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Item 1. Financial Statements

2025-08-06 compared with 2025-05-07 · 138 added, 71 removed, 598 unchanged (26% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(in millions, except share and per share data) March 31, 2025 December 31, 2024

(in millions, except share and per share data) June 30, 2025 December 31, 2024

Assets (unaudited)

55 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions, except share and per share data) (unaudited) Three Months Ended March 31,

(in millions, except share and per share data) (unaudited) Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenue $ 6,250.1 5,628.7 $ 11,996.5 10,753.2

12 unchanged sentences

Net income 110.5 84.5 168.0 150.1

Net income (loss) attributable to noncontrolling interest 2.2 ( 0.5 )

Net (loss) income attributable to noncontrolling interest ( 1.8 ) 0.1 0.4 ( 0.4 )

Net income attributable to common shareholders $ 112.3 84.4 $ 167.6 150.5

10 unchanged sentences

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE THREE MONTHS ENDED MARCH 31, 2025 AND 2024

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024

Company Shareholders' Equity

13 unchanged sentences

March 31, 2025 47,513,451 $ 0.5 2,001.9 6,383.0 ( 12.1 ) ( 923.5 ) ( 610.6 ) 122.9 $ 6,962.1

Net income (loss) — — — 112.3 — — — ( 1.8 ) 110.5

Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes 31,597 — ( 6.5 ) ( 0.6 ) — 5.2 — — ( 1.9 )

Stock-based compensation — — 44.0 — — — — — 44.0

Shares held in trust — — — — 0.1 — — — 0.1

Repurchase of common stock ( 166,071 ) — — — — ( 40.2 ) — — ( 40.2 )

Foreign currency translation adjustments — — — — — — 86.4 — 86.4

Increase in amounts due to noncontrolling interest — — — — — — — 0.6 0.6

June 30, 2025 47,378,977 $ 0.5 2,039.4 6,494.7 ( 12.0 ) ( 958.5 ) ( 524.2 ) 121.7 $ 7,161.6

Company Shareholders' Equity

13 unchanged sentences

March 31, 2024 47,497,345 $ 0.5 1,975.8 5,857.6 ( 10.3 ) ( 901.2 ) ( 628.9 ) 114.1 $ 6,407.6

Net income — — — 84.4 — — — 0.1 84.5

Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes 103,674 — ( 8.2 ) ( 0.1 ) — 8.0 — — ( 0.3 )

Stock-based compensation — — 45.7 — — — — — 45.7

Shares held in trust — — — — ( 1.6 ) — — — ( 1.6 )

Repurchase of common stock ( 103,714 ) — — — — ( 20.4 ) — — ( 20.4 )

Foreign currency translation adjustments — — — — — — ( 22.1 ) — ( 22.1 )

Increase in amounts due to noncontrolling interest — — — — — — — 4.9 4.9

June 30, 2024 47,497,305 $ 0.5 2,013.3 5,941.9 ( 11.9 ) ( 913.6 ) ( 651.0 ) 119.1 $ 6,498.3

Accumulated other comprehensive income (loss)

3 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31,

Six Months Ended June 30,

(in millions) (unaudited) 2025 2024

19 unchanged sentences

Net capital additions – property and equipment ( 88.9 ) ( 81.4 )

Business acquisitions, net of cash acquired ( 6.1 ) ( 39.3 )

Capital contributions to investments ( 132.1 ) ( 41.0 )

10 unchanged sentences

Repurchase of common stock ( 59.9 ) ( 40.4 )

Noncontrolling interest distributions, net ( 2.9 ) ( 1.5 )

Noncontrolling interest (distributions) contributions, net ( 2.3 ) 3.3

Other, net ( 34.0 ) ( 26.0 )

11 unchanged sentences

Operating leases 99.6 98.6

Non-cash activities:

Business acquisitions (including contingent consideration) $ 0.2 11.0

Deferred business acquisition obligations 0.9 5.8

See accompanying notes to Consolidated Financial Statements.

5 unchanged sentences

Management's Discussion and Analysis of Financial Condition and Results of Operations and to Note 2, Summary of Significant Accounting Policies, in the Notes to Consolidated Financial Statements in our 2024 Annual Report on Form 10-K for further discussion of our significant accounting policies and estimates.

