 219,046 ( 733,417 )

Net cash used in operating activities ( 233,261 ) ( 734,112 ) ( 2,596,045 )

Net cash provided by (used in) operating activities 2,791,154 ( 233,261 ) ( 734,112 )

Cash flows from investing activities:

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Cash flows from financing activities:

Net proceeds from issuance of Class A and non-voting common stock — — 827,430

Net proceeds from issuance of Series B mandatory convertible preferred stock

1,458,771 — —

Net proceeds from issuance of Class A common stock 407,124 — —

Proceeds from Credit Facility 1,210,000 1,410,000 1,380,000

Proceeds from issuance of senior and subordinated notes 499,010 488,915 450,000

Proceeds from issuance of senior notes 736,010 499,010 488,915

Repayments of Credit Facility ( 2,105,000 ) ( 1,215,000 ) ( 1,095,000 )

Repayment of senior notes ( 250,000 ) — —

Dividends and distributions ( 1,310,896 ) ( 1,030,666 ) ( 836,364 )

Series A Preferred Stock dividends — — ( 10,850 )

Redemption of Series A Preferred Stock — — ( 310,000 )

Stock option exercises 1,511 85,959 21,205

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Repayments under loan obligations by Consolidated Funds ( 2,228,351 ) ( 398,864 ) ( 145,222 )

Net cash provided by financing activities 292,126 1,128,063 3,503,625

Net cash provided by (used in) financing activities ( 1,431,594 ) 292,126 1,128,063

Effect of exchange rate changes ( 40,454 ) 10,501 ( 10,240 )

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Supplemental disclosure of non-cash financing activities:

Issuance of AOG Units and Class A common stock in connection with acquisition-related activities $ 239,545 $ 12,835 $ 510,848

Issuance of AOG Units in connection with settlement of management incentive program $ 245,647 $ — $ —

Equity issued in connection with acquisition-related activities $ 21,002 $ 239,545 $ 12,835

Equity issued in connection with settlement of management incentive program $ — $ 245,647 $ —

Supplemental disclosure of cash flow information:

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(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Ares Management Corporation (the “Company”), a Delaware corporation, together with its subsidiaries, is a leading global alternative investment manager operating integrated groups across Credit, Private Equity, Real Assets and Secondaries .

Information about segments should be read together with “Note 14.

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The Company, indirectly through its wholly owned subsidiary, Ares Holdco LLC, is the general partner of the Ares Operating Group entity.

The Company and its wholly owned subsidiaries manages or controls certain entities that have been consolidated in the accompanying financial statements as described in “Note 2.

The Company manages or controls certain entities that have been consolidated in the accompanying financial statements as described in “Note 2.

Summary of Significant Accounting Policies.” These entities include Ares funds, co-investment vehicles, collateralized loan obligations or funds (collectively “CLOs”) and special purpose acquisition companies (“SPACs”) (collectively, the “Consolidated Funds”).

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As a result, the financial assets of Consolidated CLOs are measured at fair value and the financial liabilities of the Consolidated CLOs are measured in consolidation as:

(i) the sum of the fair value of the financial assets, and the carrying value of any nonfinancial assets held temporarily, less (ii) the sum of the fair value of any beneficial interests retained by the Company (other than those that

(i) the sum of the fair value of the financial assets, and the carrying value of any nonfinancial assets held

Ares Management Corporation

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(Dollars in Thousands, Except Share Data and As Otherwise Noted)

represent compensation for services), and the Company’s carrying value of any beneficial interests that represent compensation for services.

temporarily, less (ii) the sum of the fair value of any beneficial interests retained by the Company (other than those that represent compensation for services), and the Company’s carrying value of any beneficial interests that represent compensation for services.

The resulting amount is allocated to the individual financial liabilities (other than the beneficial interests retained by the Company).

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Investments held in trust account

Investments held in trust account represents funds raised through the initial public offerings of our sponsored SPACs that are presented within Consolidated Funds.

The funds raised are held in a trust account that is restricted for use and may only be used for purposes of completing an initial business combination or redemption of public shares as set forth in the trust

Investments held in trust account represents funds raised through the initial public offerings of the Company’s sponsored SPACs that are presented within Consolidated Funds.

The funds raised are held in a trust account that is restricted for

Ares Management Corporation

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(Dollars in Thousands, Except Share Data and As Otherwise Noted)

use and may only be used for purposes of completing an initial business combination or redemption of public shares as set forth in the trust agreement.

The portfolio of investments for the SPACs is comprised of United States (“U.S.”) government securities or money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act that invest only in direct U.S.

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Any remaining change in fair value of such investments, that is not recognized as interest income, is recognized within net realized and unrealized gains on investments of Consolidated Funds within the Consolidated Statements of Operations.

The investments of the Consolidated Funds are reflected within the Consolidated Statements of Financial Condition at fair value, with unrealized appreciation (depreciation) resulting from changes in fair value reflected as a component of net realized and unrealized gains on investments within the Consolidated Statements of Operations.

As of December 31, 2024 and 2023, the SPACs are invested in U.S Treasury securities.

The investments of the Company are reflected within the Consolidated Statements of Financial Condition at fair value, with unrealized appreciation (depreciation) resulting from changes in fair value reflected as a component of net realized and unrealized gains on investments within the Consolidated Statements of Operations.

Certain investments are denominated in foreign currency and are translated into U.S.

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The derivative instruments are not designated as hedging instruments under the accounting standards for derivatives and hedging.

These derivative instruments include foreign currency forward contracts, interest rate swaps, asset swaps and warrants.

The Company uses various derivative instruments from time to time depending on the risks being managed and generally include foreign currency forward contracts, interest rate swaps, asset swaps and warrants.

The Company reports each of its derivative instruments at fair value within the Consolidated Statements of Financial Condition as either other assets or accounts payable, accrued expenses and other liabilities, respectively.

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If, after assessing qualitative factors, the Company believes that it is more likely than not that the fair value of the indefinite-lived intangible asset is less than its carrying amount, the Company will evaluate impairment quantitatively to determine and record the amount of impairment as the excess of the carrying amount of the indefinite-lived intangible asset over its fair value.

The Company also tests indefinite-lived intangible assets for impairment if certain events occur or circumstances change indicating that the carrying amount of the intangible asset may not be recoverable or that the useful lives of these assets are no longer appropriate.

The Company also tests indefinite-lived intangible assets for impairment if certain events occur or circumstances change indicating that the carrying amount of the intangible asset may not be recoverable or if these assets are subsequently determined to have a finite useful life.

Inherent in such fair value determinations are certain judgments and estimates relating to future cash flows, including the Company’s strategic plans with regard to the indefinite-lived intangible assets.

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Fixed assets are depreciated or amortized on a straight-line basis over an asset’s estimated useful life, with the corresponding depreciation and amortization expense presented within general, administrative and other expenses within the Company’s Consolidated Statements of Operations.

The estimated useful life for leasehold improvements is the lesser of the lease term or the life of the asset, with a maximum of 10 years, while other fixed assets and internal-use software are generally depreciated between three and seven years .

The estimated useful life for leasehold improvements is the lesser of the lease term or the life of the asset, with a maximum of ten years , while other fixed assets and internal-use software are generally depreciated between three and seven years .

Fixed assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

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redeemable interest is probable as of the date of acquisition.

At each balance sheet date, the carrying value of the redeemable interest is presented at the redemption amount, as defined in accordance with the terms of a contractual arrangement between the Company and the former owners of SSG, to the extent that the redemption amount exceeds the initial measurement on the date of acquisition.

At each balance sheet date, the carrying value of the redeemable interest is presented at the redemption amount, to the extent that the redemption amount exceeds the initial measurement on the date of acquisition.

The Company recognizes changes in the redemption amount with corresponding adjustments against retained earnings, or additional paid-in-capital in the absence of retained earnings, within stockholders’ equity within the Consolidated Statements of Financial Condition.

Redeemable interest in Consolidated Funds represent the Class A ordinary shares issued by each of the Company’s sponsored SPACs, as applicable.

The Class A ordinary shares issued by our SPACs (the “Class A ordinary shares”) are redeemable for cash by the public shareholders in the event that they do not complete a business combination or tender offer associated with shareholder approval provisions.

The Class A ordinary shares issued by the SPACs (the “Class A ordinary shares”) are redeemable for cash by the public shareholders in the event that they do not complete a business combination or tender offer associated with shareholder approval provisions.

The Class A ordinary shareholders have redemption rights that are considered to be outside of the SPAC’s control.

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Management fees are recognized as revenue in the period advisory services are rendered, subject to the Company’s assessment of collectability.

Management fees also include a quarterly fee on the net investment income (“Part I Fees”) of Ares Capital Corporation (NASDAQ:

ARCC) (“ARCC”) , CION Ares Diversified Credit Fund (“CADC”) and Ares Strategic Income Fund (“ASIF”).

Fee Rate Fee Base Hurdle rate

ARCC Part I Fees 20.00 % Net investment income (before ARCC Part I Fees and ARCC Part II Fees) Fixed hurdle rate of 1.75 % per quarter, or 7.00 % per annum.

No fees are recognized until ARCC’s net investment income exceeds a 1.75 % hurdle rate, with a catch-up provision to ensure that the Company receives 20.00 % of the net investment income from the first dollar earned.

CADC Part I Fees 15.00 % Net investment income (before CADC Part I Fees) Fixed hurdle rate of 1.50 % per quarter, or 6.00 % per annum.

No fees are recognized until CADC’s net investment income exceeds the hurdle rate, with a catch-up provision to ensure that the Company receives 15.00 % of the net investment income from the first dollar earned.

ASIF Part I Fees 12.50 % Net investment income (before ASIF Part I Fees and ASIF Part II Fees) Fixed hurdle rate of 1.25 % per quarter, or 5.00 % per annum.

No fees are recognized until ASIF’s net investment income exceeds a 1.25 % hurdle rate, with a catch-up provision to ensure that the Company receives 12.50 % of the net investment income from the first dollar earned.

Management fees also include a quarterly fee on the net investment income (“Part I Fees”) of the following publicly-traded and perpetual wealth vehicles:

Vehicle Annual Fee Rate Strategy Fee Base

ARCC Part I Fees 20.00 % U.S.

Direct Lending Net investment income (before ARCC Part I Fees and ARCC Part II Fees), subject to a fixed hurdle rate of 1.75 % per quarter, or 7.00 % per annum.

No fees are recognized until net investment income exceeds a 1.75 % hurdle rate, with a catch-up provision to ensure that the Company receives 20.00 % of the net investment income from the first dollar earned

ASIF Part I Fees

Direct Lending Net investment income (before ASIF Part I Fees and ASIF Part II Fees), subject to a fixed hurdle rate of 1.25 % per quarter, or 5.00 % per annum.

No fees are recognized until net investment income exceeds a 1.25 % hurdle rate, with a catch-up provision to ensure that the Company receives 12.50 % of the net investment income from the first dollar earned

CADC Part I Fees 15.00 % U.S.

Direct Lending Net investment income (before CADC Part I Fees), subject to a fixed hurdle rate of 1.50 % per quarter, or 6.00 % per annum.

No fees are recognized until net investment income exceeds the hurdle rate, with a catch-up provision to ensure that the Company receives 15.00 % of the net investment income from the first dollar earned

Open-ended European Direct Lending Fund Part I Fees 12.50 % European Direct Lending Net investment income (before open-ended European direct lending fund Part I Fees and open-ended European direct lending fund Part II Fees), subject to a fixed hurdle rate of 1.25 % per quarter, or 5.00 % per annum.

Real Assets Group

Infrastructure Private BDC Part I Fees 12.50 % Infrastructure Opportunities Net investment income (before infrastructure private BDC Part I Fees and infrastructure private BDC Part II Fees), subject to a fixed hurdle rate of 1.25 % per quarter, or 5.00 % per annum.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Carried Interest Allocation

4 unchanged sentences

(i) positive performance resulting in an increase in the carried interest allocated to the Company;

or (ii) negative performance that would cause the amount due to the Company to be less than the amount

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

previously recognized as revenue, resulting in a reversal of previously recognized carried interest allocated to the Company.

or (ii) negative performance that would cause the amount due to the Company to be less than the amount previously recognized as revenue, resulting in a reversal of previously recognized carried interest allocated to the Company.

Accrued carried interest as of the reporting date is recorded within investments within the Consolidated Statements of Financial Condition.

5 unchanged sentences

The Company recognizes carried interest allocation as a separate revenue line item in the Consolidated Statements of Operations with accrued carried interest as of the reporting date reported within investments within the Consolidated Statements of Financial Condition.

Substantially all carried interest allocation is earned from affiliated funds of the Company.

Carried interest allocation is earned from affiliated funds of the Company.

Incentive Fees

Incentive fees earned on the performance of certain fund structures, typically in credit funds, certain real estate and secondaries funds, are recognized based on the fund’s performance during the period, subject to the achievement of minimum return levels in accordance with the respective terms set out in each fund’s investment management agreement.

Incentive fees earned on the performance of certain fund structures, typically in credit funds and certain real estate and secondaries funds, are recognized based on the fund’s performance during the period, subject to the achievement of minimum return levels in accordance with the respective terms set out in each fund’s investment management agreement.

Incentive fees are realized at the end of a measurement period, typically annually.

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Transaction fees are typically earned from the arrangement and origination of loans and are generated primarily from funds within the direct lending and infrastructure debt strategies.

Other fees includes sales-based and asset-based fees from the Company’s non-traded vehicles and 1031 exchange programs.

Other fees may include various property-related fees earned from certain real estate funds, such as acquisition, development and property management.

Equity-Based Compensation

The Company recognizes expense related to equity-based compensation for which it receives employee services in exchange for:

(i) equity instruments of the Company;

or (ii) liabilities that are based on the fair value of the Company’s equity instruments.

