What changed in this filing

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Item 1. Financial Statements

2025-08-01 compared with 2025-05-02 · 119 added, 115 removed, 526 unchanged (31% of the section changed)

3 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

(in millions, except per share data) 2025 2024 2025 2024

12 unchanged sentences

Impairment of intangible assets

24.4 — 24.4 —

General, administrative and other 183.7 180.1 551.7 507.2

6 unchanged sentences

Expenses of consolidated investment products ( 11.0 ) ( 8.8 ) ( 29.8 ) ( 20.6 )

Other income (expenses), net ( 102.9 ) 108.8 ( 8.7 ) 233.5

Other income, net 22.5 77.6 13.8 311.1

Income before taxes 176.6 300.1 532.5 869.4

13 unchanged sentences

(in millions) Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

2025 2024 2025 2024

3 unchanged sentences

Net unrealized gains (losses) on defined benefit plans, net of tax ( 2.7 ) ( 0.1 ) ( 5.5 ) 0.3

Net unrealized gains on investments, net of tax — 0.1 — 0.1

Net unrealized gains (losses) on investments, net of tax 0.1 ( 0.1 ) 0.1 —

Total other comprehensive income (loss) 85.7 ( 8.7 ) 6.3 21.4

8 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(in millions, except share and per share data) March 31,

(in millions, except share and per share data) June 30,

2025 September 30,

1 unchanged sentence

Receivables 1,723.2 1,479.1

Investments (including $ 636.4 and $ 838.0 at fair value at March 31, 2025 and September 30, 2024)

Investments (including $ 1,080.6 and $ 838.0 at fair value at June 30, 2025 and September 30, 2024)

2,620.4 2,338.4

24 unchanged sentences

Common stock, $ 0.10 par value, 1,000,000,000 shares authorized;

525,404,160 and 523,596,548 shares issued and outstanding at March 31, 2025 and September 30, 2024

518,373,940 and 523,596,548 shares issued and outstanding at June 30, 2025 and September 30, 2024

Capital in excess of par

1,062.4 947.6

Retained earnings 11,610.3 11,927.6

16 unchanged sentences

(in millions)

for the six months ended

March 31, 2025 Shares Amount

for the nine months ended

June 30, 2025 Shares Amount

Balance at October 1, 2024 523.6 $ 52.4 $ 947.6 $ 11,927.6 $ ( 419.5 ) $ 12,508.1 $ 734.9 $ 13,243.0

24 unchanged sentences

Balance at March 31, 2025 525.4 $ 52.5 $ 1,062.4 $ 11,730.0 $ ( 498.9 ) $ 12,346.0 $ 815.1 $ 13,161.1

Net income 92.3 92.3 4.4 96.7

Other comprehensive income 85.7 85.7 85.7

Dividends declared on common stock ($ 0.32 per share)

( 171.0 ) ( 171.0 ) ( 171.0 )

Repurchase of common stock ( 7.3 ) ( 0.7 ) ( 156.7 ) — ( 157.4 ) ( 157.4 )

Issuance of common stock 0.3 — 6.7 6.7 6.7

Stock-based compensation 42.6 42.6 42.6

Net subscriptions and other 28.1 28.1

Net consolidation of investment products

Adjustment to fair value of redeemable noncontrolling interests ( 41.0 ) ( 41.0 ) ( 41.0 )

Balance at June 30, 2025 518.4 $ 51.8 $ 955.0 $ 11,610.3 $ ( 413.2 ) $ 12,203.9 $ 850.5 $ 13,054.4

See Notes to Consolidated Financial Statements.