Our Consolidated Financial Statements as of March 31, 2025, and for the periods ended March 31, 2025 and 2024, are unaudited.

Our Consolidated Financial Statements as of June 30, 2025, and for the periods ended June 30, 2025 and 2024, are unaudited.

In the opinion of management, we have included all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the Consolidated Financial Statements for these interim periods.

10 unchanged sentences

Changes in the geographic mix of income can impact our estimated effective tax rate.

As a result of the items mentioned above, the results for the periods ended March 31 are not fully indicative of what our results will be for the full fiscal year.

As a result of the items mentioned above, the results for the periods ended June 30 are not fully indicative of what our results will be for the full fiscal year.

NEW ACCOUNTING STANDARDS

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This ASU is effective for annual periods beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted.

We are evaluating the effect this guidance will have on our disclosures.

This ASU will result in expanded disclosures related to expenses but will have no impact on our financial statements or results of operations.

REVENUE RECOGNITION

2 unchanged sentences

Such out-of-scope revenue is presented below.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

4 unchanged sentences

Such contract assets and liabilities are presented below.

(in millions) March 31, 2025 December 31, 2024

(in millions) June 30, 2025 December 31, 2024

Contract assets, gross $ 371.7 388.3

4 unchanged sentences

Remaining performance obligations represent the aggregate transaction price for contracts where our performance obligations have not yet been satisfied.

As of March 31, 2025, the aggregate amount of transaction price allocated to remaining performance obligations represented an insignificant amount of our total revenue.

As of June 30, 2025, the aggregate amount of transaction price allocated to remaining performance obligations represented an insignificant amount of our total revenue.

In accordance with ASC Topic 606, excluded from the aforementioned remaining performance obligations are (i) amounts attributable to contracts expected to be completed within 12 months and (ii) variable consideration for services performed as a series of daily performance obligations, such as facilities management, property management and Investment Management contracts.

21 unchanged sentences

Therefore, we have not disclosed asset information by segment.

As of March 31, 2025, we define our Global Executive Board, collectively, as our CODM.

As of June 30, 2025, we continue to define our Global Executive Board, collectively, as our CODM.

Summarized financial information by business segment is as follows.

Real Estate Management Services Three Months Ended March 31,

Real Estate Management Services Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

11 unchanged sentences

Depreciation and amortization (1)

$ 29.2 28.3 $ 59.8 56.3

(1) Excludes the noncontrolling interest portion of amortization of acquisition-related intangibles which is not attributable to common shareholders.

Leasing Advisory Three Months Ended March 31,

Leasing Advisory Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

5 unchanged sentences

Gross contract costs 3.3 8.3 5.3 14.7

Equity losses — —

Equity earnings — 0.1 — 0.1

Other segment items 0.4 0.1 0.5 0.3

1 unchanged sentence

Depreciation and amortization $ 11.0 9.0 $ 23.0 18.1

Capital Markets Services Three Months Ended March 31,

Capital Markets Services Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

10 unchanged sentences

Depreciation and amortization $ 17.5 17.3 $ 36.4 33.7

Investment Management Three Months Ended March 31,

Investment Management Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

10 unchanged sentences

Equity losses $ ( 1.3 ) ( 7.3 ) $ ( 7.4 ) ( 11.2 )

Software and Technology Solutions Three Months Ended March 31,

Software and Technology Solutions Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

7 unchanged sentences

Equity losses $ ( 27.4 ) ( 9.0 ) $ ( 48.9 ) ( 10.0 )

The following table is a reconciliation of segment revenue to consolidated revenue.

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

Real Estate Management Services $ 4,894.0 4,369.9 9,463.4 8,439.1

Leasing Advisory 676.8 642.2 1,262.9 1,162.6

Capital Markets Services 520.3 457.6 955.6 835.2

Investment Management 103.1 102.6 201.6 206.0

Software and Technology Solutions 55.9 56.4 113.0 110.3

Total Revenue $ 6,250.1 5,628.7 11,996.5 10,753.2

The following table is a reconciliation of Adjusted EBITDA to Net income attributable to common shareholders.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

19 unchanged sentences

Business Combinations Activity

During the three months ended March 31, 2025 and 2024, we paid $ 0.6 million and $ 3.1 million, respectively, for deferred business acquisition and earn-out obligations for acquisitions completed in prior years.

