What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-19 compared with 2025-02-19 · 406 added, 312 removed, 1126 unchanged (39% of the section changed)

103 unchanged sentences

Commercial paper, net of debt issuance costs of $ 0.2 and $ 0.7

( 0.2 ) 199.3

Short-term contract liabilities and deferred income 237.2 203.8

38 unchanged sentences

Interest expense, net of interest income 107.3 136.9 135.4

Equity (losses) earnings ( 70.8 ) ( 194.1 ) 51.0

Equity losses ( 20.7 ) ( 70.8 ) ( 194.1 )

Other income 11.7 18.9 4.9

30 unchanged sentences

Foreign currency translation adjustments — — — — — — 56.3 — 56.3

Deconsolidation of variable interest entity — — — — — — — ( 113.9 ) ( 113.9 )

Net decrease in amounts attributable to noncontrolling interest — — — — — — — ( 6.5 ) ( 6.5 )

Redemption of redeemable noncontrolling interest — — 2.8 — — — — — 2.8

December 31, 2023 47,509,750 $ 0.5 2,019.7 5,795.6 ( 10.4 ) ( 920.1 ) ( 591.5 ) 116.1 $ 6,409.9

Net income — — — 546.8 — — — — 546.8

— — — 225.4 — — — 1.0 226.4

Vesting of shares related to equity compensation plans, net of amounts withheld for payment of taxes 317,022 — ( 84.4 ) ( 7.5 ) — 62.9 — — ( 29.0 )

4 unchanged sentences

Foreign currency translation adjustments — — — — — — ( 63.7 ) — ( 63.7 )

Net decrease in amounts due to noncontrolling interest — — — — — — — ( 6.5 ) ( 6.5 )

Redemption of redeemable noncontrolling interest — — 2.8 — — — — — 2.8

Net increase in amounts due to noncontrolling interest — — — — — — — 7.5 7.5

December 31, 2024 47,415,584 $ 0.5 2,032.7 6,334.9 ( 11.8 ) ( 937.9 ) ( 646.9 ) 123.6 $ 6,895.1

6 unchanged sentences

Foreign currency translation adjustments — — — — — — 82.3 — 82.3

Net increase in amounts due to noncontrolling interest — — — — — — — 7.5 7.5

Net decrease in amounts due to noncontrolling interest — — — — — — — ( 3.5 ) ( 3.5 )

December 31, 2025 46,945,754 $ 0.5 2,068.6 7,114.0 ( 13.8 ) ( 1,094.0 ) ( 572.5 ) 120.2 $ 7,623.0

1 unchanged sentence

Noncontrolling interest

(3) Excludes net loss attributable to redeemable noncontrolling interest of $ 0.2 million and $ 0.3 million for the years ended December 31, 2023 and 2022, respectively.

(3) Excludes net loss attributable to redeemable noncontrolling interest of $ 0.2 million for the year ended December 31, 2023.

See accompanying notes to Consolidated Financial Statements.

JONES LANG LASALLE INCORPORATED

CONSOLIDATED STATEMENTS OF CASH FLOW

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended December 31,

4 unchanged sentences

Depreciation and amortization 252.8 255.8 238.4

Equity losses (earnings) 70.8 194.1 ( 51.0 )

Net loss (gain) on the disposition of assets — 0.5 ( 133.9 )

Equity losses 20.7 70.8 194.1

Distributions of earnings from investments 28.8 17.7 12.4

13 unchanged sentences

Net capital additions – property and equipment ( 215.6 ) ( 185.5 ) ( 186.9 )

Net investment asset activity (less than wholly-owned) — — 134.8

Business acquisitions, net of cash acquired ( 7.7 ) ( 60.9 ) ( 13.6 )

1 unchanged sentence

Distributions of capital from investments 51.8 19.2 23.7

Acquisition of controlling interest, net of cash acquired 3.7 — —

Other, net ( 2.2 ) ( 1.0 ) ( 4.2 )

6 unchanged sentences

Proceeds from senior notes — — 400.0

Repayments of senior notes — — ( 275.0 )

Net proceeds from (repayments of) short-term borrowings 2.9 ( 24.8 ) 20.1

Net (repayments of) proceeds from short-term borrowings ( 63.9 ) 2.9 ( 24.8 )

Payments of deferred business acquisition obligations and earn-outs ( 15.4 ) ( 7.4 ) ( 26.6 )

1 unchanged sentence

Repurchase of common stock ( 211.5 ) ( 80.7 ) ( 61.6 )

Deconsolidation of variable interest entity — — ( 20.4 )

Noncontrolling interest distributions, net ( 0.1 ) ( 6.5 ) ( 142.7 )

Other, net ( 12.8 ) ( 9.2 ) ( 30.7 )

14 unchanged sentences

Deferred business acquisition obligations 0.9 14.7 —

Non-cash consideration received for disposition — — 15.8

See accompanying notes to Consolidated Financial Statements.

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We provide comprehensive integrated real estate and investment management expertise on a local, regional and global level to owner, occupier and investor clients.

We are an industry leader in property and facility management services, with a managed portfolio of approximately 5.3 billion square feet (unaudited) worldwide as of December 31, 2024.

LaSalle Investment Management ("LaSalle") is one of the world's premier diversified real estate investment management firms, with $ 88.8 billion of assets under management (unaudited) as of December 31, 2024.

We are an industry leader in property and facility management services, with a managed portfolio of nearly 5.7 billion square feet (unaudited) worldwide as of December 31, 2025.

LaSalle Investment Management ("Investment Management") is one of the world's premier diversified real estate investment management firms, with $ 86.4 billion of assets under management (unaudited) as of December 31, 2025.

We work for a broad range of clients representing a wide variety of industries in markets throughout the world.

Our clients vary greatly in size and include for-profit and not-for-profit entities of all kinds, public-private partnerships and governmental (public sector) entities.

We provide real estate investment management services on a global basis for both public and private assets through LaSalle.