Equity-based compensation expense represents expenses associated with restricted units and options granted under the 2023 Equity Incentive Plan (the “Equity Incentive Plan”).

Equity-based compensation expense for restricted units is determined based on the fair value of the respective equity award on the grant date and is recognized on a straight-line basis over the requisite service period, with a corresponding increase in additional paid-in-capital.

Grant date fair value of the restricted units is determined by the most recent closing price of shares of the Company’s Class A common stock.

The Company has granted certain performance-based restricted unit awards with market conditions.

These awards generally have vesting conditions based upon the volume-weighted, average closing price of Class A common stock meeting or exceeding a stated price over a period of time, referred to as the market condition.

Vesting is also generally subject to continued

Other fees includes sales-based and asset-based fees from the Company’s perpetual wealth vehicles and 1031 exchange programs.

Other fees may also include:

(i) various property-related fees earned from certain real estate funds, such as acquisition, development and property management;

and (ii) capital markets transaction fees earned for participating as an underwriter and/or acting as an advisor on capital markets transactions.

Ares Management Corporation

1 unchanged sentence

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

employment at the time such market condition is achieved.

The grant date fair values of these awards are based on a probability distributed Monte-Carlo simulation.

Due to the existence of the market condition, the vesting period for the awards is not explicit, and as such, compensation expense is recognized on a straight-line basis over the median vesting period derived from the positive iterations of the Monte Carlo simulations where the market condition is achieved.

Equity-Based Compensation

The Company recognizes expense related to equity-based compensation for which it receives employee services in exchange for equity instruments of the Company.

Equity-based compensation expense represents expenses associated with restricted units and restricted stock (collectively, “unvested awards”) granted under the 2023 Equity Incentive Plan (the “Equity Incentive Plan”).

Equity-based compensation expense for unvested awards is determined based on the fair value of the respective equity award on the grant date and is recognized on a straight-line basis over the requisite service period with a corresponding increase in additional paid-in-capital.

The grant date fair value of these equity awards is determined by the most recent closing price of shares of the Company’s Class A common stock.

The Company recognizes share-based award forfeitures in the period they occur as a reversal of previously recognized compensation expense.

The reduction in compensation expense is determined based on the specific awards forfeited during that period.

The holders of restricted units, other than awards that have not yet been issued as described in Note 12.

Equity Compensation, generally have the right to receive as current compensation an amount in cash equal to:

(i) the amount of any dividend paid with respect to a share of Class A common stock multiplied by (ii) the number of restricted units held at the time such dividends are declared (“Dividend Equivalent”).

When units are forfeited, the cumulative amount of Dividend Equivalents previously paid is reclassified to compensation and benefits expense within the Consolidated Statements of Operations.

The Company records deferred tax assets or liabilities for equity compensation plan awards based on deductions for income tax purposes of equity-based compensation recognized at the statutory tax rate in the jurisdiction in which the Company is expected to receive a tax deduction.

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The Company has agreed to pay to certain professionals a portion of the carried interest and incentive fees earned from certain funds, including income from Consolidated Funds that is eliminated in consolidation.

Depending on the nature of each fund, carried interest and incentive fees may be structured as a fixed percentage subject to vesting based on continued employment or service (generally over a period of five to six years ) or as an annual award that is fully vested for the particular year.

Depending on the nature of each fund, carried interest and incentive fees may be structured as a fixed percentage subject to vesting based on continued employment or service (a period not to exceed six years ) or as an annual award that is payable for the particular performance year if the recipient remains employed through the payment date.

Other limitations may apply to carried interest and incentive fees as set forth in the applicable governing documents of the fund or award documentation.

2 unchanged sentences

Performance related compensation payable represents the amounts payable to professionals who are entitled to a proportionate share of carried interest in one or more funds and include the associated payroll-related taxes.

Performance related compensation payable also includes allocations to charitable organizations as part of the Company’s philanthropic initiatives.

The liability is calculated based upon the changes to realized and unrealized carried interest but not payable until the carried interest itself is realized.

The liability is calculated based upon the changes to realized and unrealized carried interest.

Performance related compensation payable may include any unpaid allocations to charitable organizations as part of the Company’s philanthropic initiatives.

Net Realized and Unrealized Gains/(Losses) on Investments

Realized gains (losses) occur when the Company redeems all or a portion of its investment or when the Company receives cash income, such as dividends or distributions.

Realized gains (losses) may occur when the Company redeems all or a portion of its investment, when the Company receives dividends or distributions, or at the end of an investment’s life.

Unrealized appreciation (depreciation) results from changes in the fair value of the underlying investment as well as from the reversal of previously recognized unrealized appreciation (depreciation) at the time an investment is realized.

Realized and unrealized gains (losses) are presented together as net realized and unrealized gains on investments within the Consolidated Statements of Operations.

Also, the Company’s share of the investee’s income and expenses for the Company’s equity method investments is presented within net realized and unrealized gains on investments.

Also, the Company’s share of the investee’s income and expenses for the Company’s equity method investments that it does not manage is presented within net realized and unrealized gains on investments.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Interest and Dividend Income

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dollars monthly using the average exchange rates during the respective transaction period.

Foreign exchange revaluation arising from these transactions is recognized within other income, net within the Consolidated

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Statements of Operations.

For the years ended December 31, 2023, 2022 and 2021, the Company recognized $ 9.1 million, $ 13.5 million and $ 4.8 million, respectively, in transaction losses related to foreign currencies revaluation.

Foreign exchange revaluation arising from these transactions is recognized within other income, net within the Consolidated Statements of Operations.

For the year ended December 31, 2024, the Company recognized $ 0.6 million in transaction gains related to foreign currencies revaluation.

For the years ended December 31, 2023 and 2022, the Company recognized $ 9.1 million and $ 13.5 million, respectively, in transaction losses related to foreign currencies revaluation.

In addition, the consolidated results include certain foreign subsidiaries that use functional currencies other than the U.S.

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Basic earnings per share of Class A and non-voting common stock is computed by dividing income available to Class A and non-voting common stockholders by the weighted-average number shares of Class A and non-voting common stock outstanding during the period.

Income available to Ares Management Corporation represents net income attributable to Class A and non-voting common stockholders.

Income available to Ares Management Corporation represents net income attributable to Class A

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

and non-voting common stockholders after giving effect to the Series B mandatory convertible preferred stock dividends declared.

Basic earnings per share of Class A and non-voting common stock is computed by using the two-class method.

2 unchanged sentences

Diluted earnings per share of Class A and non-voting common stock is computed by dividing income available to Class A and non-voting common stockholders by the weighted-average number of shares of Class A and non-voting common stock outstanding during the period, increased to include the number of additional shares of Class A common stock that would have been outstanding if the potentially dilutive securities had been issued.

Potentially dilutive securities include outstanding options to acquire shares of Class A common stock, unvested restricted units and AOG Units exchangeable for shares of Class A common stock.

The effect of potentially dilutive securities is reflected in diluted earnings per share of Class A and non-

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

voting common stock using the more dilutive result of the treasury stock method or the two-class method.

Potentially dilutive securities include outstanding options to acquire shares of Class A common stock, unvested restricted units, Series B mandatory convertible preferred stock and AOG Units exchangeable for shares of Class A common stock.

The effect of potentially dilutive securities is reflected in diluted earnings per share of Class A and non-voting common stock using the more dilutive result of the treasury stock and if-converted methods or the two-class method.

The treasury stock method is used to determine potentially dilutive securities resulting from options and unvested restricted units granted under the Equity Incentive Plan.

The if-converted method is used to determine the potentially dilutive effect resulting from the conversion of shares of the Series B mandatory convertible preferred stock to shares of Class A common stock as of the beginning of the period.

Comprehensive Income

Comprehensive income consists of net income and other appreciation (depreciation) affecting stockholders’ equity that, under GAAP, has been excluded from net income.

The Company’s other comprehensive income includes foreign currency translation adjustments.

Comprehensive income consists of net income and foreign currency translation adjustments.

Recent Accounting Pronouncements

6 unchanged sentences

Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis.

The Company is currently evaluating the impact of this guidance on its consolidated financial statements.

The Company has concluded this guidance does not have a material impact on its consolidated financial statements.

Information presented within “Note 14.

Segment Reporting” reflects the impact from adoption of ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures.

3 unchanged sentences

Early adoption is permitted and the amendments in this update should be applied on a prospective basis, though retrospective adoption is permitted.

The Company is currently evaluating the impact of this guidance on its consolidated financial statements.

The Company is currently evaluating the impact of this guidance.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses .

ASU 2024-03 requires disaggregated disclosure of certain expenses in the notes to the consolidated financial statements, including purchases of inventory, employee compensation, depreciation and intangible asset amortization.

The amendments in this update also require disclosure of:

(i) the expense captions from the Consolidated Statements of Operations that include each of the relevant expense categories;

(ii) a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively;

and (iii) total selling expenses and a definition of such expenses.

ASU 2024-03 is effective for the Company’s fiscal year ending December 31, 2027.

Early adoption is permitted and the amendments in this update may be applied on a prospective or retrospective basis.

The Company is currently evaluating the impact of this guidance.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

GOODWILL AND INTANGIBLE ASSETS

4 unchanged sentences

Client relationships 7.7 210,720 200,920

Trade name N/A — 11,079

Other 0.0 500 500

6 unchanged sentences

Intangible assets, net $ 975,828 $ 1,058,495

On October 2, 2023, the Company completed the acquisition of the investment management business and related operating entities collectively doing business as Crescent Point Capital (“Crescent Point”) (the “Crescent Point Acquisition”).

The Crescent Point Acquisition adds complementary investment capabilities to expand the Company’s presence in the Asia-Pacific region.

Following the completion of the Crescent Point Acquisition, the results of Crescent Point are presented within

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

the Private Equity Group.

On December 1, 2024, a subsidiary of the Company completed the acquisition of all the equity interests in Walton Street Capital Mexico S.

and certain of its affiliates (“WSM”) (the “WSM Acquisition”).

WSM is a real estate asset management platform focused primarily on the industrial real estate sector in Mexico.

The results of WSM are presented within the Real Assets Group.

The Company allocated $ 27.0 million and $ 9.8 million of the purchase price to the fair value of the acquired management contracts and client relationships, respectively.

The acquired management contracts and client relationships had a weighted average amortization period from the date of acquisition of 6.7 years and 10.0 years, respectively.

During the year ended December 31, 2023, the Company recorded non-cash impairment charges of $ 78.7 million, including:

(i) $ 65.7 million to the carrying value of client relationships from the acquisition of Landmark Partners, LLC (the “Landmark Acquisition”) that are included within the Secondaries Group, where the primary indicator of impairment was the lower expected fee paying assets under management in a private equity secondaries fund from existing investors as of the date of the Landmark Acquisition;

(ii) $ 4.6 million and $ 0.7 million to the fair value of management contracts of certain funds within the Real Assets Group and Credit Group, respectively, in connection with lower than expected future fee revenue generated from these funds;

and (iii) $ 7.8 million to the carrying value of SSG trade name as the Company rebranded Ares SSG as APAC credit and discontinued the use of the SSG trade name.

During the year ended December 31, 2022, the Company recorded non-cash impairment charges of $ 181.6 million to the fair value of a trade name and management contracts related to:

(i) the decision to rebrand its secondaries group as Ares Secondaries and to discontinue the ongoing use of the Landmark trade name;

(ii) the fair value of certain management contracts in connection with lower than expected fee paying assets under management;

and (iii) the shorter expected lives of certain funds as a result of returning capital to fund investors sooner than initially planned.

Amortization expense associated with intangible assets, excluding the accelerated amortization described above, was $ 126.0 million, $ 133.6 million and $ 91.3 million for the years ended December 31, 2023, 2022 and 2021, respectively, and is presented within general, administrative and other expenses within the Consolidated Statements of Operations.

During the year ended December 31, 2023, the Company removed $ 109.3 million of impaired and fully-amortized intangible assets.

During the year ended December 31, 2024, the Company recorded a non-cash impairment charge of $ 8.9 million to the fair value of management contracts of certain funds within the Credit Group, Real Assets Group and Secondaries Group.

The primary indicator of impairment was the lower than expected future fee revenue generated from these funds.

During the year ended December 31, 2023, the Company recorded a non-cash impairment charge of $ 78.7 million primarily related to the value of client relationships from the acquisition of Landmark Partners, LLC (the “Landmark Acquisition”).

The primary indicator of impairment was the lower than expected fee paying assets under management in a private equity secondaries fund from existing investors as of the date of the Landmark Acquisition.

During the year ended December 31, 2022, the Company recorded non-cash impairment charges of $ 181.6 million related to rebranding of its secondaries group as Ares Secondaries and discontinued the ongoing use of the Landmark trade name, and fair value of management contracts in connection with lower than expected fee paying assets under management.

Amortization expense associated with intangible assets, excluding the accelerated amortization described above, was $ 116.3 million, $ 126.0 million and $ 133.6 million for the years ended December 31, 2024, 2023 and 2022, respectively, and has been presented within general, administrative and other expenses within in the Consolidated Statements of Operations.

During the year ended December 31, 2024, the Company removed $ 47.5 million of fully-amortized management contracts.