7 unchanged sentences

(in millions)

for the six months ended

March 31, 2024 Shares Amount

for the nine months ended

June 30, 2024 Shares Amount

Balance at October 1, 2023 495.9 $ 49.6 $ — $ 12,376.6 $ ( 509.3 ) $ 11,916.9 $ 630.9 $ 12,547.8

23 unchanged sentences

Balance at March 31, 2024 526.2 $ 52.6 $ 1,022.3 $ 12,265.4 $ ( 479.2 ) $ 12,861.1 $ 720.6 $ 13,581.7

Net income 174.0 174.0 15.0 189.0

Other comprehensive loss ( 8.7 ) ( 8.7 ) ( 8.7 )

Dividends declared on common stock ($ 0.31 per share)

( 167.0 ) ( 167.0 ) ( 167.0 )

Repurchase of common stock ( 4.3 ) ( 0.4 ) ( 101.1 ) — ( 101.5 ) ( 101.5 )

Issuance of common stock 0.2 — 4.5 4.5 4.5

Stock-based compensation 58.9 58.9 58.9

Net subscriptions and other 29.4 29.4

Adjustment to fair value of redeemable noncontrolling interests 48.9 48.9 48.9

Balance at June 30, 2024 522.1 $ 52.2 $ 984.6 $ 12,321.3 $ ( 487.9 ) $ 12,870.2 $ 765.0 $ 13,635.2

See Notes to Consolidated Financial Statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

Nine Months Ended

(in millions) 2025 2024

Net Income $ 360.4 $ 663.6

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

Adjustments to reconcile net income to net cash provided by operating activities:

Stock-based compensation 170.0 194.6

5 unchanged sentences

Income from investments in equity method investees ( 38.5 ) ( 122.3 )

Net losses (gains) on investments of consolidated investment products 101.8 ( 3.0 )

Net losses on investments of consolidated investment products 63.1 19.4

Net purchase of investments by consolidated investment products ( 87.6 ) ( 459.5 )

2 unchanged sentences

Changes in operating assets and liabilities:

Increase in receivables and other assets ( 48.2 ) ( 55.1 )

Decrease (increase) in receivables and other assets 24.3 ( 61.4 )

Decrease in investments, net 15.5 23.8

3 unchanged sentences

Decrease in accounts payable and accrued expenses of consolidated investment products ( 7.5 ) ( 93.7 )

Net cash used in operating activities ( 195.3 ) ( 115.3 )

Net cash provided by operating activities 1,086.8 413.1

Purchase of investments ( 904.4 ) ( 952.0 )

5 unchanged sentences

Payments of deferred consideration liability ( 90.5 ) ( 434.9 )

Net (deconsolidation) consolidation of investment products ( 4.1 ) 15.1

Net consolidation of investment products 0.2 12.0

Net cash used in investing activities ( 1,901.3 ) ( 1,222.7 )

4 unchanged sentences

[Table continued from previous page]

Six Months Ended

Nine Months Ended

(in millions) 2025 2024

6 unchanged sentences

Payments on repurchase agreement

( 48.9 ) ( 45.8 )

Proceeds from debt of consolidated investment products 5,184.0 1,617.6

14 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2025

June 30, 2025

Note 1 – Basis of Presentation

17 unchanged sentences

(in millions, except per share data) Three Months Ended

Six Months Ended

Nine Months Ended

2025 2024 2025 2024

11 unchanged sentences

Diluted 0.15 0.32 0.70 1.03

There were no nonparticipating nonvested stock unit awards excluded from the calculation of diluted earnings per share because their effect would have been antidilutive for the three and six months ended March 31, 2025 and such awards were insignificant for the three and six months ended March 31, 2024.

Nonparticipating nonvested stock unit awards excluded from the calculation of diluted earnings per share because their effect would have been antidilutive were not significant for the three and nine months ended June 30, 2025 and 2024.

Note 4 – Revenues

3 unchanged sentences

Luxembourg Total

for the three months ended March 31, 2025

for the three months ended June 30, 2025

Investment management fees

9 unchanged sentences

Luxembourg Total

for the six months ended March 31, 2025

for the nine months ended June 30, 2025

Investment management fees

9 unchanged sentences

Luxembourg Total

for the three months ended March 31, 2024

for the three months ended June 30, 2024

Investment management fees

9 unchanged sentences

Luxembourg Total

for the six months ended March 31, 2024

for the nine months ended June 30, 2024

Investment management fees

7 unchanged sentences

Operating revenues are attributed to geographic areas based on the locations of the subsidiaries that provide the services, which may differ from the regions in which the related investment products are sold.