We provide real estate investment management services on a global basis for both public and private assets through our Investment Management segment.

Our integrated global business model, industry-leading research capabilities, client relationship management focus, consistent worldwide service delivery and strong brand are attributes that enhance our services.

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When we have an asset advisory contract with a real estate limited partnership in which we also hold an ownership interest, the combination of our limited partner interest and the advisory agreement generally provides us with significant influence over such real estate limited partnership.

Accordingly, we account for such investments either at fair value or under the equity method.

Accordingly, we account for such investments either at the equity method or fair value if elected.

We eliminate transactions with such subsidiaries to the extent of our ownership in such subsidiaries.

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We earn revenue from the following services (segments are bolded).

• Markets Advisory

◦ Property Management

◦ Advisory, Consulting and Other

• Capital Markets

◦ Investment Sales, Debt/Equity Advisory and Other

◦ Loan Servicing

◦ Value and Risk Advisory

• Work Dynamics

• Real Estate Management Services

◦ Workplace Management

◦ Project Management

◦ Portfolio Services and Other

• JLL Technologies

Markets Advisory

Leasing revenue is earned from brokerage commissions as we represent tenants and/or landlords in connection with real estate leases.

Our performance obligation is to facilitate the execution of a lease agreement, which is satisfied at a point in time, upon lease execution.

Generally, we are either entitled to the full consideration upon lease execution or in part upon

lease execution with the remainder upon the occurrence of a future event outside of our control (e.g., tenant occupancy, lease commencement, or rent commencement).

The majority of the events that preclude our entitlement to the full consideration upon lease execution are considered to be “normal course of business” and, therefore, do not result in a constraint upon the recognition of revenue.

In the infrequent instance our fee entitlement in a contract with a customer is predicated on the occurrence of a future event(s) uncertain of occurring, we constrain the recognition of revenue until the uncertainty is resolved or the future event occurs.

Generally, less than 5 % of our Leasing revenue recognized in a period had previously been constrained.

◦ Property Management

Property Management provides on-site day-to-day real estate management services for owners of office, industrial, retail, multifamily residential and various other types of properties, representing a series of daily performance obligations delivered over time.

Pricing is generally in the form of a monthly management fee based upon property-level cash receipts, square footage under management or some other variable metric.

Although we are principal in limited situations, we generally act as agent on behalf of our Property Management clients in relation to third-party vendors and subcontractors engaged to deliver operational services to our clients' properties.

In these situations, we arrange, but do not control, the services provided by third party vendors and subcontractors prior to the transfer of the services to the client.

As a result, the third-party costs incurred on behalf of clients, along with the corresponding revenue, are presented net on our Consolidated Statements of Comprehensive Income.

Effective January 1, 2025, we will report our Property Management business together with our existing Work Dynamics businesses in a segment named Real Estate Management Services.

◦ Portfolio Services and Other

• Leasing Advisory

◦ Advisory, Consulting and Other

Advisory, Consulting and Other includes a variety of different service offerings, whereby our performance obligation is to provide services as specified in the contract.

Occasionally, our entitlement to consideration is predicated on the occurrence of an event such as the delivery of a report to the client.

However, except for event-driven point-in-time transactions, the majority of services provided within this service line are delivered over time due to the continuous transfer of control to our clients.

Capital Markets

• Capital Markets Services

◦ Investment Sales, Debt/Equity Advisory and Other

We provide brokerage and other services for capital transactions, such as real estate sales or loan originations and refinancing.

Our performance obligation is to facilitate the execution of capital transactions, and we are generally entitled to the full consideration at the point in time upon which our performance obligation is satisfied, at which time we recognize revenue.

In addition, revenue related to mortgage servicing rights ("MSR" or "MSRs") and loan origination fees are reported within Investment Sales, Debt/Equity Advisory and Other.

Loan Servicing

We service substantially all the loans we originate and sell, and service loans we did not originate but subsequently acquire the rights to service.

We obtain a periodic fee for each loan we service based on a proportion of the cash collections.

Capital Markets revenue excluded from the scope of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers ("ASC Topic 606")

Our mortgage banking and servicing operations, comprised of (i) all Loan Servicing revenue and (ii) activities related to MSRs and loan origination fees (included in Investment Sales, Debt/Equity Advisory and Other), are not considered revenue from contracts with customers, and accordingly are excluded from the scope of ASC Topic 606.

Such out-of-scope revenue is presented below.

Year Ended December 31,

(in millions) 2024 2023 2022

Revenue excluded from scope of ASC Topic 606 $ 325.9 286.3 293.6

◦ Value and Risk Advisory

Value and Risk Advisory service offerings include (but are not limited to) asset appraisal, business valuation, property tax advisory, complex litigation, and environmental property consulting.

Our performance obligation is to provide services as specified in the contract and our pricing is negotiated based on the scale and complexity of each assignment.

Typically, our entitlement to consideration is predicated on the occurrence of an event such as the delivery of an appraisal or report to the client.

Work Dynamics

◦ Loan Servicing

• Investment Management

• Software and Technology Solutions

Real Estate Management Services

Workplace Management

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In contrast, where we act as agent on behalf of clients, third-party costs incurred and the associated revenue are presented net on our Consolidated Statements of Comprehensive Income.

Property Management

Pricing is generally in the form of a monthly management fee based upon property-level cash receipts, square footage under management or some other variable metric.

Although we are principal in certain situations, we generally act as agent on behalf of our Property Management clients in relation to third-party vendors and subcontractors engaged to deliver operational services to our clients' properties.

In these situations, we arrange, but do not control, the services provided by third party vendors and subcontractors prior to the transfer of the services to the client.

As a result, the third-party costs incurred on behalf of clients, along with the corresponding revenue, are presented net on our Consolidated Statements of Comprehensive Income.

Portfolio Services and Other

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For event-driven point-in-time transactions, we record revenue when our performance obligation is complete, such as the delivery of a report to the client, whereas revenue is recorded over time for services with a continuous transfer of control to our clients.