As of December 31, 2024, future annual amortization of finite-lived intangible assets for the years 2025 through 2029 and thereafter is estimated to be:

3 unchanged sentences

Total $ 408,028

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table summarizes the carrying value of the Company’s goodwill:

Credit Group Private Equity Group Real Assets Group Secondaries Group

Credit Group Real Assets Group Private Equity Group Secondaries Group

Balance as of December 31, 2022

$ 32,196 $ 277,183 $ 48,070 $ 417,620 $ 224,587 $ 999,656

Acquisitions — 22 124,392 — — 124,414

6 unchanged sentences

Balance as of December 31, 2024 $ 312,032 $ 311,569 $ 121,408 $ 417,627 $ — $ 1,162,636

In connection with the Crescent Point Acquisition, the Company allocated $ 124.4 million of the purchase price to goodwill.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

In connection with the SSG Buyout described in “Note 13.

In connection with the WSM Acquisition, the Company allocated $ 28.4 million of the purchase price to goodwill.

In connection with the segment reorganization of the former special opportunities strategy as described in “Note 14.

Segment Reporting,” the Company had an associated change in its reporting units and reallocated goodwill of $ 55.7 million from the Private Equity Group to the Credit Group using a relative fair value allocation approach in the first quarter of 2024.

In connection with the acquisition of the investment management business and related operating entities collectively doing business as Crescent Point Capital (“Crescent Point”) (the “Crescent Point Acquisition”) in the fourth quarter of 2023, the Company allocated $ 124.4 million of the purchase price to goodwill.

In connection with the SSG Buyout in the first quarter of 2023 as described in “Note 13.

Equity and Redeemable Interest, the former Ares SSG reporting unit has been transferred in its entirety to the Credit Group and the total goodwill of $ 224.6 million has been reallocated accordingly.

There was no impairment of goodwill recorded during the years ended December 31, 2024 and 2023.

The impact of foreign currency translation is reflected within other comprehensive income within the Consolidated Statements of Comprehensive Income.

The impact of foreign currency translation adjustments are reflected within the Consolidated Statements of Comprehensive Income.

The following table summarizes the Company’s investments:

9 unchanged sentences

Total equity method investments 4,498,905 4,412,066 96.9 95.4

Fixed income securities 105,495 51,771 2.3 1.2

Collateralized loan obligations 19,040 20,799 0.4 0.4

Fixed income securities 22,793 105,495 0.5 2.3

Collateralized loan obligations and fixed income securities, at fair value 41,833 126,294 0.9 2.7

1 unchanged sentence

Total investments $ 4,644,775 $ 4,624,932

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Equity Method Investments

4 unchanged sentences

As of and for the Year Ended December 31, 2024

Credit Group Private Equity Group Real Assets Group Secondaries Group Other

Credit Group Real Assets Group Private Equity Group Secondaries Group Other

Statement of Financial Condition

9 unchanged sentences

Net income (loss) $ 2,014,071 $ 827,379 $ 597,631 $ ( 287,737 ) $ ( 1,418 ) $ 3,149,926

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

As of and for the Year Ended December 31, 2023

Credit Group Private Equity Group Real Assets Group Secondaries Group Other

Credit Group Real Assets Group Private Equity Group Secondaries Group Other

Statement of Financial Condition

7 unchanged sentences

Net realized and unrealized gains (losses) from investments 525,776 ( 599,200 ) 322,165 373,064 ( 7,316 ) 614,489

Income tax expense ( 4,724 ) 92 ( 36,501 ) — ( 10 ) ( 41,143 )

Income tax benefit (expense) ( 28,334 ) ( 10,197 ) 22,587 — ( 19 ) ( 15,963 )

Net income (loss) $ 2,219,447 $ ( 205,120 ) $ 389,660 $ ( 107,454 ) $ ( 8,993 ) $ 2,287,540

As of and for the Year Ended December 31, 2022

Credit Group Private Equity Group Real Assets Group Secondaries Group Other

Credit Group Real Assets Group Private Equity Group Secondaries Group Other

Statement of Operations

4 unchanged sentences

Net income (loss) $ 800,825 $ 528,518 $ ( 254,074 ) $ ( 298,040 ) $ ( 145 ) $ 777,084

The following table presents the Company’s other income, net from to its equity method investments, which were included within principal investment income, net realized and unrealized gains on investments, and interest and dividend income within the Consolidated Statements of Operations:

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table presents the Company’s other income, net from its equity method investments, which were included within principal investment income, net realized and unrealized gains on investments, and interest and dividend income within the Consolidated Statements of Operations:

Year ended December 31,

7 unchanged sentences

Equity method private investment partnership interests and other (held at fair value) $ ( 4,762 ) $ 50,772 $ 5,626

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Investments of the Consolidated Funds

1 unchanged sentence

Fair Value as of Percentage of total investments as of

December 31, December 31,

December 31, December 31, December 31, December 31,

2024 2023 2024 2023

1 unchanged sentence

Loans and securitization vehicles $ 7,907,449 $ 10,616,458 62.1 % 72.7 %

Bonds 578,949 786,961 4.0 6.0

Money market funds and U.S.

treasury securities 550,800 523,038 4.3 3.6

Bonds 418,069 578,949 3.3 4.0

Total fixed income investments 8,876,318 11,718,445 69.7 80.3

13 unchanged sentences

The discount rate used is determined based on the weighted average cost of capital for the Company.

Once the associated targets are achieved, the contingent consideration is reported at the settlement amount.

Once the associated targets are achieved, the contingent consideration is reported at the

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

settlement amount.

The fair value of the Company’s contingent consideration liabilities are classified as Level III.

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Securities that trade in markets that are not considered to be active but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs obtained by the Company from independent pricing services are classified as Level II.

Securities that have market prices that are not readily available, utilize

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

valuation models of third-party pricing service or internal models using unobservable inputs to determine the fair value are classified as Level III.

Securities that have market prices that are not readily available, utilize valuation models of third-party pricing service or internal models using unobservable inputs to determine the fair value are classified as Level III.

Money market funds and U.S.

treasury securities:

The fair value of money market funds and U.S.

The fair value of money market funds that invest in treasury-backed securities and U.S.

treasury securities is estimated using quoted market prices in active markets.

6 unchanged sentences

As of December 31, 2024 and 2023, NAV per share represents the fair value of the Company’s investments in partnership interests.

Discounted cash flow model has been used to determine the fair value of an investment in a partnership interest held by the Consolidated Funds where NAV per share was not deemed to be representative of fair value.

The substantial majority of the Company’s private commingled funds are closed-ended, and accordingly, do not permit investors to redeem their interests other than in limited circumstances that are beyond the control of the Company, such as instances in which retaining the interest could cause the investor to violate a law, regulation or rule.

8 unchanged sentences

Assets, at fair value

Cash equivalents:

Money market funds $ 1,071,071 $ — $ — $ — $ 1,071,071

Common stock and other equity securities — 104,037 411,179 — 515,216

7 unchanged sentences

Derivatives-foreign currency forward contracts $ — $ ( 216 ) $ — $ — $ ( 216 )

Contingent consideration — — ( 17,550 ) — ( 17,550 )

Total liabilities, at fair value $ — $ ( 216 ) $ ( 17,550 ) $ — $ ( 17,766 )

3 unchanged sentences

Loans and securitization vehicles $ — $ 7,313,632 $ 593,817 $ — $ 7,907,449

Bonds — 575,379 3,570 — 578,949

Money market funds and U.S.

treasury securities 550,800 — — — 550,800

Bonds — 418,069 — — 418,069

Total fixed income investments 550,800 7,731,701 593,817 — 8,876,318

30 unchanged sentences

Loans and securitization vehicles $ — $ 9,879,915 $ 736,543 $ — $ 10,616,458

Money market funds and U.S.

treasury securities 1,013,382 — — — 1,013,382

Bonds — 575,379 3,570 — 578,949

treasury securities 523,038 — — — 523,038

Total fixed income investments 523,038 10,455,294 740,113 — 11,718,445

6 unchanged sentences

Loan obligations of CLOs $ — $ ( 12,345,657 ) $ — $ — $ ( 12,345,657 )

Warrants ( 9,326 ) — — — ( 9,326 )

Asset swaps — — ( 3,556 ) — ( 3,556 )

Foreign currency forward contracts — ( 9,491 ) — — ( 9,491 )

Asset swaps — — ( 1,291 ) — ( 1,291 )

Total derivative liabilities, at fair value — ( 9,491 ) ( 1,291 ) — ( 10,782 )

Total liabilities, at fair value $ — $ ( 12,355,148 ) $ ( 1,291 ) $ — $ ( 12,356,439 )

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following tables set forth a summary of changes in the fair value of the Level III measurements:

Level III Assets of the Company Equity Securities Fixed Income Total

Level III Assets of the Company Equity Securities Fixed Income Contingent Consideration Total

Balance as of December 31, 2023

$ 412,491 $ 126,294 $ — $ 538,785

Established in connection with acquisition (see Note 8)

— — ( 17,550 ) ( 17,550 )

Transfer in (1)

— 39,636 — 39,636

Transfer out (1)

( 872 ) — — ( 872 )

Purchases (2)

2 unchanged sentences

( 2,382 ) ( 561,492 ) — ( 563,874 )

Realized and unrealized appreciation (depreciation), net 46,373 ( 1,788 ) 44,585

Realized and unrealized appreciation, net 489 746 — 1,235

Balance as of December 31, 2024

1 unchanged sentence

Change in net unrealized appreciation/depreciation included in earnings related to financial assets still held at the reporting date $ ( 904 ) $ 2,172 $ — $ 1,268

Level III Net Assets of Consolidated Funds Equity Securities Fixed Income Partnership Interests Derivatives, Net Total

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Level III Net Assets of Consolidated Funds Equity Securities Fixed Income Derivatives, Net Total

Balance as of December 31, 2023 $ 1,190,400 $ 740,113 $ ( 1,291 ) $ 1,929,222

Transfer out due to changes in consolidation ( 2,076 ) ( 4,563 ) ( 374,049 ) — ( 380,688 )

Transfer in (1)

— 87,505 — 87,505

Transfer out (1)

( 1,017 ) ( 154,961 ) — ( 155,978 )

Purchases (2)

2 unchanged sentences

( 114 ) ( 960,839 ) — ( 960,953 )

Realized and unrealized appreciation, net 153,289 18,764 5,283 2,419 179,755

Realized and unrealized appreciation (depreciation), net 122,289 4,688 ( 685 ) 126,292

Balance as of December 31, 2024 $ 1,829,927 $ 593,817 $ ( 1,846 ) $ 2,421,898

Change in net unrealized appreciation/depreciation included in earnings related to financial assets and liabilities still held at the reporting date $ 123,659 $ 2,237 $ ( 744 ) $ 125,152

(1) Transfers in and out include changes in the observability of inputs used in valuations, and changes due to the consolidation and deconsolidation of funds.

(2) Purchases include paid-in-kind interest and securities received in connection with restructurings.

(3) Sales/settlements include distributions, principal redemptions and securities disposed of in connection with restructurings.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following tables set forth a summary of changes in the fair value of the Level III measurements:

Level III Assets and Liabilities of the Company Equity Securities Fixed Income Partnership Interests Contingent Consideration Total

Level III Assets of the Company Equity Securities Fixed Income Total

Balance as of December 31, 2022

$ 121,785 $ 76,934 $ 198,719

Transfer in due to changes in consolidation 1,491 — — — 1,491

Purchases (1)

2 unchanged sentences

( 2 ) ( 37,332 ) ( 37,334 )

Change in fair value — — — ( 1,438 ) ( 1,438 )

Realized and unrealized appreciation (depreciation), net 46,373 ( 1,788 ) 44,585

1 unchanged sentence

$ 412,491 $ 126,294 $ 538,785

Change in net unrealized appreciation/depreciation included in earnings related to financial assets and liabilities still held at the reporting date $ 12,448 $ ( 5,430 ) $ — $ — $ 7,018

Change in net unrealized appreciation/depreciation included in earnings related to financial assets still held at the reporting date $ 46,161 $ ( 1,577 ) $ 44,584

Level III Net Assets of Consolidated Funds Equity Securities Fixed Income Partnership Interests Derivatives, Net Total

1 unchanged sentence

Transfer in (3)

— 247,661 — — 247,661

Transfer out (3)

( 38,757 ) ( 508,600 ) ( 374,049 ) — ( 921,406 )

Purchases (1)

2 unchanged sentences

( 2,595 ) ( 700,944 ) ( 48,889 ) ( 154 ) ( 752,582 )

Realized and unrealized appreciation (depreciation), net 99,930 ( 51,340 ) 29,166 ( 451 ) 77,305

Realized and unrealized appreciation, net 153,289 18,764 5,283 2,419 179,755

Balance as of December 31, 2023 $ 1,190,400 $ 740,113 $ — $ ( 1,291 ) $ 1,929,222

1 unchanged sentence

(1) Purchases include paid-in-kind interest and securities received in connection with restructurings.

(2) Sales/settlements include distributions, principal redemptions, securities disposed of in connection with restructurings and contingent consideration payments.

(2) Sales/settlements include distributions, principal redemptions and securities disposed of in connection with restructurings.

(3) Transfers in and out include changes in the observability of inputs used in valuations, and changes due to the consolidation and deconsolidation of funds.

Transfers out of Level III were generally attributable to certain investments that experienced a more significant level of market activity during the period and thus were valued using observable inputs either from independent pricing services or multiple brokers.