Revenues earned from sponsored funds were 83 % of the Company’s total operating revenues for the three and six months ended March 31, 2025 and March 31, 2024.

Revenues earned from sponsored funds were 83 % of the Company’s total operating revenues for the three and nine months ended June 30, 2025 and 82 % for the three and nine months ended June 30, 2024.

Note 5 – Investments

2 unchanged sentences

Investments consisted of the following:

(in millions) March 31,

(in millions) June 30,

2025 September 30,

8 unchanged sentences

The Company has entered into repurchase agreements with a third-party financing company for certain investments held by the Company.

As of March 31, 2025 and September 30, 2024, other liabilities includes repurchase agreements of $ 119.9 million and $ 111.4 million with investments of $ 124.1 million and $ 121.7 million in carrying value pledged as collateral.

As of June 30, 2025 and September 30, 2024, other liabilities includes repurchase agreements of $ 166.9 million and $ 111.4 million with investments of $ 167.9 million and $ 121.7 million in carrying value pledged as collateral.

The repurchase agreements have contractual maturity dates ranging between 2030 to 2038.

5 unchanged sentences

Expedient Total

as of March 31, 2025

as of June 30, 2025

Investments, at fair value

6 unchanged sentences

Total Liabilities Measured at Fair Value $ 261.7 $ — $ 21.5 $ — $ 283.2

As of March 31, 2025, there were $ 39.7 million of other investments which were adjusted to fair value on a nonrecurring basis and excluded from the table above.

As of June 30, 2025, there were $ 16.1 million of other investments which were adjusted to fair value on a nonrecurring basis and excluded from the table above.

(in millions) Level 1 Level 2 Level 3 NAV as a

11 unchanged sentences

These investments were as follows:

(in millions) March 31,

(in millions) June 30,

2025 September 30,

6 unchanged sentences

1 The investments are expected to be returned through distributions over the life of the funds as a result of liquidations of the funds’ underlying assets.

Investments with known liquidation periods have an expected weighted-average life of 2.1 years and 1.9 years at March 31, 2025 and September 30, 2024.

Investments with known liquidation periods have an expected weighted-average life of 2.4 years and 1.9 years at June 30, 2025 and September 30, 2024.

2 Investments are redeemable on a semi-monthly, monthly and quarterly basis.

1 unchanged sentence

(in millions) Fair Value

Level March 31, 2025 September 30, 2024

Level June 30, 2025 September 30, 2024

Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value

8 unchanged sentences

CIPs consist of mutual and other investment funds, limited partnerships and similar structures and collateralized loan obligations (“CLOs”), all of which are sponsored by the Company, and include both voting interest entities and variable interest entities (“VIEs”).

The Company had 73 CIPs, including 21 CLOs, as of March 31, 2025 and 77 CIPs, including 22 CLOs, as of September 30, 2024.

The balances related to CIPs included in the Company’s consolidated balance sheets were as follows:

(in millions) March 31,

(in millions) June 30,

2025 September 30,

14 unchanged sentences

$ 12,631.7 $ 12,351.8

The consolidation of CIPs did not have a significant impact on net income attributable to the Company during the three and six months ended March 31, 2025 and 2024.

The consolidation of CIPs did not have a significant impact on net income attributable to the Company during the three and nine months ended June 30, 2025 and 2024.

The Company has no right to the CIPs’ assets, other than its direct equity investments in them and investment management and other fees earned from them.

5 unchanged sentences

Expedient Total

as of March 31, 2025

as of June 30, 2025

Cash and cash equivalents of CLOs $ 399.3 $ — $ — $ — $ 399.3

13 unchanged sentences

These investments were as follows:

(in millions) March 31,

(in millions) June 30,

2025 September 30,

6 unchanged sentences

2 Investments are redeemable on a monthly basis and liquidation periods are unknown.

3 As of March 31, 2025, there were no investments with unfunded commitments.

3 Of the total unfunded commitments, the Company was contractually obligated to fund $ 9.9 million based on its ownership percentage in the CIPs, at September 30, 2024.