We completed no strategic acquisitions in either period.

During the six months ended June 30, 2025, we paid $ 18.7 million for business acquisitions, which included $ 12.6 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years.

During the six months ended June 30, 2024, we paid $ 44.2 million for business acquisitions, which included $ 39.3 million of payments relating to acquisitions in 2024 and $ 4.9 million for deferred business acquisition and earn-out obligations related to acquisitions completed in prior years.

Earn-Out Payments

($ in millions) March 31, 2025 December 31, 2024

($ in millions) June 30, 2025 December 31, 2024

Number of acquisitions with earn-out payments subject to the achievement of certain performance criteria 12 13

6 unchanged sentences

Goodwill and Other Intangible Assets

Goodwill and unamortized intangibles as of March 31, 2025 consisted of:

Goodwill and unamortized intangibles as of June 30, 2025 consisted of:

(i) goodwill of $ 4,715.8 million, (ii) identifiable intangibles of $ 630.0 million amortized over their remaining finite useful lives and (iii) $ 52.0 million of identifiable intangibles with indefinite useful lives that are not amortized.

11 unchanged sentences

Balance as of January 1, 2025 $ 961.2 1,372.6 1,971.5 55.9 250.1 $ 4,611.3

Additions, net of adjustments — — 6.6 — — 6.6

Impact of exchange rate movements 16.5 35.4 44.5 1.6 ( 0.1 ) 97.9

Balance as of March 31, 2025 $ 965.2 1,385.4 1,985.7 56.4 249.8 $ 4,642.5

Balance as of June 30, 2025 $ 977.7 1,408.0 2,022.6 57.5 250.0 $ 4,715.8

The following tables detail, by intangible type, movements in the gross carrying amount and accumulated amortization of our identifiable intangibles.

5 unchanged sentences

Impact of exchange rate movements — 10.0 10.0

Balance as of March 31, 2025 $ 859.6 546.5 $ 1,406.1

Balance as of June 30, 2025 $ 867.2 553.1 $ 1,420.3

Accumulated Amortization

4 unchanged sentences

Impact of exchange rate movements — ( 3.8 ) ( 3.8 )

Balance as of March 31, 2025 $ ( 395.5 ) ( 308.8 ) $ ( 704.3 )

Net book value as of March 31, 2025 $ 464.1 237.7 $ 701.8

Balance as of June 30, 2025 $ ( 410.9 ) ( 327.4 ) $ ( 738.3 )

Net book value as of June 30, 2025 $ 456.3 225.7 $ 682.0

(1) Included in this amount for MSRs was $ 2.3 million relating to write-offs due to prepayments of sold warehouse receivables for which we retained the servicing rights.

6 unchanged sentences

Impact of exchange rate movements — ( 2.5 ) ( 2.5 )

Balance as of March 31, 2024 $ 818.4 534.8 $ 1,353.2

Balance as of June 30, 2024 $ 820.5 549.3 $ 1,369.8

Accumulated Amortization

4 unchanged sentences

Impact of exchange rate movements — 0.6 0.6

Balance as of March 31, 2024 $ ( 331.0 ) ( 259.6 ) $ ( 590.6 )

Net book value as of March 31, 2024 $ 487.4 275.2 $ 762.6

Balance as of June 30, 2024 $ ( 349.7 ) ( 276.2 ) $ ( 625.9 )

Net book value as of June 30, 2024 $ 470.8 273.1 $ 743.9

(1) Included in this amount for MSRs was $ 4.2 million relating to write-offs due to prepayments of sold warehouse receivables for which we retained the servicing rights.

Amortization of MSRs is included in Revenue within the Consolidated Statements of Comprehensive Income.

Summarized investment balances as of March 31, 2025 and December 31, 2024 are presented in the following table.

(in millions) March 31, 2025 December 31, 2024

Summarized investment balances as of June 30, 2025 and December 31, 2024 are presented in the following table.

