DigitalBridge Group, Inc. 10-Q

Item 1. Financial Statements. DigitalBridge Group, Inc. Consolidated Balance Sheets (In thousands, except per share data) March 31, 2025 (Unaudited) December 31, 2024 Assets Cash and cash equivalents $ 349,912 $ 302,154 Restricted cash 4,194 4,144 Investments ($ 321,411 and $ 318,941 at fair value) 2,388,618 2,492,268 Goodwill 465,602 465,602 Intangible assets 66,531 72,460 Other assets 57,385 52,504 Due from affiliates 106,786 124,186 Total assets $ 3,439,028 $ 3,513,318 Liabilities Debt $ 296,886 $ 296,362 Other liabilities ($ 56,122 and $ 54,730 at fair value) 677,377 725,766 Total liabilities 974,263 1,022,128 Commitments and contingencies (Note 16) Redeemable noncontrolling interests 24,100 24,356 Equity Stockholders’ equity: Preferred stock, $ 0.01 par value per share; $ 821,899 liquidation preference; 250,000 shares authorized; 32,876 shares issued and outstanding 794,670 794,670 Common stock, $ 0.01 par value per share Class A, 237,250 shares authorized; 176,094 and 174,202 shares issued and outstanding 1,761 1,742 Class B, 250 shares authorized; 150 shares issued and outstanding 2 2 Additional paid-in capital 8,001,880 7,999,165 Accumulated deficit ( 6,840,143 ) ( 6,837,502 ) Accumulated other comprehensive income (loss) 2,597 505 Total stockholders’ equity 1,960,767 1,958,582 Noncontrolling interests in investment entities 402,780 430,528 Noncontrolling interests in Operating Company 77,118 77,724 Total equity 2,440,665 2,466,834 Total liabilities, redeemable noncontrolling interests and equity $ 3,439,028 $ 3,513,318 The accompanying notes form an integral part of the consolidated financial statements. 4 Table of Contents DigitalBridge Group, Inc. Consolidated Statements of Operations (In thousands, except per share data (Unaudited) Three Months Ended March 31, 2025 2024 Revenues Fee revenue ($ 87,164 and $ 69,811 from affiliates) $ 90,139 $ 72,955 Carried interest allocation ( 55,464 ) ( 8,478 ) Principal investment income 5,307 2,845 Other income ($ 2,358 and $ 2,486 from affiliates) 5,465 7,071 Total revenues 45,447 74,393 Expenses Compensation expense—cash and equity-based 46,110 51,184 Compensation expense—incentive fee and carried interest allocation ( 22,304 ) ( 6,714 ) Administrative and other expenses 15,946 24,310 Interest expense 3,898 5,192 Transaction-related costs 4,421 760 Depreciation and amortization 7,226 9,167 Total expenses 55,297 83,899 Other income (loss) Other gain (loss), net ( 519 ) ( 5,894 ) Income (loss) from continuing operations before income taxes ( 10,369 ) ( 15,400 ) Income tax benefit (expense) ( 301 ) ( 1,246 ) Income (loss) from continuing operations ( 10,670 ) ( 16,646 ) Income (loss) from discontinued operations ( 4,185 ) ( 14,120 ) Net income (loss) ( 14,855 ) ( 30,766 ) Net income (loss) attributable to noncontrolling interests: Redeemable noncontrolling interests ( 748 ) 733 Investment entities ( 27,882 ) 1,467 Operating Company ( 7 ) ( 3,338 ) Net income (loss) attributable to DigitalBridge Group, Inc. 13,782 ( 29,628 ) Preferred stock dividends 14,660 14,660 Net income (loss) attributable to common stockholders $ ( 878 ) $ ( 44,288 ) Income (loss) per share—basic Income (loss) from continuing operations per common share—basic $ 0.01 $ ( 0.20 ) Net income (loss) attributable to common stockholders per common share—basic $ ( 0.01 ) $ ( 0.28 ) Income (loss) per share—diluted Income (Loss) from continuing operations per common share—diluted $ 0.01 $ ( 0.20 ) Net income (loss) attributable to common stockholders per common share—diluted $ ( 0.01 ) $ ( 0.28 ) Weighted average number of shares Basic 171,680 161,043 Diluted 171,930 161,043 Dividends declared per common share $ 0.01 $ 0.01 The accompanying notes form an integral part of the consolidated financial statements. 5 Table of Contents DigitalBridge Group, Inc. Consolidated Statements of Comprehensive Income (Loss) (In thousands) (Unaudited) Three Months Ended March 31, 2025 2024 Net income (loss) $ ( 14,855 ) $ ( 30,766 ) Changes in accumulated other comprehensive income (loss) related to foreign currency translation 2,229 ( 754 ) Comprehensive income (loss) ( 12,626 ) ( 31,520 ) Comprehensive income (loss) attributable to noncontrolling interests: Redeemable noncontrolling interests ( 748 ) 733 Investment entities ( 27,882 ) 1,467 Operating Company 135 ( 3,392 ) Comprehensive income (loss) attributable to stockholders $ 15,869 $ ( 30,328 ) The accompanying notes form an integral part of the consolidated financial statements. 6 Table of Contents DigitalBridge Group, Inc. Consolidated Statements of Equity (In thousands, except per share data) (Unaudited) Preferred Stock Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity Noncontrolling Interests in Investment Entities Noncontrolling Interests in Operating Company Total Equity Balance at December 31, 2023 $ 794,670 $ 1,634 $ 7,855,842 $ ( 6,842,502 ) $ 1,411 $ 1,811,055 $ 605,311 $ 74,935 $ 2,491,301 Net income (loss) — — — ( 29,628 ) — ( 29,628 ) 1,467 ( 3,338 ) ( 31,499 ) Other comprehensive income (loss) — — — — ( 700 ) ( 700 ) — ( 54 ) ( 754 ) Settlement of Wafra contingent consideration — 10 17,490 — — 17,500 — — 17,500 Reclassification of warrants (Note 9) — — 33,000 — — 33,000 — — 33,000 Exchange of notes for common stock (Note 6) — 7 5,934 — — 5,941 — — 5,941 Redemption of OP Units for class A common stock — 1 514 — — 515 — ( 515 ) — Equity-based compensation — 14 8,127 — — 8,141 — 39 8,180 Shares canceled for tax withholdings on vested equity awards — ( 4 ) ( 8,299 ) — — ( 8,303 ) — — ( 8,303 ) Contributions from noncontrolling interests — — — — — — 8,609 — 8,609 Distributions to noncontrolling interests — — — — — — ( 4,695 ) ( 123 ) ( 4,818 ) Preferred stock dividends — — — ( 14,660 ) — ( 14,660 ) — — ( 14,660 ) Common stock dividends declared ($ 0.01 per share) — — — ( 1,662 ) — ( 1,662 ) — — ( 1,662 ) Reallocation of equity (Notes 2 and 8) — — ( 2,743 ) — 1 ( 2,742 ) — 2,742 — Balance at March 31, 2024 $ 794,670 $ 1,662 $ 7,909,865 $ ( 6,888,452 ) $ 712 $ 1,818,457 $ 610,692 $ 73,686 $ 2,502,835 The accompanying notes form an integral part of the consolidated financial statements. 7 Table of Contents DigitalBridge Group, Inc. Consolidated Statements of Equity (Continued) (In thousands, except per share data) (Unaudited) Preferred Stock Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity Noncontrolling Interests in Investment Entities Noncontrolling Interests in Operating Company Total Equity Balance at December 31, 2024 $ 794,670 $ 1,744 $ 7,999,165 $ ( 6,837,502 ) $ 505 $ 1,958,582 $ 430,528 $ 77,724 $ 2,466,834 Net income (loss) — — — 13,782 — 13,782 ( 27,882 ) ( 7 ) ( 14,107 ) Other comprehensive income (loss) — — — — 2,087 2,087 — 142 2,229 Redemption of OP Units for class A common stock — — 84 — — 84 — ( 84 ) — Equity-based compensation — 24 7,091 — — 7,115 — 40 7,155 Shares canceled for tax withholdings on vested equity awards — ( 5 ) ( 5,032 ) — — ( 5,037 ) — — ( 5,037 ) Contributions from noncontrolling interests — — — — — — 2,897 — 2,897 Distributions to noncontrolling interests — — — — — — ( 2,763 ) ( 120 ) ( 2,883 ) Preferred stock dividends — — — ( 14,660 ) — ( 14,660 ) — — ( 14,660 ) Common stock dividends declared ($ 0.01 per share) — — — ( 1,763 ) — ( 1,763 ) — — ( 1,763 ) Reallocation of equity (Notes 2 and 8) — — 572 — 5 577 — ( 577 ) — Balance at March 31, 2025 $ 794,670 $ 1,763 $ 8,001,880 $ ( 6,840,143 ) $ 2,597 $ 1,960,767 $ 402,780 $ 77,118 $ 2,440,665 The accompanying notes form an integral part of the consolidated financial statements. 8 Table of Contents DigitalBridge Group, Inc. Consolidated Statements of Cash Flows (In thousands) (Unaudited) Three Months Ended March 31, 2025 2024 Cash Flows from Operating Activities Net income (loss) $ ( 14,855 ) $ ( 30,766 ) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Unrealized carried interest allocation, net 34,026 1,044 Unrealized principal investment income (loss) 29,731 ( 468 ) Equity-based compensation 7,155 8,680 Amortization of deferred financing costs and debt discount and premium, net 524 664 Depreciation and amortization 7,226 9,167 Deferred income tax (benefit) expense ( 295 ) ( 734 ) Other (gain) loss, net 623 19,267 Other adjustments, net ( 287 ) 32 (Increase) decrease in other assets and due from affiliates 11,997 1,940 Increase (decrease) in other liabilities and due to affiliates ( 25,547 ) ( 35,835 ) Net cash generated by (used in) operating activities 50,298 ( 27,009 ) Cash Flows from Investing Activities Contributions to and acquisition of equity investments ( 26,529 ) ( 59,129 ) Return of capital from equity and debt investments 29,658 15,979 Proceeds from sale of equity investments 14,651 23,471 Purchase of fixed assets ( 306 ) ( 3,055 ) Investment deposits — 766 Net cash generated by (used in) investing activities 17,474 ( 21,968 ) Cash Flows from Financing Activities Dividends paid to preferred stockholders ( 14,660 ) ( 14,660 ) Dividends paid to common stockholders ( 1,744 ) ( 1,634 ) Shares canceled for tax withholdings on vested equity awards ( 5,037 ) ( 8,303 ) Contributions from noncontrolling interests 4,197 9,609 Distributions to and redemption of noncontrolling interests ( 4,631 ) ( 15,983 ) Payment of contingent consideration to Wafra — ( 17,500 ) Net cash generated by (used in) financing activities ( 21,875 ) ( 48,471 ) Effect of foreign exchange on cash, cash equivalents and restricted cash 1,911 ( 661 ) Net increase (decrease) in cash, cash equivalents and restricted cash 47,808 ( 98,109 ) Cash, cash equivalents and restricted cash—beginning of period 306,298 350,250 Cash, cash equivalents and restricted cash—end of period $ 354,106 $ 252,141 9 Table of Contents DigitalBridge Group, Inc. Consolidated Statements of Cash Flows (Continued) (In thousands) (Unaudited) Reconciliation of cash, cash equivalents and restricted cash to consolidated balance sheets Three Months Ended March 31, 2025 2024 Beginning of period Cash and cash equivalents $ 302,154 $ 345,335 Restricted cash 4,144 4,915 Total cash, cash equivalents and restricted cash—beginning of period $ 306,298 $ 350,250 End of period Cash and cash equivalents $ 349,912 $ 247,354 Restricted cash 4,194 4,787 Total cash, cash equivalents and restricted cash—end of period $ 354,106 $ 252,141 Supplemental Disclosure of Cash Flow Information Three Months Ended March 31, (In thousands) 2025 2024 Supplemental Disclosure of Cash Flow Information Cash paid for interest $ 3,439 $ 5,691 Cash received (paid) for income taxes ( 314 ) 836 Operating lease payments for corporate offices 2,211 2,352 Supplemental Disclosure of Cash Flows from Discontinued Operations Net cash generated by (used in) operating activities of discontinued operations $ ( 270 ) $ 431 Net cash generated by (used in) investing activities of discontinued operations — 27 Supplemental Disclosure of Noncash Investing and Financing Activities Dividends and distributions payable $ 16,542 $ 16,563 Redemption of OP Units for common stock 84 515 Exchange of notes into shares of class A common stock — 5,941 Settlement of Wafra contingent consideration through issuance of class A common stock — 17,500 Operating lease ROU assets and lease liabilities established for corporate offices 928 — The accompanying notes form an integral part of the consolidated financial statements. 10 Table of Contents DigitalBridge Group, Inc. Notes to Consolidated Financial Statements March 31, 2025 (Unaudited) 1. Business and Organization DigitalBridge Group, Inc. ("DBRG," and together with its consolidated subsidiaries, the "Company") is a leading global investment manager in digital infrastructure. The Company deploys and manages capital on behalf of its investors and shareholders across the digital infrastructure ecosystem, including but not limited to, data centers, cell towers, fiber networks, small cells, and edge infrastructure. The Company's investment management platform is anchored by its flagship value-add digital infrastructure equity offerings, as well as offerings in core equity, credit, liquid securities, and its InfraBridge mid-market infrastructure equity. Organization The Company operates as a taxable C Corporation and conducts all of its activities and holds substantially all of its assets and liabilities through its operating subsidiary, DigitalBridge Operating Company, LLC (the "Operating Company" or the "OP") . At March 31, 2025, the Company owned 94 % of the OP , as its sole managing member. The remaining 6 % is owned by certain current and former employees of the Company as noncontrolling interests. 