JLL Technologies

JLL Technologies offers multiple cloud-based software solutions that generate value for investors and businesses by enabling higher-quality decision-making through improved data and analytics.

We recognize cloud-based software revenue over time commensurate with the length and terms of the contract.

In addition, we offer professional services such as program and project management, implementation and support, managed services, and advisory services.

We recognize professional services revenue at the time our performance obligation is satisfied.

LaSalle provides real estate investment management services to clients and generally earns consideration in the form of advisory fees, transaction fees and incentive fees.

Leasing Advisory

Leasing revenue is earned from brokerage commissions as we represent tenants and/or landlords in connection with real estate leases.

Our performance obligation is to facilitate the execution of a lease agreement, which is satisfied at a point in time, upon lease execution.

Generally, we are either entitled to the full consideration upon lease execution or in part upon lease execution with the remainder upon the occurrence of a future event outside of our control (e.g., tenant occupancy, lease commencement, or rent commencement).

The majority of the events that preclude our entitlement to the full consideration upon lease execution are considered to be "normal course of business" and, therefore, do not result in a constraint upon the recognition of revenue.

Generally, less than 5 % of our Leasing revenue recognized in a period had previously been constrained.

Advisory, Consulting and Other

Advisory, Consulting and Other includes a variety of different service offerings, whereby our performance obligation is to provide services as specified in the contract.

Occasionally, our entitlement to consideration is predicated on the occurrence of an event such as the delivery of a report to the client.

Capital Markets Services

Investment Sales, Debt/Equity Advisory and Other

We provide brokerage and other services for capital transactions, such as real estate sales or loan originations and refinancings.

In addition, revenue related to mortgage servicing rights ("MSR" or "MSRs") and loan origination fees are reported within Investment Sales, Debt/Equity Advisory and Other.

Value and Risk Advisory

Value and Risk Advisory service offerings include (but are not limited to) asset appraisal, business valuation, property tax advisory, complex litigation and environmental property consulting.

Our performance obligation is to provide services as specified in the contract and our pricing is negotiated based on the scale and complexity of each assignment.

Typically, our entitlement to consideration is predicated on the occurrence of an event such as the delivery of an appraisal or report to the client.

Loan Servicing

We service substantially all the loans we originate and sell, and service loans we did not originate but subsequently acquire the rights to service.

We obtain a periodic fee for each loan we service based on a proportion of the cash collections.

Capital Markets Services revenue excluded from the scope of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers ("ASC Topic 606")

Such out-of-scope revenue is presented below.

Year Ended December 31,

(in millions) 2025 2024 2023

Revenue excluded from scope of ASC Topic 606 $ 360.8 325.9 286.3

Investment Management

Investment Management provides real estate investment management services to clients and generally earns consideration in the form of advisory fees, transaction fees and incentive fees.

Typically, our performance obligation is to manage clients’ capital for a specified period of time and is delivered as a series of daily performance obligations over time.

2 unchanged sentences

Substantially all incentive fees recognized as revenue were previously constrained.

Software and Technology Solutions

Software and Technology Solutions offers multiple cloud-based software solutions that generate value for investors and businesses by enabling higher-quality decision-making through improved data and analytics.

We recognize cloud-based software revenue over time commensurate with the length and terms of the contract.

In addition, we offer professional services such as program and project management, implementation and support, managed services, and advisory services.

We recognize professional services revenue at the time our performance obligation is satisfied.

Effective January 1, 2026, the Software and Technology Solutions segment will merge into Real Estate Management Services with results of operations reported as a subsegment within Real Estate Management Services.

Contract Costs

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These costs are not expensed as incurred but are deferred and amortized as an operating expense over the expected life of the contract in accordance with the transfer of related services.

These deferred costs are assessed periodically for impairment.

Contract costs that are recognized as assets are reviewed for impairment when events and changes in circumstances indicate that their carrying amounts may not be recoverable.

Contract Assets and Liabilities

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Accordingly, a reserve is applied upon recognition of the contract asset.

Our contract assets, net of allowance, are included in Short-term contract assets and Other assets.

Contract liabilities include advance payments we have received which relate to performance obligations we have not yet satisfied.

Our contract assets, net of allowance, are included in Short-term contract assets and Other assets and our contract liabilities are included in Short-term contract liabilities and deferred income on our Consolidated Balance Sheets.

The majority of contract liabilities are recognized as revenue within 90 days.

Our contract liabilities are included in Short-term contract liabilities and deferred income on our Consolidated Balance Sheets.

Such contract assets and liabilities are presented below.

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As of December 31, 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 LaSalle contracts.

Contracts within these businesses represent a significant portion of our contracts with customers not expected to be completed within 12 months.

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Pursuant to contractual arrangements, Trade receivables, net of allowances include unbilled amounts of $ 612.8 million and $ 625.3 million as of December 31, 2025 and 2024, respectively.

We estimate the allowance necessary to provide for uncollectible accounts receivable.

We estimate the allowance necessary to provide for uncollectible Trade receivables.

We base this estimate on historical collection experience combined with a review of current developments and economic conditions.

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After all collection efforts have been exhausted by management, the outstanding balance considered not collectible is written off against the allowance.

The following table details the changes in the allowance for uncollectible receivables.

The following table details the changes in the allowance for uncollectible Trade receivables.

(in millions) 2025 2024 2023

1 unchanged sentence

Charged to income 31.6 28.2 22.0

Write-off of uncollectible receivables ( 36.6 ) ( 15.8 ) ( 23.2 )

Write-off of uncollectible Trade receivables ( 31.8 ) ( 36.6 ) ( 15.8 )

Impact of exchange rate movements and other 1.6 ( 1.5 ) ( 2.2 )

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Factoring fees are included as Operating, administrative and other expenses in our Consolidated Statements of Comprehensive Income.

The aggregate amount of factoring fees on the sale of trade receivables was not material for the years ended December 31, 2024, 2023 and 2022 .