(in millions) June 30, 2025 December 31, 2024

Investment Management co-investments $ 508.7 406.1

3 unchanged sentences

Our Investment Management co-investments are primarily direct investments in 50 separate property or commingled funds, where we co-invest alongside our clients and for which we also have an advisory agreement, while our Software and Technology Solutions investments are generally investments in early to mid-stage proptech companies as well as proptech funds.

We have maximum potential unfunded commitments to direct investments or investment vehicles of $ 192.2 million and $ 8.8 million as of March 31, 2025 for our Investment Management and Software and Technology Solutions businesses, respectively.

There were no significant other-than-temporary impairment charges on investments for the three months ended March 31, 2025 and 2024.

We have maximum potential unfunded commitments to direct investments or investment vehicles of $ 211.4 million and $ 8.1 million as of June 30, 2025, for our Investment Management and Software and Technology Solutions businesses, respectively.

During the six months ended June 30, 2025, we recognized an investment-level impairment charge of $ 2.2 million on one investment accounted for under the measurement alternative.

This activity was included within Equity earnings on our Consolidated Statements of Comprehensive Income.

There were no other significant impairments in 2025.

In addition, there were no significant other-than-temporary impairment charges on Investments for the six months ended June 30, 2024.

We report a majority of our investments at fair value.

1 unchanged sentence

The table below shows the movement in our investments reported at fair value.

The table below does not include our $ 9.9 million investment in certain mid-stage non-public companies as they are non-marketable equity investments accounted for under the measurement alternative, defined as cost minus impairment.

The table below does not include our $ 8.0 million investment in certain mid-stage non-public companies as they are non-marketable equity investments accounted for under the measurement alternative, defined as cost minus impairment, plus or minus adjustments resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.

(in millions) 2025 2024

5 unchanged sentences

Transfers in 24.6 8.4

Fair value investments as of March 31, $ 856.0 743.8

Fair value investments as of June 30, $ 833.7 744.7

See Note 7, Fair Value Measurements, for additional discussion of our investments reported at fair value.

11 unchanged sentences

The fair value and carrying value of our debt are presented in the following table.

(in millions) March 31, 2025 December 31, 2024

(in millions) June 30, 2025 December 31, 2024

Long-term debt, fair value $ 838.0 785.2

6 unchanged sentences

We did not consider any adjustments to NAV estimates provided by investees, including adjustments for any restrictions to the transferability of ownership interests embedded within investment agreements to which we are a party, to be necessary based upon (i) our understanding of the methodology utilized and inputs incorporated to estimate NAV at the investee level, (ii) consideration of market demand for the specific types of real estate assets held by each venture and (iii) contemplation of real estate and capital markets conditions in the localities in which these ventures operate.

As of March 31, 2025 and December 31, 2024, investments at fair value using NAV were $ 502.4 million and $ 367.9 million, respectively.

As of June 30, 2025 and December 31, 2024, investments at fair value using NAV were $ 495.1 million and $ 367.9 million, respectively.

As these investments are not required to be classified in the fair value hierarchy, they have been excluded from the following table.

1 unchanged sentence

The following table categorizes by level in the fair value hierarchy the estimated fair value of our assets and liabilities measured at fair value on a recurring basis.

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

(in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3

25 unchanged sentences

The following table details the gross notional value and net basis of these contracts.

(in billions) March 31, 2025 December 31, 2024

(in billions) June 30, 2025 December 31, 2024

Foreign currency forward contracts, gross notional value $ 2.20 2.21

2 unchanged sentences

The outstanding balances of these contracts are presented in the following table.

(in millions) March 31, 2025 December 31, 2024

(in millions) June 30, 2025 December 31, 2024

Net asset, receivable positions $ 7.5 5.4

6 unchanged sentences

The fair value of the Warehouse receivables is based on already locked-in security-buy prices.

As of March 31, 2025 and December 31, 2024, all of our Warehouse receivables included in the Consolidated Balance Sheets were under commitment to be purchased by government-sponsored enterprises ("GSEs") or by a qualifying investor as part of a U.S.

