What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-26 compared with 2025-02-21 · 396 added, 611 removed, 1209 unchanged (45% of the section changed)

9 unchanged sentences

Summary of Significant Accounting Policies

Business Combinations

Goodwill and Intangible Assets

Intangible Assets

Restricted Cash, Other Assets and Other Liabilities

32 unchanged sentences

Carried interest allocation from Company-sponsored funds

Description of the Matter At December 31, 2024, the carrying value of the Company’s investments totaled $2.5 billion, including principal investments in Company-sponsored funds of $1.4 billion and carried interest allocation of $895 million, of which $218 million was recognized during the year-ended December 31, 2024.

As discussed further in Notes 2 and 4 to the consolidated financial statements, the underlying investments of the Company’s sponsored investment vehicles (“underlying investments”) are reported at fair value as determined by management by applying the valuation techniques and using the significant unobservable inputs described therein, and the Company’s unrealized carried interest allocation is driven primarily by changes in fair value of the underlying investments.

Fair value of the underlying investments is typically estimated using unobservable inputs and assumptions that involves significant judgement including, but not limited to, projected financial information of the portfolio company, economic conditions, foreign exchange rates, and comparable transactions in the market, and is therefore subject to inherent uncertainties.

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

Description of the Matter At December 31, 2025, the carrying value of the Company’s investments totaled $2.3 billion, including principal investments in Company-sponsored funds of $1.4 billion and carried interest allocation of $540.9 million.

As discussed further in Notes 2 and 3 to the consolidated financial statements, the underlying investments of the Company’s sponsored investment vehicles (“underlying investments”) are reported at fair value as determined by management by applying the valuation techniques and using the significant unobservable inputs described therein, and the Company’s cumulative carried interest allocation is driven primarily by changes in fair value of the underlying investments.

Fair value of the underlying investments is typically estimated using unobservable inputs and assumptions that involves significant judgment including, but not limited to, projected financial performance of the portfolio company, economic conditions, and comparable transactions in the market, and is therefore subject to inherent uncertainties.

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

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company’s recognition of carried interest allocation, including controls over the Company’s investment valuation process for the underlying investments.

This included management’s review controls over the assessment of the valuation techniques and significant unobservable inputs used to estimate the fair value of the underlying investments and management’s evaluation of the completeness and accuracy of the data used in the valuations of the underlying investments.

Our audit procedures included, among others, evaluating changes in fair value of the underlying investments to determine which investments contributed to the change in the Company’s unrealized carried interest allocation, testing the mathematical accuracy of the distribution waterfalls used to determine the Company’s share of income or loss from the underlying funds and agreeing data used in the waterfall calculations to the funds’ accounting records.

For a sample of underlying investments where an increase in fair value contributed to the Company’s unrealized carried interest allocation, we performed procedures to evaluate the appropriateness of the methodology and key inputs and assumptions used in the valuation, including, but not limited to, performing sensitivities on the inputs or assumptions used in the valuation, comparing key inputs and assumptions used in the valuations to source documents or market data, and evaluating the existence of corroborating or contrary evidence obtained through other audit procedures.

Our audit procedures included, among others, evaluating which investments contributed to the Company’s cumulative carried interest allocation, testing the mathematical accuracy of the distribution waterfalls used to determine the Company’s share of income or loss from the underlying funds and agreeing data used in the waterfall calculations to the funds’ accounting records.

For a sample of underlying investments where a cumulative increase in fair value contributed to the Company’s cumulative carried interest allocation, we performed procedures to evaluate the appropriateness of the methodology and key inputs and assumptions used in the valuation, including, but not limited to, performing sensitivities on the inputs or assumptions used in the valuation, comparing key inputs and assumptions used in the valuations to source documents or market data, and evaluating the existence of corroborating or contrary evidence obtained through other audit procedures.

Our procedures varied based on the nature of each investment selected for testing.

11 unchanged sentences

Restricted cash 12,982 4,144

Investments ($ 318,941 and $ 572,749 at fair value)

2,492,268 2,476,093

Investments 2,266,403 2,492,268

Goodwill 465,602 465,602

2 unchanged sentences

Due from affiliates 104,378 124,186

Assets of discontinued operations 445 1,698

$ 3,419,182 $ 3,513,318

Debt $ 298,804 $ 296,362

Other liabilities ($ 54,730 and $ 124,019 at fair value)

725,507 681,451

Liabilities of discontinued operations 259 153

Other liabilities 670,155 725,766

Total liabilities

33 unchanged sentences

2025 2024 2023

Fee revenue ($ 301,179 , $ 254,429 and $ 167,733 from affiliates)

$ 329,693 $ 264,117 $ 172,673

Carried interest allocation 218,250 363,075 378,342

Fee revenue $ 374,447 $ 329,693 $ 264,117

Carried interest allocation (reversal) ( 376,174 ) 218,250 363,075

Principal investment income 73,119 30,023 145,448

Other income ($ 11,886 , $ 10,400 and $ 4,337 from affiliates)

29,062 48,743 87,025

Other income 22,567 29,062 48,743

Total revenues 93,959 607,028 821,383

Compensation expense—cash and equity-based 190,450 181,821 206,892

Compensation expense—incentive fee and carried interest allocation 144,650 186,030 202,286

Compensation expense—incentive fee and carried interest allocation (reversal) ( 137,092 ) 144,650 186,030

Administrative and other expenses 64,247 114,985 86,937

18 unchanged sentences

Preferred stock repurchases

— ( 927 ) ( 1,098 )

Net income (loss) attributable to common stockholders $ 83,233 $ 11,881 $ 127,551

15 unchanged sentences

Net income (loss) $ ( 27,069 ) $ 147,006 $ 45,165

Changes in accumulated other comprehensive income (loss) related to:

Equity method investments — — 318

Available-for-sale debt securities — — ( 6,373 )

Foreign currency translation ( 974 ) 2,279 ( 44,232 )

Cash flow hedges — — ( 8,368 )

Other comprehensive income (loss) ( 974 ) 2,597 ( 61,840 )

Changes in accumulated other comprehensive income (loss) related to foreign currency translation 5,251 ( 974 ) 2,279

Comprehensive income (loss) ( 21,818 ) 146,032 47,762

14 unchanged sentences

Stock repurchases ( 5,685 ) — 927 — — ( 4,758 ) — — ( 4,758 )

Cost of DataBank recapitalization — — ( 13,122 ) — — ( 13,122 ) ( 21,247 ) — ( 34,369 )

DataBank recapitalization (Note 2)

— — 230,238 — — 230,238 ( 230,238 ) — —

Exchange of notes for common stock (Note 7)

— 256 177,562 — — 177,818 — — 177,818

Adjustment of redeemable noncontrolling interest and warrants to fair value (Note 9)

— — ( 725,026 ) — — ( 725,026 ) — — ( 725,026 )

Shares issued for redemption of redeemable noncontrolling interest (Note 9)

Changes in common stock par value (Note 8)

— ( 4,862 ) 4,862 — — — — — —

Transaction costs incurred in connection with redemption of redeemable noncontrolling interest — — ( 7,137 ) — — ( 7,137 ) — — ( 7,137 )

Reclassification of carried interest allocated to

redeemable noncontrolling interest to

noncontrolling interest in investment entities

DataBank recapitalization (Note 2)

— — ( 14,791 ) — — ( 14,791 ) 33,001 — 18,210

Assumption of deferred tax asset resulting from

redemption of redeemable noncontrolling interest

Vantage SDC expansion capacity funded through equity, net of liability settlement (Note 2)

— — 12,255 — — 12,255 97,307 — 109,562

4 unchanged sentences

Shares canceled for tax withholdings on vested equity awards — ( 26 ) ( 18,654 ) — — ( 18,680 ) — — ( 18,680 )

Acquisition from noncontrolling interests — — — — — — ( 32,076 ) — ( 32,076 )

Contributions from noncontrolling interests — — — — — — 115,781 — 115,781

16 unchanged sentences

Other comprehensive income (loss) — — — — ( 910 ) ( 910 ) — ( 64 ) ( 974 )

Stock repurchases ( 5,685 ) — 927 — — ( 4,758 ) — — ( 4,758 )

Changes in common stock par value (Note 8)

— ( 4,862 ) 4,862 — — — — — —

DataBank recapitalization (Note 2)

— — ( 14,791 ) — — ( 14,791 ) 33,001 — 18,210

Vantage SDC expansion capacity funded through equity, net of liability settlement (Note 2)

— — 12,255 — — 12,255 97,307 — 109,562

Deconsolidation of investment entities (Note 2 and Note 10)

Settlement of Wafra contingent consideration (Note 9) — 10 17,490 — — 17,500 — — 17,500

Reclassification of DBRG stock warrants (Note 10)

— — 33,000 — — 33,000 — — 33,000

Exchange of notes for common stock (Note 6) — 83 72,634 — — 72,717 — — 72,717

Redemption of OP Units for class A common stock — 5 2,949 — — 2,954 — ( 2,954 ) —

1 unchanged sentence

Shares canceled for tax withholdings on vested equity awards — ( 5 ) ( 9,835 ) — — ( 9,840 ) — — ( 9,840 )

Deconsolidation of sponsored funds (Note 10)

— — — — — — ( 262,970 ) — ( 262,970 )

Contributions from noncontrolling interests — — — — — — 24,588 — 24,588

16 unchanged sentences

Other comprehensive income (loss) — — — — 4,895 4,895 — 356 5,251

Settlement of Wafra contingent consideration (Note 9)

— 10 17,490 — — 17,500 — — 17,500

Reclassification of DBRG stock warrants (Note 10)

— — 33,000 — — 33,000 — — 33,000

Exchange of notes for common stock (Note 7)

— 83 72,634 — — 72,717 — — 72,717

Redemption of OP units for class A common stock — 61 39,616 — — 39,677 — ( 39,677 ) —

1 unchanged sentence

Shares canceled for tax withholdings on vested stock awards — ( 6 ) ( 6,618 ) — — ( 6,624 ) — — ( 6,624 )

Deconsolidation of sponsored funds (Note 10)

— — — — — — ( 262,970 ) — ( 262,970 )

Consolidation of sponsored fund — — — — — — 80,810 — 80,810

Deconsolidation of sponsored fund — — — — — — ( 86,849 ) — ( 86,849 )

Contributions from noncontrolling interests — — — — — — 29,560 — 29,560

16 unchanged sentences

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

Unrealized carried interest allocation, net ( 85,863 ) ( 151,005 ) ( 142,916 )

Unrealized principal investment income ( 11,655 ) ( 145,448 ) ( 56,731 )

Unrealized carried interest (allocation) reversal, net 224,516 ( 85,863 ) ( 151,005 )

Unrealized principal investment (income) loss ( 16,512 ) ( 11,655 ) ( 145,448 )

Equity-based compensation 34,218 34,716 67,639

Amortization of deferred financing costs and debt discount and premium, net 2,442 2,296 21,119

Loss on debt extinguishment — — 133,173

Depreciation and amortization 29,451 33,706 485,551

3 unchanged sentences

Distributions of income from equity investments — — 3,776

Paid-in-kind interest added to loan principal — ( 948 ) ( 7,144 )

Straight-line rent income — ( 10,286 ) ( 25,488 )

Amortization of above- and below-market lease values, net — 1,664 208

Impairment of real estate and intangible assets — — 35,985

Other adjustments, net ( 285 ) ( 443 ) ( 9,408 )

7 unchanged sentences

Repayment of loans receivable — 1,000 6,804

Acquisition of loans receivable and debt securities — — ( 164,815 )

Net disbursements on originated loans — — ( 215,918 )

Proceeds from sales of loans receivable and debt securities — — 401,002

Proceeds from paydown and maturity of debt securities — — 573

Purchase of fixed assets

7 unchanged sentences

Proceeds from DataBank recapitalization

Proceeds from sales of real estate investment holding entities — — 162,268

Other investing activities, net — — ( 769 )

Net cash generated by (used in) investing activities ( 125,996 ) ( 11,220 ) ( 979,044 )

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

Consolidated Statements of Cash Flows (Continued)

(In thousands)

Year Ended December 31,

2024 2023 2022

Cash Flows from Financing Activities

Borrowings on corporate debt — — 290,000

Repayment or redemption of senior notes ( 5,000 ) ( 200,000 ) ( 304,237 )

Dividends paid to preferred stockholders ( 58,641 ) ( 58,641 ) ( 58,761 )

Dividends paid to common stockholders ( 7,146 ) ( 6,771 ) ( 6,477 )

Repayment or redemption of senior notes — ( 5,000 ) ( 200,000 )

Shares canceled for tax withholdings on vested equity awards ( 6,624 ) ( 9,840 ) ( 18,680 )

Repurchases of preferred stock — — ( 4,758 )

Repurchases of common stock — — ( 55,006 )

Contributions from noncontrolling interests 36,360 28,988 116,081

Distributions to and redemption of noncontrolling interests ( 12,228 ) ( 22,077 ) ( 163,802 )

Payment of contingent consideration to Wafra

( 17,500 ) ( 90,000 ) —

Acquisition of noncontrolling interest — — ( 32,076 )

Borrowings from investment level debt

3 unchanged sentences

Payment of deferred financing costs and prepayment penalties on investment level debt — — ( 38,029 )

Payment of contingent consideration to Wafra — ( 17,500 ) ( 90,000 )

Net cash generated by (used in) financing activities ( 48,279 ) ( 90,841 ) 58,152

2 unchanged sentences

Cash, cash equivalents and restricted cash—beginning of period 306,298 350,250 1,036,739

350,250 1,036,739 1,766,245

Cash, cash equivalents and restricted cash—end of period $ 395,490 $ 306,298 $ 350,250

$ 306,298 $ 350,250 $ 1,036,739

DigitalBridge Group, Inc.