2. Summary of Significant Accounting Policies The significant accounting policies of the Company are described below. Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. These statements reflect all normal and recurring adjustments which, in the opinion of management, are necessary to present fairly the financial position, results of operations and cash flows of the Company for the interim periods presented. However, the results of operations for the interim period presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2025, or any other future period. These interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in, or presented as exhibits to, the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. The accompanying consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All significant intercompany accounts and transactions have been eliminated. The portions of equity, net income or loss and other comprehensive income or loss of consolidated subsidiaries that are not attributable to the parent are presented separately as amounts attributable to noncontrolling interests in the consolidated financial statements. Noncontrolling interests represent predominantly: carried interest allocation and equity interests held by current and former employees in general partner entities of the Company's sponsored funds; participation rights held by a third party investor to a share of carried interest and economics in a sponsored fund; limited partners of consolidated funds; and membership interests in OP primarily held by certain current and former employees of the Company. To the extent the Company consolidates a subsidiary that is subject to industry-specific guidance, such as investment company accounting applied by the Company's sponsored funds that are consolidated, the Company retains the industry-specific guidance applied by that subsidiary in its consolidated financial statements. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and assumptions. Principles of Consolidation The Company consolidates entities in which it has a controlling financial interest by first considering if an entity meets the definition of a variable interest entity ("VIE") for which the Company is deemed to be the primary beneficiary, or if the Company has the power to control an entity through a majority of voting interest or through other arrangements. Variable Interest Entities —A VIE is an entity that (i) lacks sufficient equity to finance its activities without additional subordinated financial support from other parties; (ii) has equity holders who lack the characteristics of a controlling 11 Table of Contents financial interest; and/or (iii) is established with non-substantive voting rights. A VIE is consolidated by its primary beneficiary, which is defined as the party who has a controlling financial interest in the VIE through (a) power to direct the activities of the VIE that most significantly affect the VIE’s economic performance, and (b) obligation to absorb losses or right to receive benefits of the VIE that could be significant to the VIE. This assessment may involve subjectivity in the determination of which activities most significantly affect the VIE’s performance, and estimates about current and future fair value of the assets held by the VIE and financial performance of the VIE. In assessing its interests in the VIE, the Company also considers interests held by its related parties, including de facto agents. Additionally, the Company assesses whether it is a member of a related party group that collectively meets the power and benefits criteria and, if so, whether the Company is most closely associated with the VIE. In performing the related party analysis, the Company considers both qualitative and quantitative factors, including, but not limited to: the characteristics and size of its investment relative to the related party; the Company’s and the related party's ability to control or significantly influence key decisions of the VIE including consideration of involvement by de facto agents; the obligation or likelihood for the Company or the related party to fund operating losses of the VIE; and the similarity and significance of the VIE’s business activities to those of the Company and the related party. The determination of whether an entity is a VIE, and whether the Company is the primary beneficiary, may involve significant judgment, and depends upon facts and circumstances specific to an entity at the time of the assessment. Voting Interest Entities —Unlike VIEs, voting interest entities have sufficient equity to finance their activities and equity investors exhibit the characteristics of a controlling financial interest through their voting rights. The Company consolidates such entities when it has the power to control these entities through ownership of a majority of the entities' voting interests or through other arrangements. At each reporting period, the Company reassesses whether changes in facts and circumstances cause a change in the status of an entity as a VIE or voting interest entity, and/or a change in the Company's consolidation assessment. Changes in consolidation status are applied prospectively. An entity may be consolidated as a result of this reassessment, in which case, the assets, liabilities and noncontrolling interests in the entity are recorded at fair value upon initial consolidation. Any existing equity interest held by the Company in the entity prior to the Company obtaining control will be remeasured at fair value, which may result in a gain or loss recognized upon initial consolidation. However, if the consolidation represents an asset acquisition of a voting interest entity, the Company's existing interest in the acquired assets, if any, is not remeasured to fair value but continues to be carried at historical cost. The Company may also deconsolidate a subsidiary as a result of this reassessment, which may result in a gain or loss recognized upon deconsolidation depending on the carrying values of deconsolidated assets and liabilities compared to the fair value of any interests retained. Noncontrolling Interests Redeemable Noncontrolling Interests —This represents noncontrolling interests in sponsored open-end funds in the liquid securities strategy that are consolidated by the Company. The limited partners of these funds have the ability to withdraw all or a portion of their interests from the funds in cash with advance notice. Redeemable noncontrolling interests is presented outside of permanent equity. Allocation of net income or loss to redeemable noncontrolling interests is based upon their ownership percentage during the period. The carrying amount of redeemable noncontrolling interests is adjusted to its redemption value at the end of each reporting period to an amount not less than its initial carrying value, except for amounts contingently redeemable which will be adjusted to redemption value only when redemption is probable. Such adjustments will be recognized in additional paid-in capital. Noncontrolling Interests in Investment Entities —This represents (i) carried interest allocation and equity interests held by current and former employees in general partner entities of the Company's sponsored funds (Note 14); (ii) participation rights held by a third party investor to a share of carried interest and economics in a sponsored fund; and (iii) limited partners of consolidated closed-end funds. Excluding carried interests, allocation of net income or loss is generally based upon relative ownership interests. Noncontrolling Interests in Operating Company —This represents membership interests in OP held by certain current and former employees of the Company. Noncontrolling interests in OP are allocated a share of net income or loss in OP based upon their weighted average ownership interest in OP during the period. Noncontrolling interests in OP have the right to require OP to redeem part or all of such member’s membership units in OP ("OP Units") for cash based on the market value of an equivalent number of shares of class A common stock of the Company at the time of redemption, or at the Company's election as managing member of OP, through issuance of shares of class A common stock (registered or unregistered) on a one -for-one basis. At the end of each reporting period, noncontrolling interests in OP is adjusted to reflect their ownership percentage in OP at the end of the period, through a reallocation between controlling and noncontrolling interests in OP, as applicable. 12 Table of Contents Discontinued Operations If the disposition of a component, being an operating or reportable segment, business unit, subsidiary or asset group, represents a strategic shift that has or will have a major effect on the Company’s operations and financial results, the operating profits or losses of the component when classified as held for sale, and the gain or loss upon disposition of the component, are presented as discontinued operations in the statements of operations. A business or asset group acquired in connection with a business combination that meets the criteria to be accounted for as held for sale at the date of acquisition is reported as discontinued operations, regardless of whether it meets the strategic shift criterion. The Company's discontinued operations in the periods presented herein represent residual activities from the Company's former real estate investments along with an adjacent investment management business, which have predominantly been disposed as part of the Company's transformation into an investment manager with a digital infrastructure focus. Recently Adopted Accounting Pronouncements Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which enhances existing annual income tax disclosures, primarily requiring disaggregation of: (i) effective tax rate reconciliation using both percentages and amounts into specific categories, with further disaggregation by nature and/or jurisdiction of certain categories that meet the threshold of 5% of expected tax; and (ii) income taxes paid (net of refunds received) between federal, state/local and foreign, with further disaggregation by jurisdiction if any amount represents 5% or more of total income taxes paid (net of refunds received). The ASU also eliminates existing disclosures related to: (a) reasonably possible significant changes in the total amount of unrecognized tax benefits within 12 months of the reporting date; and (b) the cumulative amount of each type of temporary difference for which deferred tax liability has not been recognized (due to the exception to recognizing deferred taxes related to subsidiaries and corporate joint ventures). The Company adopted this ASU on a prospective basis on its effective date of January 1, 2025. The new guidance is not expected to have a material impact on the Company's annual income tax disclosures beginning the year ending December 31, 2025. Future Accounting Standards Disaggregation of Income Statement Expenses In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses, in response to longstanding investor requests for disaggregated information about expenses by nature to supplement income statement expenses presented by function (for example, cost of sales and administrative expenses). The new standard requires tabular disclosure in a footnote, disaggregating each income statement line item that contains any of the following natural expenses: (a) purchases of inventory; (b) employee compensation; (c) depreciation; (d) intangible asset amortization; and (e) depletion. If an expense caption that is presented as a natural expense on the income statement includes more than one of the required expense categories, further disaggregation is required. For example, an expense caption consisting of depreciation and intangible asset amortization would need to be disaggregated to separately disclose each category in the footnotes. An expense caption that consists entirely of one of the required natural expense categories is not required to be disaggregated. Further, certain expenses, gains or losses that are required to be disclosed under US GAAP, if they are recorded within the expense line items that contain any of the prescribed expense categories, are to be separately quantified within the same tabular disclosure. Any remaining amounts in expense line items that contain any of the prescribed expense categories that have not been separately quantified are to be included in the tabular disclosure to reconcile to the corresponding amount on the income statement and to be qualitatively described. The ASU is effective for annual reporting periods beginning January 1, 2027 and interim reporting periods beginning January 1, 2028. Early adoption is permitted. Transition is prospective with the option to apply retrospective application. The Company is currently evaluating the effects of this new guidance. 