As of June 30, 2025 and December 31, 2024, all of our Warehouse receivables included in the Consolidated Balance Sheets were under commitment to be purchased by government-sponsored enterprises ("GSEs") or by a qualifying investor as part of a U.S.

government or GSE mortgage-backed security program.

5 unchanged sentences

The components of the plan are presented in the following table.

(in millions) March 31, 2025 December 31, 2024

(in millions) June 30, 2025 December 31, 2024

Deferred compensation plan assets $ 674.9 664.0

8 unchanged sentences

The tables below present a reconciliation for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3).

(in millions) Balance as of March 31, 2025 Net change in fair value Foreign CTA (1)

Purchases / Additions Settlements Transfers in Balance as of June 30, 2025

Investments $ 311.0 ( 25.3 ) 1.4 6.0 — — $ 293.1

Mortgage banking derivative assets and liabilities, net 16.7 9.7 34.9 ( 41.4 ) 19.9

Earn-out liabilities 37.5 ( 7.4 ) 0.3 0.2 ( 12.0 ) 0.5 19.1

(in millions) Balance as of March 31, 2024 Net change in fair value Foreign CTA (1)

Purchases / Additions Settlements Transfers in (out) (2)

Balance as of June 30, 2024

Investments $ 369.7 ( 9.3 ) ( 0.1 ) 2.3 — 5.2 $ 367.8

Mortgage banking derivative assets and liabilities, net 18.9 19.5 — 22.3 ( 29.0 ) — 31.7

Earn-out liabilities 46.7 ( 2.1 ) — 11.0 ( 1.7 ) ( 0.2 ) 53.7

(in millions) Balance as of December 31, 2024 Net change in fair value Foreign CTA (1)

Purchases / Additions Settlements Transfers out Balance as of

March 31, 2025

June 30, 2025

Investments $ 330.3 ( 45.2 ) 2.1 6.0 ( 0.1 ) — $ 293.1

2 unchanged sentences

(in millions) Balance as of December 31, 2023 Net change in fair value Foreign CTA (1)

Purchases / Additions Settlements Transfers in (2)

Balance as of March 31, 2024

Purchases / Additions Settlements Transfers in (out) (2)

Balance as of June 30, 2024

Investments $ 367.3 ( 10.4 ) ( 0.3 ) 2.8 — 8.4 $ 367.8

15 unchanged sentences

Our determination of fair value primarily relies on Level 3 inputs.

We did not recognize any significant investment-level impairment losses during either of the three months ended March 31, 2025 or 2024.

See Note 6, Investments, for additional information, including information related to impairment charges recorded at the investee level.

During the six months ended June 30, 2025, we recognized an investment-level impairment charge on one investment accounted for under the measurement alternative, as further described in Note 6, Investments.

We did not recognize any significant investment-level impairment losses during the six months ended June 30, 2024.

Debt is composed of the following obligations.

($ in millions) March 31, 2025 December 31, 2024

($ in millions) June 30, 2025 December 31, 2024

Short-term debt:

17 unchanged sentences

We have a $ 3.3 billion unsecured revolving credit facility (the "Facility") that matures on November 3, 2028.

Undiscounted pricing on the Facility ranges from Adjusted Term Secured Overnight Financing Rate ("SOFR") plus 0.875% to 1.35% , with pricing including facility fees, as of March 31, 2025 at Adjusted Term SOFR plus 0.86 %.

Undiscounted pricing on the Facility ranges from Adjusted Term Secured Overnight Financing Rate ("SOFR") plus 0.875% to 1.35% , with pricing including facility fees, as of June 30, 2025 at Adjusted Term SOFR plus 0.98 %.

In addition, we have an uncommitted credit agreement (the "Uncommitted Facility"), which allows for discretionary short-term liquidity of up to $ 400.0 million.

1 unchanged sentence

Between quarter-end dates, we intend to use the proceeds to reduce indebtedness under the Facility at a lower interest rate.

As such, the Uncommitted Facility had no outstanding balance as of both March 31, 2025 and December 31, 2024.

As such, the Uncommitted Facility had no outstanding balance as of both June 30, 2025, and December 31, 2024.