Consolidated Statements of Cash Flows (Continued)

(In thousands)

Reconciliation of cash, cash equivalents and restricted cash to consolidated balance sheets

5 unchanged sentences

Assets of discontinued operations—cash and cash equivalents

— 62,690 375,205

Assets of discontinued operations—restricted cash

— 113,631 156,632

Total cash, cash equivalents and restricted cash—beginning of period

3 unchanged sentences

Restricted cash 12,982 4,144 4,915

Assets of discontinued operations—cash and cash equivalents

Assets of discontinued operations—restricted cash

Total cash, cash equivalents and restricted cash—end of period

$ 395,490 $ 306,298 $ 350,250

The accompanying notes form an integral part of the consolidated financial statements.

Supplemental Disclosure of Cash Flow Information

6 unchanged sentences

9,346 9,151 9,096

Operating lease payments for a formerly warehoused tower portfolio (Note 2)

Supplemental Disclosure of Cash Flows from Discontinued Operations

3 unchanged sentences

Dividends and distributions payable $ 16,545 $ 16,524 $ 16,477

Receivables from asset sales — 662 16,824

Contingent consideration for acquisition of InfraBridge — 10,874 —

Redemption of OP units for common stock 39,677 2,954 984

Redemption of redeemable noncontrolling interest for common stock — — 348,759

Exchange of notes into shares of class A common stock — 72,717 —

Seller note received in sale of NRF Holdco equity (Note 2)

Settlement of Wafra contingent consideration through issuance of class A common stock 17,500 — —

Loan receivable relieved in exchange for equity investment acquired — — 20,676

Operating lease liabilities arising from establishment of ROU assets for corporate offices (Note 5)

4,039 2,342 15,314

Receivables from asset sales — — 662

Receivable from sale of principal investments 84,040 — —

Contingent consideration valued at closing of InfraBridge acquisition — — 10,874

Settlement of Wafra contingent consideration through issuance of class A common stock (Note 7)

Vantage SDC capacity funded through equity, net of liability settlement (Note 2 )

Operating lease ROU assets and lease liabilities established for corporate offices

Assets of investment entities disposed of in sale of equity and/or deconsolidated (Note 2 )

— — 8,659,140

Assets of investment entities disposed of in sale of equity and/or deconsolidated (1)

Liabilities of investment entities disposed of in sale of equity and/or deconsolidated (Note 2 )

— — 5,941,332

Liabilities of investment entities disposed of in sale of equity and/or deconsolidated (1)

Noncontrolling interests of investment entities disposed of in sale of equity and/or deconsolidated (Note 2 )

— — 2,398,693

Noncontrolling interests of investment entities disposed of in sale of equity and/or deconsolidated (1)

Assets of sponsored fund consolidated 115,539 — —

Liabilities of sponsored fund consolidated ( 34,758 ) — —

Noncontrolling interests of sponsored fund consolidated

( 80,810 ) — —

Assets of sponsored funds deconsolidated (Note 10)

Liabilities of sponsored funds deconsolidated (Note 10)

Noncontrolling interests of sponsored funds deconsolidated (Note 10)

Assets of sponsored funds deconsolidated

( 148,286 ) 393,612 —

Liabilities of sponsored funds deconsolidated

Noncontrolling interests of sponsored funds deconsolidated

86,849 262,970 —

The accompanying notes form an integral part of the consolidated financial statements.

5 unchanged sentences

("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, and has expanded to include offerings in core equity, credit, liquid securities, and mid-market infrastructure equity through InfraBridge.

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.

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 December 31, 2024, 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.

The Company, as sole managing member, owned 97 % of the OP at December 31, 2025 , with the remaining 3 % owned by certain current and former employees of the Company as noncontrolling interest.

Proposed Acquisition of DBRG

On December 29, 2025, DBRG, the Operating Company and indirect subsidiaries of SoftBank Group Corp.

9984, "SoftBank") entered into an agreement and plan of merger (the “Merger Agreement”) pursuant to which, among other things, DBRG and the Operating Company would be acquired by such indirect subsidiaries pursuant to a series of mergers (the "Merger").

SoftBank, through its indirect subsidiaries, will acquire all of (i) DBRG's issued and outstanding common stock and (ii) the OP common units that are not held by DBRG and the Operating Company (unless otherwise agreed by a holder of OP units and SoftBank through its indirect subsidiary), for $ 16.00 per share or per unit in cash.

The preferred stock of DBRG and the Operating Company will remain outstanding.

Warrants to purchase DBRG's common stock will be treated in accordance with the terms of the applicable warrant agreements.

Consummation of the Merger requires approval by DBRG’s common stockholders, and is subject to certain other closing conditions, including receipt of required consents for the Company’s flagship investment funds and from a specified percentage of fee-paying clients of the Company, and receipt of regulatory approvals, as well as customary closing conditions.

Upon consummation of the Merger, the Company will become an indirect, wholly-owned subsidiary of SoftBank.

Summary of Significant Accounting Policies

20 unchanged sentences

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 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;

16 unchanged sentences

Such adjustments will be recognized in additional paid-in capital.

Prior to full redemption in May 2022, there was also redeemable noncontrolling interests in the Company's investment management business, as discussed in Note 9.

Noncontrolling Interests in Investment Entities —This represents (i) carried interest allocations to certain senior executives of the Company and a third party investor (Note 16);

(ii) equity interests held by current and former employees and a third party investor in general partner entities of the Company's sponsored funds;

Noncontrolling Interests in Investment Entities —This represents (i) carried interest allocations to certain senior executives of the Company (Note 15) and a third party participation interest;

(ii) equity interests held by current and former employees and a third party participation interest in general partner entities of the Company's sponsored funds;

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.

Excluding carried interest, 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 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.

3 unchanged sentences

The resulting foreign currency translation adjustments are recorded as a component of accumulated other comprehensive income or loss in stockholders’ equity.

a proportionate share related to the portion of equity method investment sold, is reclassified from accumulated other comprehensive income or loss into earnings.

Upon sale, complete or substantially complete liquidation of a foreign subsidiary, or upon partial sale of a foreign equity method investment, the translation adjustment associated with the foreign subsidiary or investment, or a proportionate share related to the portion of equity method investment sold, is reclassified from accumulated other comprehensive income or loss into earnings.

Financial assets and liabilities denominated in a foreign currency for which the functional currency is the U.S.

33 unchanged sentences

Contingent consideration in connection with the acquisition of a business or a VIE is measured at fair value on acquisition date, and unless classified as equity, is remeasured at fair value each reporting period thereafter until the consideration is settled, with changes in fair value included in earnings.

Transfers of Financial Assets

Sale accounting for transfers of financial assets is limited to the transfer of an entire financial asset, a group of financial assets in its entirety, or a component of a financial asset which meets the definition of a participating interest with characteristics that are similar to the original financial asset.

Transfers of financial assets are accounted for as sales when control over the assets has been surrendered.

If the Company has any continuing involvement, rights or obligations with the transferred financial asset (outside of standard representations and warranties), sale accounting requires that the transfer meets the following conditions:

(1) the transferred asset has been legally isolated;

(2) the transferee has the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred asset;

and (3) the Company does not maintain effective control over the transferred asset through an agreement that provides for (a) both an entitlement and an obligation by the Company to repurchase or redeem the asset before its maturity, (b) the unilateral ability by the Company to reclaim the asset and a more than trivial benefit attributable to that ability, or (c) the transferee requiring the Company to repurchase the asset at a price so favorable to the transferee that it is probable the repurchase will occur.

If the criteria for sale accounting are met, the transferred financial asset is removed from the balance sheet and a net gain or loss is recognized upon sale, taking into account any retained interests.

Transfers of financial assets that do not meet the criteria for sale are accounted for as financing transactions.

Cash and Cash Equivalents

8 unchanged sentences

(iii) fair value through earnings if fair value is readily determinable, including election of net asset value ("NAV") practical expedient where applicable;

or (iv) for equity investments without readily determinable fair values, the measurement alternative to measure at cost adjusted for any impairment and observable price changes, as applicable.

or (iv) for equity investments without readily determinable fair values, the measurement alternative to measure at cost adjusted for any impairment and observable price changes.

Marketable equity securities are recorded as of trade date.

8 unchanged sentences

The Company recognizes earnings based upon its proportionate share of net income (loss) from these 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, recorded in principal investment income on the consolidated statements of operations.

As general partner, the Company is also entitled to a disproportionate allocation of returns based upon the extent to which cumulative performance of the investment vehicles exceed minimum return hurdles pursuant to terms of their respective governing agreements or carried interests (Note 4).

Pursuant to the governing documents of the funds, the Company may be required to bear organizational costs of the funds in excess of prescribed thresholds.

If such costs are paid by the funds, the Company will contribute additional capital to the funds to settle such costs, with the contributed capital reflected as principal investment loss.

Impairment —Evaluation of impairment applies to equity method investments for which fair value option has not been elected and equity investments under the measurement alternative.

2 unchanged sentences

In assessing fair value, the Company generally considers, among others, the estimated enterprise value of the investee or fair value of the investee's underlying net assets, including net cash flows to be generated by the investee as applicable.

For investments under the measurement alternative, if carrying value of the investment exceeds its fair value, an impairment is deemed to have occurred.

For investments accounted for under the measurement alternative, if carrying value of the investment exceeds its fair value, an impairment is deemed to have occurred.

For equity method investments, further consideration is made if a decrease in value of the investment is other-than-temporary to determine if impairment loss should be recognized.

27 unchanged sentences

An impairment establishes a new basis for goodwill and any impairment loss recognized is not subject to subsequent reversal.

Goodwill impairment tests require judgment, including identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit.

Goodwill impairment tests require judgment, including identification of reporting units, assignment of

assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit.

Identifiable Intangibles

22 unchanged sentences

Indirect operating costs are recorded as expenses of the Company when incurred and amounts allocated and reimbursable are recorded as other income in the consolidated statements of operations on a gross basis to the extent the Company determines that it acts in the capacity of a principal in the incurrence of such costs.

The Company facilitates the payments of organization and offering costs, due diligence costs to the extent the related investments are consummated and direct operating costs, all of which are recorded as due from affiliates on the consolidated balance sheets, until such amounts are repaid.

Due diligence costs related to unconsummated investments that are borne by the Company are expensed as transaction-related costs in the consolidated statement of operations.

The Company facilitates the payment of organization and offering costs, cost of investment due diligence, and direct operating costs, all of which are recorded as due from affiliates on the consolidated balance sheet, until such amounts are repaid.

Cost of investment due diligence related to unconsummated investments that are borne by the Company are expensed as transaction-related costs in the consolidated statement of operations.

The Company assesses the collectability of such receivables and establishes an allowance for any balances considered not collectable.

3 unchanged sentences

Depreciation and amortization is recognized on a straight-line basis over the estimated useful life of the assets, which range between 3 and 7 years for furniture, fixtures, equipment and capitalized software, and over the shorter of the lease term or useful life for leasehold improvements.

Derivative Instruments and Hedging Activities

The Company may use derivative instruments to manage its interest rate risk and foreign currency risk.

The Company does not use derivative instruments for speculative or trading purposes.

All derivative instruments are recorded at fair value, with the accounting for changes in fair value depending upon whether the derivative has been designated and qualifies for hedge accounting.

Changes in fair value of derivatives not designated as accounting hedges are recorded in the statement of operations in other gain (loss).

For designated accounting hedges, if it is determined that a derivative is not expected to be or has ceased to be highly effective at hedging the designated exposure, hedge accounting is discontinued.

Cash Flow Hedges —The Company may use interest rate caps and swaps to hedge its exposure to interest rate fluctuations in forecasted interest payments on floating rate debt and may designate as cash flow hedges.

Changes in fair value of the derivative is recorded in accumulated other comprehensive income (loss), or "AOCI," and reclassified into earnings when the hedged item affects earnings.

If the derivative in a cash flow hedge is terminated or the hedge designation is removed, related amounts in AOCI are reclassified into earnings when the hedged item affects earnings.

Net Investment Hedges —The Company may use foreign currency hedges to protect the value of its net investments in foreign subsidiaries.

Changes in fair value of derivatives used as hedges of net investment in foreign operations are recorded in the cumulative translation adjustment account within AOCI.

At the end of each period, the Company reassesses the effectiveness of its net investment hedges and as appropriate, dedesignates the portion of the derivative notional that is in excess of the beginning balance of its net investments as undesignated hedges.

Release of amounts in AOCI related to net investment hedges occurs upon losing a controlling financial interest in an investment.

Upon sale, complete or substantially complete liquidation of an investment in a foreign subsidiary, the gain or loss on the related net investment hedge is reclassified from AOCI to earnings.

The Company did not engage in derivative transactions in 2024 and had no outstanding derivatives at December 31, 2023.