6 unchanged sentences

Equity securities

$ 168,387 Transaction price (1)

100,000 Market approach Yield 8.0 %

57,659 Market approach Multiple of book value 1.0 x - 1.1 x

Discounted cash flow Discount rate 10.0 % - 14.0 %

56,918 Market approach Multiple of book value 1.2 x - 1.7 x

100,000 Transaction price (1)

6,447 Market approach Enterprise value / LTM multiple of FRE 15.4 x

32,738 Other N/A

19,205 Option pricing model Volatility 35.0 % 35.0 %

8,489 Market approach Earnings multiple

521 Discounted cash flow Discount rate 18.5 % - 21.5 %

Fixed income investments

3 unchanged sentences

Total assets $ 453,012

Contingent consideration $ ( 17,550 ) Monte Carlo simulation Discount rate 6.6 % - 6.9 %

Volatility 11.1 % 11.1 %

Total liabilities $ ( 17,550 )

Level III Measurements of the Consolidated Funds Fair Value Valuation Technique(s) Significant Unobservable Input(s) Range Weighted Average

8 unchanged sentences

284,950 Market approach Yield 7.4 % - 28.6 %

2,974 Market approach EBITDA multiple (2)

4.5 x - 32.4 x

192 Other N/A N/A N/A

11 unchanged sentences

Equity securities

$ 154,460 Discounted cash flow Discount rate 20.0 % - 30.0 %

118,846 Market approach Multiple of book value 1.3 x - 1.6 x

131,864 Transaction price (1)

6,447 Market approach Earnings multiple 15.4 x

874 Other N/A N/A N/A

Fixed income investments

7 unchanged sentences

537,733 Market approach Multiple of book value 1.0 x - 1.7 x

36,681 Market approach Net income multiple 30.0 x

3,909 Market approach EBITDA multiple (2)

1 unchanged sentence

177 Other N/A N/A N/A

Partnership interests 368,655 Discounted cash flow Discount rate 10.3 % - 22.0 %

Fixed income investments

1 unchanged sentence

188,322 Market approach Yield 8.3 % - 24.1 %

6,155 Transaction price (1)

2,974 Market approach EBITDA multiple (2)

4.5 x - 32.4 x

104 Discounted cash flow Discount rate 12.3 %

449 Other N/A N/A N/A

15 unchanged sentences

The following table summarizes the Company’s and its subsidiaries’ debt obligations:

As of December 31,

As of December 31, 2024 As of December 31, 2023

Debt Origination Date Maturity Original Borrowing Amount Carrying Value Interest Rate Carrying Value Interest Rate

2 unchanged sentences

2024 Senior Notes (2)

10/8/2014 10/8/2024 $ 250,000 249,427 4.21 248,693 4.21

10/8/2014 10/8/2024 $ 250,000 N/A N/A 249,427 4.21

2028 Senior Notes (3)

11/10/2023 11/10/2028 500,000 494,863 6.42 — N/A

11/10/2023 11/10/2028 500,000 495,677 6.42 494,863 6.42

2030 Senior Notes (4)

2 unchanged sentences

1/21/2022 2/1/2052 500,000 484,601 3.77 484,199 3.77

2054 Senior Notes (6)

10/11/2024 10/11/2054 750,000 736,010 5.65 N/A N/A

2051 Subordinated Notes (7)

1 unchanged sentence

Total debt obligations $ 2,558,914 $ 2,965,480

(1) The revolver commitments were $ 1.325 billion as of December 31, 2023.

(1) On March 28, 2024, the Company amended the Credit Facility to, among other things, increase the revolver commitments from $ 1.325 billion to $ 1.400 billion, with an accordion feature of $ 600.0 million, and extend the maturity date from March 2027 to March 2029.

Ares Holdings is the borrower under the Credit Facility.

3 unchanged sentences

There is a base rate and SOFR floor of zero .

Due to the achievement of the ESG-related targets, the Company’s base rate and unused commitment fee have been reduced by 0.05 % and 0.01 %, respectively, from July 2023 through June 2024.

Due to the achievement of ESG-related targets, the Company’s applicable margin and unused commitment fee have been reduced by 0.05 % and 0.01 %, respectively, from July 2023 through June 2025.

(2) The 2024 Senior Notes were issued in October 2014 by Ares Finance Co.

LLC, an indirect subsidiary of the Company, at 98.27 % of the face amount with interest paid semi-annually.

The Company may redeem the 2024 Senior Notes prior to maturity, subject to the terms of the indenture governing the 2024 Senior Notes.

On October 8, 2024 the Company repaid the 2024 Senior Notes at maturity.

(3) The 2028 Senior Notes were issued in November 2023 by the Company, at 99.80 % of the face amount with interest paid semi-annually.

6 unchanged sentences

The Company may redeem the 2052 Senior Notes prior to maturity, subject to the terms of the indenture governing the 2052 Senior Notes.

(6) The 2054 Senior Notes were issued in October 2024 by the Company, at 99.24 % of the face amount with interest paid semi-annually.

The Company may redeem the 2054 Senior Notes prior to maturity, subject to the terms of the indenture governing the 2054 Senior Notes.

(7) The 2051 Subordinated Notes were issued in June 2021 by Ares Finance Co.

5 unchanged sentences

The Company typically incurs and pays debt issuance costs when entering into a new debt obligation or when amending an existing debt agreement.

Debt issuance costs related to the 2024, 2028, 2030 and 2052 Senior Notes (the “Senior Notes”) and 2051 Subordinated Notes are recorded as a reduction of the corresponding debt obligation, and debt issuance costs related to the Credit Facility are included within other assets within the Consolidated Statements of Financial Condition.

Debt issuance costs related to the various senior notes (the “Senior Notes”) and the subordinated notes (the “Subordinated Notes”) are recorded as a reduction of the corresponding debt obligation, and debt issuance costs related to the Credit Facility are included within other assets within the Consolidated Statements of Financial Condition.

All debt issuance costs are amortized over the remaining term of the related obligation into interest expense within the Consolidated Statements of Operations.

5 unchanged sentences

Unamortized debt issuance costs as of December 31, 2022

$ 5,510 $ 8,393 $ 5,243

Debt issuance costs incurred — 4,315 —

1 unchanged sentence

Unamortized debt issuance costs as of December 31, 2023

4,213 11,784 5,059

Debt issuance costs incurred 1,832 8,662 —

2 unchanged sentences

Loan Obligations of the Consolidated CLOs

Loan obligations of the Consolidated Funds that are Consolidated CLOs represent amounts due to holders of debt securities issued by the Consolidated CLOs.

Loan obligations of the Consolidated Funds that are CLOs (“Consolidated CLOs”) represent amounts due to holders of debt securities issued by the Consolidated CLOs.

The Company measures the loan obligations of the Consolidated CLOs using the fair value of the financial assets of its Consolidated CLOs.

14 unchanged sentences

(1) The notes do not have contractual interest rates;

instead, holders of the notes receive distributions from the excess cash flows generated by each Consolidated CLO.

instead, holders of the notes receive a variable rate of interest amounting to the excess cash flows generated by each Consolidated CLO.

Loan obligations of the Consolidated CLOs are collateralized by the assets held by the Consolidated CLOs, consisting of cash and cash equivalents, corporate loans, corporate bonds and other securities.

5 unchanged sentences

Certain Consolidated Funds maintain credit facilities to fund investments between capital drawdowns.

These facilities generally are collateralized by the unfunded capital commitments of the Consolidated Funds’ limited partners, bear an annual commitment fee based on unfunded commitments and contain various affirmative and negative covenants and reporting obligations, including restrictions on additional indebtedness, liens, margin stock, affiliate transactions, dividends and distributions, release of capital commitments and portfolio asset dispositions.

These facilities generally are collateralized by the net assets of the Consolidated Funds or the unfunded capital commitments of the Consolidated Funds’ limited partners, bear an annual commitment fee based on unfunded commitments and contain various affirmative and negative covenants and reporting obligations, including restrictions on additional indebtedness, liens, margin stock, affiliate transactions, dividends and distributions, release of capital commitments and portfolio asset dispositions.

The creditors of these facilities have no recourse to the Company and only have recourse to a subsidiary of the Company to the extent the debt is guaranteed by such subsidiary.

11 unchanged sentences

N/A N/A $ 15,241 6.88 %

7/1/2024 18,000 $ 15,241 6.88 % 15,550 6.25

7/23/2024 125,000 110,000 8.29 75,000 7.28

9/25/2025 150,000 $ 121,000 8.00 % N/A N/A

9/12/2027 54,000 — N/A — N/A

9/24/2026 150,000 — — — N/A

6/26/2027 200,000 154,000 7.15 110,000 8.29

9/12/2027 54,000 — — — N/A

Total borrowings of Consolidated Funds $ 275,000 $ 125,241

(1) The fair values of the borrowings approximate the carrying value as the interest rate on the borrowings is a floating rate.

(2) Represents a credit facility of a Consolidated Fund that was deconsolidated during the second quarter of 2023.

The total capacity represents the balance as of December 31, 2022.

(2) Represents a credit facility of a Consolidated Fund that was repaid on maturity date.

The amount represents the total capacity as of December 31, 2023.

The components of other assets were as follows:

20 unchanged sentences

For the years ended December 31, 2024, 2023 and 2022, depreciation expense was $ 32.2 million, $ 31.4 million and $ 26.2 million, respectively, and is included within general, administrative and other expenses within the Consolidated Statements of Operations.

During 2023, the Company disposed of $ 19.8 million of fixed assets that were fully depreciated.

During the year ended December 31, 2024, the Company disposed of $ 71.5 million of fixed assets that were fully depreciated.

Ares Management Corporation

7 unchanged sentences

As of December 31, 2024 and 2023, the Company had aggregate unfunded commitments to invest in funds it manages or to support certain strategic initiatives of $ 1,451.4 million and $ 1,030.6 million, respectively.

The Company has entered into agreements with financial institutions to guarantee credit facilities held by certain funds.

The guarantee agreements that the Company enters into with financial institutions are primarily to guarantee credit facilities held by certain funds.

In the ordinary course of business, the guarantee of credit facilities held by funds may indicate control and result in consolidation of the fund.

1 unchanged sentence

Contingent Liabilities

WSM Earnout and WSM MIP

In connection with the WSM Acquisition during the fourth quarter of 2024, the Company established two arrangements with the seller and certain professionals, including (i) an earnout arrangement (“WSM Earnout”) based on the achievement of revenue targets from the fundraising of a real estate equity fund;

and (ii) a management incentive program (the “WSM MIP”) based on the achievement of certain revenue targets associated with growing revenue sources from new business ventures.

The WSM Earnout and WSM MIP represent contingent liabilities not to exceed $ 40.0 million and $ 25.0 million, respectively.

The portion of the WSM Earnout and WSM MIP attributable to the sellers is, 59.1 % and 30.0 %, respectively, and represents a component of purchase consideration that will be accounted for as contingent consideration.

The fair value of these contingent liabilities as of the acquisition date was $ 17.6 million.

The contingent liabilities are subject to change over the measurement periods, which will end:

(i) on the final fundraising date of the real estate equity fund for the WSM Earnout;

and (ii) no later than December 31, 2027 for the WSM MIP.

Changes in fair value from the acquisition date will be recorded within other income (expense), net within the Consolidated Statements of Operations.

Following the measurement period end dates, the contingent liabilities will be settled in cash.

As of December 31, 2024, the fair value of the contingent liabilities was $ 17.6 million and recorded within accrued compensation within the Consolidated Statements of Financial Condition.

The portion of the WSM Earnout and WSM MIP attributable to the professionals is, 40.9 % and 70.0 %, respectively, and requires continued service through the measurement periods.

The Company expects to settle the contingent liabilities at the Company's discretion with a component of cash and the remaining balance in equity awards as follows:

(i) no less than 60.0 % cash for the WSM Earnout;

and (ii) no less than 50.0 % cash for the WSM MIP.

The WSM Earnout and WSM MIP are remeasured each period with incremental changes in fair value for the cash and equity components of these liabilities recognized within compensation and benefits expense within the Consolidated Statements of Operations.

As of December 31, 2024, the fair value of the contingent liabilities were $ 15.6 million.

Compensation expense of $ 0.8 million for the year ended December 31, 2024 is presented within compensation and benefits within the Consolidated Statements of Operations with an equal offset presented within accrued compensation within the Consolidated Statements of Financial Condition.

Following the measurement period end dates, the cash components will be paid and the equity awards will be granted at fair value for the balance of the liability.

The unpaid liabilities at the respective measurement period end dates will be reclassified from liability to additional paid-in-capital.

Any compensation expense associated with the WSM Earnout and WSM MIP that was not

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

previously recorded through the final measurement period end dates will be recognized as equity-based compensation expense over the remaining service periods of four years and two years for the WSM Earnout and WSM MIP, respectively.

Crescent Point MIP

In connection with the Crescent Point Acquisition during the fourth quarter of 2023, the Company established a management incentive program (the “Crescent Point MIP”) with certain professionals.

The Crescent Point MIP represents a contingent liability not to exceed $ 75.0 million and is based on the achievement of revenue targets from the fundraising of a future private equity fund during the measurement period.

The Company expects to settle the liability with a combination of 33.0 % cash and 67.0 % equity awards.

Expense associated with the cash and equity components are recognized ratably over the measurement period, which represents the service period and will end on the final fundraising date for the fund.

Expense associated with the cash and equity components are recognized ratably over the measurement period.

The Crescent Point MIP is remeasured each period with incremental changes in fair value included within compensation and benefits expense within the Consolidated Statements of Operations.

Following the measurement period end date, the cash component will be paid and the equity component will be settled with shares of the Company’s Class A common stock and granted at fair value.

As of December 31, 2023, the fair value of the contingent liability was $ 75.0 million, of which the Company has recorded $ 5.0 million of compensation expense with an offset to accrued compensation within the Consolidated Statements of Financial Condition.

Following the measurement period end date, the cash component will be paid and the equity component will be settled with shares of the Company’s Class A common stock that will be granted at fair value.

As of December 31, 2024 and 2023, the contingent liability was $ 75.0 million.

As of December 31, 2024 and 2023, the Company has recorded $ 25.0 million and $ 5.0 million, respectively, within accrued compensation within the Consolidated Statements of Financial Condition.