13 Table of Contents 3. Investments The Company's equity and debt investments are represented by the following: (In thousands) March 31, 2025 December 31, 2024 Equity method investments Principal investments $ 1,343,859 $ 1,391,316 Carried interest allocation 836,619 894,553 Marketable equity securities 258 242 Other equity investments 23,983 24,612 CLO subordinated notes 34,395 35,122 2,239,114 2,345,845 Equity investments of consolidated funds Marketable equity securities 86,350 83,269 Other investments 63,154 63,154 $ 2,388,618 $ 2,492,268 Equity Method Investments Principal Investments Principal investments represent investments in the Company's sponsored investment vehicles, accounted for as equity method investments as the Company exerts significant influence in its role as general partner. The Company typically has a small percentage interest in its sponsored funds as general partner or special limited partner. The Company also has additional investments as general partner affiliate alongside the funds' limited partners, primarily with respect to the Company's flagship value-add funds, InfraBridge funds and single asset funds invested in data center portfolio companies, DataBank and Vantage SDC, respectively. The Company's proportionate share of net income (loss) from investments in its sponsored investment vehicles, primarily unrealized gain (loss) from changes in fair value of the underlying fund investments, and any distributions of income, including from realization events, are recorded in principal investment income on the consolidated statements of operations. Carried Interest Allocation Carried interest allocation represents a disproportionate allocation of returns of up to 20 % to the Company, as general partner or special limited partner (which may be paid to the special limited partner entity owned by the Company in place of the general partner entity), based upon the extent to which cumulative performance of a sponsored fund exceeds minimum return hurdles, typically an annual preferred return of 6 % to 8 %. Carried interest allocation generally arises when appreciation in value of the underlying investments of the fund exceeds the minimum return hurdles, after factoring in a return of invested capital and a return of certain costs of the fund pursuant to terms of the governing documents of the fund. The amount of carried interest allocation recognized is based upon the cumulative performance of the fund if it were liquidated as of the reporting date. Unrealized carried interest allocation is driven primarily by changes in fair value of the underlying investments of the fund, which may be affected by various factors, including but not limited to, the projected financial performance of the portfolio company, economic conditions, foreign exchange rates and comparable transactions in the market. For funds that have exceeded the minimum return hurdle but have not returned all capital to the limited partners, unrealized carried interest allocation may be subject to reversal over time as preferred returns continue to accrue on unreturned capital. Realization of carried interest allocation occurs upon disposition of all underlying investments of the fund, or in part with each disposition. Generally, carried interest allocation is distributed upon profitable disposition of an investment if at the time of distribution, cumulative returns of the fund exceed minimum return hurdles. Depending on the final realized value of all investments at the end of the life of a fund (and, with respect to certain funds, periodically during the life of the fund), if it is determined that cumulative carried interest allocation distributed has exceeded the final carried interest allocation amount earned (or amount earned as of the calculation date), the Company is obligated to return the excess carried interest allocation received. Therefore, carried interest allocation distributed may be subject to clawback if a decline in investment values results in cumulative performance of the fund falling below minimum return hurdles in the interim period. If it is determined that the Company has a clawback obligation, a liability would be established based upon a hypothetical liquidation of the net assets of the fund at the reporting date. The actual determination and required payment of any clawback obligation would generally occur after final disposition of the investments of the fund or otherwise as set forth in the governing documents of the fund. 14 Table of Contents Carried interest allocation on the balance sheet date represents unrealized carried interest allocation in connection with sponsored funds that are currently in the early stage of their lifecycle. Carried interest allocation is presented gross of management allocation. Carried Interest Distributed Carried interest of $ 2.5 million was distributed during the first quarter of 2025 and recognized in carried interest allocations, of which $ 1.6 million of the distributed carried interest was allocated to current and former employees, recorded as either carried interest compensation or amounts attributable to noncontrolling interests (Note 14). There was no distribution of carried interest during the first quarter of 2024. Clawback Obligation The Company did not have a liability for clawback obligations on carried interest distributed as of March 31, 2025 and December 31, 2024. With respect to funds that have distributed carried interest, if in the event all of their investments are deemed to have no value, all of the carried interest distributed to date of $ 183.4 million would be subject to clawback as of March 31, 2025, of which $ 122.3 million would be the responsibility of the recipients, being employees/former employees and a third party participation interest. For this purpose, a portion of carried interest distributed is generally held back from employees and former employees at the time of distribution. The amount withheld resides in entities outside of the Company. Generally, the Company, through the OP, has guaranteed the clawback obligation of its subsidiaries that act as general partner or special limited partner of its respective sponsored funds, for the benefit of these funds and their limited partners. Other Equity Investments Other equity investments include investments warehoused potentially for future sponsored funds and an investment in a managed account. Warehoused investments are generally carried at fair value or under the measurement alternative, which is at cost, adjusted for impairment and observable price changes. Changes in the value of these investments are recorded in other gain (loss) on the consolidated statements of operations. Debt Investments Interest income on debt investments is recorded in other income. CLO Subordinated Notes The Company holds all of the subordinated notes of a collateralized loan obligation ("CLO"), sponsored and managed by a third party. The CLO subordinated notes are classified as available-for-sale ("AFS") debt securities. In October 2024, the secured notes of the CLO were refinanced, with no change in the underlying collateral asset pool. The legal final maturity date, and reinvestment and non-call periods of the CLO were extended by two years . All of the Company’s subordinated notes remain outstanding. The Company received $ 10.4 million of excess net proceeds from the refinance as the subordinated note holder, which was applied as a return of capital. The stated legal final maturity of the CLO has been extended to 2037. Following the end of the non-call period of the CLO, which is now October 2026, the subordinated notes may be redeemed (in whole, not in part) at the option of the collateral manager or the Company with consent of the collateral manager, if there is sufficient proceeds from sale of collateral assets, including payment of expenses therewith. The redemption price for the subordinated notes is equal to the excess interest and principal proceeds payable at the time of redemption. The balance of the CLO subordinated notes is summarized as follows: Amortized Cost without Allowance for Credit Loss Allowance for Credit Loss Gross Cumulative Unrealized (in thousands) Gains Losses Fair Value March 31, 2025 $ 34,395 $ — $ — $ — $ 34,395 December 31, 2024 35,122 — — — 35,122 In estimating fair value of the CLO subordinated notes, classified as Level 3 of the fair value hierarchy, the Company used a benchmarking approach by looking to the implied credit spreads derived from observed prices on recent comparable CLO issuances, and also considering the current size and diversification of the CLO collateral pool, and projected return on the subordinated notes. Based upon these data points, at March 31, 2025 and December 31, 2024, the Company determined that the issued price of the subordinated notes, net of capital distributions, approximates a reasonable representation of fair value and that the CLO subordinated notes are not impaired. 15 Table of Contents Equity Investments of Consolidated Funds The Company consolidates sponsored funds in which it has more than an insignificant equity interest in the fund as general partner (Note 13). Equity investments of consolidated funds are composed primarily of marketable equity securities held by funds in the liquid securities strategy and equity investments in digital infrastructure portfolio companies held by single asset funds. Equity investments of consolidated funds are carried at fair value with changes in fair value recorded in other gain (loss) on the consolidated statements of operations. 4. Intangible Assets Intangible assets are composed of the following: March 31, 2025 December 31, 2024 (In thousands) Carrying Amount (1)(2) Accumulated Amortization (1)(2) Net Carrying Amount (1) Carrying Amount (1)(2) Accumulated Amortization (1)(2) Net Carrying Amount (1) Investment management contracts $ 138,256 $ ( 101,939 ) $ 36,317 $ 138,494 $ ( 97,371 ) $ 41,123 Investor relationships 53,832 ( 26,248 ) 27,584 53,322 ( 24,761 ) 28,561 Trade name 4,300 ( 2,446 ) 1,854 4,300 ( 2,337 ) 1,963 Other (3) 1,518 ( 742 ) 776 1,518 ( 705 ) 813 $ 197,906 $ ( 131,375 ) $ 66,531 $ 197,634 $ ( 125,174 ) $ 72,460 __________ (1) Presented net of impairments and write-offs, if any. (2) Exclude intangible assets that were fully amortized in prior years. (3) Represents primarily the value of an acquired domain name. Amortization expense for finite-lived intangible assets totaled $ 6.6 million and $ 8.3 million for the three months ended March 31, 2025 and 2024, respectively. There was no impairment of identifiable intangible assets in the periods presented. Future Amortization of Intangible Assets The following table presents the expected future amortization of finite-lived intangible assets: Year Ending December 31, (In thousands) Remaining 2025 2026 2027 2028 2029 2030 and thereafter Total Amortization expense $ 18,723 $ 17,696 $ 12,008 $ 7,914 $ 3,101 $ 7,089 $ 66,531 5. Restricted Cash, Other Assets and Other Liabilities Restricted Cash Restricted cash principally represents cash reserves that are maintained pursuant to the governing agreements of the securitized debt of the Company. Other Assets The following table summarizes the Company's other assets. (In thousands) March 31, 2025 December 31, 2024 Prepaid taxes and deferred tax assets, net $ 3,219 $ 3,447 Operating lease right-of-use asset for corporate offices 28,830 28,901 Accounts receivable, net 7,342 3,056 Prepaid expenses 6,186 4,531 Other assets 2,059 2,412 Fixed assets, net (1) 9,330 9,712 Assets of discontinued operations (2) 419 445 Total other assets $ 57,385 $ 52,504 __________ (1) Net of accumulated depreciation of $ 10.7 million at March 31, 2025 and $ 10.0 million at December 31, 2024 . (2) Assets of discontinued operations consists of remaining equity investments excluded from the Company's previous bulk sale of its real estate related investments. 