Realized and unrealized gains and losses on derivative instruments in prior years were recorded in other gain (loss) on the consolidated statement of operations as follows:

Year Ended December 31,

(In thousands) 2023 2022

Foreign currency contracts:

Designated contracts

Realized gain (loss) transferred from AOCI to earnings (1)

Non-designated contracts

Realized and unrealized gain (loss) in earnings (2)

Interest rate contracts:

Non-designated contracts

Realized and unrealized gain (loss) in earnings — 11,533

(1) Represents a net investment hedge of a foreign subsidiary, for which the warehoused foreign investment was transferred to a sponsored fund and deconsolidated in 2022.

(2) Represents foreign currency contract entered into on behalf of a sponsored fund, which had no net impact to the Company's earnings (Note 16).

The Company's leasing arrangements are composed of operating leases for its corporate offices.

24 unchanged sentences

Higher interest expense is recorded in the early periods as a constant interest rate is applied to the finance lease liability and the liability decreases over the lease term as cash payments are made.

For operating leases, fixed

lease expense is recognized over the lease term on a straight-line basis and variable lease expense is recognized in the period incurred.

For operating leases, fixed lease expense is recognized over the lease term on a straight-line basis and variable lease expense is recognized in the period incurred.

A lease that is terminated before expiration of its lease term would result in a derecognition of the lease liability and ROU lease asset, with the difference recorded in the income statement, reflected as other gain (loss).

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These fee credits or offsets represent a component of the transaction price for the Company's provision of investment management services and are applied to reduce management fees payable to the Company.

Pursuant to the governing documents of the funds, the Company may be required to bear organizational costs of the funds in excess of prescribed thresholds.

The excess organizational costs represent a liability to the Company and if such costs are paid by the funds, the liability is relieved when the Company receives management fees from the funds net of the excess organizational costs.

Incentive Fees —The Company is entitled to incentive fees from sub-advisory accounts in its Liquid Strategies.

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Cost Reimbursements from Affiliates —For various services provided to certain affiliates, including managed investment vehicles, the Company is entitled to receive reimbursements of expenses incurred, generally based on expenses that are directly attributable to providing those services and/or a portion of overhead costs.

To the extent the Company determines that it acts in the capacity of a principal in the incurrence of such costs on behalf of the managed investment vehicle, the cost reimbursement is presented on a gross basis in other income and the expense in administrative expense in the consolidated statements of operations in the period the costs are incurred.

To the extent the

Company determines that it acts in the capacity of an agent, the cost reimbursement is presented on a net basis in the consolidated statements of operations.

Property Operating Income —2022 included lease income from a foreign tower portfolio, acquired and consolidated in June 2022 as a warehoused investment and transferred to a core equity fund in December 2022.

To the extent the Company determines that it acts in the capacity of a principal in the incurrence of such costs on behalf of the managed investment vehicle, the cost reimbursement is presented on a gross basis in other income and the expense in administrative expense in the consolidated statement of operations in the period the costs are incurred.

To the extent the Company determines that it acts in the capacity of an agent, the cost reimbursement is presented on a net basis in the consolidated statement of operations.

Compensation comprises salaries, bonus including discretionary awards and contractual amounts for certain senior executives, benefits, severance payments, incentive fee and carried interest compensation, and equity-based compensation.

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Incentive fee and carried interest compensation are generally not paid to management or other employees until the related incentive fees and carried interest amounts are distributed by the investment vehicles to the Company.

If the related carried interest distributions received by the Company are subject to clawback, the previously distributed carried interest compensation would be similarly subject to clawback from employees.

The Company generally withholds a portion of the distribution of carried interest compensation to employees to satisfy their potential clawback obligation.

If the related carried interest distributions received by the Company are subject to clawback, the previously distributed carried interest to employees would be similarly subject to clawback.

The Company withholds a portion of the distribution of carried interest to employees to satisfy their potential clawback obligation.

The amount withheld resides in entities outside of the Company.

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A valuation allowance for deferred tax assets is established if the Company believes it is more likely than not that all or some portion of the deferred tax assets will not be realized based upon the weight of all available positive and negative evidence.

Realization of deferred tax assets is dependent upon the adequacy of future expected taxable income from all sources, including reversal of taxable temporary differences, forecasted earnings and prudent and

feasible tax planning strategies.

An established valuation allowance may be reversed in a future period if the Company subsequently determines it is more likely than not that all or some portion of the deferred tax asset will become realizable.

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• In all periods presented, 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.

• In 2023 and 2022, the operations of digital infrastructure portfolio companies that represented the Company's former Operating segment prior to their full deconsolidation and qualification as discontinued operations on December 31, 2023.

• In 2023, the operations of digital infrastructure portfolio companies that represented the Company's former Operating segment prior to their full deconsolidation and qualification as discontinued operations on December 31, 2023.

The Operating segment was previously composed of balance sheet equity interests in two digital infrastructure portfolio companies, DataBank and Vantage SDC, an edge colocation and a stabilized hyperscale data center business, respectively.

These portfolio companies directly held and operated data centers,

earning rental income from providing use of data center space and/or capacity through leases, services and other tenant arrangements.

These portfolio companies directly held and operated data centers, earning rental income from providing use of data center space and/or capacity through leases, services and other tenant arrangements.

Prior to deconsolidation and reclassification as discontinued operations, a majority of the assets, liabilities and operating results of DataBank and Vantage SDC were attributed to third party investors, presented as noncontrolling interests in investment entities.

DataBank— During 2022 and 2023, DataBank was partially recapitalized through multiple sales of equity interest to new investors.

The Company received its share of net proceeds from the sale totaling $ 425.5 million in 2022 and $ 49.4 million in 2023, including its share of carried interest, net of allocation to employees, totaling $ 20.1 million in 2022 and $ 27.9 million in 2023.

In 2022, as the transaction involved a change in ownership of a consolidated subsidiary, it was accounted for as an equity transaction.

The difference between the book value of the Company's interest and its ownership based upon the current value of DataBank resulted in a reallocation from noncontrolling interests in investment entities to additional paid-in capital totaling $ 230.2 million in 2022.

DataBank— During 2023, DataBank was partially recapitalized through multiple sales of equity interest to new investors.

The Company received its share of net proceeds from the sale totaling $ 49.4 million in 2023, including its share of carried interest, net of allocation to employees, totaling $ 27.9 million.

In 2023, the completion of the recapitalization further reduced the Company's ownership interest in DataBank, resulting in a deconsolidation of DataBank.

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The total gain of $ 278.7 million was recorded in other gain (loss) on the consolidated statement of operations in 2023.

Vantage SDC— The Company and its co-investors had committed to acquire the future build-out and lease-up of the expanded capacity and existing inventory in Vantage SDC, the costs of which are to be borne by the existing owners of Vantage SDC.

Vantage SDC— The Company and its co-investors had committed to acquire the future build-out and lease-up of the expanded capacity and existing inventory in Vantage SDC, the costs of which were to be borne by the existing owners of Vantage SDC.

The cost of the expansion capacity had been funded by Vantage SDC from borrowings or through cash from operations, except for a $ 122.0 million payment that was deferred in 2023 and treated as a contribution of assets by the existing owners of Vantage SDC that was funded through equity.

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This settlement transaction resulted in a dilution of the ownership held by DBRG and its co-investors in Vantage SDC, and in connection therewith, a dilution of the Company's voting rights in Vantage SDC, resulting in a deconsolidation of Vantage SDC.

The Company's interest in Vantage SDC at December 31, 2023 was held through two single asset funds that were consolidated, and which were subsequently deconsolidated in 2024 (Note 10).

The Company's interest in Vantage SDC at December 31, 2023 was held through two single asset funds that were consolidated, and which were subsequently deconsolidated in the second quarter of 2024 (Note 9).

Following deconsolidation of DataBank in 2023 and the Vantage SDC funds in 2024, the Company's co-investments in DataBank and Vantage SDC are reflected as principal investments under the equity method .

• In 2023 and 2022, the Company's equity method investment in BrightSpire Capital, Inc.

BRSP), which was sold in March 2023 for net proceeds totaling $ 201.6 million, with impairment loss of $ 9.7 million and $ 60.4 million recorded in 2023 and 2022, respectively, prior to its disposition.

• In March 2023, the Company's equity method investment in BrightSpire Capital, Inc.

BRSP) was sold for net proceeds totaling $ 201.6 million, with impairment loss of $ 9.7 million recorded in 2023 prior to its disposition.

The Company's investment in BRSP qualified as discontinued operations in March 2023.

• In 2022, the Wellness Infrastructure business, which was disposed in February 2022, along with other non-core assets held by a subsidiary, NRF Holdco, LLC ("NRF Holdco").

The equity of NRF Holdco was sold for $ 281 million, in a combination of cash and a $ 155 million unsecured promissory note.

The promissory note was fully written down in March 2023.

The disposition of NRF Holdco resulted in a write-off of unamortized deferred financing costs on the Wellness Infrastructure debt assumed by the buyer of $ 92.1 million and additional impairment loss based upon final carrying value of the Wellness Infrastructure net assets in 2022.

Income (Loss) from discontinued operations is summarized as follows.

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$ ( 4,104 ) $ ( 18,692 ) $ ( 55,999 )

Assets and Liabilities of Discontinued Operations

Assets of Discontinued Operations

The Company initially measures assets and liabilities of discontinued operations at the lower of their carrying amounts or fair value less disposal costs.

For bulk sale transactions, the unit of account is the disposal group, with any excess of the aggregate carrying value over estimated fair value less costs to sell allocated to the individual assets within the group.

Assets and liabilities of discontinued operations consisted of remaining equity investments excluded from the Company's December 2021 bulk sale of its real estate related investments.

Reclassifications

Investment-related expense in prior periods, which were immaterial to the respective periods, have been combined into administrative and other expenses on the consolidated statements of operations to conform to current period presentation.

This reclassification did not affect the Company's financial position, results of operations or cash flows.

Accounting Policies Related to Real Estate Operations

Accounting policies related to real estate operations were applicable to a warehoused tower portfolio in continuing operations in 2022, and to portfolio companies in the former Operating segment prior to deconsolidation, included in discontinued operatio ns in all prior periods presented.

The Company's lease income was composed of (i) fixed lease income for rents, and for interconnection services and a committed amount of power related to contracted data center leased space;

and (ii) variable lease income for tenant reimbursements, installation services of Company-owned data center equipment and additional metered power reimbursements based upon usage by data center tenants at prevailing rates.

Rental income recognition commences when the tenant takes possession of the lease space.

Rental income was recognized on a straight-line basis over the noncancelable term of the related lease which includes the effects of minimum rent increases and rent abatements under the lease.

Rents received in advance were deferred.

For Company-owned tenant improvements, the amounts funded by or reimbursed from the tenants were recorded as deferred revenue, which was amortized on a straight-line basis as additional rental income over the term of the related lease.

When it was determined that the tenant is the owner of tenant improvements, the Company's contribution towards those improvements was recorded as a lease incentive and amortized as a reduction to rental income on a straight-line basis over the term of the lease.

The Company evaluated collectability of lease payments based upon the creditworthiness of the lessee and recognized lease income only to the extent collection of all amounts due over the life of the lease was determined to be probable.

If collection is subsequently determined to no longer be probable, any previously accrued lease income that has not been collected is subject to reversal.

If collection is subsequently determined to be probable, lease income and corresponding receivable would be reestablished to an amount that would have been recognized if collection had always been deemed to be probable.

Data Center Service Revenue

The Company earned data center service revenue, primarily composed of cloud services, data storage, data protection, network services, software licensing, other services related to installation of customer equipment, and other related information technology services, which were recognized as services are provided to data center customers.

The Company periodically evaluated aged receivables and considers the collectability of unbilled receivables.

The Company estimated allowance for doubtful accounts for specific accounts receivable balances based upon historical collection trends, age of outstanding accounts receivables and existing economic conditions associated with the receivables.

Real Estate Depreciation

Real estate assets used in the generation of property operating income, other than land, were depreciated on a straight-line basis over the estimated useful lives of the assets, generally up to 50 years for buildings, 40 years for site and building improvements, 30 years for data center infrastructure, and 8 years for furniture, fixtures and equipment.

Tenant improvements were amortized over the lesser of the useful life or the remaining term of the lease.

Assets of discontinued operations consisted of remaining equity investments excluded from the Company's 2021 bulk sale of its real estate related investments.

Accounting Standards Adopted in 2025

Reportable Segment Disclosures

In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures , which expands the breadth and frequency of segment disclosures to require all annual disclosures on an interim basis and provide for incremental disclosures, including the following:

• Category and amount of significant segment expenses that are regularly provided to (even if not regularly reviewed by) the chief operating decision maker ("CODM") and included in each reported segment profit (loss) measure, otherwise the nature of expense information (for example, consolidated, forecasted, budgeted) used by the CODM;

• An amount (without individual quantification) for other segment items (represents difference between segment revenue less segment expense disclosed and reported segment profit (loss) measure), including description of the composition, nature and type of the other segment items;

• Description of how CODM uses each reported segment profit (loss) measure to assess segment performance and determine resource allocation;

• Title and position of individual or name of group or committee identified as CODM.

The ASU changes current guidance by permitting multiple measures of segment profit (loss) to be reported provided that the measure most consistent with GAAP is reported.