Compensation expense of $ 20.0 million and $ 5.0 million for the years ended December 31, 2024 and 2023, respectively, is presented within compensation and benefits within the Consolidated Statements of Operations.

Infrastructure Debt MIP

In connection with the acquisition of AMP Capital’s infrastructure debt platform (the “Infrastructure Debt Acquisition”) during the first quarter of 2022, the Company established a management incentive program (the “Infrastructure Debt MIP”) with certain professionals.

The Infrastructure Debt MIP represents a contingent liability not to exceed $ 48.5 million and is based on the achievement of revenue targets from the fundraising of certain infrastructure debt funds during the measurement periods.

The Infrastructure Debt MIP represents a contingent liability not to exceed $ 48.5 million and is based on the achievement of revenue targets from the fundraising of three infrastructure debt funds during the measurement periods.

The Company expects to settle each portion of the liability with a combination of 15.0 % cash and 85.0 % equity awards.

Expense associated with the cash components are recognized ratably over the respective measurement periods, which will end on the final fundraising date for each of the infrastructure debt funds included in the Infrastructure Debt MIP agreement.

Expense associated with the cash components are recognized ratably over the respective measurement periods, which will end on the final fundraising date for each of the infrastructure debt funds.

Expense associated with the equity component is recognized ratably over the service periods, which will continue for four years beyond each of the measurement period end dates.

The Infrastructure Debt MIP is remeasured each period with incremental changes in fair value included within compensation and benefits expense within the Consolidated Statements of Operations.

Following each of the measurement period end dates, the cash component will be paid and restricted units for the portion of the Infrastructure Debt MIP award earned will be granted at fair value.

The unpaid liability at the respective measurement period end dates will be reclassified from liability to additional paid-in-capital and any difference between the fair value of the

The Infrastructure Debt MIP is remeasured each period with incremental changes in value included within compensation and benefits expense within the Consolidated Statements of Operations.

Following each of the measurement period end dates, the cash component will be paid and equity awards for the portion of the Infrastructure Debt MIP award earned will be granted at fair value.

The unpaid liability at the respective measurement period end dates will be reclassified from liability to additional paid-in-capital and any difference between the Infrastructure Debt MIP award achieved at the respective measurement period end date and the previously recorded compensation expense will be recognized over the remaining four year service period as equity-based compensation expense.

The revenue target was achieved for one of the infrastructure debt funds during the fourth quarter of 2022 and the associated liability for this portion of the award was settled during the first quarter of 2023.

As of December 31, 2024, the maximum contingent liability associated with the Infrastructure Debt MIP for the two remaining infrastructure debt funds was $ 15.0 million.

During the fourth quarter of 2024, it was determined that it is not probable for one of the infrastructure debt funds to achieve its revenue target by the end of its measurement period.

As a result, the Company reversed previously recorded expenses of $ 1.6 million associated with this fund from compensation and benefits within the Consolidated Statements of Operations.

As of December 31, 2024 and 2023, the fair value of the contingent liability associated with the remaining infrastructure debt fund was $ 9.0 million for both periods.

As of December 31, 2024 and 2023, the Company has recorded $ 4.1 million and $ 2.8 million, respectively, within accrued compensation within the Consolidated Statements of Financial Condition.

Compensation expense associated with the remaining Infrastructure Debt MIP of $ 1.3 million, $ 1.5 million and $ 1.3 million for the years ended December 31, 2024, 2023 and 2022, respectively, is presented within compensation and benefits within the Consolidated Statements of Operations.

Ares Management Corporation

1 unchanged sentence

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Infrastructure Debt MIP award earned at the respective measurement period end date and the previously recorded compensation expense will be recognized over the remaining four year service period as equity-based compensation expense.

The revenue target was achieved for one of the infrastructure debt funds during the fourth quarter of 2022.

As of December 31, 2022, the fair value of the contingent liability related to this portion of the award was $ 21.8 million and the Company recorded $ 7.0 million within accrued compensation within the Consolidated Statements of Financial Condition.

During the first quarter of 2023, the associated liability for this portion of the award was settled with a $ 3.4 million cash payment and the remaining amount equity-settled and reclassified to additional paid-in-capital.

For the year ended December 31, 2022, compensation expense of $ 7.0 million, related to the achieved portion of the award, is presented within compensation and benefits within the Consolidated Statements of Operations.

As of December 31, 2023, the maximum contingent liability associated with the remaining Infrastructure Debt MIP is $ 15.0 million.

As of December 31, 2023 and 2022, the fair value of the contingent liability was $ 13.6 million and $ 13.5 million.

As of December 31, 2023 and 2022, the Company has recorded $ 4.4 million and $ 2.2 million, respectively, within accrued compensation within the Consolidated Statements of Financial Condition.

Compensation expense associated with the remaining Infrastructure Debt MIP of $ 2.3 million and $ 2.2 million for the years ended December 31, 2023 and 2022, respectively, is presented within compensation and benefits within the Consolidated Statements of Operations.

Carried Interest

1 unchanged sentence

Valuations, on an unrealized basis, can be significantly affected by a variety of external factors including, but not limited to, public equity market volatility, industry trading multiples and interest rates.

Generally, if at the termination of a fund (and increasingly at interim points in the life of a fund), the fund has not achieved investment returns that (in most cases) exceed the preferred return threshold or (in all cases) the general partner receives net profits over the life of the fund in excess of its allocable share under the applicable partnership agreement, the Company will be obligated to repay carried interest that was received by the Company in excess of the amounts to which the Company is entitled.

Generally, if at the termination of a fund (and increasingly at interim points in the life of a fund), the fund has not achieved investment returns that exceed the preferred return threshold or the general partner has received net profits over the life of the fund in excess of its allocable share under the applicable partnership agreement, the Company will be obligated to repay carried interest that was received by the Company in excess of the amounts to which the Company is entitled.

This contingent obligation is normally reduced by income taxes paid by the Company related to its carried interest.

11 unchanged sentences

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The Company leases primarily consists of operating leases for office space and certain office equipment.

The Company’s leases primarily consists of operating leases for office space and certain office equipment.

The Company’s leases have remaining lease terms of one to 19 years.

17 unchanged sentences

Weighted-average discount rate 5.8 % 4.3 %

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

RELATED PARTY TRANSACTIONS

3 unchanged sentences

In accordance with these agreements, these Ares Funds may bear certain operating costs and expenses which are initially paid by the Company and subsequently reimbursed by the Ares Funds.

The Company is reimbursed for expenses incurred in providing administrative services to certain related parties, including our publicly-traded and non-traded vehicles.

In addition, certain private funds pay administrative fees based on invested capital.

The Company is also party to agreements with certain funds which pay fees to the Company to provide various property-related services, such as acquisition, development and property management as well as fees for the sale and distribution of fund shares in our non-traded vehicles.

Employees and other related parties may be permitted to participate in co-investment vehicles that generally invest in Ares Funds alongside fund investors.

4 unchanged sentences

Such guarantees are several, and not joint, and are limited to distributions received by the relevant recipient.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The Company considers its professionals and non-consolidated funds to be affiliates.

6 unchanged sentences

Due from affiliates—Company $ 1,056,608 $ 896,746

Amounts due from non-consolidated funds $ 14,151 $ 15,789

Due from affiliates—Consolidated Funds $ 14,151 $ 15,789

Due to affiliates:

1 unchanged sentence

Tax receivable agreement liability 402,359 191,299

Undistributed carried interest and incentive fees 33,374 121,332

Carried interest and incentive fees payable 78,692 33,374

Payments made by non-consolidated funds on behalf of and payable by the Company 13,662 5,996

5 unchanged sentences

Conversely, Consolidated Funds and non-consolidated funds may pay certain expenses that are reimbursed by the Company.

Certain expenses initially paid by the Company, primarily professional services,

Certain expenses initially paid by the Company, primarily professional services, travel and other costs associated with particular portfolio company holdings, are subject to reimbursement by the portfolio companies.

Ares Management Corporation

1 unchanged sentence

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

travel and other costs associated with particular portfolio company holdings, are subject to reimbursement by the portfolio companies.

The Company’s effective income tax rate is dependent on many factors, including the estimated nature and amounts of income and expenses allocated to the non-controlling interests without being subject to federal, state and local income taxes at the corporate level.

14 unchanged sentences

State and local income tax expense 7,819 15,872 2,131

Foreign income tax expense (benefit) ( 3,730 ) ( 5,416 ) 1,390

Foreign income tax benefit ( 2,917 ) ( 3,730 ) ( 5,416 )

55,084 97,752 7,375

4 unchanged sentences

Consolidated Funds

Foreign income tax expense 3,823 331 88

Foreign income tax expense (benefit) ( 1,331 ) 3,823 331

( 1,331 ) 3,823 331

federal income tax expense 8,405 — —

Foreign income tax expense (benefit) ( 1,331 ) 3,823 331

Income tax expense 7,074 3,823 331

37 unchanged sentences

Deferred tax assets

Other, net $ 2,598 $ —

Net operating losses $ 7,932 $ 2,598

Total gross deferred tax assets 7,932 2,598

Valuation allowance ( 1,229 ) ( 2,598 )

Total deferred tax assets, net $ — $ —

Total net deferred tax assets 6,703 —

Deferred tax liabilities

Investments in partnerships ( 15,108 ) —

Total deferred tax liabilities ( 15,108 ) —

Deferred tax assets (liabilities), net $ ( 8,405 ) $ —

In assessing the realizability of deferred tax assets, the Company considers whether it is probable that some or all of the deferred tax assets will not be realized.

2 unchanged sentences

The Company’s income tax provision includes corporate income taxes and other entity level income taxes, as well as income taxes incurred by Consolidated Funds.

As of December 31, 2023 and 2022, the valuation allowance for the Company’s deferred tax assets was $ 0.9 million and $ 2.2 million, respectively.

The deferred tax assets related to operating losses in foreign jurisdictions and certain capital loss

Ares Management Corporation

1 unchanged sentence

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

carryforwards do not meet the more likely than not threshold and have a valuation allowance recorded for the net balance.

As of December 31, 2023, the Company had $ 10.6 million of net operating loss (“NOL”) carryforwards and other tax attributes related to its Consolidated Funds available to reduce future income taxes for which a full valuation allowance has been provided.

The NOLs generally have no expiry.

As of December 31, 2024 and 2023, the valuation allowance for the Company’s deferred tax assets was $ 0.9 million.

The deferred tax assets related to operating losses in foreign jurisdictions and certain capital loss carryforwards do not meet the more likely than not threshold and have a valuation allowance recorded for the net balance.

As of December 31, 2024 and 2023, the Company had $ 36.4 million and $ 10.6 million, respectively, of net operating loss (“NOL”) carryforwards and other tax attributes related to its Consolidated Funds available to reduce future income taxes for which a full valuation allowance has been provided.

The NOL carryforwards generally have no expiry.

As of, and for the years ended December 31, 2024, 2023 and 2022, the Company had no significant uncertain tax positions.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

EARNINGS PER SHARE

4 unchanged sentences

Basic earnings per share of Class A and non-voting common stock is computed by using the two-class method.

Diluted earnings per share of Class A and non-voting common stock is computed using the more dilutive method of either the two-class method or the treasury stock method.

For the years ended December 31, 2023 and 2021, the treasury stock method was the more dilutive method.

For the year ended December 31, 2022, the two-class method was the more dilutive method.

The computation of diluted earnings per share excludes the following restricted units and AOG Units as their effect would have been anti-dilutive:

Diluted earnings per share of Class A and non-voting common stock is computed using the more dilutive method of either the two-class method or the treasury stock and if-converted methods.

For the years ended December 31, 2024 and 2022, the two-class method was the more dilutive method.

For the year ended December 31, 2023, the treasury stock method was the more dilutive method.

The computation of diluted earnings per share excludes the following restricted units and AOG Units as their effect would have been anti-dilutive under the treasury stock method:

Year ended December 31,

2024 2023 2022

Restricted units 2,071 — 132

AOG Units 118,804,252 — 116,226,798

Restricted units N/A 2,071 N/A

AOG Units N/A 118,804,252 N/A

The following table presents the computation of basic and diluted earnings per common share:

5 unchanged sentences

Distributions on unvested restricted units ( 30,766 ) ( 21,303 ) ( 14,096 )

Undistributed earnings allocable to participating unvested restricted units — — ( 7,138 )

Undistributed net income (dividends in excess of earnings) available to Class A and non-voting common stockholders $ ( 118,900 ) $ ( 275,659 ) $ 58,789

Dividends in excess of earnings available to Class A and non-voting common stockholders $ ( 332,775 ) $ ( 118,900 ) $ ( 275,659 )

Basic weighted-average shares of Class A and non-voting common stock 198,054,451 184,523,524 175,510,798

Undistributed basic earnings (dividends in excess of earnings) per share of Class A and non-voting common stock $ ( 0.64 ) $ ( 1.57 ) $ 0.36

Dividends in excess of earnings per share of Class A and non-voting common stock $ ( 1.68 ) $ ( 0.64 ) $ ( 1.57 )

Dividend declared and paid per Class A and non-voting common stock 3.72 3.08 2.44

14 unchanged sentences

Equity Incentive Plan

In April 2023, the Company’s board of directors approved the Equity Incentive Plan to replace the Third Amended and Restated 2014 Equity Incentive Plan (“2014 Equity Incentive Plan”).

The Equity Incentive Plan was approved by stockholders on June 12, 2023, and as of that date, the number of shares available for issuance under the Equity Incentive Plan was 69,122,318 and may reset on January 1 of each year, based on a formula set forth in the Equity Incentive Plan.

As of December 31, 2023, 69,150,100 shares remained available for issuance under the Equity Incentive Plan.