16 Table of Contents Other Liabilities The following table summarizes the Company's other liabilities: (In thousands) March 31, 2025 December 31, 2024 Deferred investment management fees (1) $ 8,807 $ 9,306 Interest payable on corporate debt 98 164 Common and preferred stock dividends payable 16,542 16,524 Current and deferred income tax liability 5,905 5,798 Accrued compensation 26,675 54,644 Accrued incentive fee and carried interest compensation 462,743 497,288 Operating lease liability for corporate offices 43,275 43,351 Contingent consideration payable—InfraBridge (Note 9) 2,200 6,100 DBRG stock warrants (Note 9) 100 700 Accounts payable and accrued expenses 38,671 26,327 Due to affiliates (Note 14) 1,595 1,675 Other liabilities 5,750 6,579 Liabilities of discontinued operations 303 259 Securities sold short—consolidated funds 53,822 47,930 Due to custodians—consolidated funds 10,891 9,121 Other liabilities $ 677,377 $ 725,766 __________ (1) Deferred investment management fees are expected to be recognized as fee revenue over a weighted average period of 3.3 years and 3.2 years as of March 31, 2025 and December 31, 2024. Deferred investment management fees recognized as income of $ 1.5 million and $ 1.2 million in the three months ended March 31, 2025 and 2024, respectively, pertain to the deferred management fee balance at the beginning of each respective period. Deferred Income Taxes The Company has significant deferred tax assets, related principally to capital loss carryforwards, outside basis difference in DBRG's interest in the OP, outside basis difference in investment in partnerships and net operating losses generated by a taxable U.S. subsidiary. As of March 31, 2025 and December 31, 2024 , a full valuation allowance has been established as the realizability of these deferred tax assets did not meet the more-likely-than-not threshold. 6. Debt The Company's corporate debt is composed of a securitized financing facility and, prior to their full exchange or redemption in 2024, senior notes issued by the OP that are recourse to the Company, as discussed further below. March 31, 2025 December 31, 2024 (In thousands) Principal Deferred Financing Cost Amortized Cost Principal Deferred Financing Cost Amortized Cost Securitized financing facility $ 300,000 $ ( 3,114 ) $ 296,886 $ 300,000 $ ( 3,638 ) $ 296,362 Securitized Financing Facility In July 2021, special-purpose subsidiaries of the OP (the "Co-Issuers") issued Series 2021-1 Secured Fund Fee Revenue Notes, composed of: (i) $ 300 million aggregate principal amount of 3.933 % Secured Fund Fee Revenue Notes, Series 2021-1, Class A-2 (the “Class A-2 Notes”); and (ii) up to $ 300 million (following a $ 100 million increase in April 2022) Secured Fund Fee Revenue Variable Funding Notes, Series 2021-1, Class A-1 (the “VFN” and, together with the Class A-2 Notes, the “Series 2021-1 Notes”). The VFN allow the Co-Issuers to borrow on a revolving basis. The Series 2021-1 Notes were issued under an Indenture dated July 2021, as amended in April 2022, that allows the Co-Issuers to issue additional series of notes in the future, subject to certain conditions. The Series 2021-1 Notes represent obligations of the Co-Issuers and certain other special-purpose subsidiaries of DBRG, and neither DBRG, the OP nor any of DBRG's other subsidiaries are liable for the obligations of the Co-Issuers. The Series 2021-1 Notes are secured by net investment management fees earned by subsidiaries of DBRG, and equity interests in certain sponsored funds and co-investments held by subsidiaries of DBRG, as collateral. 17 Table of Contents The following table summarizes certain key terms of the securitized financing facility: ($ in thousands) Outstanding Principal Interest Rate (Per Annum) (1) Anticipated Repayment Date (2) Years Remaining to Maturity (2) Class A-2 Notes $ 300,000 3.93 % September 2026 1.5 Variable Funding Notes — Adjusted 1-month Term SOFR + 3 % September 2025 NA __________ (1) Adjusted 1-month Term Secured Overnight Financing Rate ("SOFR") is the equivalent of 1-month Term SOFR plus 0.11448 %. Unused capacity under the VFN facility is subject to a commitment fee of 0.5 % per annum. (2) The final maturity date of the Class A-2 Notes is in September 2051. In July 2024, the anticipated repayment date of the VFN was extended a year to September 2025. The anticipated repayment date of the VFN is subject to a remaining one-year extension. The Series 2021-1 Notes may be optionally prepaid, in whole or in part, prior to their anticipated repayment dates. There is no prepayment penalty on the VFN. However, prepayment of the Class A-2 Notes will be subject to additional consideration based upon the difference between the present value of future payments of principal and interest and the outstanding principal of such Class A-2 Note that is being prepaid; or 1 % of the outstanding principal of such Class A-2 Note that is being prepaid in connection with a disposition of collateral. The Indenture of the Series 2021-1 Notes contains various covenants, including financial covenants that require the maintenance of minimum thresholds for debt service coverage ratio and maximum loan-to-value ratio, as defined. As of the date of this filing, the Co-Issuers are in compliance with all of the financial covenants. Exchangeable Senior Notes In the first half of 2024, the remaining 5.75 % exchangeable senior notes issued by the OP with an outstanding principal of $ 78.4 million were extinguished, of which $ 73.4 million was exchanged for 8.2 million shares of the Company's class A common stock, and $ 5.0 million was redeemed for cash. In connection with the exchange, shares of class A common stock were issued in reliance on Section 4(a)(2) of the Securities Exchange Act of 1933, as amended. 7. Stockholders' Equity The table below summarizes the share activities of the Company's preferred stock and common stock. Number of Shares (In thousands) Preferred Stock Class A Common Stock Class B Common Stock Shares outstanding at December 31, 2023 32,876 163,209 166 Exchange of notes for class A common stock — 673 — Shares issued upon redemption of OP Units — 85 — Settlement of Wafra contingent consideration (1) — 1,020 — Equity awards issued, net of forfeitures — 1,465 — Shares canceled for tax withholding on vested equity awards — ( 400 ) — Shares outstanding at March 31, 2024 32,876 166,052 166 Shares outstanding at December 31, 2024 32,876 174,202 150 Shares issued upon redemption of OP Units — 13 — Equity awards issued, net of forfeitures — 2,391 — Shares canceled for tax withholding on vested equity awards — ( 512 ) — Shares outstanding at March 31, 2025 32,876 176,094 150 __________ (1) In connection with the 2022 redemption of Wafra's investment in the Company's investment management business, contingent consideration was payable to Wafra based upon the Company achieving certain fundraising targets through December 31, 2023. T he contingent amount was fully paid out, with $ 90 million paid in cash in March 2023, and the remaining $ 35 million in March 2024, settled 50 % each in shares of the Company's Class A common stock and in cash. 18 Table of Contents Preferred Stock In the event of a liquidation or dissolution of the Company, preferred stockholders have priority over common stockholders for payment of dividends and distribution of net assets. The table below summarizes the preferred stock issued and outstanding at March 31, 2025: Description Dividend Rate Per Annum Initial Issuance Date Shares Outstanding (in thousands) Par Value (in thousands) Liquidation Preference (in thousands) Earliest Redemption Date Series H 7.125 % April 2015 8,395 $ 84 $ 209,870 Currently redeemable Series I 7.15 % June 2017 12,867 129 321,668 Currently redeemable Series J 7.125 % September 2017 11,614 116 290,361 Currently redeemable 32,876 $ 329 $ 821,899 All series of preferred stock are at parity with respect to dividends and distributions, including distributions upon liquidation, dissolution or winding up of the Company. Dividends are payable quarterly in arrears in January, April, July and October. Each series of preferred stock is redeemable on or after the earliest redemption date for that series at $ 25.00 per share plus accrued and unpaid dividends (whether or not declared) prorated to their redemption dates, exclusively at the Company’s option. The redemption period for each series of preferred stock is subject to the Company’s right under limited circumstances to redeem the preferred stock upon the occurrence of a change of control (as defined in the articles supplementary relating to each series of preferred stock). Preferred stock generally does not have any voting rights, except if the Company fails to pay the preferred dividends for six or more quarterly periods (whether or not consecutive). Under such circumstances, the preferred stock will be entitled to vote, together as a single class with any other series of parity stock upon which like voting rights have been conferred and are exercisable, to elect two additional directors to the Company’s board of directors, until all unpaid dividends have been paid or declared and set aside for payment. In addition, certain changes to the terms of any series of preferred stock cannot be made without the affirmative vote of holders of at least two-thirds of the outstanding shares of each such series of preferred stock voting separately as a class for each series of preferred stock. Common Stock Except with respect to voting rights, class A common stock and class B common stock have the same rights and privileges and rank equally, share ratably in dividends and distributions, and are identical in all respects as to all matters. Class A common stock has one vote per share and class B common stock has thirty-six and one-half votes per share. This gives the holders of class B common stock a right to vote that reflects the aggregate outstanding non-voting economic interest in the Company (in the form of OP Units) attributable to class B common stock holders and therefore, does not provide any disproportionate voting rights. Class B common stock was issued as consideration in the Company's acquisition in April 2015 of the investment management business and operations of its former manager, which was previously controlled by the Company's former Executive Chairman. Each share of class B common stock shall convert automatically into one share of class A common stock if the former Executive Chairman or his beneficiaries directly or indirectly transfer beneficial ownership of class B common stock or OP Units held by them, other than to certain qualified transferees, which generally includes affiliates and employees. In addition, each holder of class B common stock has the right, at the holder’s option, to convert all or a portion of such holder’s class B common stock into an equal number of shares of class A common stock. Dividend Reinvestment and Direct Stock Purchase Plan The Company's Dividend Reinvestment and Direct Stock Purchase Plan (the “DRIP Plan”) provides existing common stockholders and other investors the opportunity to purchase shares (or additional shares, as applicable) of the Company's class A common stock by reinvesting some or all of the cash dividends received on their shares of the Company's class A common stock or making optional cash purchases within specified parameters. No shares of class A common stock have been acquired under the DRIP Plan in the form of new issuances in the last three years. Stock Repurchases The Company does not currently have an authorized stock repurchase program. 