The ASU also clarifies that a single reportable segment entity is subject to segment disclosures in its entirety, which would require reporting of segment profit (loss) measure that is not a consolidated GAAP measure and not clearly evident from existing disclosures.

The ASU does not change existing guidance around identification of operating segments and determination of reportable segments.

The requirements under this ASU are to be applied retrospectively to all prior periods presented unless impracticable.

The Company adopted this ASU for the 2024 fiscal year with the filing of this Form 10-K.

The new guidance did not have a material impact on the Company's segment disclosures, included herein in Note 17.

Future Accounting Standards

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 disaggregation of:

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 5% or more of total income taxes paid (net of refunds received).

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 total amount of unrecognized tax benefits within 12 months of reporting date;

and (b) cumulative amount of each type of temporary difference for which deferred tax liability has not been recognized (due to exception to recognizing deferred taxes related to subsidiaries and corporate joint ventures).

This ASU is effective January 1, 2025, with early adoption permitted in the interim or annual periods.

Transition is prospective with the option to apply retrospective application.

The Company will adopt the ASU on its effective date on a

prospective basis and does not expect this new guidance to have a material impact on its annual income tax disclosures.

(a) reasonably possible significant changes in the total amount of unrecognized tax benefits within 12 months of reporting date;

and (b) 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 for the 2025 fiscal year.

The resulting expanded income tax disclosures are reflected in Note 13, in particular the further disaggregation of effective tax rate reconciliation and net income tax payments for 2025.

Future Accounting Standards

Accounting for Internal-Use Software

In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software, with limited amendments to better align internal-use software accounting (Topic 350-50) with current software development practices.

The ASU changes the cost capitalization threshold by eliminating consideration of discrete project stages that assume a sequential and linear approach to software development.

This model is replaced with a principles-based framework that focuses on the remaining two existing criteria to begin capitalizing software development cost, that is, (i) authorization and commitment to funding the software project and (ii) probability of completion and software is used for its intended function.

Additional guidance is provided to clarify that the probable-to-complete recognition threshold is not met if there is significant uncertainty surrounding the software development, and until such time, all associated costs are expensed as incurred.

The ASU also specifies that capitalized cost is subject to disclosure requirements of Topic 360-10, Property, Plant and Equipment , irrespective of whether the internal-use software is internally developed or third party licensed, or whether it is classified as tangible or intangible asset.

The ASU, however, does not change the type of internal-use software costs that can be capitalized (for example, data conversion/migration and software maintenance costs continue to be expensed as incurred), or when capitalization ceases.

The ASU is effective for interim and annual reporting periods beginning January 1, 2028 and can be applied either prospectively, retrospectively or using a modified prospective transition approach.

Early adoption is permitted in any interim or annual period, effective as of the beginning of the fiscal year of adoption.

The Company is currently evaluating the effects of this new guidance.

Measurement of Credit Losses for Accounts Receivable and Contract Assets

In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets , which simplifies the estimation of expected credit losses applied to revenue transactions from contracts with customers (pursuant to Topic 606) .

The ASU provides for election of a practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the current accounts receivable and current contract assets.

This would forego the existing requirement to develop forecasts of future economic conditions in estimating expected credit losses.

The ASU applies prospectively to interim and annual reporting periods beginning January 1, 2026, with early adoption permitted.

The Company intends to elect the practical expedient, which is not expected to have a material impact on the Company's consolidated financial statements.

Acquisition of a Variable Interest Entity

In May 2025, the FASB issued ASU 2025-03, Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity, which modifies the Business Combination (Topic 805) framework for identifying the accounting acquirer in certain business combinations where the legal acquiree is a VIE.

This changes existing guidance by replacing the previous requirement that in a business combination in which a VIE is acquired, the primary beneficiary of the VIE is always the accounting acquirer, even if the business combination would otherwise have been a reverse acquisition had the legal acquiree been a voting interest entity.

The new standard requires that in a business combination effected primarily through exchange of equity interests, the general factors in Topic 805 are assessed to determine which entity is the accounting acquirer regardless of whether the legal acquiree is a VIE or voting interest entity.

The guidance in Topic 805 considers various factors in determining the accounting acquirer, including but not limited to, relative voting rights of the combined entity, composition of the governing body and senior management of the combined entity, and relative sizes of the combining entities prior to the transaction.

The new ASU therefore improves comparability in the accounting for business combinations that involve VIEs and voting interest entities.

The determination of which entity is the accounting acquirer affects the application of acquisition accounting in which the acquiree's assets and liabilities are remeasured at fair value on acquisition date, and also affects the form and content of current and prior period financial statements included in SEC filings.

The ASU applies prospectively to interim and annual reporting periods beginning January 1, 2027, with early adoption permitted.

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:

The new standard requires tabular disclosure in a footnote, disaggregating each income statement line item that contains any of the following natural

(a) purchases of inventory;

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The Company is currently evaluating the effects of this new guidance.

Business Combinations

In February 2023, the Company acquired the global infrastructure equity investment management business of AMP Capital Investors International Holdings Limited, which was rebranded as InfraBridge at closing.

Consideration for the acquisition consisted of $ 314.3 million cash consideration (net of cash assumed), subject to customary post-closing working capital adjustments, plus a contingent amount based upon achievement of future fundraising targets for InfraBridge's new global infrastructure funds.

The estimated fair value of the contingent consideration is subject to remeasurement each reporting period, as discussed in Note 10.

The following table summarizes the total consideration and allocation to assets acquired and liabilities assumed.

The initial cash consideration was determined, in part, based upon estimated net working capital of the acquired entities at closing.

The Company finalized the purchase price allocation in the first quarter of 2024, as presented below.

(In thousands) As Reported

At December 31, 2023 Measurement Period Adjustments Final

Consideration

Cash $ 365,440 $ 365,440

Contingent consideration at fair value 10,874 10,874

$ 376,314 $ 376,314

Assets acquired and liabilities assumed

Cash 51,174 51,174

Principal investments 112,310 112,310

Intangible assets 50,800 50,800

Other assets 34,699 16 34,715

Deferred tax liabilities ( 10,198 ) ( 10,198 )

Other liabilities ( 30,214 ) 373 ( 29,841 )

Fair value of net assets acquired 208,571 208,960

Goodwill 167,743 ( 389 ) 167,354

$ 376,314 $ 376,314

• Principal investments represent acquired interests in InfraBridge funds, valued at their most recent NAV at closing.

• The intangible assets of InfraBridge were composed of the following:

• Management contracts were valued based upon estimated net cash flows expected to be generated from the contracts, with remaining term of the contracts ranging between 1 and 4 years, discounted at 8.0 %.

• Investor relationships represent the fair value of potential future investment management fees, net of operating costs, to be generated from repeat InfraBridge investors in future sponsored vehicles, with a weighted average estimated useful life of 12 years, discounted at 14.0 %.

• Deferred tax liabilities were recognized for the book-to-tax basis difference of identifiable intangible assets acquired, net of deferred tax assets assumed.

• Other assets acquired and liabilities assumed include management fee receivable and compensation payable associated with the pre-acquisition period, amounts due to InfraBridge funds and receivable from seller, all of which have largely been settled or relieved.

• Goodwill is the value of the business acquired that is not already captured in identifiable assets, largely represented by the potential synergies from combining the capital raising resources of DBRG and the mid-market infrastructure specialization of the InfraBridge team.

The Company's equity and debt investments are represented by the following:

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Carried interest allocation 540,890 894,553

Marketable equity securities 242 17,487

Other equity investments 25,570 24,854

CLO subordinated notes 35,122 50,927

Debt investment 30,490 35,122

2,030,063 2,345,845

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Marketable equity securities 115,101 83,269

Other investments 63,154 416,614

Other investment 121,239 63,154

$ 2,266,403 $ 2,492,268

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The Company typically has a small percentage interest in its sponsored funds as general partner or special limited partner.

The Company also has additional investment as general partner affiliate alongside the funds' limited partners, primarily with respect to the Company's flagship value-add funds, InfraBridge funds and funds invested in DataBank and Vantage SDC.

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 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 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.

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.

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.

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 distributions of income, including from realization events, are recorded in principal investment income on the consolidated statements of operations.

Carried Interest

Carried interest 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 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.

Realization of carried interest occurs upon disposition of all underlying investments of the fund, or in part the disposition of each investment.

Unrealized carried interest is recognized as the amount that would be due pursuant to the fund governing documents assuming a hypothetical liquidation of the investments of the fund at their estimated fair values as of reporting date.

Unrealized carried interest 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 and comparable transactions in the market.

When the fair value of fund investments fall below return hurdles or remain constant and preferred returns on unreturned capital accumulate, this may result in a reversal of unrealized carried interest previously recognized.

Generally, carried interest 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 distributed has exceeded the final carried interest amount due (or amount due as of the calculation date), the Company is obligated to return the excess carried interest previously received.

Therefore, carried interest distributed to the Company may be subject to clawback, up to the amount previously received on an after-tax basis.

A liability would be established if a clawback obligation arises assuming a hypothetical liquidation of the investments of the fund at their prevailing fair values as of reporting date.

However, the actual determination of a clawback, if any, and payment thereof would occur only after final disposition of investments at the end of the life of a fund, except for funds that have interim clawback provisions.

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.

A portion of carried interest earned by the Company is allocated to current and former employees and for certain funds, to a third party participation interest.

Their share of carried interest is subject to recognition and reversal in accordance with the related carried interest income earned by the Company, and is not paid until the Company receives carried interest distributions from its funds.

If the related carried interest distributions received by the Company are subject to clawback, the previously distributed carried interest to employees and a third party participation interest would be similarly subject to clawback.

The Company withholds a portion of the distribution of carried interest to employees to satisfy their potential clawback obligation.

The amount withheld resides in entities outside of the Company.

Carried interest is presented gross of allocation to employees and third party participation interest.

Carried Interest Distributed

There was an immaterial distribution of carried interest during the year ended December 31, 2024.

Carried interest of $ 28.4 million was distributed in 2023 and recognized in carried interest allocations, of which $ 0.8 million of the distributed carried interest was allocated to current and former employees and to Wafra, recorded as either carried interest compensation, other loss, or amounts attributable to noncontrolling interests (Note 16).

In 2025, carried interest of $ 2.5 million was distributed, of which $ 1.6 million was allocated to current and former employees, recorded as carried interest compensation as well as amounts attributable to noncontrolling interests (Note 15).

In 2024, there was an immaterial distribution of carried interest.

Clawback Obligation

The Company did not have a liability for clawback obligations on carried interest distributed as of December 31, 2024 and December 31, 2023.

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 $ 181.0 million would be subject to clawback as of December 31, 2024, of which $ 120.7 million would be the responsibility of the employee/former employee recipients and Wafra.

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.

Marketable Equity Securities

Marketable equity securities at December 31, 2024 included securities in a healthcare REIT that was non-traded at December 31, 2023 and became publicly traded through an initial public offering in February 2024.

The publicly traded securities in the healthcare REIT have been substantially liquidated following expiration of the underwriters' lock-up in August 2024.

Dividends or other distributions from marketable equity securities are recorded in other income, while changes in fair value are recorded in other gain (loss) on the consolidated statements of operations.

At December 31, 2025, $ 25.0 million of previously distributed carried interest would be subject to clawback assuming a hypothetical liquidation of carry paying funds at their December 31, 2025 estimated fair values.

However, actual clawback obligation, if any, would only be determined at the end of the life of a fund and become payable upon liquidation of the fund, unless there are interim clawback provisions.

The clawback liability is included in amount due to affiliates (Note 15).

Approximately $ 20.9 million and $ 1.2 million of the clawback obligation are the responsibility of current and former employees and a third party participation interest, respectively, included in amount due from affiliates (Note 15) and as an allocation to noncontrolling interests in investment entities.

To satisfy employees' clawback obligation, a portion of carried interest is withheld from payment to employees at the time of distribution.

The Company's share of the clawback obligation, on a net basis, was $ 2.9 million.

At December 31, 2024, the Company did not have a liability for clawback obligation on previously distributed carried interest.

If, at December 31, 2025, all of the funds' investments are deemed to have no value, a possibility that the Company views as remote, the amount of carried interest distributed to date subject to potential clawback would be $ 103.5 million on an after-tax basis, of which $ 66.2 million would be the responsibility of current and former employees and $ 2.6 million

the responsibility of a third party participation interest.

To satisfy employees' clawback obligation, $ 20.6 million had been held back from employees as of December 31, 2025.

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.

Other equity investments include primarily venture investments and an investment in a managed account.

These 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.

Debt Investment

Interest income on debt investment is recorded in other income.

CLO Subordinated Notes

In the third quarter of 2022, bank syndicated loans that the Company previously warehoused were transferred into a

third party warehouse entity at their acquisition price, and securitized through the issuance of securities in a collateralized loan obligation ("CLO") structure.

The CLO is sponsored and managed by the third party.

The Company acquired all of the subordinated notes of the CLO, which are classified as available-for-sale ("AFS") debt securities.

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 .

The reinvestment and non-call periods of the CLO were extended by two years , similarly with the final maturity date that was extended to 2037.

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 in October 2024.

The stated legal final maturity of the CLO has been extended to 2037.

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.

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.