Changes in Level 3 assets were as follows:

(in millions) Equity and Debt

for the three months ended March 31, 2025

Balance at January 1, 2025 $ 573.5

Gains included in investment and other income (losses) of consolidated investment products, net 2.3

Purchases 10.9

Transfers into Level 3 0.2

Transfers out of Level 3 ( 39.2 )

Balance at March 31, 2025 $ 545.0

Change in unrealized losses included in net income relating to assets held at March 31, 2025 $ ( 17.1 )

(in millions) Equity and Debt

for the six months ended March 31, 2025

Balance at October 1, 2024 $ 550.1

Gains included in investment and other income (losses) of consolidated investment products, net 24.3

Changes in Level 3 assets of equity and debt securities were as follows:

Three Months Ended

Nine Months Ended

(in millions)

2025 2024 2025 2024

Balance at beginning of period

$ 545.0 $ 591.0 $ 550.1 $ 584.9

Gains (losses) included in investment and other income (losses) of consolidated investment products, net ( 4.6 ) ( 29.8 ) 19.7 ( 68.0 )

Purchases 19.1 17.5 39.2 44.1

Net consolidations 3.8

( 17.2 ) ( 0.7 ) ( 31.5 ) ( 1.2 )

Net (deconsolidations) consolidations 8.4 — 12.2 ( 12.5 )

Transfers into Level 3 — — 0.2 1.1

Transfers out of Level 3 ( 0.1 ) — ( 39.3 ) —

Balance at March 31, 2025 $ 545.0

Change in unrealized gains included in net income relating to assets held at March 31, 2025 $ 2.8

(in millions) Equity and Debt

for the three months ended March 31, 2024

Balance at January 1, 2024 $ 551.5

Losses included in investment and other income of consolidated investment products, net ( 0.1 )

Purchases 22.8

Net deconsolidations ( 12.5 )

Balance at March 31, 2024 $ 591.0

Change in unrealized gains included in net income relating to assets held at March 31, 2024 $ —

(in millions) Equity and Debt

for the six months ended March 31, 2024

Balance at October 1, 2023 $ 584.9

Losses included in investment and other income of consolidated investment products, net ( 38.2 )

Purchases 26.6

Net deconsolidations ( 12.5 )

Transfers into Level 3 1.1

Balance at March 31, 2024 $ 591.0

Change in unrealized losses included in net income relating to assets held at March 31, 2024 $ ( 37.6 )

Balance at End of Period

$ 550.6 $ 578.0 $ 550.6 $ 578.0

Change in unrealized losses included in net income relating to assets held at end of period $ ( 3.9 ) $ ( 29.8 ) $ ( 8.0 ) $ ( 67.4 )

Valuation techniques and significant unobservable inputs used in Level 3 fair value measurements were as follows:

(in millions)

as of March 31, 2025 Fair Value Valuation Technique Significant Unobservable Inputs Range (Weighted Average 1 )

as of June 30, 2025 Fair Value Valuation Technique Significant Unobservable Inputs Range (Weighted Average 1 )

Equity and debt securities $ 286.7 Market pricing Private sale pricing $ 0.27 –$ 1,850.00 ($ 148.20 ) per share

14 unchanged sentences

1 Based on the relative fair value of the instruments.

If the relevant significant inputs used in the market-based valuations, other than discount for lack of marketability, were independently higher (lower) as of March 31, 2025, the resulting fair value of the assets would be higher (lower).

If the relevant significant inputs used in the discounted cash flow, as well as the discount for lack of marketability used in the market-based valuations, were independently higher (lower) as of March 31, 2025, the resulting fair value of the assets would be lower (higher).

If the relevant significant inputs used in the market-based valuations, other than discount for lack of marketability, were independently higher (lower), the resulting fair value of the assets would be higher (lower).

If the relevant significant inputs used in the discounted cash flow, as well as the discount for lack of marketability used in the market-based valuations, were independently higher (lower), the resulting fair value of the assets would be lower (higher).