The aggregate amount of factoring fees on the sale of trade receivables was not material during the three-year period ended December 31, 2025.

Notes and Other Receivables and Long-Term Receivables

We make ongoing assessments of the collectability of outstanding Notes and other receivables and Long-term receivables, considering both objective and subjective factors such as the aging profile of outstanding balances, the contractual terms of repayment, and credit quality.

To the extent that receivables share similar characteristics, these are assessed on a collective basis.

Aspects of credit quality considered in our assessments of collectability include historical experience, current and expected economic conditions, and our broader business relationship with the obligor.

1 unchanged sentence

After all collection efforts have been exhausted by management, the outstanding balance is written off against the reserve.

Historically, credit quality deterioration to the point of impairment or non-performance in our Notes and other receivables and Long-term receivables has been limited and has not had a material impact on the Consolidated Financial Statements.

Historically, credit quality deterioration to the point of impairment or non-performance in our Notes and other receivables and Long-term receivables has not had a material impact on the Consolidated Financial Statements.

Reimbursable Receivables

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Reimbursable receivables relate to our Reimbursable payables, which are typically satisfied on a pay-when-paid basis.

Warehouse Receivables & Warehouse Facilities

Warehouse Receivables

We classify Warehouse receivables as held-for-sale as they represent originated mortgage loans for which we have simultaneously executed commitments to sell to a third-party investor, primarily the Federal Home Loan Mortgage Corporation (Freddie Mac), the Federal National Mortgage Association (Fannie Mae), and the Government National Mortgage Association (Ginnie Mae).

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Placement fees totaling $ 82.6 million, $ 90.9 million , and $ 79.6 million earned for the years ended December 31, 2025, 2024 and 2023, respectively, were also recorded in Revenue on the Consolidated Statements of Comprehensive Income.

We maintain our Warehouse facilities with third-party lenders for the purpose of funding mortgage loans that will be resold (Warehouse receivables).

The following table shows our gross cash activity related to Warehouse receivables as well as the corresponding, and largely offsetting, net change of our Warehouse facilities.

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

Year Ended December 31,

(in millions) 2024 2023

Origination of mortgage loans $ ( 10,301.5 ) ( 7,877.6 )

Proceeds from the sales of mortgage loans 10,127.5 7,668.6

Net increase in Warehouse facilities 178.3 207.4

See Note 10, Debt, for additional information on Warehouse Facilities.

Financial Guarantees

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Mortgage Servicing Rights

We generally retain certain servicing rights in connection with the origination and sale of Warehouse receivables.

We generally retain servicing rights in connection with the origination and sale of Warehouse receivables.

We initially record MSRs based on the fair value of these rights on the date the loans are sold, which could result in net gains which we recognize as Revenue on the Consolidated Statements of Comprehensive Income.

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Depreciation expense related to property and equipment for the years ended December 31, 2025, 2024 and 2023 was $ 201.8 million, $ 189.5 million and $ 168.7 million, respectively.

The following table shows the gross value of major asset categories and the standard depreciable lives, as of December 31, 2024, for each of these asset categories.

The following table shows the gross value of major asset categories and the standard depreciable lives for each of these asset categories as of December 31, 2025.

($ in millions) 2025 2024 Depreciable Life

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We invest in certain ventures that primarily own and operate commercial real estate on a global basis across a wide array of sectors including retail, residential and office.

Historically, these investments have primarily been co-investments in funds our LaSalle business establishes in the ordinary course of business for its clients.

Historically, these investments have primarily been co-investments in funds our Investment Management business establishes in the ordinary course of business for its clients.

These investments take the form of equity ownership interests generally ranging from less than 1 % to 10 % of the respective ventures and, based upon investment-specific objectives, have generally included five to nine-year investment periods.

Typically, our investments are not redeemable until the earlier of the disposition of the underlying real estate investments or the end of the fund's life.

When in place, such restrictions are a result of our role beyond that of a passive investor, which generally means an advisory or management responsibility on behalf of the other investors who are typically clients of our LaSalle business.

We primarily account for these investments at fair value utilizing information provided by investees, however, as further discussed below, we report certain of our investments under the equity method.

In addition to our LaSalle investments, JLL Technologies has strategic investments in early to mid-stage property technology ("proptech") companies as well as proptech funds to improve our strategic position within the real estate technology landscape, including investments through the JLL Spark Global Ventures Funds.

We account for these investments at fair value or under the equity method of accounting as further discussed below.

In addition to our LaSalle investments, we have strategic investments in early to mid-stage Proptech companies as well as proptech funds to improve our strategic position within the real estate technology landscape, including investments through the JLL Spark Global Ventures Funds.

We account for a majority of these investments at fair value.

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When we have an asset advisory contract with the limited partnership, the combination of our limited partner interest and the advisory agreement generally provides us with significant influence over the real estate limited partnership venture.

Accordingly, we account for such investments at fair value or under the equity method.

Accordingly, we account for such investments under the equity method or at fair value if elected.

See "Principles of Consolidation" above for additional discussion of the accounting for our co-investments.

For investments reported at fair value, we maintain an investment account that is increased or decreased each reporting period by the difference between the fair value of the investment and the carrying value as of the balance sheet date.

These fair value adjustments are reflected as gains or losses on the Consolidated Statements of Comprehensive Income within Equity (losses) earnings.

For investments reported at fair value, the investment balance is increased or decreased each reporting period by the difference between the fair value of the investment and the carrying value as of the balance sheet date.

These fair value adjustments are reflected as gains or losses on the Consolidated Statements of Comprehensive Income within Equity earnings/losses.

To the extent applicable, we estimate fair value of our investments using the net asset value ("NAV") per share (or its equivalent) our investees provide.

For JLL Technologies investments in proptech companies, we primarily estimate the fair value based on the per-share pricing.

For investments in proptech companies, we primarily estimate the fair value based on the per-share pricing.

Subsequent funding rounds or changes in the companies' business strategy/outlook are indicators of a change in fair value.