7 unchanged sentences

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 December 31, 2024 and 2023, the Company determined that the issued price of the subordinated notes, net of capital distributions, was a reasonable representation of fair value and that the CLO subordinated notes are not impaired.

Based upon these data points, at December 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.

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 14).

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 composed of marketable equity securities held by funds in the liquid securities strategy and a venture investment held by a single asset fund.

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.

Combined Financial Information of Equity Method Investees

The following tables present selected combined financial information of the Company's equity method investees, which represent the Company's sponsored investment vehicles.

Amounts presented represent combined totals at the investee level and not the Company's proportionate share.

Selected combined financial information of the Company's equity method investees, which represent the Company's sponsored investment vehicles, are as follows.

Such amounts represent combined totals at the investee level and not the Company's proportionate share.

Selected Combined Balance Sheet Information

(In thousands) December 31, 2024 December 31, 2023

Total assets $ 46,606,626 $ 38,062,830

Total liabilities 1,436,787 413,270

Owners' equity 45,169,839 37,649,560

• Total assets of $ 54.6 billion at December 31, 2025 and $ 46.6 billion at December 31, 2024.

• Total liabilities of $ 0.8 billion at December 31, 2025 and $ 1.4 billion at December 31, 2024.

• Owners' equity of $ 53.8 billion at December 31, 2025 and $ 45.2 billion at December 31, 2024.

Selected Combined Statements of Operations Information

Year Ended December 31,

(In thousands) 2024 2023 2022

Total revenues $ 225,825 $ 117,846 $ 23,232

Net income (loss) 1,707,294 2,976,972 2,150,989

Goodwill and Intangible Assets

The following table presents changes in goodwill.

Year Ended December 31,

(In thousands) 2024 2023

Beginning balance $ 465,991 $ 298,248

Business combination (Note 3)

( 389 ) 167,743

Ending balance (1)

$ 465,602 $ 465,991

(1) Remaining goodwill deductible for income tax purposes was $ 101.2 million at December 31, 2024 and $ 111.8 million at December 31, 2023.

• Total revenues of $ 507.6 million, $ 225.8 million and $ 117.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.

• Net income of $ 2.9 billion, $ 1.7 billion and $ 3.0 billion for the years ended December 31, 2025, 2024 and 2023, respectively.

Intangible Assets

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Restricted Cash

Restricted cash represents principally cash reserves that are maintained pursuant to the governing agreements of the securitized debt of the Company.

Restricted cash represents primarily cash reserves that are maintained pursuant to the governing documents of the corporate securitized debt.

The following table summarizes the Company's other assets.

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Fixed assets, net (2)

Assets of discontinued operations 193 445

136,779 51,780

Other assets of consolidated funds 2,135 724

Total other assets $ 138,914 $ 52,504

(1) Amount at December 31, 2025 i ncluded $ 90.1 million of consideration due from fund investors who assumed interests in the Company's sponsored funds previously held by the Company, with such amounts fully received in January 2026.

(2) Net of accumulated depreciation of $ 10.2 million at December 31, 2025 and $ 10.0 million at December 31, 2024 .

2 unchanged sentences

(In thousands) December 31, 2025 December 31, 2024

Deferred investment management fees (1)

Deferred investment management fees (Note 11) (1)

$ 26,882 $ 9,306

1 unchanged sentence

Common and preferred stock dividends payable 16,545 16,524

Securities sold short—consolidated funds

47,930 38,481

Due to custodians—consolidated funds

Current and deferred income tax liability

Contingent consideration payable—InfraBridge (Note 10)

Contingent consideration payable—Wafra (Note 9)

DBRG stock warrants (Note 10)

Operating lease liability for corporate offices

43,351 49,035

Accrued compensation 69,475 54,644

Accrued incentive fee and carried interest compensation 358,506 497,288

Operating lease liability for corporate offices

32,162 43,351

Accounts payable and accrued expenses 43,888 26,213

1 unchanged sentence

Other liabilities 3,084 12,796

Liabilities of discontinued operations — 259

582,129 668,018

Other liabilities of consolidated funds

Securities sold short

74,287 47,930

Due to custodians

Other liabilities 256 697

Total other liabilities $ 670,155 $ 725,766

(1) Deferred investment management fees are expected to be recognized as fee revenue over a weighted average period of 4.3 years and 3.2 years as of December 31, 2025 and December 31, 2024.

Deferred investment management fees recognized as income of $ 3.8 million and $ 3.3 million in the years ended December 31, 2024 and 2023, respectively, pertain to the deferred management fee balance at the beginning of each respective period.

Deferred investment management fees recognized as income of $ 4.7 million in 2025 and $ 3.8 million in 2024 pertain to the deferred management fee balance at the beginning of each respective year.

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.

December 31, 2025 December 31, 2024

(In thousands) Principal Deferred Financing Cost Amortized Cost Principal Premium (Discount), net Deferred Financing Cost Amortized Cost

(In thousands) Principal Deferred Financing Cost Amortized Cost Principal Deferred Financing Cost Amortized Cost

Securitized financing facility $ 300,000 $ ( 1,196 ) $ 298,804 $ 300,000 $ ( 3,638 ) $ 296,362

Exchangeable senior notes — — — 78,422 ( 810 ) ( 96 ) 77,516

$ 300,000 $ ( 3,638 ) $ 296,362 $ 378,422 $ ( 810 ) $ ( 5,829 ) $ 371,783

Securitized Financing Facility

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(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”).

and (ii) up to $ 100 million (following the Company's election in June 2025 to reduce its capacity from $ 300 million, pursuant to its terms) 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 its other subsidiaries are liable for the obligations of the Co-Issuers.

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.

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(Per Annum) (1)

Anticipated Repayment Date (2)

Years Remaining to Maturity (2)

Anticipated Repayment Date ("ARD") (2)

Years Remaining to ARD (2)

Class A-2 Notes

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(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 ARD of the VFN reflects its final one year extension exercised in July 2025.

The Series 2021-1 Notes may be optionally prepaid, in whole or in part, prior to their anticipated repayment dates.

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Exchangeable Senior Notes

In 2024, the remaining 5.75 % exchangeable senior notes issued by the OP with outstanding principal of $ 78.4 million was 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 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.

In 2022, DBRG and the OP completed separate privately negotiated exchange transactions with certain noteholders of the 5.75 % exchangeable notes.

The Company exchanged in aggregate $ 60.3 million of outstanding principal of the 5.75 % exchangeable notes into 6,389,366 shares of the Company's class A common stock and paid $ 13.9 million of cash.

The exchanges resulted in a debt extinguishment loss of $ 133.2 million, calculated as the excess of consideration paid over the carrying value of the notes exchanged, and recorded in other loss on the consolidated statement of operations.

Consideration was measured at fair value based upon the closing price of the Company's class A common stock on the date of the respective exchanges, and cash paid, net of transaction costs.

The exchanges did not qualify as debt conversion and were treated as debt extinguishment as the Company issued less than the number of shares issuable under the stated exchange ratio of 108.696 shares per $1,000 of note principal exchanged.

Stockholders' Equity

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Stock repurchases ( 235 ) — —

Exchange of notes for class A common stock — 6,389 —

Shares issued upon redemption of OP Units — 253 —

Shares issued for redemption of redeemable noncontrolling interest (Note 9)

Equity awards issued, net of forfeitures — 4,835 —

1 unchanged sentence

Shares outstanding at December 31, 2023 32,876 163,209 166

Stock repurchases ( 235 ) — —

Exchange of notes for class A common stock — 8,245 —

Shares issued upon redemption of OP units — 452 —

Settlement of Wafra contingent consideration (1)

Conversion of class B to class A common stock — 16 ( 16 )

Equity awards issued, net of forfeitures — 1,772 —

1 unchanged sentence

Shares outstanding at December 31, 2024 32,876 174,202 150

Exchange of notes for class A common stock — 8,245 —

Shares issued upon redemption of OP units — 6,128 —

Conversion of class B to class A common stock — 150 ( 150 )

Settlement of Wafra contingent consideration (Note 9)

Equity awards issued, net of forfeitures — 2,815 —

1 unchanged sentence

Shares outstanding at December 31, 2025 32,876 182,643 —

(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.

Preferred Stock

17 unchanged sentences

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.

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.

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.

In 2025, 149,571 shares of class B common stock, which represented all issued and outstanding shares of class B common stock, were converted pursuant to their terms into an equivalent number of shares of class A common stock, and were cancelled following their conversion.

Previously, class B common stock had the same rights and privileges, and ranked equally, shared ratably in dividends and distributions, and was identical in all respects as to all matters as class A common stock, except that class B common stock had thirty-six and one-half votes per share while class A common stock has one vote per share.

This had given the holders of class B common stock a right to vote that reflected the aggregate outstanding non-voting economic interest in the Company (in the form of OP units) attributed to class B common stock holders and therefore, did not provide any disproportionate voting rights.

Class B common stock had been previously issued as consideration in the Company's acquisition in April 2015 of the investment management business and operations of its former manager, which was then controlled by the Company's former Executive Chairman.

Dividend Reinvestment and Direct Stock Purchase Plan

1 unchanged sentence

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.

Reverse Stock Split

In August 2022, the Company effectuated a one-for-four reverse stock split of its outstanding shares of class A and class B common stock.

At that time, t he number of authorized shares of common stock was not concurrently adjusted and p ar value of common stock was proportionately increased from $ 0.01 to $ 0.04 per share.

Following stockholder approval in May 2023, the number of authorized shares of class A and class B common stock was proportionally decreased to 237,250,000 shares and 250,000 shares, respectively and p ar value of common stock was proportionately decreased from $ 0.04 to $ 0.01 per share, resulting in approximately $ 4.9 million increase in additional paid-in capital.

Stock Repurchases

The Company does not currently have an authorized stock repurchase program.

Pursuant to a $ 200 million stock repurchase program announced in July 2022 that expired in June 2023:

• In 2023, the Company repurchased 235,223 shares in aggregate across Series H, I and J preferred stock in 2023 for approximately $ 4.7 million, or a weighted average price of $ 20.18 per share.

• In 2022, the company repurchased (i) 2,228,805 in aggregate across Series H, I and J preferred stock for $ 52.6 million, or a weighted average price of $ 23.62 per share;

and (ii) 4,195,020 shares of class A common stock for $ 54.9 million, or a weighted average price of $ 13.09 per share.

In 2023, the Company repurchased 235,223 shares in aggregate across Series H, I and J preferred stock for approximately $ 4.7 million, or a weighted average price of $ 20.18 per share, pursuant to a $ 200 million stock repurchase program that expired in June 2023.

The excess or deficit of the repurchase price over the carrying value of the preferred stock results in a decrease or increase to net income attributable to common stockholders, respectively.

Accumulated Other Comprehensive Income (Loss)

The following tables present the changes in each component of AOCI attributable to stockholders and noncontrolling interests in investment entities, net of immaterial tax effect.

There were no changes in components of AOCI attributed to noncontrolling interests in investment entities for the year ended December 31, 2024.

AOCI attributable to noncontrolling interests in Operating Company is immaterial.

The following table presents the changes in each component of AOCI attributable to stockholders, net of immaterial tax effect.

Changes in Components of AOCI—Stockholders

(In thousands)

Company's Share in AOCI of Equity Method Investments Unrealized Gain (Loss) on AFS Debt Securities Foreign Currency Translation Gain (Loss)

Unrealized Gain (Loss) on Net Investment Hedges

Foreign Currency Translation Gain (Loss)

Company's Share in AOCI of Equity Method Investments Total

AOCI at December 31, 2022 $ ( 1,214 ) $ ( 295 ) $ ( 1,509 )

1 unchanged sentence

Amounts reclassified from AOCI (1)

( 1,246 ) 296 ( 950 )

Deconsolidation of investment entities (Note 2)

AOCI at December 31, 2023 $ 1,411 $ — $ 1,411

1 unchanged sentence

Amounts reclassified from AOCI (1)

Deconsolidation of investment entities (Note 2)

( 17 ) — ( 17 )

AOCI at December 31, 2024 $ 505 $ — $ 505

Other comprehensive income (loss) before reclassifications — — ( 889 ) — ( 889 )

Amounts reclassified from AOCI — — ( 17 ) — ( 17 )

Other comprehensive income (loss) 5,111 — 5,111

AOCI at December 31, 2025 $ 5,616 $ — $ 5,616

(1) Represent primarily the release of foreign currency cumulative translation adjustments which are included in other gain (loss) in continuing and discontinued operations on the consolidated statements of operations, as applicable, except for 2023 amounts related to equity method investments, which are included in equity method losses in discontinued operations.

The following table presents the change in a component of AOCI attributable to noncontrolling interests in investment entities for 2023.

There was no activity in 2025 and 2024.

AOCI attributable to noncontrolling interests in Operating Company was immaterial.

Changes in Components of AOCI—Noncontrolling Interests in Investment Entities

3 unchanged sentences

Amounts reclassified from AOCI (1)

AOCI at December 31, 2022 $ ( 3,015 )

Other comprehensive income (loss) before reclassifications 884

Amounts reclassified from AOCI ( 468 )

Deconsolidation of investment entities (Note 2)

AOCI at December 31, 2023 $ ( 49 )

Reclassifications out of AOCI—Stockholders

Information about amounts reclassified out of AOCI attributable to stockholders by component is presented below.