Generally, unvested restricted units are forfeited upon termination of employment in accordance with the Equity Incentive Plan.

Equity-based compensation is granted under the Company’s Equity Incentive Plan.

The total number of shares available to be issued under the Equity Incentive Plan resets based on a formula defined in the Equity Incentive Plan and may increase on January 1 of each year.

On January 1, 2024, the total number of shares available for issuance under the Equity Incentive Plan reset to 69,122,318 shares and as of December 31, 2024, 62,634,307 shares remained available for issuance.

Generally, unvested awards are forfeited upon termination of employment in accordance with the Equity Incentive Plan.

The Company recognizes forfeitures as a reversal of previously recognized compensation expense in the period the forfeiture occurs.

Equity-based compensation expense, net of forfeitures, recorded by the Company is presented in the following table:

Equity-based compensation expense, net of forfeitures, recorded by the Company for unvested awards is presented in the following table:

Year ended December 31,

2024 2023 2022

Restricted units $ 255,965 $ 200,391 $ 170,980

Restricted units with a market condition — — 66,211

Equity-based compensation expense $ 255,965 $ 200,391 $ 237,191

Restricted Units

Each restricted unit represents an unfunded, unsecured right of the holder to receive a share of the Company’s Class A common stock on a specific date.

The restricted units generally vest and are settled in shares of Class A common stock either:

(i) at a rate of one-third per year, beginning on the third anniversary of the grant date;

(ii) at a rate of one quarter per year, beginning on the second anniversary of the grant date or the holder’s employment commencement date or (iii) at a rate of one-third per year, beginning on the first anniversary of the grant date, in each case generally subject to the holder’s continued employment as of the applicable vesting date (subject to accelerated vesting upon certain qualifying terminations of employment or retirement eligibility provisions).

Compensation expense associated with restricted units is recognized on a straight-line basis over the requisite service period of the award.

Unvested awards $ 352,851 $ 255,965 $ 200,391

Unvested Awards

Each unvested award represents either a share of the Company’s Class A common stock that is subject to restriction or a restricted unit, representing an unfunded, unsecured right of the holder to receive a share of the Company’s Class A common stock on a specific date.

The unvested awards generally vest and the restrictions lapse or are settled in shares of Class A common stock, as applicable, at a rate of either:

(i) one-quarter per year, beginning on the second anniversary of the grant date or the holder’s employment commencement date;

or (ii) one-third per year, beginning on the first anniversary of the grant date, in each case generally subject to the holder’s continued employment as of the applicable vesting date (subject to accelerated vesting upon certain qualifying terminations of employment or retirement eligibility provisions).

Compensation expense associated with unvested awards is recognized on a straight-line basis over the requisite service period of the award.

Restricted units are delivered net of the holder’s payroll-related taxes upon vesting.

1 unchanged sentence

For the year ended December 31, 2023, 3.8 million restricted units vested and 2.2 million shares of Class A common stock were delivered to the holders.

The holders of restricted units, other than awards that have not yet been issued as described in the subsequent sections, generally have the right to receive as current compensation an amount in cash equal to:

When units are forfeited, the cumulative amount of Dividend Equivalents previously paid is reclassified to compensation and benefits expense within the Consolidated Statements of Operations.

The following table summarizes the Company’s dividends declared and Dividend Equivalents paid during the year ended December 31, 2024:

Record Date Dividends

Per Share Dividend Equivalents Paid

Record Date Dividends Per Share Dividend Equivalents Paid

March 15, 2024 $ 0.93 $ 16,294

3 unchanged sentences

During the first quarter of 2024, the Company approved the future grant of restricted units to certain senior executives in each of 2025 and 2026, subject to the holder’s continued employment and acceleration in certain instances.

The vesting period of these awards are at a rate of 25 % per year, beginning on the second anniversary of the grant date.

Given that these

These restricted units vest before July 1, 2029, at a rate of either:

(i) one-quarter per year, beginning on the first anniversary of the grant date;

or (ii) one-third per year, beginning on the first anniversary of the grant date.

Given that these future restricted units have been communicated to the recipient, the Company accounts for these awards as if they have been granted and recognizes the compensation expense on a straight-line basis over the service period.

The restricted units that have been approved and communicated but not yet granted are not eligible to receive a Dividend Equivalent until the grant date.

Ares Management Corporation

1 unchanged sentence

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

future restricted units have been communicated to the recipient, the Company accounts for these awards as if they have been granted and recognizes the compensation expense on a straight-line basis over the service period.

The restricted units that have been approved and communicated but not yet granted are not eligible to receive a Dividend Equivalent until the grant date.

The following table presents unvested restricted units’ activity:

Restricted Units Weighted Average

The following table presents unvested awards’ activity:

Unvested Awards Weighted Average

Grant Date Fair

Value Per Unit

Value Per Unvested Award

Balance as of December 31, 2023 17,359,829 $ 59.20

3 unchanged sentences

Balance as of December 31, 2024 17,968,940 $ 79.11

The total compensation expense expected to be recognized in all future periods associated with the restricted units is approximately $ 650.9 million as of December 31, 2023 and is expected to be recognized over the remaining weighted average period of 3.4 years.

The total compensation expense expected to be recognized in all future periods associated with unvested awards is approximately $ 909.7 million as of December 31, 2024 and is expected to be recognized over the remaining weighted average period of 3.5 years.

Upon exercise, each option entitles the holders to purchase from the Company one share of Class A common stock at the stated exercise price.

The term of the options is generally 10 years , all of which expire in May 2024.

A summary of options activity during the year ended December 31, 2024 is presented below:

3 unchanged sentences

Exercised ( 79,524 ) 19.00 — —

Expired — — — —

Forfeited — — — —

Balance as of December 31, 2024 — $ — — $ —

Exercisable as of December 31, 2023 79,524 $ 19.00 0.3 $ 7,946

Net cash proceeds from exercises of stock options were $ 86.0 million for the year ended December 31, 2023.

The Company realized tax benefits of approximately $ 53.9 million from those exercises.

Aggregate intrinsic value represents the value of the Company’s closing share price of Class A common stock on the last trading day of the period in excess of the weighted-average exercise price multiplied by the number of options exercisable or expected to vest.

Net cash proceeds from exercises of options were $ 1.5 million for the year ended December 31, 2024.

The Company realized tax benefits of approximately $ 1.4 million from the exercise of the remaining options during the first quarter of 2024.

EQUITY AND REDEEMABLE INTEREST

5 unchanged sentences

Except as otherwise expressly provided in the Company’s Certificate of Incorporation (the “Certificate of Incorporation”), the Company’s common stockholders are entitled to vote on all matters on which stockholders of a corporation are generally entitled to vote under the Delaware General Corporation Law (the “DGCL”), including the election of the Company’s board of directors.

Holders of shares of the Company’s Class A common stock are entitled to one vote per share of

Holders of shares of the Company’s Class A common stock are entitled to one vote per share of the Company’s Class A common stock.

On any date on which the Ares Ownership Condition (as defined in the Certificate of Incorporation) is satisfied, holders of shares of the Company’s Class B common stock are, in the aggregate, entitled to a number of votes equal to (x) four times the aggregate number of votes attributable to the Company’s Class A common stock minus (y) the aggregate number of votes attributable to the Company’s Class C common stock.

On any date on which the Ares Ownership Condition is not satisfied, holders of shares of the Company’s Class B common stock are not entitled to vote on any matter submitted to a vote of the Company’s stockholders.

The holder of shares of the Company’s Class C common stock is generally entitled to a number of votes equal to the number of AOG Units (as defined in the Certificate of Incorporation) held of record by each Ares Operating Group Limited Partner (as defined in the Certificate of Incorporation) other than the Company and its

Ares Management Corporation

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(Dollars in Thousands, Except Share Data and As Otherwise Noted)

the Company’s Class A common stock.

subsidiaries.

Issuances of Class C common stock correspond with increases in Ares Owners Holdings L.P.’s ownership interest in the AOG entities.

The Company has a stock repurchase program that allows for the repurchase of up to $ 150.0 million of shares of Class A common stock.

1 unchanged sentence

The renewal of the program is subject to authorization by the Company’s board of directors on an annual basis.

As of December 31, 2023, the program was scheduled to expire in March 2024, and the renewal was subsequently authorized by the Company’s board of directors and will expire in March 2025.

As of December 31, 2024, the program was scheduled to expire in March 2025.

In February 2025, the renewal of the program was authorized by the Company’s board of directors and will expire in March 2026, with an increase in size up to $ 750.0 million.

Repurchases under the program, if any, will depend on the prevailing market conditions and other factors.

During the years ended December 31, 2024, 2023 and 2022, the Company did not repurchase any shares as part of the stock repurchase program.

The Company issued and sold 3,047,500 shares of Class A common stock during the year ended December 31, 2024 (the “Offering”).

The Offering resulted in net proceeds of approximately $ 407.2 million (after deducting underwriting discounts and offering expenses).

The following table presents the changes in each class of common stock:

1 unchanged sentence

Balance as of December 31, 2023 187,069,907 3,489,911 1,000 117,024,758 307,585,576

Issuance of stock 2,591,432 — — — 2,591,432

Issuance of AOG Units (1)

— — — 3,473,026 3,473,026

Issuance of common stock 3,122,628 — — 63,179 3,185,807

Exchanges of AOG Units 7,281,248 — — ( 7,281,248 ) —

Stock option exercises, net of shares withheld for tax 79,524 — — — 79,524

Vesting of restricted stock awards, net of shares withheld for tax 2,164,839 — — — 2,164,839

Vesting of restricted unit awards, net of shares withheld for tax 2,319,264 — — — 2,319,264

Balance as of December 31, 2024 199,872,571 3,489,911 1,000 109,806,689 313,170,171

(1) Represents issuance of AOG Units to the recipients of the management incentive program from the acquisition of Black Creek Group’s real estate investment advisory and distribution business (the “Black Creek Acquisition”), which relieved the associated liability following the maximum contingent payment being met as of December 31, 2022.

Pursuant to an agreement with the recipients of the Black Creek Acquisition management incentive program, a portion of such AOG Units were issued in lieu of cash consideration which was payable pursuant to the Black Creek Acquisition management incentive program.

Issuances of Class C Common stock corresponds with increases in Ares Owners Holdings L.P.’s ownership interest in the AOG entities.

The following table presents each partner’s AOG Units and corresponding ownership interest in each of the AOG entities, as well as its daily average ownership of AOG Units in each of the AOG entities:

7 unchanged sentences

The Company’s ownership percentage of the AOG Units will continue to change upon:

(i) the vesting of restricted units and exercise of options that were granted under the Equity Incentive Plan;

(i) the vesting of restricted units that were granted under the Equity Incentive Plan;

(ii) the exchange of AOG Units for shares of Class A common stock;

7 unchanged sentences

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Preferred Stock

In October 2024, the Company issued 30,000,000 shares of its Series B mandatory convertible preferred stock for total proceeds of $ 1,462.5 million (after deducting underwriting discounts but before offering expenses).

As of December 31, 2024, the Company had 30,000,000 shares of Series B mandatory convertible preferred stock outstanding.

When, as and if declared by the Company’s board of directors, dividends on the Series B mandatory convertible preferred stock are payable quarterly at a rate per annum equal to 6.75 % on January 1, April 1, July 1 and October 1 of each year, beginning on January 1, 2025 and concluding on October 1, 2027.

Declared dividends on the Series B mandatory convertible preferred stock will be payable, at the Company’s election, in cash, shares of its Class A common stock or a combination of cash and shares of its Class A common stock.

Dividends on Series B mandatory convertible preferred stock are cumulative and the Series B mandatory convertible preferred stock, unless previously converted or redeemed, will automatically convert into the Company’s Class A common stock on October 1, 2027.

Redeemable Interest

1 unchanged sentence

In connection with the SSG Acquisition, the former owners of SSG retained a 20 % ownership interest in the operations acquired by the Company.

In certain circumstances, the Company had the ability to acquire full ownership of SSG pursuant to a contractual arrangement to be initiated by the Company or by the former owners of SSG.

Since the acquisition of the remaining interest in SSG was not within the Company's sole discretion, the ownership interest held by the former owners of SSG was classified as a redeemable interest and represented mezzanine equity.

In connection with a merger agreement to acquire the remaining 20 % ownership interest in the Ares SSG fee-generating business that was retained by the former owners of SSG (the “SSG Buyout”), a portion of the redeemable interest in AOG entities was purchased on March 31, 2023, and the Company now owns 100 % of Ares SSG’s fee-generating business.

The SSG Buyout was effectuated through newly issued shares of Class A common stock.

The remaining redeemable interest in AOG entities represents ownership in certain investments that were not included in the SSG Buyout and continues to be presented at the redemption amount within mezzanine equity within the Consolidated Statements of Financial Condition.

During the year ended December 31, 2023, the shareholders of Ares Acquisition Corporation (formerly NYSE:

AAC) (“AAC I”) elected to redeem the remaining amount of AAC I’s trust account following the extensions of the period to complete a business combination and the subsequent determination that it would not complete a business combination.

On April 25, 2023, Ares Acquisition Corporation II (NYSE:

During the year ended December 31, 2023, the Company purchased a portion of the redeemable interest in AOG entities (the “SSG Buyout”), and the Company now owns 100 % of Ares SSG’s fee-generating business.

The remaining redeemable interest in AOG entities represents ownership in certain investments that were not included in the 20 % ownership interest buyout arrangement, and continues to be presented at the redemption amount within mezzanine equity within the Consolidated Statements of Financial Condition.

During the year ended December 31, 2023, Ares Acquisition Corporation II (NYSE:

AACT) (“AAC II”), the Company’s second sponsored SPAC, consummated its initial public offering and generated gross proceeds of $ 500.0 million.