19 Table of Contents Accumulated Other Comprehensive Income (Loss) The following tables present the changes in each component of AOCI attributable to stockholders, net of immaterial tax effect. AOCI attributable to noncontrolling interests in investment entities and Operating Company is immaterial. Changes in Components of AOCI—Stockholders (In thousands) Foreign Currency Translation Gain (Loss) AOCI at December 31, 2023 $ 1,411 Other comprehensive income (loss) before reclassifications ( 1,018 ) Amounts reclassified from AOCI (1) 319 AOCI at March 31, 2024 $ 712 AOCI at December 31, 2024 $ 505 Other comprehensive income (loss) before reclassifications 2,092 AOCI at March 31, 2025 $ 2,597 __________ (1) Amounts reclassified out of AOCI attributable to stockholders reflect the release of foreign currency cumulative translation adjustments and were immaterial in the first quarter of 2024. 8. Noncontrolling Interests Redeemable Noncontrolling Interests The following table presents the activities in redeemable noncontrolling interests in open-end funds in the liquid securities strategy consolidated by the Company. Three Months Ended March 31, (In thousands) 2025 2024 Redeemable noncontrolling interests Beginning balance $ 24,356 $ 17,862 Contributions 1,300 1,001 Distributions paid and payable, including redemptions ( 808 ) — Net income (loss) ( 748 ) 733 Ending balance $ 24,100 $ 19,596 Noncontrolling Interests in Operating Company Certain current and former employees of the Company directly or indirectly own interests in OP, presented as noncontrolling interests in the Operating Company. Noncontrolling interests in OP have the right to require OP to redeem part or all of such member’s OP Units for cash based on the market value of an equivalent number of shares of the Company's class A common stock at the time of redemption, or at the Company's election as managing member of OP, through issuance of shares of class A common stock (registered or unregistered) on a one -for-one basis. At the end of each period, noncontrolling interests in OP is adjusted to reflect their ownership percentage in OP at the end of the period, through a reallocation between controlling and noncontrolling interests in OP. Redemption of OP Units —The Company redeemed OP Units totaling 13,000 in 2025 and 452,418 in 2024 through issuance of an equal number of shares of class A common stock on a one -for-one basis. 9. Fair Value Recurring Fair Values Financial assets and financial liabilities carried at fair value on a recurring basis include financial instruments for which the fair value option was elected. Fair value is categorized into a three tier hierarchy that is prioritized based upon the level of transparency in inputs used in the valuation techniques, as follows. Level 1 —Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 —Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in non-active markets, or valuation techniques utilizing inputs that are derived principally from or corroborated by observable data directly or indirectly for substantially the full term of the financial instrument. 20 Table of Contents Level 3 —At least one assumption or input is unobservable and it is significant to the fair value measurement, requiring significant management judgment or estimate. Due to the inherently judgmental nature of Level 3 fair value, changes in assumptions or inputs applied as of the reporting date could result in a higher or lower fair value, and realized value may differ from the estimated unrealized fair value. Fair Value Measurement Hierarchy (In thousands) Level 1 Level 2 Level 3 Total March 31, 2025 Assets Investments (Note 3) Marketable equity securities $ 258 $ — $ — $ 258 CLO subordinated notes — — 34,395 34,395 Equity investments of consolidated funds 86,350 — 63,154 149,504 Fair Value Option: Equity method investment — — 137,254 137,254 Liabilities Other liabilities InfraBridge contingent consideration — — 2,200 2,200 DBRG stock warrants — — 100 100 Securities of consolidated funds sold short 53,822 — — 53,822 December 31, 2024 Assets Investments (Note 3) Marketable equity securities $ 242 $ — $ — $ 242 CLO subordinated notes — — 35,122 35,122 Equity investments of consolidated funds 83,269 — 63,154 146,423 Fair Value Option: Equity method investment — — 137,154 137,154 Liabilities Other liabilities InfraBridge contingent consideration — — 6,100 6,100 DBRG stock warrants — — 700 700 Securities of consolidated funds sold short 47,930 — — 47,930 Equity Investments of Consolidated Funds Equity investments of consolidated funds include marketable equity securities held by our liquid strategy funds, valued based upon listed prices in active markets, classified as Level 1; and equity investment in a digital infrastructure portfolio company held by a single asset fund. The marketable equity securities comprise publicly listed stocks in the U.S. and Europe, and primarily in the digital infrastructure, real estate, technology, media and telecommunications sectors. The other equity investment, classified as level 3, was valued at March 31, 2025 using a market approach that considers revenue multiples of other comparable companies. Fair Value Option Equity Method Investments The Company has elected to account for a co-investment in a portfolio company as an equity method investment under the fair value option. Fair value was determined using a discounted cash flow model based upon projected earnings using a discount rate of 11.0 % at both March 31, 2025 and December 31, 2024. The fair value is classified as Level 3 of the fair value hierarchy and changes in fair value are recorded in principal investment income. DBRG Stock Warrants The Company previously issued five warrants to affiliates of Wafra, Inc. (collectively "Wafra"), a private investment firm in connection with Wafra's investment in the Company's investment management business in 2020. Wafra's investment was subsequently redeemed in 2022, with the warrants remaining outstanding. Each warrant entitled Wafra to 21 Table of Contents purchase up to 1,338,000 shares of the Company's class A common stock at staggered strike prices between $ 9.72 and $ 24.00 each, exercisable through July 17, 2026. The terms of the warrant purchase agreement provided for net cash settlement upon exercise of the warrants, at election of either the Company or Wafra, if such exercise would result in Wafra beneficially owning in excess of 9.8 % of the issued and outstanding shares of the Company's class A common stock. Inclusion of the cash settlement feature resulted in the warrants being classified as a liability. Accordingly, the warrants were carried at fair value with changes in fair value recorded in other gain (loss) on the consolidated statements of operations. In March 2024, three of the five warrants were reclassified to equity at their prevailing fair value following an amendment to the terms of the warrants in connection with a sale of the three warrants by Wafra to a third party. The three equity-classified warrants are no longer subject to fair value remeasurement. No warrants have been exercised to-date. At March 31, 2025, the two liability-classified warrants were carried at fair value, measured using a Black-Scholes option pricing model, applying the following inputs: (a) estimated volatility for DBRG's class A common stock of 35.2 % ( 34.7 % at December 31, 2024); (b) closing stock price of DBRG's class A common stock on the last trading day of the quarter; (c) the strike price for each warrant; (d) remaining term to expiration of the warrants; and (e) risk free rate of 3.99 % per annum ( 4.21 % per annum at December 31, 2024), derived from the daily U.S. Treasury yield curve rates to correspond to the remaining term to expiration of the warrants. Contingent Consideration In connection with the acquisition of InfraBridge, contingent consideration is payable if prescribed fundraising targets are met. In measuring the contingent consideration at March 31, 2025 and December 31, 2024, the Company applied a probability-weighted approach to the likelihood of meeting various fundraising targets and discounted the estimated future contingent consideration payment at 6.9 % and 7.3 %, respectively, to derive a present value amount, classified as Level 3 of the fair value hierarchy. Changes in Level 3 Fair Value The following table presents changes in recurring Level 3 fair value assets held for investment. Realized and unrealized gains (losses) are included in other gain (loss). Level 3 Assets Level 3 Liabilities Fair Value Option - Equity Method Investments Equity Investment of Consolidated Funds DBRG Stock Warrants InfraBridge Contingent Consideration (In thousands) Fair value at December 31, 2023 $ 6,700 $ 416,614 $ ( 39,200 ) $ 11,338 Unrealized gain (loss) in earnings, net ( 3,975 ) — ( 5,400 ) — Reclassification to equity — — 33,000 — Fair value at March 31, 2024 $ 2,725 $ 416,614 $ ( 11,600 ) $ 11,338 Net unrealized gain (loss) in earnings on instruments held at March 31, 2024 $ ( 3,975 ) $ — $ ( 2,500 ) $ — Fair value at December 31, 2024 $ 137,154 $ 63,154 $ ( 700 ) $ ( 6,100 ) Unrealized gain (loss) in earnings, net 100 — 600 3,900 Fair value at March 31, 2025 $ 137,254 $ 63,154 $ ( 100 ) $ ( 2,200 ) Net unrealized gain (loss) in earnings on instruments held at March 31, 2025 $ 100 $ — $ 600 $ 3,900 Nonrecurring Fair Values The Company measures fair value of certain assets on a nonrecurring basis: (i) on the acquisition date for business combinations; (ii) when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable; and (iii) upon deconsolidation of a subsidiary for any retained interest. Adjustments to fair value generally result from application of the lower of amortized cost or fair value for assets held for disposition or otherwise, a write-down of asset values due to impairment. There were no assets measured at fair value on a nonrecurring basis at March 31, 2025. 22 Table of Contents During 2024, certain warehoused investments, previously carried at cost under the measurement alternative, were determined to be impaired and written down to fair value, estimated based upon pricing from a recent funding, or applying a probability-weighted approach to different recovery outcomes, classified as level 3 of the fair value hierarchy. These non-recurring fair values aggregated to $ 15.0 million at December 31, 2024. Fair Value of Financial Instruments Reported at Cost Fair value of financial instruments reported at amortized cost are presented below. Fair Value Measurements Carrying Value (In thousands) Level 1 Level 2 Level 3 Total March 31, 2025 Liabilities Secured fund fee revenue notes $ — $ 288,120 $ — $ 288,120 $ 296,886 December 31, 2024 Liabilities Secured fund fee revenue notes $ — $ 285,760 $ — $ 285,760 $ 296,362 Debt —Secured fund fee revenue notes were valued based on indicative quotes. Other —The carrying values of cash and cash equivalents, accounts receivable, due from and to affiliates, interest payable and accounts payable generally approximate fair value due to their short term nature, and credit risk, if any, is negligible. 