Such amounts are included in other gain (loss) in continuing and discontinued operations on the consolidated statements of operations, as applicable, except for amounts related to equity method investments, which are included in equity method losses in discontinued operations.

(In thousands)

Year Ended December 31, Affected Line Item in the

Consolidated Statements of Operations

Component of AOCI reclassified into earnings 2024 2023 2022

Release of foreign currency cumulative translation adjustments $ 17 $ 1,246 16,793 Other gain (loss), net Income (loss) from discontinued operations

Relief of basis of AFS debt securities — — 5,861 Income (loss) from discontinued operations

Realized gain on net investment hedges — — 16,082 Other gain (loss), net Income (loss) from discontinued operations

Deconsolidation of investment entities (Note 2)

— ( 965 ) — Income (loss) from discontinued operations

Release of AOCI of equity method investments — ( 296 ) 200 Income (loss) from discontinued operations

(1) Represent the release of foreign currency cumulative translation adjustments which are included in other gain (loss) in continuing and discontinued operations on the consolidated statements of operations.

Noncontrolling Interests

Redeemable Noncontrolling Interests

The following table presents the activities in redeemable noncontrolling interests in the Company's investment management business prior to its redemption in May 2022 as discussed below, and in open-end funds in the liquid securities strategy consolidated by the Company.

The following table presents the activities in redeemable noncontrolling interests in open-end funds in the liquid securities strategy consolidated by the Company.

Year Ended December 31,

5 unchanged sentences

Net income (loss) 3,444 2,458 6,503

Adjustment of Wafra's interest to redemption value and DBRG stock warrants held by Wafra to fair value — — 725,026

Redemption of Wafra's interest — — ( 862,276 )

Reclassification of DBRG stock warrants held by Wafra to liability in May 2022 — — ( 81,400 )

Reclassification of Wafra's carried interest allocation to noncontrolling interests in investment entities in May 2022 — — ( 4,087 )

Ending balance $ 33,226 $ 24,356 $ 17,862

Redeemable Noncontrolling Interest in Investment Management in 2022

On May 23, 2022, the Company redeemed the 31.5 % noncontrolling interest in its investment management business held by a private investment firm, Wafra, pursuant to a purchase and sale agreement ("PSA") entered into in April 2022.

In connection with Wafra's initial investment in the Company's investment management business in July 2020, Wafra had assumed directly and also indirectly through a participation interest $ 124.9 million of the Company's commitments to DBP I, and has a $ 125.0 million commitment to DBP II that has been partially funded to-date.

These are the Company's

flagship value-add funds within the DigitalBridge Partners ("DBP") infrastructure equity series.

Wafra had also agreed to make commitments to the Company's future funds and investment vehicles on a pro rata basis with the Company based on Wafra's percentage interest in the investment management business, subject to certain caps.

Pursuant to the PSA, Wafra’s entitlement to carried interest in DBP II was reduced from 12.6 % to 7 %, and with certain limited exceptions, Wafra sold or gave up its right to invest in, or receive carried interest from, future investment management products, but except as otherwise provided, retained its investment in and its allocation of carried interest from existing investment management products.

Consideration for the redemption of Wafra's interest consisted of:

(i) an upfront payment of $ 388.5 million in cash and 14,435,399 shares of the Company's class A common stock valued at $ 348.8 million based upon the closing price of the Company's class A common stock on May 23, 2022;

and (ii) Wafra's right to earn a contingent amount up to $ 125 million if the Company raises fee earning equity under management (as defined in the PSA) up to $ 6 billion during the period from December 31, 2021 to December 31, 2023, payable in March 2023 for portion earned in 2022 and March 2024 for any remaining portion earned in 2023, with up to 50 % payable in shares of the Company's class A common stock at the Company's election.

The Company paid Wafra in cash $ 90 million of the contingent amount in March 2023 and remaining $ 35 million was paid in March 2024 as $ 17.5 million of cash and $ 17.5 million of shares of the Company's class A common stock.

The carrying value of Wafra's redeemable noncontrolling interest was adjusted to fair value prior to redemption, initially based upon an estimate of consideration payable at March 31, 2022 when redemption was deemed to be probable, including the maximum potential contingent amount of $ 125 million.

This adjustment resulted in an allocation from additional paid-in capital to redeemable noncontrolling interests on the consolidated balance sheet.

The unrealized carried interest earnings allocated to Wafra that was retained and no longer subject to redemption was reclassified in May 2022 to permanent equity, included in noncontrolling interests in investment entities.

Additionally, in July 2020, the Company had also issued Wafra five warrants to purchase up to an aggregate of 5 % of the Company’s class A common stock ( 5 % at the time of the transaction, on a fully-diluted, post-transaction basis), as described further in Note 10.

In connection with the redemption, the terms of the warrants were amended, among other things, to provide 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 changed the classification of the warrants from equity to liability.

The warrants were remeasured to fair value prior to reclassification in May 2022, with the increase in value recorded in equity to reduce additional paid-in capital and subsequent changes in fair value recorded in other gain (loss) on the consolidated statements of operations.

In connection with the sale of three of the five warrants by Wafra to a third party in March 2024, the terms of the warrants sold were amended to remove the net cash settlement feature.

As a result, three of the warrants were reclassified to equity at their prevailing fair value and are no longer subject to fair value remeasurement (Note 10).

The Company's redemption of Wafra's interest in May 2022 also resulted in the assumption of $ 5.2 million of deferred tax asset.

Noncontrolling Interests in Operating Company

4 unchanged sentences

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 is elected, but exclude financial assets under the NAV practical expedient.

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.

3 unchanged sentences

Investments (Note 3)

Marketable equity securities $ 242 $ — $ — $ 242

Other equity investments—Marketable equity securities $ 401 $ — $ — $ 401

CLO subordinated notes — — 30,490 30,490

6 unchanged sentences

DBRG stock warrants

Securities of consolidated funds sold short

Securities of consolidated fund sold short

74,287 — — 74,287

1 unchanged sentence

Investments (Note 3)

Marketable equity securities $ 17,487 $ — $ — $ 17,487

Other equity investments—Marketable equity securities $ 242 $ — $ — $ 242

CLO subordinated notes — — 35,122 35,122

6 unchanged sentences

DBRG stock warrants

— — 39,200 39,200

Securities of consolidated funds sold short

Securities of consolidated fund 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 investments in digital infrastructure portfolio companies held by single asset funds.

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.

other equity investment, classified as level 3, was valued at December 31, 2024 using a market approach that considers revenue multiples of other comparable companies, and at December 31, 2023, was carried at its recent transacted price.

Additionally, at December 31, 2023, fair value of an underlying portfolio company held by two single asset funds, prior to deconsolidation of the funds (Note 2), was determined using a discounted cash flow model based upon projected net operating income of the investee with exit capitalization rate of 5.5 % and discounted at 10.4 %, classified as level 3.

In April 2024, two single asset funds were deconsolidated as the Company no longer holds a controlling financial interest in these funds.

The Company's co-investment in Vantage SDC, the portfolio company of the underlying funds, was restructured and is no longer held through the funds, but through a parallel vehicle.

The deconsolidation of these funds resulted in a removal of approximately $ 263.0 million of net assets attributed to the limited partners of the funds that had represented noncontrolling interests in investment entities.

Subsequent to deconsolidation of the funds, the Company's co-investment in Vantage SDC is reflected as a principal investment under the equity method with the election of fair value option.

Prior to December 31, 2023, equity investments of consolidated funds included equity interests in pooling entities that hold a portfolio of loans, invested alongside other parallel funds within the same credit fund complex.

Fair value of the fund's equity interests in the pooling entities was based upon its share of expected cash flows from the loan assets held by the pooling entities, classified as level 3.

In estimating fair value of the underlying loans, the pooling entities considered the prevailing market yields at which a third party might expect to receive on equivalent loans with similar credit risk.

Based upon a comparison to market yields, it was determined that the transacted price or par value of the loans held by the pooling entities approximated their fair value.

In December 2023, following a reorganization of the Company's ownership interest within the fund structure, the credit fund was deconsolidated and the Company's interest in the credit fund was reflected as a principal investment under the equity method.

Equity investments of consolidated funds include marketable equity securities held by our liquid strategy funds and a venture investment held by a single asset fund.

The marketable equity securities comprise publicly listed stocks in U.S.

and Europe, primarily in the digital infrastructure, real estate, technology, media and telecommunications sectors, valued based upon listed prices in active markets, classified as Level 1.

The venture investment, classified as level 3, was valued using a recent transacted price at December 31, 2025 and a market approach that considers revenue multiples of other comparable companies at December 31, 2024.

Fair Value Option

Equity Method Investments

The Company has elected to account for certain equity method investments under the fair value option.

Fair value was determined using a discounted cash flow model based upon projected earnings, with discount rates ranging between 11.0 % and 21.0 % (weighted average discount rate based upon relative fair value of 11.0 %) at December 31, 2024, and using a discount rate of 18.3 %, and also taking into consideration a comparison to market values of similar public companies at December 31, 2023.

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 the portfolio company's projected earnings, discounting unlevered cash flows at an 8.2 % weighted average cost of capital at December 31, 2025, and levered cash flows at a cost of equity of 11.0 % at 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

As discussed in Note 9, the Company had previously issued five warrants to Wafra in July 2020.

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.

investment was subsequently redeemed in 2022, while the warrants remain outstanding.

Each warrant entitled Wafra to 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.

Effective May 2022, the five 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 equity-classified warrants are no longer subject to fair value remeasurement.

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 a liability classification, which subjected the warrants to fair value remeasurement each period through earnings.

In March 2024, three of the five warrants were sold by Wafra to a third party and in conjunction therewith, the terms of the warrants were amended which removed the cash settlement feature, resulting in a reclassification of the warrants from liability to equity.

Under equity classification, the three warrants are no longer subject to fair value remeasurement.

No warrants have been exercised to-date.

At December 31, 2024, the two liability-classified warrants were carried at fair value, measured using a Black-Scholes option pricing model, applying the following inputs:

At December 31, 2025, the two liability-classified warrants were carried at fair value, classified as Level 3, measured using a Black-Scholes option pricing model by applying the following inputs:

(a) estimated volatility for DBRG's class A common stock of 30.0 % ( 34.7 % at December 31, 2024);

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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 December 31, 2024 and December 31, 2023, the Company applied a probability-weighted approach to the likelihood of meeting various fundraising targets and discounted the estimated future contingent consideration payment at 7.3 % and 4.9 %, respectively, to derive a present value amount, classified as Level 3 of the fair value hierarchy.

Contingent Consideration—InfraBridge

In connection with the Company's acquisition of InfraBridge in February 2023, contingent consideration may become payable by the Company if prescribed fundraising targets are met for follow-on InfraBridge flagship funds and co-investments.

The contingent consideration was measured at December 31, 2025 and December 31, 2024 by applying a probability-weighted approach to the likelihood of meeting various fundraising targets and discounting the estimated future contingent consideration payment at 6.6 % 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

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Level 3 Assets Level 3 Liabilities

Fair Value Option Equity Investment of Consolidated Funds DBRG Stock Warrants InfraBridge Contingent Consideration

(In thousands) Loans Receivable (1)

Equity Method Investments

Fair Value Option - Equity Method Investments Equity Investments of Consolidated Funds DBRG Stock Warrants Contingent Consideration — InfraBridge

Contingent Consideration — Consolidated Fund

(In thousands)

Fair value at December 31, 2023 $ 6,700 $ 416,614 $ ( 39,200 ) $ ( 11,338 ) $ —

Contributions — 20,000 85,486 — —

Consolidation of sponsored funds — — 393,614 — —

Business combination — — — — ( 10,874 )

Change in consolidated fund's share of equity investment (2)

— — 1,842 — —

Paydown of underlying loans held by equity investment of consolidated fund

— — ( 8,109 ) — —

Election of fair value option 130,320 — — — —

Unrealized gain (loss) in earnings, net 134 40,154 5,500 5,238 —

Deconsolidation of sponsored fund — — ( 105,205 ) — —

Reclassification to equity — — 33,000 — —

Deconsolidation of sponsored funds — ( 393,614 ) — — —

Fair value at December 31, 2024 $ 137,154 $ 63,154 $ ( 700 ) $ ( 6,100 ) $ —

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Fair value at December 31, 2024 $ 137,154 $ 63,154 $ ( 700 ) $ ( 6,100 ) $ —

Election of fair value option — 130,320 — — —

Unrealized gain (loss) in earnings, net — 134 40,154 5,500 5,238

Reclassification to equity — — — 33,000 —

Contributions — 40,683 — — —

Consolidation of sponsored fund — 115,539 — — ( 11,186 )

Change in consolidated fund's share of interest in portfolio company (1)

— 8,779 — — ( 2,996 )

Change in fair value of contingent consideration of consolidated fund (2)

— 619 — — ( 619 )

Realized and unrealized gain (loss) in earnings, net 6,883 50,541 300 3,600 —

Disposition — ( 9,790 ) — — —

Deconsolidation of sponsored funds — ( 148,286 ) — — 14,801

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Net unrealized gain (loss) in earnings on instruments held at December 31, 2025 $ 6,883 $ 43,763 $ 300 $ 3,600 $ —

(1) In March 2023, an unsecured promissory note that had been issued in connection with the sale of the Company's former Wellness Infrastructure business in 2022 was written off in the amount of $ 133.3 million following a foreclosure by the mezzanine lender of certain assets within the sold Wellness Infrastructure portfolio.