8 unchanged sentences

Currency translation adjustment, net of tax ( 426 )

Equity compensation 285

Balance as of December 31, 2022 93,129

Changes in ownership interests and related tax benefits ( 66,507 )

Distributions ( 2,883 )

Net loss ( 851 )

Net income 226

Currency translation adjustment, net of tax ( 41 )

1 unchanged sentence

Balance as of December 31, 2023 24,098

Changes in ownership interests and related tax benefits ( 66,507 )

Distributions ( 302 )

1 unchanged sentence

Currency translation adjustment, net of tax ( 403 )

Equity compensation 174

Balance as of December 31, 2024 $ 23,496

1 unchanged sentence

Balance as of December 31, 2022 $ 1,013,282

Gross proceeds from the initial public offering of AAC II 500,000

Change in redemption value 55,530

Redemptions from Class A ordinary shares of Ares Acquisition Corporation (formerly NYSE:

AAC) ( 1,045,874 )

Balance as of December 31, 2023 522,938

Gross proceeds from the initial public offering of AAC II 500,000

Change in redemption value 27,762

Redemptions from Class A ordinary shares of AAC I ( 1,045,874 )

Balance as of December 31, 2024 $ 550,700

1 unchanged sentence

The Company operates through its distinct operating segments.

On March 31, 2023, the Company executed the SSG Buyout.

The Company rebranded Ares SSG as Ares Asia and the Ares SSG credit business, including the Asian special situations, Asian secured lending and APAC direct lending strategies, as APAC credit.

APAC credit has been reclassified effective January 1, 2023 and is now presented within the Credit Group.

In connection with this reclassification, the Company will no longer use Strategic Initiatives to describe all other operating segments, instead reporting the collective results as Other.

The Company reclassified activities of APAC credit to the Credit Group to better align the segment presentation with the global asset classes and investment strategies.

Separately, the Private Equity Group includes APAC private equity following the Crescent Point Acquisition.

On January 1, 2024, the Company changed its segment composition.

The special opportunities strategy, historically part of the Private Equity Group, is now referred to as opportunistic credit and is presented within the Credit Group.

The Company has modified historical results to conform with its current presentation.

1 unchanged sentence

Credit Group:

The Credit Group manages credit strategies across the liquid and illiquid spectrum, including liquid credit, alternative credit, direct lending and APAC credit.

Private Equity Group:

The Private Equity Group broadly categorizes its investment strategies as corporate private equity, special opportunities and APAC private equity.

The Credit Group manages credit strategies across the liquid and illiquid spectrum, including liquid credit, alternative credit, opportunistic credit, direct lending and Asia-Pacific (“APAC”) credit.

Real Assets Group:

The Real Assets Group manages comprehensive equity and debt strategies across real estate and infrastructure investments.

Private Equity Group :

The Private Equity Group broadly categorizes its investment strategies as corporate private equity and APAC private equity.

Secondaries Group :

The Secondaries Group invests in secondary markets across a range of alternative asset class strategies, including private equity, real estate, infrastructure and credit.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Other represents a compilation of operating segments and strategic investments that seek to expand the Company’s reach and its scale in new and existing global markets but individually do not meet reporting thresholds.

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(i) Ares Insurance Solutions (“AIS”), the Company’s insurance platform that provides solutions to insurance clients including asset management, capital solutions and corporate development;

and (ii) the SPACs sponsored by the Company, among others.

The OMG consists of shared resource groups to support the Company’s operating segments by providing infrastructure and administrative support in the areas of accounting/finance, operations, information technology, legal, compliance, human resources, strategy, relationship management and distribution.

The OMG includes Ares Wealth Management Solutions, LLC (“AWMS”) that facilitates the product development, distribution, marketing and client management activities for investment offerings in the global wealth management channel.

Additionally, the OMG provides services to certain of the Company’s managed funds and vehicles, which reimburse the OMG for expenses either equal to the costs of services provided or as a percentage of invested capital.

(ii) the SPACs sponsored by the Company;

and (iii) a venture capital business with fund strategies that are focused on applied artificial intelligence, among others.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The Operations Management Group (the “OMG”) consists of shared resource groups to support the Company’s operating segments by providing infrastructure and administrative support in the areas of accounting/finance, operations, information technology, legal, compliance, human resources, strategy, relationship management, and distribution, including Ares Wealth Management Solutions, LLC (“AWMS”).

AWMS facilitates the product development, distribution, marketing and client management activities for investment offerings in the global wealth management channel.

Additionally, the OMG provides services to certain of the Company’s managed funds and vehicles, which may reimburse the OMG for expenses either equal to the costs of services provided or as a percentage of invested capital.

The OMG’s revenues and expenses are not allocated to the Company’s operating segments but the Company does consider the financial results of the OMG when evaluating its financial performance.

In February 2024, the Company announced that the special opportunities strategy, historically reported as a component of the Private Equity Group, will be integrated into the Credit Group to align management of this strategy and will form the foundation for a new opportunistic credit strategy.

For segment reporting purposes, the change will require the reclassification of the special opportunities strategy from the Private Equity Group to the Credit Group and will be presented in the Company’s consolidated financial statements beginning in 2024.

Segment Profit Measures:

These measures supplement and should be considered in addition to, and not in lieu of, the Consolidated Statements of Operations prepared in accordance with GAAP.

Fee related earnings (“FRE”) is used to assess core operating performance by determining whether recurring revenue, primarily consisting of management fees and fee related performance revenues, is sufficient to cover operating expenses and to generate profits.

FRE differs from income before taxes computed in accordance with GAAP as it excludes net performance income, investment income from our funds and adjusts for certain other items that the Company believes are not indicative of its core operating performance.

Fee related performance revenues, together with fee related performance compensation, is presented within FRE because it represents incentive fees from perpetual capital vehicles that is measured and eligible to be received on a recurring basis and not dependent on realization events from the underlying investments.

Realized income (“RI”) is an operating metric used by management to evaluate performance of the business based on operating performance and the contribution of each of the business segments to that performance, while removing the fluctuations of unrealized income and expenses, which may or may not be eventually realized at the levels presented and whose realizations depend more on future outcomes than current business operations.

Segment Profit Measure:

Realized income (“RI”), which includes fee related earnings (“FRE”) as a component, supplements and should be considered in addition to, and not in lieu of, the Consolidated Statements of Operations prepared in accordance with GAAP.

RI, a non-GAAP measure, is an operating metric used by management to evaluate performance of the business based on operating performance and the contribution of each of the business segments to that performance, while removing the fluctuations of unrealized income and expenses, which may or may not be eventually realized at the levels presented and whose realizations depend more on future outcomes than current business operations.

RI differs from income before taxes by excluding:

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Management believes RI is a more appropriate metric to evaluate the Company’s current business operations.

Management makes operating decisions and assesses the performance of each of the Company’s business segments based on financial and operating metrics and other data that is presented before giving effect to the consolidation of any of the Consolidated Funds.

FRE, a non-GAAP measure that is a component of RI, is used to assess core operating performance by determining whether recurring revenue, primarily consisting of management fees and fee related performance revenues, is sufficient to cover operating expenses and to generate profits.

FRE differs from income before taxes computed in accordance with GAAP as it excludes net performance income, investment income from Ares Funds and adjusts for certain other items that the Company believes are not indicative of its core operating performance.

The Company’s CODM is its Chief Executive Officer.

The CODM makes operating decisions and assesses the performance of each of the Company’s business segments based on financial and operating metrics and other data that is presented before giving effect to the consolidation of any of the Consolidated Funds.

Consequently, all segment data excludes the assets, liabilities and operating results related to the Consolidated Funds and non-consolidated funds.

Total assets by segments is not disclosed because such information is not used by the Company’s chief operating decision maker in evaluating the segments.

Ares Management Corporation

Notes to the Consolidated Financial Statements (Continued)

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

Many of the Ares Funds managed by the Company have mandates that allow for investing across different geographic regions, including North America, Europe, Asia-Pacific and the Middle East.

Total assets by segments is not disclosed because such information is not used by the Company’s CODM in evaluating the segments.

Many of the Ares Funds managed by the Company have mandates that allow for investing across different geographic regions, including North America, Europe, APAC and the Middle East.

The primary geographic region in which the Company invests in is North America and the majority of its revenues are generated in North America.

4 unchanged sentences

Year ended December 31, 2024

Credit Group Private Equity Group Real Assets Group Secondaries Group

Credit Group Real Assets Group Private Equity Group Secondaries Group

Total Segments OMG Total

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Investment income (loss)—realized 21,159 5,184 1,926 2,565 9,467 40,301 ( 650 ) 39,651

Interest and other investment income—realized 21,975 4,952 11,055 4,867 16,623 59,472 748 60,220

Interest income 11,671 7,649 1,970 972 35,810 58,072 1,723 59,795

Interest expense ( 34,578 ) ( 24,131 ) ( 22,632 ) ( 10,240 ) ( 50,659 ) ( 142,240 ) ( 701 ) ( 142,941 )

2 unchanged sentences

Year ended December 31, 2023

Credit Group Private Equity Group Real Assets Group Secondaries Group

Credit Group Real Assets Group Private Equity Group Secondaries Group

Total Segments OMG Total

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Investment income (loss)—realized 36,490 3,392 ( 712 ) 4,523 2,962 46,655 ( 470 ) 46,185

Interest and other investment income (expense)—realized 27,288 2,546 9,045 3,683 9,130 51,692 ( 1,588 ) 50,104

Interest income 9,788 3,165 38 344 13,831 27,166 1,218 28,384

Interest expense ( 29,732 ) ( 16,391 ) ( 18,990 ) ( 8,980 ) ( 32,026 ) ( 106,119 ) ( 156 ) ( 106,275 )

5 unchanged sentences

Year ended December 31, 2022

Credit Group Private Equity Group Real Assets Group Secondaries Group

Credit Group Real Assets Group Private Equity Group Secondaries Group

Total Segments OMG Total

10 unchanged sentences

Investment income (loss)—realized 27,831 9,898 4,001 3,640 1,850 47,220 ( 1,678 ) 45,542

Interest and other investment income—realized 20,728 11,514 7,252 2,261 3,597 45,352 226 45,578

Interest income 8,290 2,262 222 43 8,141 18,958 53 19,011

Interest expense ( 18,401 ) ( 11,346 ) ( 13,484 ) ( 5,660 ) ( 21,781 ) ( 70,672 ) ( 684 ) ( 71,356 )

1 unchanged sentence

Realized income $ 1,119,947 $ 322,465 $ 43,685 $ 109,165 $ ( 14,042 ) $ 1,581,220 $ ( 450,193 ) $ 1,131,027

The following table presents the components of the Company’s operating segments’ revenue, expenses and realized net investment income:

The following table presents the components of the Company’s operating segments’ revenue, expenses and realized net investment income (loss):

Year ended December 31,

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Total segment expenses $ 1,559,123 $ 1,400,999 $ 1,294,293

Segment realized net investment income (expense)

Segment realized net investment income (loss)

Investment income—realized $ 40,301 $ 46,655 $ 47,220

Interest and other investment income —realized 59,472 51,692 45,352

Interest income 58,072 27,166 18,958

Interest expense ( 142,240 ) ( 106,119 ) ( 70,672 )

Total segment realized net investment income (expense) $ ( 32,298 ) $ ( 4,494 ) $ 25,095

Total segment realized net investment loss $ ( 43,867 ) $ ( 32,298 ) $ ( 4,494 )

Ares Management Corporation

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OMG revenue ( 20,357 ) ( 23,685 ) ( 24,354 )

Acquisition-related incentive fees (2)

— — ( 47,873 )

Principal investment income, net of eliminations ( 45,424 ) ( 36,516 ) ( 12,278 )

3 unchanged sentences

(1) Represents administrative fees from expense reimbursements that are presented within administrative, transaction and other fees within the Company’s Consolidated Statements of Operations and are netted against the respective expenses for segment reporting.

(2) Represents a component of the purchase price from incentive fees associated with one-time contingent consideration recorded in connection with the Black Creek Acquisition.

100 % of the fees recognized in 2021 is presented within incentive fees in the Company’s Consolidated Statements of Operations of which 50 % is included on an unconsolidated basis.

The following table reconciles the Company’s consolidated expenses to segment expenses:

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(2) Represents contingent obligations (“earnouts”) resulting from the Landmark Acquisition, the Black Creek Acquisition, the Infrastructure Debt Acquisition and the Crescent Point Acquisition that are recorded as compensation expense and are presented within compensation and benefits within the Company’s Consolidated Statements of Operations.

(2) Represents bonus payments and contingent liabilities (“earnouts”) resulting from the acquisitions that are recorded as compensation expense and are presented within compensation and benefits within the Company’s Consolidated Statements of Operations.

Commitments and Contingencies” for a further description of the contingent liabilities related to the various acquisitions.