10. Earnings per Share The following table presents the basic and diluted earnings per common share computations. Three Months Ended March 31, (In thousands, except per share data) 2025 2024 Net income (loss) allocated to common stockholders Income (Loss) from continuing operations attributable to DigitalBridge Group, Inc. $ 17,700 $ ( 16,498 ) Preferred dividends ( 14,660 ) ( 14,660 ) Income (Loss) allocated to participating securities ( 41 ) ( 34 ) Income (Loss) from continuing operations attributable to common stockholders 2,999 ( 31,192 ) Income (Loss) from discontinued operations attributable to common stockholders ( 3,918 ) ( 13,130 ) Net income (loss) allocated to common stockholders—basic and diluted (1) $ ( 919 ) $ ( 44,322 ) Weighted average common shares outstanding Weighted average number of common shares outstanding—basic 171,680 161,043 Weighted average effect of dilutive shares (1)(2)(3) 250 — Weighted average number of common shares outstanding—diluted 171,930 161,043 Income (Loss) per share—basic Income (Loss) from continuing operations $ 0.01 $ ( 0.20 ) Income (Loss) from discontinued operations ( 0.02 ) ( 0.08 ) Net income (loss) attributable to common stockholders per common share—basic $ ( 0.01 ) $ ( 0.28 ) Income (Loss) per share—diluted Income (Loss) from continuing operations $ 0.01 $ ( 0.20 ) Income (Loss) from discontinued operations ( 0.02 ) ( 0.08 ) Net income (loss) attributable to common stockholders per common share—diluted $ ( 0.01 ) $ ( 0.28 ) __________ (1) With respect to the assumed conversion or exchange of the Company's senior notes which are no longer outstanding effective April 2024, the following is excluded from the calculation of diluted earnings per share as their inclusion would be antidilutive: for the three months ended March 31, 2024, the effect of adding back $ 1.3 million of interest expense and 8,495,500 of weighted average dilutive common share equivalents. (2) The calculation of diluted earnings per share excludes the effects of the following as their inclusion would be antidilutive: (i) class A common shares that are contingently issuable in relation to performance stock units (Note 12) with weighted average shares of 121,700 for the three months ended March 31, 2024; and (ii) class A common shares that are issuable to net settle the exercise of warrants (Note 9) with weighted average shares of 1,331,200 for the three months ended March 31, 2024. (3) OP Units may be redeemed for registered or unregistered class A common stock of the Company on a one -for-one basis and are not dilutive. At March 31, 2025 and 2024, 11,910,400 and 12,290,800 of OP Units, respectively, were not included in the computation of diluted earnings per share in the respective periods presented. 23 Table of Contents 11. Fee Revenue The following table presents the Company's fee revenue by type. Three Months Ended March 31, (In thousands) 2025 2024 Management fees $ 89,860 $ 71,844 Incentive fees 6 881 Other fees 273 230 Total fee revenue $ 90,139 $ 72,955 Management Fees — Management fees are generally calculated based upon the following per annum contractual rates: • Commingled equity funds—up to 1.60 % of investors' committed capital during the commitment period, and thereafter, invested capital (subject to certain reductions for NAV write-downs); • Credit and other equity funds—up to 2.00 % of contributed or invested capital from inception; • Co-investment vehicles—up to 1.25 % of contributed or invested capital from inception; and • Liquid strategy funds and InfraBridge co-investment vehicles—up to 1.25 % of NAV or gross asset value, respectively. Also, co-investment vehicles may charge a one-time fee upfront on committed or invested capital, generally to be paid in tranches, but with recognition of fee revenue over the expected investment holding period. Certain co-investment vehicles may be non fee-bearing. Incentive Fees —The Company is entitled to incentive fees from sub-advisory accounts in its liquid securities strategy. Incentive fees are determined based upon the performance of the respective accounts, subject to the achievement of specified return thresholds in accordance with the terms set out in their respective governing agreements. A portion of incentive fees earned by the Company is allocable to certain employees and former employees, included in carried interest and incentive fee compensation expense. Other Fee Revenue —Other fees include advisory fees and loan origination fees from co-investors, which are non-recurring, and service fees for information technology, facilities and operational support provided to certain portfolio companies. Revenue Concentration Revenue concentration is defined as a single fund or investment vehicle that generates 10% or more of the Company's total management fees. Three funds met the concentration criteria, aggregating to 66.6 % of total management fees for the three months ended March 31, 2025. 12. Equity-Based Compensation Equity-based awards granted prior to the end of March 2024, including the Company's annual equity awards, were granted under the DigitalBridge Group, Inc. 2014 Omnibus Stock Incentive Plan (the "2014 Equity Incentive Plan), which expired at the end of March 2024. At the end of April 2024, the Company's shareholders approved the 2024 Omnibus Stock Incentive Plan (the "2024 Equity Incentive Plan"). The 2024 Equity Incentive Plan, consistent with the previous plan, provides for the grant of restricted stock, performance stock units ("PSUs"), Long Term Incentive Plan ("LTIP") units, restricted stock units ("RSUs"), deferred stock units ("DSUs"), options, warrants or rights to purchase shares of the Company's common stock, cash incentives and other equity-based awards to the Company's officers, directors (including non-employee directors), employees, co-employees, consultants or advisors of the Company or of any parent or subsidiary who provides services to the Company, but excluding employees of portfolio companies. Shares reserved for the issuance of awards under the 2024 Equity Incentive Plan are subject to equitable adjustment upon the occurrence of certain corporate events. The number of shares of class A common stock reserved and available for issuance under the 2024 Equity Incentive Plan as of its adoption in April 2024 is 5.5 million shares. Restricted Stock — Restricted stock awards in the Company's class A common stock are granted to senior executives, directors and certain employees, subject to a service condition or a combination of both a service and performance condition, with annual time-based vesting in equal tranches, generally over a three-year period. Vesting of performance-based restricted stock awards occur upon achievement of certain Company-specific metrics over a specified performance measurement period. Restricted stock is entitled to dividends declared and paid on the Company's class A common stock 24 Table of Contents and such dividends are not forfeitable prior to vesting of the award. Restricted stock awards are valued based upon the Company's class A common stock price on grant date and equity-based compensation expense is recognized on a straight-line basis over the requisite service period. Restricted Stock Units — RSUs in the Company's class A common stock are subject to a service condition or a combination of service and performance conditions. RSUs with only a service condition vest over a two-year period. Vesting of performance-based RSUs are dependent on achievement of certain Company-specific metrics over a specified performance measurement period, with annual time-based vesting in equal tranches over a three-year period. Only vested RSUs are entitled to accrued dividends declared and paid on the Company's class A common stock during the time period the RSUs are outstanding. RSUs are initially valued based upon the Company's class A common stock price on grant date and not subsequently remeasured for equity-classified awards, while liability-classified awards are remeasured at fair value at the end of each reporting period until the award is fully vested. Equity-based compensation expense is recognized over the vesting period if and when it is probable that the performance condition will be met, subject to reversal if no longer probable. Performance Stock Units — PSUs are granted to senior executives, and are subject to a service condition in combination with either a market condition or a performance condition. Following the end of the measurement period, the recipients of PSUs who remain employed will vest in, and be issued a number of shares of the Company's class A common stock, generally ranging from 0 % to 200 % of the number of PSUs granted. For market condition awards, this is determined based upon the performance of the Company's class A common stock over a three-year measurement period relative to a specified peer group (such measurement metric the "relative total shareholder return"). With respect to performance condition awards, vesting is determined based upon achievement of prescribed targets for three-year cumulative distributable earnings per share (as defined in the award agreements), and the relative total shareholder return metric is then applied to determine the final number of shares vested. Recipients of PSUs whose employment is terminated after the first anniversary of their PSU grant are eligible to vest in a portion of the PSU award following the end of the measurement period based upon the final number of shares vested for that award. PSUs also contain dividend equivalent rights which entitle the recipients to a payment equal to the amount of dividends that would have been paid on the shares that are ultimately issued at the end of the measurement period. The relative total shareholder return metric was valued using a Monte Carlo simulation under a risk-neutral premise, applying the following assumptions. This forms the fair value of market condition awards. The fair value of performance condition awards also incorporate, in addition to the relative total shareholder return metric, the probability of achieving the cumulative DE per share targets. 2024 PSU Grants 2023 PSU Grants Expected volatility of the Company's class A common stock (1) 44.6 % 41.3 % Expected annual dividend yield (2) 0.2 % 0.3 % Risk-free rate (per annum) (3) 4.5 % 3.8 % __________ (1) Based upon the historical volatility of the Company's stock and those of a specified peer group. (2) Based upon the Company's expected annualized dividends. (3) Based upon the continuously compounded zero-coupon U.S. Treasury yield for the term coinciding with the measurement period of the award as of valuation date. Fair value of PSU awards is recognized on a straight-line basis over their measurement period as compensation expense. With respect to performance condition awards, expense recognition occurs only if and when it is probable that the cumulative DE per share targets will be achieved and subject to reversal if no longer probable. In contrast, expense recognized on market condition awards is not subject to reversal even if the total shareholder return metric is not achieved. The dividend equivalent right is accounted for as a liability-classified award. The fair value of the dividend equivalent right is recognized as compensation expense on a straight-line basis over the measurement period, and is subject to adjustment to fair value at each reporting period. LTIP Units — LTIP units are units in the Operating Company that are designated as profits interests for federal income tax purposes. Unvested LTIP units that are subject to market conditions do not accrue distributions. Each vested LTIP unit is convertible, at the election of the holder (subject to capital account limitation), into one common OP Unit and upon conversion, subject to the redemption terms of OP Units (Note 7). 