(2) Represents reallocation of investment value when relative ownership of the pooling entity across its fund owners change following additional capital contributions prior to final close of the fund.

(1) Represents additional allocation to consolidated fund following further syndication of interest in portfolio company from a non-consolidated fund to the consolidated fund.

Fund was deconsolidated in the fourth quarter of 2025.

(2) Represents contingent consideration of a single-asset fund which was consolidated in the third quarter of 2025 and deconsolidated in the fourth quarter of 2025.

Changes in fair value of the contingent consideration was reflected as an equivalent change in the cost of the fund's corresponding investment, with no effect to earnings.

Nonrecurring Fair Values

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(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;

(ii) when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable or based upon availability of observable prices for equity investments under the measurement alternative;

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.

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 September 30, 2024.

There were no assets carried at nonrecurring fair value at December 31, 2023.

Adjustments to fair value generally result from application of the lower of amortized cost or fair value for assets held for disposition or otherwise, an adjustment of asset values due to impairment or observable price changes.

An equity investment accounted for under the measurement alternative was carried at its estimated fair value of $ 3.7 million at December 31, 2025 based upon a recent transaction price.

Two equity investments accounted for under he measurement alternative were carried at an aggregate estimated fair value of $ 15.0 million at December 31, 2024 based upon pricing from a recent funding, and applying a probability-weighted approach to different recovery outcomes.

These represent level 3 fair values.

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

December 31, 2024

Secured fund fee revenue notes $ — $ 285,760 $ — $ 285,760 $ 296,362

December 31, 2023

Secured fund fee revenue notes $ — $ 250,547 $ — $ 250,547 $ 294,267

Exchangeable senior notes 152,296 — 152,296 77,516

Debt —Senior notes and 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.

The Company's debt obligation, specifically its secured fund fee revenue notes had fair values of $ 294.8 million at December 31, 2025 and $ 285.8 million at December 31, 2024, estimated based upon indicative quotes.

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.

Earnings per Share

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Net income (loss) attributable to common stockholders—basic 81,387 11,660 125,372

Interest expense attributable to exchangeable notes (1)

Net income (loss) allocated to common stockholders—diluted $ 11,660 $ 130,422 $ ( 382,300 )

Interest expense attributable to exchangeable notes (Note 6)

Net income (loss) allocated to common stockholders—basic and diluted $ 81,387 $ 11,660 $ 130,422

Weighted average common shares outstanding

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Weighted average effect of dilutive shares (1)(2)(3)

277 381 9,852

Weighted average number of common shares outstanding—diluted 175,733 168,818 169,720

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Net income (loss) attributable to common stockholders per common share—diluted $ 0.46 $ 0.07 $ 0.77

(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 years ended December 31, 2024 , 2023 and 2022, the effect of adding back $ 0.4 million , $ 3.1 million and $ 16.6 million of interest expense and 2,310,200 , 912,900 and 12,901,700 of weighted average dilutive common share equivalents.

Also excluded from the calculation of diluted earnings per share was $ 133.2 million of debt extinguishment loss (Note 7) for the year ended December 31, 2022.

(1) The calculation of diluted earnings per share includes the weighted average effect of class A common shares and share equivalents issuable in relation to the following dilutive securities:

(i) performance stock units (Note 12) of 140,500 , 130,415 and 118,484 in 2025.

2024 and 2023, respectively;

(ii) DBRG stock warrants that were in-the-money (Note 9) of 136,408 in 2025;

(iii) Wafra contingent consideration that was settled in March 2024 (Note 7) of 250,920 in 2024 and 1,209,536 in 2023;

and (iv) senior notes that are no longer outstanding effective April 2024 (Note 6) of $ 5.0 million of interest expense and 8,524,130 shares in 2023.

(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 13) with weighted average shares of 1,298,900 for the year ended December 31, 2022;

and (ii) class A common shares that are issuable to net settle the exercise of warrants (Note 10) with weighted average shares of 752,100 , 667,400 and 1,742,800 for the years ended December 31, 2024 , 2023 and 2022 respectively.

(i) DBRG stock warrants that were in-the-money (Note 9) of 752,100 in 2024 and 667,400 in 2023;

and (ii) senior notes that are no longer outstanding effective April 2024 (Note 6) of $ 0.4 million and $ 3.1 million of interest expense and 2,310,200 and 912,900 shares in 2024 and 2023, respectively.

(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.

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• Co-investment vehicles—up to 1.25 % of contributed or invested capital from inception;

• Liquid Strategies and InfraBridge co-investment vehicles—up to 1.25 % of NAV or gross asset value, respectively.

• 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.

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Revenue concentration is defined as a single fund or investment vehicle that generates 10% or more of the Company's total management fees.

Four funds met the concentration criteria, aggregating to 70.2 % of total management fees for the year ended December 31, 2024.

Three funds met the concentration criteria, aggregating to 64.0 % of total management fees in 2025.

Equity-Based Compensation

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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.

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, generally with annual time-based vesting in equal tranches over a three-year period, or for certain awards, a two-year cliff vesting.

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 and such dividends are not forfeitable prior to vesting of the award.

Restricted stock is entitled to dividends declared and

paid on the Company's class A common stock 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 combination of service and performance conditions.

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.

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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.

For liability classified awards that met their performance condition and became fully vested, $ 3.3 million of awards were cash settled in 2023.

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.

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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 three-year cumulative distributable earnings ("DE") per share targets, and the relative total shareholder return metric is then applied to determine the final number of shares vested.

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.

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49.8 % 44.6 % 41.3 %

Expected annual dividend yield (2)

0.2 % 0.3 % — %

Risk-free rate (per annum) (2)

3.9 % 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.

Expected dividend yield was zero for the March 2022 PSU awards as common dividends were suspended beginning the second quarter of 2020 and reinstated in the third quarter of 2022.

(1) Based upon historical volatility of the Company's stock and those of a specified peer group.

(2) Based upon the continuously compounded zero-coupon U.S.

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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.

The following assumptions were applied in the Monte Carlo model under a risk-neutral premise:

2022 LTIP Grant

Expected volatility of the Company's class A common stock (1)

Expected dividend yield (2)

Risk-free rate (per annum) (3)

(1) Based upon historical volatility of the Company's stock and those of a specified peer group.

(2) Based upon the Company's most recently issued dividend prior to grant date and closing price of the Company's class A common stock on grant date.

Expected dividend yield was zero for the June 2022 award as common dividends were suspended beginning the second quarter of 2020 and reinstated in the third quarter of 2022.

(3) Based upon the continuously compounded zero-coupon US Treasury yield for the term coinciding with the measurement period of the award as of valuation date.

No LTIP awards were issued in all periods presented.

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.

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At December 31, 2025, aggregate unrecognized compensation cost for all unvested equity awards was $ 28.8 million, which is expected to be recognized over a weighted average period of 1.7 years.

Tax Legislation

On July 4, 2025, the legislation formally titled “An Act to Provide for Reconciliation Pursuant to Title II of H.

14” (“the Act”), commonly referred to as the One Big Beautiful Bill Act, was enacted into law.

The centerpiece of the bill is the extension of expiring and in some cases, expired provisions of the 2017 Tax Cuts and Jobs Act.

The provisions of this Act could affect the Company's effective tax rate, current tax payable and measurement of the Company's deferred tax assets and liabilities, including its assessment of realizability.

Where applicable, the income tax effect of the Act was recognized in 2025, for which the effect was immaterial.

The Company continues to evaluate the effects of this new legislation on its consolidated financial statements, noting that interpretation of the various provisions of this Act and their application thereof may change as new information becomes available.

Income Tax Benefit (Expense)

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(In thousands) 2025 2024 2023

Income tax benefit (expense) on continuing operations

Federal $ ( 2,735 ) $ ( 107 ) $ 167

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Income tax benefit (expense) on continuing operations $ ( 5,708 ) $ ( 2,944 ) $ ( 6 )

The Company has no income tax benefits recognized for uncertain tax positions as of and during the years ended December 31, 2024 and 2023.

Deferred Income Tax Asset and Liability

Deferred tax asset and deferred tax liability are presented within other assets, and other liabilities, respectively.

The components of deferred tax asset and deferred tax liability are as follows.

The Company has no income tax benefits recognized for uncertain tax positions as of and during all periods presented.

Income Tax Payments

Income taxes paid in 2025, net of refunds, is presented by jurisdiction below.

(In thousands) December 31, 2025

United States

Federal $ 2,921

State and local 1,771

United Kingdom 1,893

Income taxes paid (refunded) $ 6,699

Deferred Income Tax Assets and Liabilities

Deferred tax assets and deferred tax liabilities are presented within other assets, and other liabilities, respectively.

The components of deferred tax assets and deferred tax liabilities are as follows.

(In thousands) December 31, 2025 December 31, 2024

Deferred tax asset

Deferred tax assets

Capital losses (1)

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Lease liability—corporate offices

12,763 12,507

Other 14,101 9,964

Gross deferred tax asset 584,839 690,185

Gross deferred tax assets 490,640 584,839

Valuation allowance ( 432,050 ) ( 559,556 )

Deferred tax asset, net of valuation allowance 25,283 25,788

Deferred tax liability

Deferred tax assets, net of valuation allowance 58,590 25,283

Deferred tax liabilities

Investment in partnerships ( 37,470 ) —

Intangible assets ( 19,392 ) ( 17,639 )

ROU lease asset—corporate offices

( 3,298 ) ( 9,692 )

Other ( 2,408 ) ( 2,712 )

Gross deferred tax liability 30,043 33,818

Net deferred tax asset (liability) $ ( 4,760 ) $ ( 8,030 )

(1) At December 31, 2024 and 2023, deferred tax asset was recognized on capital losses of $ 1.34 billion and $ 1.38 billion, respectively, which expire between 2025 and 2028, with full valuation allowance established in both years.

(2) At December 31, 2024 and 2023, deferred tax asset was recognized on NOL of $ 565.2 million and $ 589.7 million, respectively, for which full valuation allowance was established in both years.

NOL, which is largely attributable to U.S.

federal losses incurred after December 31, 2017, can be carried forward indefinitely.

Gross deferred tax liabilities ( 62,568 ) ( 30,043 )

Net deferred tax asset (liabilities) $ ( 3,978 ) $ ( 4,760 )

(1) At December 31, 2025 and 2024, deferred tax asset was recognized on capital losses in the U.S.

of $ 1.27 billion and $ 1.34 billion, respectively, which expire between 2025 and 2028, with full valuation allowance established in both years.

(2) At December 31, 2025 and 2024, deferred tax asset was recognized on NOL totaling $ 500.2 million and $ 565.2 million, respectively.

The NOL is predominantly attributable to U.S.

federal losses incurred after December 31, 2017 that can be carried forward indefinitely, and for which full valuation allowance has been established in both years.

Valuation Allowance

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Deferred Income Taxes

In 2022, significant deferred tax assets were recognized with an offsetting valuation allowance.

As a result of the Company's transition to a taxable C Corporation commencing with the taxable year ended December 31, 2022, $ 400.2 million of deferred tax asset was recognized as of January 1, 2022 related principally to capital loss carryforwards and outside basis difference in DBRG's interest in the OP, and $ 134.2 million was recorded during 2022 related to changes in DBRG’s interest in the OP that were treated as equity transactions.

Outside basis difference in investment in partnerships along with NOL generated by a subsidiary during 2022 further contributed to the deferred tax asset balance in 2022.

At December 31, 2022, it was determined that the realizability of these deferred tax assets did not meet the more-likely-than-not threshold, and consequently, a full valuation allowance was established against these deferred tax assets.

In assessing realizability, the Company determined that there were no prudent and feasible tax planning strategies that the Company could employ to reasonably assure the future realizability of its carryforward losses and other deferred tax assets.

In the absence of tax planning strategies and given the Company’s history of cumulative operating losses, which was largely a product of the recent transition in the Company's business, it was difficult to overcome the resulting uncertainties over the Company’s ability to generate future taxable income to realize these deferred tax assets.

As of December 31, 2024 and 2023 , a full valuation allowance has been maintained as the more-likely-than-not threshold continues to not be met in assessing realizability of deferred tax assets.

As a result, income tax expense in 2024 and 2023 primarily reflects the income tax effect of foreign subsidiaries.

A full valuation allowance has been maintained in all periods presented as the more-likely-than-not threshold continues to not be met in assessing realizability of deferred tax assets of the Company's domestic entities.

In future periods, if the realizability of all or some portion of these deferred tax assets becomes more likely than not, the associated valuation allowance would be reversed as a deferred tax benefit.

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The effective tax rate is impacted by a variety of factors, including, but not limited to, changes in the sources of income or loss during the period and whether such income or loss is taxable to the Company and its subsidiaries.

The following table presents a reconciliation of the statutory U.S.

income tax to the Company's effective income tax attributable to continuing operations:

The following tables present reconciliations of the statutory U.S.

income tax to the Company's effective income tax attributable to continuing operations for 2025, 2024 and 2023.