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For investments accounted for under the equity method, we maintain an investment account that is (i) increased by contributions made and by our share of net income earned by the real estate ventures, and (ii) decreased by distributions received and by our share of net losses realized by the real estate ventures.

Our share of each real estate venture's net income or loss, including gains and losses from capital transactions, is reflected on the Consolidated Statements of Comprehensive Income as Equity (losses) earnings.

We evaluate our investments accounted for under the equity method for other-than-temporary impairment on a quarterly basis, or as events or changes in circumstances warrant such an evaluation.

Our evaluations consider the existence of impairment indicators in the underlying real estate assets that compose the majority of our investments.

performance, market conditions, major tenancy matters, legal and environmental concerns, and our ability and intent to hold each investment.

We base such evaluations, in regard to both the investment and the investment’s underlying asset levels, on regular updates to future cash flow models, our share of co-investment cash flows, and factors such as operational performance, market conditions, major tenancy matters, legal and environmental concerns, and our ability and intent to hold

each investment.

If an investment is considered other-than-temporarily impaired, we record the excess of the carrying value over the estimated fair value as an impairment charge.

Impairment charges to write down the carrying value of the real estate assets underlying our investments are generally based on the result of discounted cash flow models that primarily rely upon unobservable inputs to determine fair value.

We recognize our proportionate share of such impairment within Equity (losses) earnings on the Consolidated Statements of Comprehensive Income.

We recognize our proportionate share of such impairment within Equity earnings/losses on the Consolidated Statements of Comprehensive Income.

See Note 5, Investments, and Note 9, Fair Value Measurements, for additional information on Investments.

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Employees of a specific age, with a sum of age plus years of service with the Company which meets or exceeds 65 , based on the terms of the Jones Lang LaSalle 2019 Stock Award and Incentive Plan ("SAIP"), are eligible to be considered for receipt of retirement benefits upon departure from the Company.

These award provisions require acceleration of compensation expense such that all expense is recognized by the time these employees are considered retirement eligible.

These award provisions, where applicable, require acceleration of compensation expense such that all expense is recognized by the time these employees are considered retirement eligible.

We also have a "noncompensatory" Employee Stock Purchase Plan ("ESPP") for U.S.

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See Note 8, Income Taxes, for additional information on income taxes.

Derivatives and Hedging Activities

Foreign Currency Derivatives and Hedging Activities

We do not enter into derivative financial instruments for trading or speculative purposes.

However, in the normal course of business, we do use derivative financial instruments in the form of foreign currency forward contracts to manage our foreign currency exchange rate risk.

We currently do not use hedge accounting for these contracts, which are marked-to-market each period with changes in unrealized gains or losses offset by foreign currency gains and losses on associated intercompany loans and other foreign currency balances.

However, in the normal course of business, we do use derivative financial instruments in the form of foreign currency forward contracts and cross-currency swaps to manage our foreign currency exchange rate risk.

We record all derivatives on our Consolidated Balance Sheets at fair value.

Cash flows related to the derivatives are classified in the Consolidated Statements of Cash Flows based on the instrument’s nature.

For derivative instruments designated as net investment hedges, the derivative is marked-to-market each period with changes in unrealized gains or losses offset by the foreign currency translation of the net investment within Accumulated Other Comprehensive Income ("AOCI").

Amounts are reclassified out of AOCI into earnings when the hedged net investment is sold or liquidated.

The initial value of any excluded components from the assessment of effectiveness are recognized using a systematic and rational method over the life of the hedging instrument.

The interest accrual component of cross-currency swaps, which represents an excluded component, is reported directly in earnings as a component of Interest expense, net of interest income and within Operating activities on the Consolidated Statements of Cash Flows.

For derivative instruments not designated in a hedging relationship, the derivative is marked-to-market each period with changes in unrealized gains or losses offset by foreign currency gains and losses on associated intercompany loans and other foreign currency balances.

Gains and losses from the revaluation of these contracts are recognized as a component of Operating, administrative and other expense and are offset by the gains and losses recognized on the revaluation of intercompany loans and other foreign currency balances such that the impact to net income was not significant for any of the three years ended December 31, 2025.

For presentation and disclosure, we net our exposure by counterparty for all counterparties subject to International Swaps and Derivatives Association Master Agreements.

We have considered the counterparty credit risk related to these forward foreign currency exchange contracts and do not deem any counterparty credit risk to be material as of December 31, 2024, in part due to the short-term nature of these contracts.

In addition, certain loan commitments and forward sales commitments related to our Warehouse receivables meet the definition of a derivative and are recorded at fair value on the Consolidated Balance Sheets.

We have considered the counterparty credit risk related to these derivative instruments and do not deem any counterparty credit risk to be material as of December 31, 2025.

We enter transactions with high credit-quality financial institutions and monitor their credit ratings.

This risk is also reduced due to the short-term nature of the forward foreign currency exchange contracts.

See Note 16, Foreign Currency Derivatives and Hedging, for additional information on foreign currency derivative financial instruments.

Mortgage Banking Derivatives

Certain loan commitments and forward sales commitments related to our Warehouse receivables meet the definition of a derivative and are recorded at fair value on the Consolidated Balance Sheets.

The estimated fair value of loan commitments includes the fair value of the expected net cash flows associated with servicing of the loan, other net cash flows associated with origination and sale of the loan, and the effects of market interest rate movements.

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Adjustments to fair value related to loan and forward sale commitments are included within Revenue on the Consolidated Statements of Comprehensive Income.

See Note 9, Fair Value Measurements, for additional information on derivative financial instruments.

See Note 9, Fair Value Measurements, for additional information on mortgage banking derivatives.

Substantially all of our operating leases are related to office space we lease in various buildings for our own use.