The following table provides additional information on our Program, Facility and Uncommitted Facility, collectively.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

($ in millions) 2025 2024 2025 2024

3 unchanged sentences

Short-Term and Long-Term Debt

In addition to our credit facilities, we have the capacity to borrow up to an additional $ 44.1 million under local overdraft facilities.

In addition to our credit facilities, we have the capacity to borrow up to an additional $ 46.1 million as of June 30, 2025, under local overdraft facilities.

Amounts outstanding are presented in the debt table above.

As of March 31, 2025, our issuer and senior unsecured ratings are investment grade:

As of June 30, 2025, our issuer and senior unsecured ratings are investment grade:

Baa1 from Moody’s Investors Service, Inc.

1 unchanged sentence

Our Facility and senior notes are subject to customary financial and other covenants, including cash interest coverage ratios and leverage ratios, as well as event of default conditions.

We remained in compliance with all covenants as of March 31, 2025.

We remained in compliance with all covenants as of June 30, 2025.

Warehouse Facilities

2 unchanged sentences

This activity, in aggregate, is reflected as net cash flows from operating activities in our Consolidated Statements of Cash Flows.

Three Months Ended March 31,

Six Months Ended June 30,

(in millions) 2025 2024

1 unchanged sentence

Proceeds from the sales of mortgage loans 3,938.4 3,035.1

Net decrease in Warehouse facilities ( 240.3 ) ( 340.5 )

Net increase (decrease) in Warehouse facilities 382.5 ( 7.2 )

The following table provides details regarding our Warehouse facilities lines of credit.

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

($ in millions) Outstanding Balance Maximum Capacity Outstanding Balance Maximum Capacity

11 unchanged sentences

Total warehouse facilities $ 1,223.5 3,800.0 841.0 3,200.0

(1) In the second quarter of 2025, JLL temporarily increased the maximum borrowing capacity of the facility from $ 400.0 million to $ 1,900.0 million, with an expiration date of August 29, 2025.

After August 29, 2025 the maximum capacity will revert to the original amount.

(2) As Soon As Pooled ("ASAP") funding program

2 unchanged sentences

Pursuant to these facilities, we are required to comply with certain financial covenants regarding (i) minimum net worth, (ii) minimum servicing-related loans and (iii) minimum adjusted leverage ratios.

We remained in compliance with all covenants under our facilities as of March 31, 2025.

We remained in compliance with all covenants under our facilities as of June 30, 2025.

COMMITMENTS AND CONTINGENCIES

6 unchanged sentences

In addition, we have established receivables from third-party insurance providers for claim amounts in excess of the risk retained by our captive insurance company.

In total, these receivables were $ 0.5 million as of both March 31, 2025 and December 31, 2024, and are included in Notes and other receivables on our Consolidated Balance Sheet.

In total, these receivables were $ 0.5 million as of both June 30, 2025, and December 31, 2024, and are included in Notes and other receivables on our Consolidated Balance Sheet.

The following table shows the professional indemnity accrual activity and related payments.

1 unchanged sentence

December 31, 2024 4.2

New claims 3.0

Prior year claims adjustments (including foreign currency changes) 0.3

Claims paid ( 2.5 )

March 31, 2025 $ 2.0

June 30, 2025 $ 5.0

December 31, 2023 $ 9.4

2 unchanged sentences

Claims paid ( 7.2 )

March 31, 2024 $ 7.2

June 30, 2024 $ 2.8

Delegated Underwriting and Servicing ("DUS") Program Loan Loss-Sharing

2 unchanged sentences

Generally, we share approximately one-third of incurred losses, subject to a cap of 20% of the principal balance of the mortgage at origination.

As of March 31, 2025 and December 31, 2024, we had loans, funded and sold, subject to such loss-sharing arrangements with an aggregate unpaid principal balance of $ 23.4 billion and $ 23.0 billion, respectively.

As of June 30, 2025 and December 31, 2024, we had loans, funded and sold, subject to such loss-sharing arrangements with an aggregate unpaid principal balance of $ 24.0 billion and $ 23.0 billion, respectively.

For all DUS program loans with loss-sharing obligations, we record a non-contingent liability equal to the estimated fair value of the guarantee obligations undertaken upon sale of the loan, which reduces our gain on sale of the loan.