Year Ended December 31, 2025

(In thousands) Amount Percentage

Income (Loss) from continuing operations before income taxes

United States $ ( 18,237 )

Foreign 1,203

Federal income tax benefit (expense) at statutory tax rate (21%) 3,577 ( 21 ) %

State and local income taxes, net of federal income tax benefit ( 2,323 ) 14 %

Foreign statutory tax rate differential ( 282 ) 2 %

Effect of cross-border tax laws - global intangible low-taxed income ( 390 ) 2 %

Nontaxable or nondeductible items

Noncontrolling interests ( 35,448 ) 208 %

Equity-based compensation ( 2,163 ) 13 %

Other 1,445 ( 8 ) %

Other adjustments

Separately taxable subsidiaries of OP ( 20,202 ) 119 %

Equity-based compensation ( 4,129 ) 24 %

Investment in partnerships ( 76,570 ) 450 %

Other ( 2,057 ) 12 %

Valuation allowance 132,834 ( 780 ) %

Income tax benefit (expense) on continuing operations $ ( 5,708 ) 34 %

Year Ended December 31,

(In thousands) 2024 2023

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Separately taxable subsidiaries of OP ( 2,361 ) 15,213

Change in ownership of OP, including equity reallocation (Note 2) — — ( 2,838 )

Equity-based compensation ( 3,861 ) 682

Valuation allowance 84,562 76,087

84,562 76,087 ( 784 )

Other, net ( 624 ) ( 257 )

Income tax benefit (expense) on continuing operations $ ( 2,944 ) $ ( 6 )

(1) 2022 excludes changes in valuation allowance related to the Company's transition to taxable C Corporation as of January 1, 2022 and outside basis difference in changes in DBRG’s interest in the OP that were treated as equity transactions.

Tax Examinations

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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 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.

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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 4) of $ 2.1 billion at December 31, 2024 and $ 1.86 billion at December 31, 2023.

The Company also has receivables from its unconsolidated funds for fee revenue and reimbursable or recoverable costs, as discussed in Note 16.

The Company's maximum exposure to loss is limited to:

(i) the outstanding balance of its investment in the unconsolidated funds and any potential carried interest clawback obligations (Note 3) totaling $ 2.0 billion at December 31, 2025 and $ 2.1 billion at December 31, 2024;

and (ii) receivables from its unconsolidated funds for fee revenue and reimbursable or recoverable costs, as discussed in Note 15.

At December 31, 2025, the Company's unfunded commitments to its unconsolidated funds as general partner and general partner affiliate totaled $ 194.3 million (including commitments attributed to the ownership by employees and former employees in the general partner entities).

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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;

Affiliates include (i) investment vehicles that the Company sponsors and/or manages, the majority of which the Company has an equity interest in;

(ii) portfolio companies of sponsored funds;

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Cost reimbursements and recoverable expenses 16,855 19,111

Employees and other affiliates 1,673 —

Carried interest clawback receivable (Note 3)

Employees 1,016 1,673

$ 104,378 $ 124,186

Due to Affiliates (Note 5)

Investment vehicles—InfraBridge (Note 3)

Employees and other affiliates 1,675 541

Carried interest clawback liability (Note 3)

Other affiliates 1,132 1,675

$ 26,112 $ 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 12.

Substantially all fee revenue are from affiliates, except for management fees and incentive fee from sub-advisory accounts and generally, other fee revenue.

Fee Revenue —Fee revenue earned from investment vehicles that the Company manages and/or sponsors, the majority of which the Company has an equity interest in, are presented in Note 11.

Substantially all fee revenue is from affiliates.

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;

(ii) third party 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.

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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 4).

The warehoused investments are transferred to the investment vehicle when sufficient third party capital, including debt, is raised.

The Company is generally 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.

In the second half of 2022, the Company transferred all of its warehoused loans and tower portfolio to its sponsored funds and received an aggregate return of capital of $ 413.2 million, inclusive of holding fees.

Investments or Commitments Transferred— The Company may acquire investments on behalf of prospective sponsored investment vehicles or subscribe to commitments in its sponsored funds on behalf of prospective investors.

The investments or commitments are transferred to the investment vehicle or prospective investor when sufficient third party capital, including debt, is raised.

The Company may be paid a fee by the investment vehicle or investor, akin to an interest charge, typically calculated as a percentage of the acquisition price of the investment or the commitment amount funded, to compensate the Company for its holding cost.

The terms of such arrangements may differ for each sponsored investment vehicle and by investment or investor.

During 2025, the Company subscribed for $ 209.7 million of commitments in its sponsored funds, for which $ 111.1 million was funded.

These commitments were subsequently assumed by fund investors in 2025, with amounts funded fully recovered plus $ 2.6 million of ticking fee or interest due to the Company.

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.

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, DataBank and 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 DataBank and Vantage prior to the Company’s acquisition of DBH, additional investments made by the Company in DataBank and Vantage SDC subsequent to their initial acquisitions 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.

Ganzi and Jenkins had retained their equity investments and general partner interests in the portfolio companies of DBH.

With respect to investment vehicles sponsored by the Company for which Messrs.

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Ganzi and Jenkins that are unrealized or distributed but unpaid are included in noncontrolling interests on the balance sheet in the amount of $ 18.0 million at December 31, 2025 and $ 121.1 million at December 31, 2024.

Realized and unrealized carried interest allocated are recorded as net income attributable to noncontrolling interests totaling $ 8.9 million, $ 42.5 million and $ 65.0 million for the years ended December 31, 2024, 2023 and 2022 respectively.

Net carried interest reversal was recorded as net loss attributable to noncontrolling interests totaling $ 103.1 million for the year ended December 31, 2025 and net carried interest allocation was recorded as net income attributable to noncontrolling interests totaling $ 8.9 million and $ 42.5 million for the years ended December 31, 2024 and 2023, respectively.

At December 31, 2025, a portion of carried interest previously distributed to Messrs.

Ganzi and Jenkins in their capacity as former owners of DBH would be subject to clawback totaling $ 6.6 million assuming a hypothetical liquidation of the associated funds at their December 31, 2025 estimated fair values (Note 3), for which Messrs.

Ganzi and Jenkins would be personally responsible.

Prior to the Company’s acquisition of DBH, Messrs.

Ganzi and Jenkins had made personal investments in Vantage Data Centers ("Vantage"), a portfolio company of DBH.

Vantage SDC, which the Company has an investment in, is a carve out of the stabilized data center portfolio of Vantage's North American business.

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 in connection with their personal investments in Vantage.

Such investments made by the Company in Vantage SDC include ongoing payments for the build-out of expansion capacity, including lease-up of the expanded capacity and existing inventory.

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 $ 58.0 million at December 31, 2024 and $ 22.7 million at December 31, 2023, reflected in redeemable noncontrolling interests and noncontrolling interests on the balance sheet.

The employees' and former employees' share of net income was $ 7.6 million, $ 4.9 million and $ 2.2 million for the years ended December 31, 2024, 2023 and 2022 respectively.

Such investments, to the extent they pertain to consolidated investment vehicles and general partner entities, are presented on the consolidated balance sheet within redeemable noncontrolling interests and noncontrolling interests in investment entities and totaled $ 62.0 million at December 31, 2025 and $ 58.0 million at December 31, 2024.

Their proportionate share of net income (loss) from these investments totaled $ 4.6 million, $ 7.6 million and $ 4.9 million for the years ended December 31, 2025, 2024 and 2023, 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.

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Ganzi and third party chartered flights) to taled $ 4.7 million, $ 8.0 million and $ 5.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Advancement of Expenses— Effective April 1, 2021, Thomas J.

Barrack stepped down as Executive Chairman of the Company and in July 2021, resigned as a member of the Company's Board of Directors.

In October 2021, the Company entered into an Agreement Regarding Advancement of Certain Expenses ("Advancement Agreement") with Mr.

Barrack, which is generally consistent with the Company’s obligations and Mr.

Barrack’s rights regarding advancement of expenses under the terms of a January 2017 Indemnification Agreement between the Company and Mr.

Barrack, and under the Company’s Bylaws.

The Advancement Agreement (a) memorializes the parties’ agreement as to the Company’s obligations and Mr.

Barrack’s rights under the earlier Indemnification Agreement and the Company's Bylaws, and (b) obligates Mr.

Barrack to reimburse the Company for such advanced expenses under certain circumstances.

Pursuant to the Advancement Agreement , the Company expensed $ 27.6 million in 2022 and an immaterial amount in 2023.

The Company has met all of its financial obligations under the Advancement Agreement and no advances were made thereunder in 2024.

Segment Reporting

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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.

Prior to December 31, 2023, the Company had conducted its business through two reportable segments, that is, Investment Management and Operating.

On December 31, 2023 the Operating segment was discontinued following a deconsolidation of the portfolio companies in the Operating segment, which qualified as discontinued operations (Note 2).

At December 31, 2023, subsequent to the discontinuation of the Operating segment, the Company had conducted its business through one reportable segment of Investment Management, reflecting the Company's investment management business, which bore only operating costs that were directly attributable or otherwise can be subjected to a reasonable and systematic attribution to the investment management business.

Remaining unallocated operating costs, along with corporate level financing and transaction activities, as well as income (loss) from the Company's investment in its sponsored funds as general partner affiliate, and warehoused/seed investments were not attributed to the investment management business and previously presented as Corporate and Other.

In 2024, prior to the fourth quarter, the segment earnings measure was net income (loss) from continuing operations attributable to DigitalBridge Group, Inc., which had remained consistent with prior periods, except that this measure was previously applied to the Investment Management segment, rather than the Company as a whole.

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.

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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 all prior periods presented have been conformed to current period presentation.

The CODM does not review disaggregated assets by segment.

Segment information for prior periods have been conformed to current period presentation.

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.

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.

Year Ended December 31,

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(1) Revenues generated in Europe are predominantly U.S.

dollar denominated in 2024 and 2023.

dollar denominated.

(2) Total revenues excludes cost reimbursement income from affiliates (Note 15) that is included within other income, and income from discontinued operations.

(3) Long-lived assets include lease right-of-use assets and fixed assets.

Long-lived assets exclude financial instruments, goodwill, intangible assets and assets of 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.

Commitments and Contingencies

The Company may be involved in litigation and other proceedings that arise in the ordinary course of business.

As of December 31, 2024, the Company is not involved in any other legal proceedings that are expected to have a material adverse effect on the Company’s results of operations, financial position or liquidity.

As of December 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.

As lessee, the Company's leasing arrangements are generally limited to operating leases for its corporate offices.

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Total operating lease cost $ 9,395 $ 11,200 $ 10,391

In 2022, the Company also had operating leases on tower assets that were temporarily warehoused from June to December 2022, with total lease cost, generally fixed, of $ 7.6 million.

Lease Commitments

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Commitments on Future Leases

At December 31, 2024 , the Company has operating lease commitments on two office spaces, one of which commenced in January 2025 and the other is expected to commence in 2026.

The fixed lease payments (undiscounted) total $ 53.3 million over a ten year weighted average lease term.

With respect to the new lease commencing in 2026, the Company will be provided with a credit to cover monthly fixed lease payments on an existing lease that expires in September 2026 (included in table above) during the period the two leases overlap, and the Company also expects to sub-lease a portion of this new office space in 2026, which will reduce its future lease obligation.

At December 31, 2025 , the Company has operating lease commitments on an office space that is expected to commence in 2026 with a 10.8 year lease term and fixed lease payments (undiscounted) totaling $ 57.9 million.

The Company expects to sub-lease a portion of this new office space in 2026, which will reduce its future lease obligation.

Subsequent Events

No subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the accompanying notes.

Supplementary Financial Information .

Selected Quarterly Financial Information (Unaudited)

Presented herein are quarterly periods in 2023 which reflect a reclassification of the operating results of the two portfolio companies previously consolidated in the former Operating segment to discontinued operations.

There were no reclassifications to the quarterly periods presented in 2024.

For the three months ended 2023

(In thousands, except per share data)

Dec-31 Sep-30 Jun-30 Mar-31

Statements of Operations Data:

Total revenues $ 350,310 $ 262,703 $ 189,874 $ 18,496

Income (loss) from continuing operations 144,777 359,628 42,954 ( 181,736 )

Income (loss) from discontinued operations ( 33,529 ) ( 80,851 ) ( 95,470 ) ( 110,608 )

Net income (loss) 111,248 278,777 ( 52,516 ) ( 292,344 )

Net income (loss) attributable to DigitalBridge Group, Inc.

115,267 276,473 ( 8,663 ) ( 197,797 )

Net income (loss) attributable to common stockholders 100,607 261,828 ( 22,411 ) ( 212,473 )

Per Share Data:

Income (loss) from continuing operations per share:

Basic $ 0.67 $ 1.67 $ ( 0.06 ) $ ( 1.20 )

Diluted 0.63 1.58 ( 0.06 ) ( 1.20 )

Income (loss) from discontinued operations per share:

Basic ( 0.06 ) ( 0.07 ) ( 0.08 ) ( 0.15 )

Diluted ( 0.05 ) ( 0.07 ) ( 0.08 ) ( 0.15 )

Net income (loss) attributable to common stockholders per share:

Basic 0.61 1.60 ( 0.14 ) ( 1.35 )

Diluted 0.58 1.51 ( 0.14 ) ( 1.35 )

Dividends per common share 0.01 0.01 0.01 0.01

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data