Financial instruments of CIPs that were not measured at fair value were as follows:

(in millions) Fair Value

Level March 31, 2025 September 30, 2024

Level June 30, 2025 September 30, 2024

Value Estimated

8 unchanged sentences

1 Substantially all was Level 2.

Debt of CLOs totaled $ 9,532.3 million and $ 9,341.5 million at March 31, 2025 and September 30, 2024.

The debt had fixed and floating interest rates ranging from 2.39 % to 13.04 % with a weighted-average effective interest rate of 6.58 % at March 31, 2025, and from 2.39 % to 13.73 % with a weighted-average effective interest rate of 7.36 % at September 30, 2024.

Debt of CLOs totaled $ 9,577.6 million and $ 9,341.5 million at June 30, 2025 and September 30, 2024.

The debt had fixed and floating interest rates ranging from 2.39 % to 12.38 % with a weighted-average effective interest rate of 6.08 % at June 30, 2025, and from 2.39 % to 13.73 % with a weighted-average effective interest rate of 7.36 % at September 30, 2024.

The floating rates were based on the Secured Overnight Financing Rate.

The contractual maturities for the debt of CLOs at March 31, 2025 were as follows:

The contractual maturities for the debt of CLOs at June 30, 2025 were as follows:

(in millions)

5 unchanged sentences

The unpaid principal balance and fair value of the investments of CLOs were as follows:

(in millions) March 31,

(in millions) June 30,

2025 September 30,

2 unchanged sentences

Fair Value $ 9,939.1 $ 9,352.1

Investments 90 days or more past due were immaterial at March 31, 2025 and September 30, 2024.

The Company recognized $ 15.6 million and $ 27.3 million of net gains during the three and six months ended March 31, 2025 and $ 9.7 million and $ 30.5 million of net gains during the three and six months ended March 31, 2024, related to its own economic interests in the CLOs.

The aggregate principal related to the debt of CLOs was $ 9,481.7 million and $ 9,282.8 million at March 31, 2025 and September 30, 2024.

Investments 90 days or more past due were immaterial at June 30, 2025 and September 30, 2024.

The Company recognized $ 14.0 million and $ 41.3 million of net gains during the three and nine months ended June 30, 2025 and $ 9.4 million and $ 39.9 million of net gains during the three and nine months ended June 30, 2024, related to its own economic interests in the CLOs.

The aggregate principal related to the debt of CLOs was $ 9,674.5 million and $ 9,282.8 million at June 30, 2025 and September 30, 2024.

Note 8 – Redeemable Noncontrolling Interests

2 unchanged sentences

CIPs Minority Interests Total CIPs Minority Interests Total

for the three months ended March 31,

for the three months ended June 30,

Balance at beginning of period $ 1,196.1 $ 820.8 $ 2,016.9 $ 643.5 $ 610.4 $ 1,253.9

Net income (loss) ( 167.4 ) 9.0 ( 158.4 ) 32.7 10.1 42.8

Net income 9.0 11.0 20.0 30.8 12.2 43.0

Net subscriptions (distributions) and other 22.1 ( 33.4 ) ( 11.3 ) 142.3 ( 26.8 ) 115.5

Net consolidations (deconsolidations) ( 52.5 ) — ( 52.5 ) 43.8 — 43.8

— — — 20.2 — 20.2

Net deconsolidations ( 686.1 ) — ( 686.1 ) ( 97.3 ) — ( 97.3 )

Adjustment to fair value — 41.0 41.0 — ( 48.9 ) ( 48.9 )

2 unchanged sentences

CIPs Minority Interests Total CIPs Minority Interests Total

for the six months ended March 31,

for the nine months ended June 30,

Balance at beginning of period $ 687.8 $ 634.0 $ 1,321.8 $ 580.1 $ 446.0 $ 1,026.1

1 unchanged sentence

Net subscriptions (distributions) and other 147.2 ( 31.8 ) 115.4 171.9 ( 42.7 ) 129.2