25 Table of Contents LTIP units issued have both a service condition and a market condition based upon the Company's class A common stock achieving a target price over a predetermined measurement period, subject to continuous employment to the time of vesting, and valued using a Monte Carlo simulation. No LTIP awards were issued in the first quarter of 2025 and in fiscal year 2024. Equity-based compensation cost on LTIP units is recognized on a straight-line basis over the derived service period, irrespective of whether the market condition is satisfied. The derived service period is a service period that is inferred from the application of the simulation technique used in the valuation of the award, and represents the median of the terms in the simulation in which the market condition is satisfied. Deferred Stock Units — Certain non-employee directors may elect to defer the receipt of annual base fees and/or restricted stock awards, and in lieu, receive awards of DSUs. DSUs awarded in lieu of annual base fees are fully vested on their grant date, while DSUs awarded in lieu of restricted stock awards vest one year from their grant date. DSUs are entitled to a dividend equivalent, in the form of additional DSUs based on dividends declared and paid on the Company's class A common stock, subject to the same restrictions and vesting conditions, where applicable. Upon separation of service from the Company, vested DSUs will be settled in shares of the Company’s class A common stock. Fair value of DSUs are determined based upon the price of the Company's class A common stock on grant date and recognized immediately if fully vested upon grant, or on a straight-line basis over the vesting period as equity based compensation expense and equity. Equity-based compensation cost in continuing operations is presented on the consolidated statement of operations, as follows. Three Months Ended March 31, (In thousands) 2025 2024 Compensation expense $ 7,620 $ 9,214 Administrative expense 91 — $ 7,711 $ 9,214 Changes in unvested equity awards are summarized below. Weighted Average Grant Date Fair Value Restricted Stock LTIP Units (1) DSUs RSUs (2) PSUs (3) Total PSUs All Other Awards Unvested shares and units at December 31, 2024 3,199,827 125,000 30,819 13,305 631,257 4,000,208 $ 16.29 $ 15.68 Granted 2,411,185 — 164 449,510 — 2,860,859 — 9.85 Vested ( 1,502,054 ) — ( 134 ) ( 4,435 ) — ( 1,506,623 ) — 15.87 Forfeited ( 24,256 ) — — — ( 185,675 ) ( 209,931 ) 27.36 27.60 Unvested shares and units at March 31, 2025 4,084,702 125,000 30,849 458,380 445,582 5,144,513 11.68 12.01 __________ (1) Represents the number of LTIP units granted subject to vesting upon achievement of market condition. LTIP units that do not meet the market condition within the measurement period are forfeited. (2) Represents the number of RSUs granted subject to vesting upon achievement of performance condition. RSUs that do not meet the performance condition at the end of the measurement period are forfeited. (3) Number of PSUs granted does not reflect potential increases or decreases that could result from the final outcome based upon the total shareholder return measured at the end of the performance period. PSUs for which the total shareholder return is not met at the end of the performance period are forfeited. PSUs for which the probability of meeting the DE target changes during the measurement period are reflected as either additional units granted or forfeited. Fair value of equity awards that vested, determined based upon their respective fair values at vesting date, totaled $ 15.2 million and $ 18.4 million for the three months ended March 31, 2025 and 2024, respectively. At March 31, 2025, aggregate unrecognized compensation cost for all unvested equity awards was $ 46.6 million, which is expected to be recognized over a weighted average period of 1.9 years. 13. Variable Interest Entities A VIE is an entity that either (i) lacks sufficient equity to finance its activities without additional subordinated financial support from other parties; (ii) has equity holders who lack the characteristics of a controlling financial interest; and/or (iii) is established with non-substantive voting rights. The following discusses the Company's involvement with VIEs where the 26 Table of Contents Company is the primary beneficiary and consolidates the VIEs or where the Company is not the primary beneficiary and does not consolidate the VIEs. Operating Subsidiary The Company's operating subsidiary, OP, is a limited liability company that has governing provisions that are the functional equivalent of a limited partnership. The Company holds the majority of membership interest in OP, acts as the managing member of OP and exercises full responsibility, discretion and control over the day-to-day management of OP. The noncontrolling interests in OP do not have substantive liquidation rights, substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of noncontrolling interest members (including by such a member unilaterally). The absence of such rights, which represent voting rights in a limited partnership equivalent structure, would render OP to be a VIE. The Company, as managing member, has the power to direct the core activities of OP that most significantly affect OP's performance, and through its majority interest in OP, has both the right to receive benefits from and the obligation to absorb losses of OP. Accordingly, the Company is the primary beneficiary of OP and consolidates OP. As the Company conducts its business and holds its assets and liabilities through OP, the total assets and liabilities, earnings (losses), and cash flows of OP represent substantially all of the total consolidated assets and liabilities, earnings (losses), and cash flows of the Company. Company-Sponsored Funds The Company sponsors funds and other investment vehicles as general partner for the purpose of providing investment management services in exchange for management fees and carried interest. These funds are established as limited partnerships or equivalent structures. Limited partners of the funds do not have either substantive liquidation rights, or substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of limited partners or by a single limited partner. Accordingly, the absence of such rights, which represent voting rights in a limited partnership, results in the funds being considered VIEs. The nature of the Company's involvement with its sponsored funds comprise fee arrangements and equity interests in its capacity as general partner and general partner affiliate. The fee arrangements are commensurate with the level of management services provided by the Company, and contain terms and conditions that are customary to similar at-market fee arrangements. Consolidated Company-Sponsored Funds —The Company currently consolidates sponsored funds in which it has more than an insignificant equity interest in the fund as general partner. As a result, the Company is considered to be acting in the capacity of a principal of the sponsored fund and is therefore the primary beneficiary of the fund. The Company’s exposure is limited to its capital account balance in the consolidated funds of $ 76.8 million at March 31, 2025 and $ 79.3 million at December 31, 2024. The liabilities of the consolidated funds may only be settled using assets of the consolidated funds, and the Company, as general partner, is not obligated to provide any financial support to the consolidated funds. The Company does not have unfunded commitments to consolidated funds. The following table presents the assets and liabilities of the consolidated funds: (In thousands) March 31, 2025 December 31, 2024 Assets Cash and cash equivalents $ 63,677 $ 62,630 Investments (Note 3) 149,504 146,423 Other assets 896 724 $ 214,077 $ 209,777 Liabilities Other liabilities Securities sold short $ 53,822 $ 47,930 Due to custodian 10,892 9,121 Other 68 697 $ 64,782 $ 57,748 Unconsolidated Company-Sponsored Funds —The Company does not consolidate its sponsored funds where it has insignificant equity interests in these funds as general partner. As such interests absorb insignificant variability from the fund, the Company is considered to be acting in the capacity of an agent of the fund and is therefore not the primary beneficiary of these funds. The Company accounts for its equity interests in unconsolidated funds under the equity method. The Company's maximum exposure to loss is limited to the outstanding balance of its investment in the unconsolidated funds (Note 3) of $ 2.0 billion at March 31, 2025 and $ 2.1 billion at December 31, 2024. The Company also has receivables from its unconsolidated funds for fee revenue and reimbursable or recoverable costs, as discussed in Note 14. At March 31, 2025, the Company's unfunded commitments to its unconsolidated funds as general partner and 27 Table of Contents general partner affiliate totaled $ 230.8 million (including commitments attributed to the ownership by employees and former employees in the general partner entities). Generally, the timing for funding of these commitments is not known and the commitments are callable on demand at any time prior to their respective expirations. 14. Transactions with Affiliates Affiliates include (i) investment vehicles that the Company sponsors and/or manages, and in which the Company may have an equity interest; (ii) portfolio companies of sponsored funds; and (iii) directors and employees of the Company. Amounts due from and due to affiliates consist of the following: (In thousands) March 31, 2025 December 31, 2024 Due from Affiliates Investment vehicles and portfolio companies Fee revenue $ 87,903 $ 103,402 Cost reimbursements and recoverable expenses 17,869 19,111 Employees and other affiliates 1,014 1,673 $ 106,786 $ 124,186 Due to Affiliates (Note 5) Employees and other affiliates 1,595 1,675 $ 1,595 $ 1,675 Significant transactions with affiliates include the following: Fee Revenue —Fee revenue earned from investment vehicles that the Company manages and/or sponsors, and may have an equity interest, are presented in Note 11. Substantially all fee revenue are from affiliates, except for management fees and incentive fee from sub-advisory accounts and generally, other fee revenue. Cost Reimbursements and Recoverable Expenses— The Company receives reimbursements and recovers certain costs paid on behalf of investment vehicles sponsored by the Company, which include: (i) organization and offering costs related to formation and capital raising of the investment vehicles up to specified thresholds; (ii) professional fees incurred in performing investment due diligence; and (iii) direct and indirect operating costs for managing the operations of certain investment vehicles and their portfolio companies. To the extent the Company determines it acts in the capacity of principal in the incurrence of such costs, the reimbursements are included in other income, which totaled $ 2.4 million and $ 2.5 million for the three months ended March 31, 2025 and 2024, respectively. To the extent the Company determines that it acts in the capacity of an agent, the costs incurred and related reimbursements are presented on a net basis in the consolidated statements of operations. Warehoused Investments— The Company may acquire and temporarily warehouse investments on behalf of prospective sponsored investment vehicles that are actively fundraising (Note 3). The warehoused investments are transferred to the investment vehicle when sufficient third party capital, including debt, is raised. The Company may be paid a fee by the investment vehicle, akin to an interest charge, typically calculated as a percentage of the acquisition price of the investment, to compensate the Company for its cost of holding the investment during the warehouse period. The terms of such arrangements may differ for each sponsored investment vehicle and by investment. Digital Bridge Holdings — Marc Ganzi, Chief Executive Officer of the Company, and Ben Jenkins, President and Chief Investment Officer of the Company, were former owners of Digital Bridge Holdings, LLC ("DBH") prior to its merger into the Company in July 2019. Messrs. Ganzi and Jenkins had retained their equity investments and general partner interests in the portfolio companies of DBH, which included, but were not limited to Vantage Data Centers ("Vantage"). Vantage SDC, which the Company has a direct investment in, is a carve out of the stabilized data center portfolio of Vantage's North American business. As a result of the personal investments made by Messrs. Ganzi and Jenkins in Vantage prior to the Company’s acquisition of DBH, additional investments made by the Company in Vantage SDC subsequent to its initial acquisition may trigger future carried interest payments to Messrs. Ganzi and Jenkins upon the occurrence of future realization events. Such investments made by the Company include ongoing payments for the build-out of expansion capacity, including lease-up of the expanded capacity and existing inventory, in Vantage SDC. With respect to investment vehicles sponsored by the Company for which Messrs. Ganzi and Jenkins are invested in their capacity as former owners of DBH, and not in their capacity as employees of the Company, any carried interest entitlement attributed to such investments by Messrs. Ganzi and Jenkins as general partner are not subject to continuing 28 Table of Contents vesting provisions and do not represent compensatory arrangements to the Company. Such carried interest allocation to Messrs. Ganzi and Jenkins that are unrealized or distributed but unpaid are included in noncontrolling interests on the balance sheet in the amount of $ 107.2 million at March 31, 2025 and $ 121.1 million at December 31, 2024. Carried interest allocated are recorded as net loss attributable to noncontrolling interests totaling $ 13.9 million for the three months ended March 31, 2025 and net income attributable to noncontrolling interests totaling $ 3.4 million for the three months ended March 31, 2024, respectively. Investment in Managed