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The assets and liabilities of these subsidiaries are translated to U.S.

dollars at the rates of exchange as of the balance

sheet date with the resulting translation adjustments included as a separate component of equity on the Consolidated Balance Sheets (Accumulated other comprehensive loss) and on the Consolidated Statements of Comprehensive Income (Other comprehensive income (loss)-foreign currency translation adjustments).

dollars at the rates of exchange as of the balance sheet date with the resulting translation adjustments included as a separate component of equity on the Consolidated Balance Sheets (Accumulated other comprehensive loss) and on the Consolidated Statements of Comprehensive Income (Other comprehensive income (loss)-foreign currency translation adjustments).

See Note 15, Accumulated Other Comprehensive Income (Loss), for additional information on the components of Accumulated other comprehensive loss.

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We include gains and losses from foreign currency transactions in net earnings as a component of Operating, administrative and other expense.

For the years ended December 31, 2024 and 2023, we had net foreign currency transaction losses of $ 1.5 million and $ 10.6 million, respectively.

We had a net foreign currency transaction gain of $ 6.4 million for the year ended December 31, 2022.

For the years ended December 31, 2025, 2024 and 2023 we had net foreign currency transaction losses of $ 0.9 million, $ 1.5 million and $ 10.6 million, respectively.

The effect of foreign currency exchange rate changes on Cash, cash equivalents and restricted cash is presented as a separate caption in the Consolidated Statements of Cash Flows.

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Recently adopted accounting guidance

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , which requires a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually.

The FASB issued the ASU in response to requests from investors for companies to disclose more information about their financial performance at the segment level.

The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments.

We adopted this guidance for the annual period beginning January 1, 2024 and will adopt for the interim periods beginning January 1, 2025.

This ASU resulted in additional disclosures related to each reportable segment but did not have any material impact on our consolidated operating results or financial position.

See Note 3, Business Segments, for the updated segment reporting disclosures.

Recently issued accounting guidance, not yet adopted

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures , which enhances the income tax disclosures to provide information to better assess how an entity’s operations and related tax risks and tax planning and operational opportunities affect its tax rate and prospects for future cash flows.

This ASU is effective for annual periods beginning after December 15, 2024, with early adoption permitted.

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

We adopted this guidance for the annual period beginning January 1, 2025 and will adopt for the interim periods beginning January 1, 2026.

This ASU resulted in expanded disclosures related to income taxes but did not have an impact on our financial statements or results of operations.

Recently issued accounting guidance, not yet adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) , which requires disaggregated disclosure of income statement expenses for public entities.

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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.

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 provides a practical expedient and an accounting policy election related to the estimation of expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC 606.

The practical expedient permits an entity to assume current conditions as of the balance sheet date do not change for the remaining life of the current accounts receivable and current contract assets.

The practical expedient is available to all entities.

The accounting policy election is only available to entities other than public business entities and is therefore not applicable to us.

This ASU is effective for annual periods beginning after December 15, 2025, with early adoption permitted.

We are evaluating the effect this would have on our financial statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software , which amends certain aspects of the accounting for and disclosure of software costs under ASC 350-40.

The ASU aims to better align the accounting with how software is developed.

Specifically, software development has shifted from using a prescriptive and sequential development method to using an incremental and iterative development method.

This ASU makes targeted improvements to increase the operability of the recognition guidance considering different methods of software development.

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

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

In November 2025, the FASB issued ASU 2025-08, Financial Instruments—Credit Losses (Topic 326):

Purchased Loans , which requires entities to account for acquired loans that meet certain criteria (“purchased seasoned loans”) using the gross-up approach, aligning their treatment with purchased financial assets with credit deterioration.

Under this approach, entities recognize the loans at their purchase price plus an allowance for expected credit losses.

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

The amendments must be applied prospectively to loans acquired on or after the initial application date.

We do not expect this guidance to have a material impact on our financial statements.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832):

Accounting for Government Grants Received by Business Entities , which provides guidance on the recognition, measurement, and presentation of government grants to business entities.

This ASU is effective for annual periods beginning after December 15, 2028, for public business entities, with early adoption permitted.

We do not expect this guidance to have a material impact on our financial statements.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270):

Narrow-Scope Improvements , which clarifies interim reporting requirements under US GAAP for all entities preparing interim financial statements and notes.

The ASU improves the navigability of Topic 270, specifies the form and content of interim financial statements and notes, provides a comprehensive list of required interim disclosures, and introduces a disclosure principle for condensed interim financial statements requiring disclosure of events with a material effect since the end of the previous annual period.

ASU is effective for interim periods in fiscal years beginning after December 15, 2027, for public business entities, with early adoption permitted.

We do not expect this guidance to have a material impact on our financial statements.

In December 2025, the FASB issued ASU 2025-12, Codification Improvements , as part of its ongoing project to make minor amendments and clarifications to the Accounting Standards Codification.

The amendments address issues across a wide range of Topics and are intended to clarify, correct errors, or make minor improvements without significant impact on current accounting practice or cost to most entities.

The ASU is effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those years, with early adoption permitted on an issue-by-issue basis.

We do not expect this guidance to have a material impact on our financial statements.

BUSINESS SEGMENTS

We manage and report our operations as five global business segments:

(1) Markets Advisory,

(2) Capital Markets,

(3) Work Dynamics,

(4) JLL Technologies and

Markets Advisory offers a wide range of real estate services, including agency leasing and tenant representation, property management, advisory and consulting services.

Capital Markets service offerings include investment sales, debt and equity advisory, value and risk advisory, and loan servicing.

Our Work Dynamics business provides a broad suite of integrated services to occupiers of real estate, including facility and project management, as well as portfolio and other services.

Our JLL Technologies segment offers software products, solutions and services, while LaSalle provides investment management services on a global basis to institutional investors and high-net-worth individuals.

Effective January 1, 2025, we report Property Management (historically included in Markets Advisory, which was renamed Leasing Advisory) within Real Estate Management Services (formerly referred to as Work Dynamics).

Additionally, Capital Markets, LaSalle and JLL Technologies were renamed to Capital Markets Services, Investment Management, and Software and Technology Solutions, respectively.