Net consolidations (deconsolidations) 511.7 — 511.7 ( 16.2 ) — ( 16.2 )

Net deconsolidations ( 174.4 ) — ( 174.4 ) ( 113.5 ) — ( 113.5 )

— — — 20.2 — 20.2

4 unchanged sentences

The Company’s maximum exposure to loss from these VIEs consists of equity investments, investment management and other fee receivables as follows:

(in millions) March 31,

(in millions) June 30,

2025 September 30,

4 unchanged sentences

As it has done in the past, the Company also may voluntarily elect to provide its sponsored funds with additional direct or indirect financial support based on its business objectives.

The Company did not provide financial or other support to its sponsored funds assessed as VIEs during the six months ended March 31, 2025 or fiscal year 2024.

The Company did not provide financial or other support to its sponsored funds assessed as VIEs during the nine months ended June 30, 2025 or fiscal year 2024.

Note 10 – Commitments and Contingencies

1 unchanged sentence

India Credit Fund Closure Matters .

During the six months ended March 31, 2025, there were no significant changes from the disclosure in the Form 10‑K for the fiscal year ended September 30, 2024.

Western Asset Management Investigations.

During the nine months ended June 30, 2025, there were no significant changes from the disclosure in the Form 10‑K for the fiscal year ended September 30, 2024.

Western Asset Management Investigations and Litigation.

As previously disclosed, the Company launched an internal investigation into certain trade allocations of treasury derivatives in select Western Asset Management (“WAM”) managed accounts.

2 unchanged sentences

WAM also received notice of an investigation into these trading activities by the CFTC.

As previously disclosed, Ken Leech, the former co-Chief Investment Officer of WAM, received a “Wells Notice” from the staff of the SEC in August 2024 and is now on administrative leave.

On June 30, 2025, the CFTC informed WAM that it closed its investigation.

The SEC and DOJ investigations remain ongoing.

The Company and WAM have fully cooperated, and will continue to fully cooperate with the SEC and DOJ investigations.

Ken Leech, the former co-Chief Investment Officer of WAM, received a “Wells Notice” from the staff of the SEC in August 2024 and was placed on administrative leave at that time, as previously disclosed.

Leech recently retired and is no longer with the Company.

On November 25, 2024, the SEC filed a complaint in the United States District Court for the Southern District of New York against Mr.

2 unchanged sentences

Leech for similar allegations and for false statements made to the SEC.

The Company and WAM have fully cooperated, and will continue to fully cooperate with these investigations.

Blockchain Litigation.

The Company, two of its subsidiaries, the Company’s CEO, and an individual employee were named as defendants in litigation filed by Blockchain Innovation, LLC.

The parties reached an agreement to resolve this previously-disclosed matter, pursuant to which the action is expected to be dismissed.

The resolution of this matter did not have a material impact on the consolidated financial statements.

On July 3, 2025, Franklin, WAM and Ken Leech were named as defendants in a lawsuit filed by the Western PA Electrical Employees Insurance Trust Fund in the U.S.

District Court for the Western District of Pennsylvania seeking class certification on behalf of shareholders of two funds managed by WAM for the period January 1, 2021 through October 31, 2023.

The plaintiff is pursuing claims under the Securities Exchange Act of 1934 against all defendants in connection with trade allocations made by Mr.

Leech in that period that are also the subject of the investigations reported above.

The plaintiff is seeking, among other things, damages, interest, and costs and expenses, including attorneys’ fees.

Franklin Templeton 401(k) Retirement Plan Litigation .

On July 22, 2025, Franklin and the Franklin Templeton 401(k) Retirement Plan Committee were named as defendants in a lawsuit filed by certain former employees in the U.S.

District Court for the Northern District of California.

The plaintiffs seek to represent a class of participants and beneficiaries of the Franklin Templeton 401(k) Retirement Plan (the “Plan”) who were invested in funds managed by the Company at any time on or after July 22, 2019.