Subsequently, this liability is amortized over the estimated life of the loan and recognized as Revenue on the Consolidated Statements of Comprehensive Income.

As of March 31, 2025 and December 31, 2024, the loss-sharing guarantee obligations were $ 30.6 million and $ 30.0 million, respectively, and are included in Other liabilities on our Consolidated Balance Sheets.

There were no loan losses incurred during the three months ended March 31, 2025 and 2024.

As of June 30, 2025 and December 31, 2024, the loss-sharing guarantee obligations were $ 30.2 million and $ 30.0 million, respectively, and are included in Other liabilities on our Consolidated Balance Sheets.

The loss-sharing aspect of the program represents an off-balance sheet credit exposure.

We record a separate contingent reserve for this risk calculated on an individual loan level.

As of March 31, 2025 and December 31, 2024, the loan loss guarantee reserve was $ 27.6 million and $ 28.5 million, respectively, and is included within Other liabilities on our Consolidated Balance Sheets.

As of June 30, 2025 and December 31, 2024, the loan loss guarantee reserve was $ 24.1 million and $ 28.5 million, respectively, and is included within Other liabilities on our Consolidated Balance Sheets.

During the three-months ended June 30, 2025, we entered into an enhanced loss-sharing agreement with Fannie Mae associated with a specific three-loan portfolio.

The agreement finalized our portion of the loss at $ 20.6 million and, as a result, there is no residual loss exposure for the subject loans.

There were no loan losses incurred during the six months ended June 30, 2024.

RESTRUCTURING AND ACQUISITION CHARGES

3 unchanged sentences

Restructuring and acquisition charges are presented in the table below.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

4 unchanged sentences

Restructuring and acquisition charges $ 21.3 11.5 $ 41.0 13.2

We expect nearly all expenses related to (i) severance and other employment-related charges and (ii) restructuring, pre-acquisition and post-acquisition charges as of March 31, 2025 will be paid during the next twelve months.

We expect nearly all expenses related to (i) severance and other employment-related charges and (ii) restructuring, pre-acquisition and post-acquisition charges as of June 30, 2025 will be paid during the next twelve months.

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) BY COMPONENT

1 unchanged sentence

(in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total

Balance as of March 31, 2025 $ ( 56.0 ) ( 554.6 ) $ ( 610.6 )

Other comprehensive income before reclassification

Amounts reclassified from AOCI after tax expense of

$ -, $ - and $ - — — —

Other comprehensive income after tax expense of $ - , $ - and $ -

Balance as of June 30, 2025 $ ( 56.0 ) ( 468.2 ) $ ( 524.2 )

(in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total

Balance as of March 31, 2024 $ ( 63.5 ) ( 565.4 ) $ ( 628.9 )

Other comprehensive loss before reclassification

— ( 22.1 ) ( 22.1 )

Amounts reclassified from AOCI after tax expense of

$ - , $ - and $ - — — —

Other comprehensive loss after tax expense of $ - , $ - and $ -

— ( 22.1 ) ( 22.1 )

Balance as of June 30, 2024 $ ( 63.5 ) ( 587.5 ) $ ( 651.0 )

(in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total

Balance as of December 31, 2024 $ ( 55.5 ) ( 591.4 ) $ ( 646.9 )

5 unchanged sentences

( 0.5 ) 123.2 122.7

Balance as of March 31, 2025 $ ( 56.0 ) ( 554.6 ) $ ( 610.6 )

Balance as of June 30, 2025 $ ( 56.0 ) ( 468.2 ) $ ( 524.2 )

(in millions) Pension and postretirement benefit Cumulative foreign currency translation adjustment Total

6 unchanged sentences

0.3 ( 59.8 ) ( 59.5 )

Balance as of March 31, 2024 $ ( 63.5 ) ( 565.4 ) $ ( 628.9 )

Balance as of June 30, 2024 $ ( 63.5 ) ( 587.5 ) $ ( 651.0 )

For pension and postretirement benefits, we report amounts reclassified from Accumulated other comprehensive loss in Other income within the Consolidated Statements of Comprehensive Income.

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

What changed 10-Q

Item 1. Financial Statements