Effective July 1, 2025, we report the balances and activity associated with the investments historically reported within Software and Technology Solutions in "All Other." These investments (inclusive of convertible notes receivable) in proptech funds and early to mid-stage proptech companies ("Proptech Investments") do not constitute an operating or reporting segment.

Prior period financial information was recast to conform with the presentation changes described above.

Through December 31, 2025, we managed and reported our operations as five global business segments:

(1) Real Estate Management Services,

(2) Leasing Advisory,

(3) Capital Markets Services,

(4) Investment Management and

(5) Software and Technology Solutions.

Real Estate Management Services business provides a broad suite of integrated services to occupiers of real estate, including facility and property management, project management, and portfolio and other services.

Leasing Advisory offers agency leasing and tenant representation, as well as advisory and consulting services.

Capital Markets Services offerings include investment sales, debt and equity advisory, value and risk advisory, and loan servicing.

Investment Management provides services on a global basis to institutional investors and high-net-worth individuals, while our Software and Technology Solutions segment offers various software products and services to our clients.

We allocate all indirect expenses to our segments, other than interest and income taxes, as nearly all expenses incurred benefit one or more of the segments.

Allocated expenses primarily consist of corporate functional costs across the globe, which we allocate to the business segments using an expense-specific driver-based methodology.

Adjusted EBITDA does not include (i) Restructuring and acquisition charges, (ii) gain/loss on disposal, (iii) interest on employee loans, net, (iv) Equity earnings/losses for JLL Technologies and LaSalle, (v) credit losses on convertible note investments, (vi) net non-cash MSR and mortgage banking derivative activity, (vii) Interest expense, net of interest income, (viii) Income tax provision and (ix) Depreciation and amortization, which are otherwise included in Net income on the Consolidated Statements of Comprehensive Income.

In the first quarter of 2024, we revised the definition of segment Adjusted EBITDA to exclude certain Equity earnings/losses from investments.

The impact of this revision is limited to the JLL Technologies and LaSalle segments.

Comparable periods have been recast to conform to the revised presentation.

Equity earnings/losses from unconsolidated operating ventures (not investments) remain included in Adjusted EBITDA.

The Other segment items caption includes (i) other income/loss, (ii) gain/loss on disposal, (iii) interest on employee loans, net, (iv) credit losses on convertible note investments, (v) net non-cash MSR and mortgage banking derivative activity, (vi) net income/loss attributable to noncontrolling interest and (vii) the noncontrolling interest portion of amortization of acquisition-related intangibles which is not attributable to common shareholders.

Adjusted EBITDA does not include (i) Restructuring and acquisition charges, (ii) gain/loss on disposal, (iii) interest on employee loans, net of forgiveness, (iv) Equity earnings/losses for Investment Management and Proptech Investments, (v) credit losses on convertible note investments, (vi) net non-cash MSR and mortgage banking derivative activity, (vii) Interest expense, net of interest income, (viii) Income tax provision and (ix) Depreciation and amortization, which are otherwise included in Net income on the Consolidated Statements of Comprehensive Income.

The Other segment items caption includes (i) other income/loss, (ii) gain/loss on disposal, (iii) interest on employee loans, net of forgiveness, (iv) net income/loss attributable to noncontrolling interest, (v) the noncontrolling interest portion of amortization of acquisition-related intangibles which is not attributable to common shareholders and (vi) the noncontrolling interest portion of Equity earnings/losses which are not attributable to common shareholders.

The Chief Operating Decision Maker ("CODM") of JLL measures and evaluates the segment results based on Adjusted EBITDA for purposes of making decisions about allocating resources and assessing performance.

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Therefore, we have not disclosed asset information by segment.

As of December 31, 2024, we define the Global Executive Board, collectively, as our CODM.

As of December 31, 2025, we continue to define the Global Executive Board, collectively, as our CODM.

Summarized financial information by business segment is as follows.

Markets Advisory Year Ended December 31,

Real Estate Management Services Year Ended December 31,

(in millions) 2025 2024 2023

Leasing $ 2,596.2 2,343.6 2,759.2

Workplace Management $ 13,848.5 12,529.7 10,706.2

Project Management 3,797.9 3,151.9 2,924.8

Property Management 1,841.3 1,795.1 1,675.1

Advisory, Consulting and Other 109.4 102.9 131.0

Portfolio Services and Other 513.5 516.0 500.1

Revenue $ 20,001.2 17,992.7 15,806.2

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Gross contract costs 17,102.0 15,266.2 13,254.8

Equity earnings (losses) 0.7 ( 0.5 ) ( 0.3 )

Equity earnings 0.7 2.9 2.1

Other segment items ( 6.4 ) ( 4.6 ) ( 4.8 )

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

Capital Markets Year Ended December 31,

Leasing Advisory Year Ended December 31,

(in millions) 2025 2024 2023

Investment Sales, Debt/Equity Advisory and Other $ 1,506.2 1,261.6 1,955.4

Value and Risk Advisory 373.0 363.8 374.9

Loan Servicing 161.2 152.6 157.9

Leasing $ 2,901.6 2,596.2 2,343.6

Advisory, Consulting and Other 108.3 109.4 102.9

Revenue $ 3,009.9 2,705.6 2,446.5

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Gross contract costs 11.6 33.3 30.2

Equity earnings 2.7 6.7 3.1

Equity losses — — ( 1.2 )

Other segment items 2.6 1.5 —

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Depreciation and amortization $ 45.2 36.8 36.2

Work Dynamics Year Ended December 31,

Capital Markets Services Year Ended December 31,

(in millions) 2025 2024 2023

Workplace Management $ 12,529.7 10,706.2 9,819.2

Project Management 3,151.9 2,924.8 2,972.3

Portfolio Services and Other 516.0 500.1 477.0

Investment Sales, Debt/Equity Advisory and Other $ 1,874.5 1,506.2 1,261.6

Value and Risk Advisory 379.6 373.0 363.8

Loan Servicing 168.0 161.2 152.6

Revenue $ 2,422.1 2,040.4 1,778.0

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Equity earnings 5.1 2.7 6.7

Net non-cash MSR and mortgage banking derivative activity 15.2 18.2 18.2

Other segment items 2.2 2.0 1.5

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Depreciation and amortization $ 55.6 66.8 65.6