The plaintiffs are pursuing claims under the Employee Retirement Income Security Act of 1974 for alleged breaches of fiduciary duties and failure to monitor the Plan fiduciaries in connection with the Plan’s inclusion of certain proprietary funds as investment options.

The plaintiffs are seeking, among other things, damages, disgorgement, removal of certain investments from the Plan, removal and replacement of the Plan’s fiduciaries, attorneys’ fees and costs, and pre-judgment interest.

The lawsuits reported above against the Company are in their preliminary stages.

Management believes the claims made in the lawsuits are without merit and the Company intends to defend against them vigorously.

The Company cannot predict the outcome of these lawsuits or estimate any reasonably possible loss or range of loss that may arise from any negative outcome.

Other Litigation and Regulatory Matters.

1 unchanged sentence

Management is of the opinion that the ultimate resolution of such claims will not materially affect the Company’s business, financial position, results of operations or liquidity.

In management’s opinion, an adequate accrual has been made as of March 31, 2025 to provide for any probable losses that may arise from such matters for which the Company could reasonably estimate an amount.

In management’s opinion, an adequate accrual has been made as of June 30, 2025 to provide for any probable losses that may arise from such matters for which the Company could reasonably estimate an amount.

Indemnifications and Guarantees

4 unchanged sentences

Future payments for claims against the Company under these indemnities or guarantees could negatively impact the Company’s financial condition.

In management’s opinion, no material loss was deemed probable or reasonably possible pursuant to such indemnification agreements and/or guarantees as of March 31, 2025.

In management’s opinion, no material loss was deemed probable or reasonably possible pursuant to such indemnification agreements and/or guarantees as of June 30, 2025.

Other Commitments and Contingencies

At March 31, 2025, there were no other material changes in the other commitments and contingencies as reported in the Company’s Annual Report on Form 10-K for fiscal year 2024.

At June 30, 2025, there were no other material changes in the other commitments and contingencies as reported in the Company’s Annual Report on Form 10-K for fiscal year 2024.

Note 11 – Stock-Based Compensation

4 unchanged sentences

Shares Weighted-

for the six months ended March 31, 2025

for the nine months ended June 30, 2025

Nonvested balance at October 1, 2024 16,594 3,314 19,908 $ 24.03

2 unchanged sentences

Forfeited/canceled ( 661 ) ( 297 ) ( 958 ) 23.41

Nonvested Balance at March 31, 2025 22,169 3,128 25,297 $ 22.65

Total unrecognized compensation expense related to nonvested stock and stock unit awards was $ 259.1 million at March 31, 2025.

Nonvested Balance at June 30, 2025 21,591 3,020 24,611 $ 22.58

Total unrecognized compensation expense related to nonvested stock and stock unit awards was $ 205.4 million at June 30, 2025.

This expense is expected to be recognized over a remaining weighted-average vesting period of 1.7 years.

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

(in millions) 2025 2024 2025 2024

7 unchanged sentences

Investment and other income, net $ 23.4 $ 74.5 $ 128.0 $ 300.2

Net gains (losses) recognized on equity securities measured at fair value and trading debt securities that were held by the Company were $ 82.7 million and $( 1.0 ) million for the three and six months ended March 31, 2025 and $ 9.5 million and $ 86.1 million for the three and six months ended March 31, 2024.

Note 13 - Subsequent Event

On April 30, 2025, the Company entered into an Amended and Restated Revolving Credit Agreement (the “Amended and Restated Credit Agreement”) with a five year term and $ 1.1 billion of aggregate available borrowings.

As of April 30, 2025, the $ 300.0 million of borrowings outstanding under the Company’s prior credit facility were transferred to the Amended and Restated Credit Agreement.

For additional information please see Part II.

Other Information - Entry into Amended and Restated Revolving Credit Agreement.

Net gains (losses) recognized on equity securities measured at fair value and trading debt securities that were held by the Company were $ 56.3 million and $( 3.6 ) million for the three and nine months ended June 30, 2025 and $( 6.9 ) million and $ 76.0 million for the three and nine months ended June 30, 2024.

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-Q

Item 1. Financial Statements