Investment Vehicles —Subject to the Company's related party policies and procedures, certain employees (who may thereafter become former employees) may invest on a discretionary basis in investment vehicles sponsored by the Company, either directly in the vehicle or indirectly through the Company's general partner entities. These investments are not subject to management fees or carried interest, but otherwise bear their proportionate share of other operating expenses of the investment vehicles. Such investments in consolidated investment vehicles and general partner entities totaled $ 60.3 million at March 31, 2025 and $ 58.0 million at December 31, 2024, reflected in redeemable noncontrolling interests and noncontrolling interests in investment entities on the balance sheet. The employees' and former employees' share was a net loss of $ 0.2 million for the three months ended March 31, 2025 and net income of $ 0.1 million for the three months ended March 31, 2024, respectively. Such amounts are reflected in net income (loss) attributable to noncontrolling interests on the consolidated statement of operations and exclude their share of carried interest allocation, which is reflected in incentive fee and carried interest compensation expense and net income (loss) attributable to noncontrolling interests. Private Aircraft— P ursuant to Mr. Ganzi’s employment agreement, the Company has agreed to reimburse Mr. Ganzi for the variable costs of business travel on a chartered or private jet (including any aircraft that Mr. Ganzi may partially or fully own), provided that the Company will not reimburse the allocable share (based on the total number of passengers) of such variable costs for any passenger who is not traveling on Company business. The Company has also agreed to reimburse Mr. Ganzi for the cost of up to 100 hours of personal travel, which is treated as a compensatory arrangement. Additionally, the Company has agreed to reimburse Mr. Ganzi for a proportional share of the fixed cash costs of any aircraft partially or fully owned by Mr. Ganzi. The fixed cost reimbursements will be made based on an allocable portion of annual fixed cash operating costs of the aircraft, based on the total number of hours the aircraft is used for Company business and personal hours claimed (up to 100 hours annually) divided by the total hours flown. E xpenses incurred on behalf of Mr. Ganzi and expenses reimbursed or are reimbursable to Mr. Ganzi associated with the use of private aircraft (including both aircraft owned by Mr. Ganzi and third party chartered flights) to taled $ 1.7 million and $ 1.1 million for the three months ended March 31, 2025 and 2024, respectively. 15. Segment Reporting Beginning in 2024, the entirety of the Company's business, inclusive of all income and expense from continuing operations of the Company as a whole, is reported as a single reportable segment. The Company no longer distinguishes income (loss) items and attributes costs between its investment management business and corporate activities. The approach of managing the whole Company as a single business is consistent with the manner in which its Chief Executive Officer, in the role as the Company's chief operating decision maker or CODM, assesses the allocation of resources and performance of the Company. In 2024, prior to the fourth quarter, the segment earnings measure was net income (loss) from continuing operations attributable to DigitalBridge Group, Inc. Effective the fourth quarter of 2024, the segment earnings measure takes into account the cost of financing through preferred stock to arrive at net income (loss) from continuing operations attributable to common stockholders. The CODM is provided with significant expense categories that are consistent with those disclosed in the consolidated statements of operations and additionally, budgeted fee revenue, compensation and administrative expenses of the Company. This information, along with the segment earnings measure, is used by the CODM to monitor financial performance from core operations of the business against budget and in making strategic decisions regarding key areas of growth for the business and consequently, investment or divestment of resources. The CODM does not review disaggregated assets by segment. Segment information for prior periods have been conformed to current period presentation. 29 Table of Contents Segment Results of Operations The following table presents net income (loss) from continuing operations attributable to common stockholders for the Company's single reportable segment and is reconciled to the consolidated statement of operations. Three Months Ended March 31, 2025 2024 Revenues Fee revenue $ 90,139 $ 72,955 Carried interest allocation ( 55,464 ) ( 8,478 ) Principal investment income 5,307 2,845 Other income 5,465 7,071 Total revenues 45,447 74,393 Expenses Compensation expense—cash and equity-based 46,110 51,184 Compensation expense—incentive fee and carried interest allocation ( 22,304 ) ( 6,714 ) Administrative and other expenses 15,946 24,310 Interest expense 3,898 5,192 Transaction-related costs 4,421 760 Depreciation and amortization 7,226 9,167 Total expenses 55,297 83,899 Other income (loss) Other gain (loss), net ( 519 ) ( 5,894 ) Income (loss) from continuing operations before income taxes ( 10,369 ) ( 15,400 ) Income tax benefit (expense) ( 301 ) ( 1,246 ) Income (loss) from continuing operations ( 10,670 ) ( 16,646 ) Income (loss) from continuing operations attributable to noncontrolling interests: Redeemable noncontrolling interests ( 748 ) 733 Investment entities ( 27,882 ) 1,467 Operating Company 260 ( 2,348 ) Income (loss) from continuing operations attributable to DigitalBridge Group, Inc. $ 17,700 $ ( 16,498 ) Preferred stock dividends 14,660 14,660 Income (loss) from continuing operations attributable to common stockholders $ 3,040 $ ( 31,158 ) Reconciliation of segment earnings measure to consolidated statement of operations: Income (loss) from continuing operations attributable to common stockholders $ 3,040 $ ( 31,158 ) Income (loss) from discontinued operations attributable to common stockholders ( 3,918 ) ( 13,130 ) Net income (loss) attributable to common stockholders $ ( 878 ) $ ( 44,288 ) 30 Table of Contents Geography Geographic information about the Company's total revenues from continuing operations and long-lived assets, excluding assets of discontinued operations, are as follows. Geography is generally presented as the location in which income generating services are substantially performed. Three Months Ended March 31, (In thousands) 2025 2024 Total revenues by geography: United States $ 33,090 $ 57,600 Europe (1) 9,984 14,247 Other 15 27 Total (2) $ 43,089 $ 71,874 (In thousands) March 31, 2025 December 31, 2024 Long-lived assets by geography: United States $ 17,099 $ 17,514 Europe 18,608 18,547 Other 2,453 2,551 Total (3) $ 38,160 $ 38,612 __________ (1) Revenues generated in Europe are predominantly U.S. dollar denominated. (2) Total revenues excludes cost reimbursement income from affiliates (Note 14) that is included within other income, and income from discontinued operations. (3) Long-lived assets include lease right-of-use assets and fixed assets, and exclude financial instruments, goodwill, intangible assets and assets of discontinued operations. 16. Commitments and Contingencies Litigation The Company may be involved in litigation and other proceedings that arise in the ordinary course of business. As of March 31, 2025, the Company is not involved in any legal proceedings that are expected to have a material adverse effect on the Company’s results of operations, financial position or liquidity. 17. Subsequent Events No subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the accompanying notes. 31 Table of Contents FORWARD-LOOKING STATEMENTS Some of the statements contained in this Quarterly Report on Form 10-Q (this "Quarterly Report") constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and we intend such statements to be covered by the safe harbor provisions contained therein. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions. The forward-looking statements contained in this Quarterly Report reflect our current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions and changes in circumstances that may cause our actual results to differ significantly from those expressed in any forward-looking statement. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: • difficult market and political conditions, including those resulting from inflation, high interest rates, trade barriers, a general economic slowdown or a recession; • our ability to raise capital from investors for our Company, our funds and the companies that we manage; • the performance of our funds and investments relative to our expectations and the highly variable nature of our revenues, earnings and cash flow; • our exposure to risks inherent in the ownership and operation of infrastructure and digital infrastructure assets, including our reliance on third-party suppliers to provide power, network connectivity and certain other materials and services to our managed companies; • our exposure to business risks in Europe, Asia, Latin America and other foreign markets, including the impact of changes in foreign exchange rates on the value of our investments; • our ability to increase assets under management ("AUM") and expand our existing and new investment strategies while maintaining consistent standards and controls; • our ability to appropriately manage conflicts of interest; • our ability to expand into new investment strategies, geographic markets and businesses, including through acquisitions in the infrastructure and investment management industries; • the impact of climate change and regulatory or societal efforts associated with environmental, social and governance matters; • our ability to maintain effective information and cybersecurity policies, procedures and capabilities and the impact of any cybersecurity incident affecting our systems or network or the system and network of any of our managed companies or service providers; • the ability of our portfolio companies to attract and retain key customers and to provide reliable services without disruption; • any litigation and contractual claims against us and our affiliates, including potential settlement and litigation of such claims; • our ability to obtain and maintain financing arrangements, including securitizations, on favorable or comparable terms or at all; • the general volatility of the securities markets in which we participate; • the market value of our assets and effects of hedging instruments on our assets; • the impact of legislative, regulatory and competitive changes, including those related to privacy and data protection and new SEC rules governing investment advisers; • whether we will be able to utilize existing tax attributes to offset taxable income to the extent contemplated; 32 Table of Contents • our ability to maintain our exemption from registration as an investment company under the Investment Company Act of 1940, as amended; • changes in our board of directors or management team, and availability of qualified personnel; • our ability to make or maintain distributions to our stockholders; and • our understanding of and ability to successfully navigate the competitive landscape in which we and our managed companies operate. While forward-looking statements reflect our good faith beliefs, assumptions and expectations, they are not guarantees of future performance. Furthermore, we disclaim any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Moreover, because we operate in a very competitive and rapidly changing environment, new risk factors are likely to emerge from time to time. We caution investors not to place undue reliance on these forward-looking statements and urge you to carefully review the disclosures we make concerning risks in Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and in Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report. Readers of this Quarterly Report should also read our other periodic filings made with the Securities and Exchange Commission (the "SEC") and other publicly filed documents for further discussion regarding such factors.