Ares Management Corporation

1 unchanged sentence

(Dollars in Thousands, Except Share Data and As Otherwise Noted)

The following table reconciles the Company’s consolidated other income to segment realized net investment income:

The following table reconciles the Company’s consolidated other income to segment realized net investment loss:

Year ended December 31,

1 unchanged sentence

Total consolidated other income $ 329,262 $ 499,037 $ 204,448

Investment (income) loss—unrealized ( 184,929 ) 12,769 ( 58,694 )

Interest and other investment (income) loss—unrealized 6,448 ( 25,603 ) 6,249

Investment income—unrealized ( 5,613 ) ( 178,481 ) ( 12,834 )

Other income, net from Consolidated Funds added in consolidation ( 379,090 ) ( 492,848 ) ( 250,144 )

6 unchanged sentences

Total consolidation adjustments and reconciling items ( 373,129 ) ( 531,335 ) ( 208,942 )

Total segment realized net investment income (expense) $ ( 32,298 ) $ ( 4,494 ) $ 25,095

Total segment realized net investment loss $ ( 43,867 ) $ ( 32,298 ) $ ( 4,494 )

The following table presents the reconciliation of income before taxes as reported in the Consolidated Statements of Operations to segment results of RI and FRE:

6 unchanged sentences

38,150 7,334 206,252

Acquisition-related incentive fees (2)

— — ( 47,873 )

Acquisition and merger-related expense 57,360 12,000 15,197

7 unchanged sentences

Total performance related compensation—unrealized 36,823 206,923 88,502

Total investment income—unrealized ( 178,481 ) ( 12,834 ) ( 52,445 )

Total net investment income—unrealized ( 5,613 ) ( 178,481 ) ( 12,834 )

Realized income 2,087,678 1,802,988 1,581,220

1 unchanged sentence

Total performance related compensation—realized 281,301 282,406 274,541

Total investment (income) loss—realized 32,298 4,494 ( 25,095 )

Total net investment loss—realized 43,867 32,298 4,494

Fee related earnings $ 1,982,667 $ 1,701,793 $ 1,442,234

(1) Represents earnouts resulting from the Landmark Acquisition, the Black Creek Acquisition, the Infrastructure Debt Acquisition and the Crescent Point Acquisition that are recorded as compensation expense and are presented within compensation and benefits within the Company’s Consolidated Statements of Operations.

(2) Represents a component of the purchase price from incentive fees associated with one-time contingent consideration recorded in connection with the Black Creek Acquisition.

100 % of the fees recognized in 2021 is presented within incentive fees within the Company’s Consolidated Statements of Operations of which 50 % is included on an unconsolidated basis for segment reporting purposes.

(1) Represents bonus payments and earnouts resulting from the acquisitions that are recorded as compensation expense and are presented within compensation and benefits within the Company’s Consolidated Statements of Operations.

Commitments and Contingencies” for a further description of the contingent liabilities related to the various acquisitions.

Ares Management Corporation

2 unchanged sentences

CONSOLIDATION

Deconsolidated Funds

Deconsolidation of Funds

Certain funds that have historically been consolidated in the financial statements that are no longer consolidated because, as of the reporting period:

(i) such funds have been liquidated or dissolved;

or (ii) the Company is no longer deemed to be the primary beneficiary of the VIEs as it no longer has a significant economic interest.

During the year ended December 31, 2023, the Company deconsolidated one SPAC as a result of liquidation and one private fund as a result of a significant change in ownership.

or (ii) the Company is no longer deemed to be the primary beneficiary of the VIE as it no longer has a significant economic interest.

During the year ended December 31, 2024, the Company deconsolidated one CLO as a result of significant change in ownership.

During the year ended December 31, 2023, the Company deconsolidated one SPAC as a result of liquidation and one private fund experienced a significant change in ownership that resulted in deconsolidation of the entity.

During the year ended December 31, 2022, the Company did not deconsolidate any entity.

During the year ended December 31, 2021, the Company deconsolidated one CLO as a result of a significant change in ownership.

Investments in Consolidated Variable Interest Entities

11 unchanged sentences

Maximum exposure to loss attributable to the Company’s investment in consolidated VIEs 791,133 910,600

910,600 537,239

Assets of consolidated VIEs

2 unchanged sentences

10,879,735 13,409,257

(1) As of December 31, 2023 and 2022, the Company’s maximum exposure of loss for CLO securities was equal to the cumulative fair value of our capital interest in CLOs and totaled $ 83.1 million and $ 82.0 million, respectively.

Year ended December 31,

21 unchanged sentences

Investments, at fair value — 12,187,044 — 12,187,044

Due from affiliates — 25,794 ( 11,643 ) 14,151

Receivable for securities sold — 202,782 — 202,782

20 unchanged sentences

Stockholders’ Equity

Series B mandatory convertible preferred stock, $ 0.01 par value, 1,000,000,000 shares authorized ( 30,000,000 shares issued and outstanding)

1,458,771 — — 1,458,771

Class A common stock, $ 0.01 par value, 1,500,000,000 shares authorized ( 199,872,571 shares issued and outstanding)

28 unchanged sentences

Investments, at fair value — 14,078,549 — 14,078,549

Due from affiliates — 26,531 ( 10,742 ) 15,789

Receivable for securities sold — 146,851 — 146,851

53 unchanged sentences

Interest expense ( 142,966 ) — — ( 142,966 )

Other income (expense), net ( 10,285 ) — 15,104 4,819

Other income, net 605 — 22 627

Net realized and unrealized gains on investments of the Consolidated Funds — 291,534 22,429 313,963

9 unchanged sentences

Net income attributable to non-controlling interests in Ares Operating Group entities 351,118 — — 351,118

Net income attributable to Ares Management Corporation 463,742 — — 463,742

Series B mandatory convertible preferred stock dividends declared 22,781 — — 22,781

Net income attributable to Ares Management Corporation Class A and non-voting common stockholders $ 440,961 $ — $ — $ 440,961

17 unchanged sentences

Other income (expense)

Net realized and unrealized gains (losses) on investments ( 27,924 ) — 32,656 4,732

Net realized and unrealized gains on investments 76,415 — 1,158 77,573

Interest and dividend income 29,850 — ( 10,574 ) 19,276

Interest expense ( 106,276 ) — — ( 106,276 )

Other income, net 11,904 — 1,215 13,119

Other income (expense), net ( 10,285 ) — 15,104 4,819

Net realized and unrealized gains on investments of the Consolidated Funds — 239,802 22,898 262,700

7 unchanged sentences

Net income attributable to Ares Operating Group entities 885,796 — — 885,796

Net loss attributable to redeemable interest in Ares Operating Group entities ( 851 ) — — ( 851 )

Net income attributable to redeemable interest in Ares Operating Group entities 226 — — 226

Net income attributable to non-controlling interests in Ares Operating Group entities 411,244 — — 411,244

18 unchanged sentences

Other income (expense)

Net realized and unrealized gains on investments 11,920 — 7,182 19,102

Net realized and unrealized gains (losses) on investments ( 27,924 ) — 32,656 4,732

Interest and dividend income 25,196 — ( 15,797 ) 9,399

4 unchanged sentences

Interest expense of the Consolidated Funds — ( 424,887 ) 13,526 ( 411,361 )

Total other income, net 4,439 256,375 2,868 263,682

Total other income (expense), net ( 62,180 ) 250,144 16,484 204,448

Income before taxes 391,142 163,156 ( 43,492 ) 510,806

5 unchanged sentences

Net income attributable to non-controlling interests in Ares Operating Group entities 152,892 — — 152,892

Net income attributable to Ares Management Corporation 408,837 — — 408,837

Series A Preferred Stock dividends paid 10,850 — — 10,850

Series A Preferred Stock redemption premium 11,239 — — 11,239

Net income attributable to Ares Management Corporation Class A and non-voting common stockholders $ 167,541 $ — $ — $ 167,541

7 unchanged sentences

Net income $ 814,963 $ 302,696 $ ( 6,924 ) $ 1,110,735

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

Equity compensation expense 352,851 — — 352,851

4 unchanged sentences

Proceeds from sale of investments 799,221 — ( 115,583 ) 683,638

Adjustments to reconcile net income to net cash used in operating activities allocable to non-controlling interests in Consolidated Funds:

Adjustments to reconcile net income to net cash provided by operating activities allocable to non-controlling interests in Consolidated Funds:

Net realized and unrealized gains on investments — ( 291,534 ) ( 22,429 ) ( 313,963 )

10 unchanged sentences

Change in cash and cash equivalents held at Consolidated Funds — — ( 77,978 ) ( 77,978 )

Net cash relinquished with consolidation/deconsolidation of Consolidated Funds — ( 623 ) — ( 623 )

Net cash relinquished with deconsolidation of Consolidated Funds — ( 46,205 ) — ( 46,205 )

Change in other assets and receivables held at Consolidated Funds — ( 44,647 ) ( 5,127 ) ( 49,774 )

Change in other liabilities and payables held at Consolidated Funds — 47,464 ( 466 ) 46,998

Net cash provided by (used in) operating activities 473,107 ( 479,141 ) ( 227,227 ) ( 233,261 )

Net cash provided by operating activities 1,404,724 1,560,532 ( 174,102 ) 2,791,154

Cash flows from investing activities:

3 unchanged sentences

Cash flows from financing activities:

Net proceeds from issuance of Series B mandatory convertible preferred stock 1,458,771 — — 1,458,771

Net proceeds from issuance of Class A common stock 407,124 — — 407,124

Proceeds from Credit Facility 1,210,000 — — 1,210,000

1 unchanged sentence

Repayments of Credit Facility ( 2,105,000 ) — — ( 2,105,000 )

Repayment of senior notes ( 250,000 ) — — ( 250,000 )

Dividends and distributions ( 1,310,896 ) — — ( 1,310,896 )

5 unchanged sentences

Distributions to non-controlling interests in Consolidated Funds — ( 150,470 ) 26,449 ( 124,021 )

Redemptions of redeemable interests in Consolidated Funds — ( 1,045,874 ) — ( 1,045,874 )

Borrowings under loan obligations by Consolidated Funds — 359,351 — 359,351

Repayments under loan obligations by Consolidated Funds — ( 2,228,351 ) — ( 2,228,351 )

Net cash provided by (used in) financing activities ( 404,761 ) 894,530 ( 197,643 ) 292,126

Net cash used in financing activities ( 77,727 ) ( 1,449,991 ) 96,124 ( 1,431,594 )

Effect of exchange rate changes ( 7,892 ) ( 32,562 ) — ( 40,454 )

3 unchanged sentences

Supplemental disclosure of non-cash financing activities:

Issuance of Class A common stock in connection with acquisition-related activities $ 239,545 $ — $ — $ 239,545

Issuance of AOG Units in connection with settlement of management incentive program $ 245,647 $ — $ — $ 245,647

Equity issued in connection with acquisition-related activities $ 21,002 $ — $ — $ 21,002

Supplemental disclosure of cash flow information:

12 unchanged sentences

Depreciation and amortization 231,712 — — 231,712

Net realized and unrealized losses on investments 15,717 — ( 4,788 ) 10,929

Net realized and unrealized gains on investments ( 197,874 ) — 107,137 ( 90,737 )

Other non-cash amounts 74 — — 74

Investments purchased ( 726,051 ) — 218,119 ( 507,932 )

13 unchanged sentences

Change in cash and cash equivalents held at Consolidated Funds — — ( 424,870 ) ( 424,870 )

Net cash relinquished with deconsolidation of Consolidated Funds — ( 623 ) — ( 623 )

Change in other assets and receivables held at Consolidated Funds — ( 53,916 ) 33,669 ( 20,247 )

16 unchanged sentences

Distributions to non-controlling interests in Consolidated Funds — ( 119,604 ) 18,476 ( 101,128 )

Redemptions of redeemable interests in Consolidated Funds — ( 1,045,874 ) — ( 1,045,874 )

Borrowings under loan obligations by Consolidated Funds — 1,387,297 — 1,387,297

6 unchanged sentences

Supplemental disclosure of non-cash financing activities:

Issuance of Class A common stock in connection with acquisition-related activities $ 12,835 $ — $ — $ 12,835

Equity issued in connection with acquisition-related activities $ 239,545 $ — $ — $ 239,545

Equity issued in connection with settlement of management incentive program $ 245,647 $ — $ — $ 245,647

Supplemental disclosure of cash flow information:

12 unchanged sentences

Depreciation and amortization 341,341 — — 341,341

Net realized and unrealized gains on investments ( 96,331 ) — 7,353 ( 88,978 )

Other non-cash amounts ( 31,070 ) — — ( 31,070 )

Net realized and unrealized losses on investments 15,717 — ( 4,788 ) 10,929

Investments purchased ( 443,505 ) — 72,381 ( 371,124 )

13 unchanged sentences

Change in cash and cash equivalents held at Consolidated Funds — — 324,550 324,550

Net cash acquired with consolidation/deconsolidation of Consolidated Funds — ( 39,539 ) — ( 39,539 )

Change in other assets and receivables held at Consolidated Funds — 286,895 ( 135,000 ) 151,895

6 unchanged sentences

Cash flows from financing activities:

Net proceeds from issuance of Class A common stock 827,430 — — 827,430

Proceeds from Credit Facility 1,380,000 — — 1,380,000

Proceeds from issuance of subordinated notes 450,000 — — 450,000

Proceeds from issuance of senior notes 488,915 — — 488,915

Repayments of Credit Facility ( 1,095,000 ) — — ( 1,095,000 )

Dividends and distributions ( 836,364 ) — — ( 836,364 )

Series A Preferred Stock dividends ( 10,850 ) — — ( 10,850 )

Redemption of Series A Preferred Stock ( 310,000 ) — — ( 310,000 )

Stock option exercises 21,205 — — 21,205

12 unchanged sentences

Supplemental disclosure of non-cash financing activities:

Issuance of AOG Units in connection with acquisition-related activities $ 510,848 $ — $ — $ 510,848

Equity issued in connection with acquisition-related activities $ 12,835 $ — $ — $ 12,835

Supplemental disclosure of cash flow information:

8 unchanged sentences

In February 2025, the Company’s board of directors declared a quarterly dividend of $ 1.12 per share of Class A and non-voting common stock payable on March 31, 2025 to common stockholders of record at the close of business on March 17, 2025.

In February 2025, the Company’s board of directors declared a quarterly dividend of $ 0.84375 per share of Series B mandatory convertible preferred stock payable on April 1, 2025 to preferred stockholders of record on March 15, 2025.

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 9A. Controls and Procedures