JLL Technologies Year Ended December 31,

Investment Management Year Ended December 31,

(in millions) 2025 2024 2023

Advisory fees $ 373.7 373.8 406.2

Transaction fees and other 37.3 33.5 30.0

Incentive fees 39.1 60.6 47.5

Revenue $ 450.1 467.9 483.7

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Depreciation and amortization $ 11.2 8.5 8.1

Equity (losses) earnings $ ( 53.8 ) ( 177.0 ) 46.6

LaSalle Year Ended December 31,

Equity earnings (losses) $ 12.3 ( 22.6 ) ( 24.7 )

Software and Technology Solutions Year Ended December 31,

(in millions) 2025 2024 2023

Advisory fees $ 373.8 406.2 404.6

Transaction fees and other 33.5 30.0 44.8

Incentive fees 60.6 47.5 26.6

Revenue $ 232.3 226.3 246.4

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Depreciation and amortization $ 26.6 19.4 15.9

Equity (losses) earnings $ ( 22.6 ) ( 24.7 ) 0.4

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

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(in millions) 2025 2024 2023

Markets Advisory $ 4,500.7 4,121.6 4,415.5

Capital Markets 2,040.4 1,778.0 2,488.2

Work Dynamics 16,197.6 14,131.1 13,268.5

JLL Technologies 226.3 246.4 213.9

LaSalle 467.9 483.7 476.0

Real Estate Management Services $ 20,001.2 17,992.7 15,806.2

Leasing Advisory 3,009.9 2,705.6 2,446.5

Capital Markets Services 2,422.1 2,040.4 1,778.0

Investment Management 450.1 467.9 483.7

Software and Technology Solutions 232.3 226.3 246.4

Total revenue $ 26,115.6 23,432.9 20,760.8

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(in millions) 2025 2024 2023

Adjusted EBITDA - Markets Advisory $ 547.6 416.6 527.5

Adjusted EBITDA - Capital Markets 244.4 173.1 444.0

Adjusted EBITDA - Work Dynamics 316.3 264.0 230.1

Adjusted EBITDA - JLL Technologies ( 22.3 ) ( 19.1 ) ( 97.5 )

Adjusted EBITDA - LaSalle 100.3 103.8 96.2

Adjusted EBITDA - Real Estate Management Services $ 437.5 399.2 331.4

Adjusted EBITDA - Leasing Advisory 580.1 464.7 349.2

Adjusted EBITDA - Capital Markets Services 364.4 244.4 173.1

Adjusted EBITDA - Investment Management 83.5 100.3 103.8

Adjusted EBITDA - Software and Technology Solutions ( 14.2 ) ( 19.6 ) ( 32.9 )

Adjusted EBITDA - All Other 1.6 ( 2.7 ) 13.8

Adjusted EBITDA - Consolidated $ 1,452.9 1,186.3 938.4

Restructuring and acquisition charges $ ( 75.3 ) ( 23.1 ) ( 100.7 )

Net (loss) gain on disposition — ( 0.5 ) ( 7.5 )

Interest on employee loans, net 5.9 3.6 9.7

Equity earnings (losses) - JLL Technologies and LaSalle ( 76.4 ) ( 201.7 ) 47.0

Net loss on disposition — — ( 0.5 )

Interest on employee loans, net of forgiveness 6.5 5.9 3.6

Equity losses - Investment Management and Proptech Investments (1)

( 25.8 ) ( 76.4 ) ( 201.7 )

Credit losses on convertible note investments ( 5.1 ) ( 6.3 ) —

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Net income attributable to common shareholders $ 792.1 546.8 225.4

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

(1) This adjustment excludes the noncontrolling interest portion which is not attributable to common shareholders.

The following table sets forth the revenue from our most significant currencies.

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Change in Reporting Structure

Effective January 1, 2025, we will report our Property Management business together with our existing Work Dynamics businesses in a segment named Real Estate Management Services.

Prior period results will be restated to conform with our new reporting structure in 2026.

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Business Combinations Activity

During the year ended December 31, 2024, we completed two strategic acquisitions, presented below.

Acquired Company Quarter of Acquisition Country Primary Segment

SKAE Power Solutions (SKAE) Q2 United States Work Dynamics

Raise Commercial Real Estate, Inc.

Q4 United States Markets Advisory

Aggregate terms of our strategic and non-strategic acquisitions included:

(i) cash paid at closing of $ 62.3 million, (ii) guaranteed deferred consideration of $ 14.7 million and (iii) contingent earn-out consideration of $ 13.5 million, payable upon satisfaction of certain performance conditions, which we have initially recorded at the acquisition date fair value.

A preliminary allocation of purchase consideration resulted in (i) goodwill of $ 64.0 million, (ii) identifiable intangibles of $ 30.2 million and (iii) other net liabilities (assumed liabilities less acquired assets) of $ 3.7 million.

As of December 31, 2024, we have not completed our analysis to assign fair values to all of the identifiable intangible and tangible assets acquired and, therefore, we may further refine the purchase price allocations for this acquisition during the open measurement period.

Of the $ 64.0 million of total additions to goodwill in 2024, we expected to amortize and deduct $ 41.2 million for tax purposes as of December 31, 2024, subject to statutory amortization periods.

During the twelve months ended December 31, 2024, we paid $ 7.4 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years.

2023 Business Combinations Activity

During the year ended December 31, 2023, we completed one strategic acquisition in Capital Markets.

Aggregate terms of our acquisition included:

(1) cash paid at closing of $ 13.6 million and (2) prior 50.0 % ownership previously accounted for as an equity method investment which had a fair value of $ 10.0 million.

The allocation of purchase consideration resulted in goodwill of $ 18.7 million, identifiable intangibles of $ 2.1 million and other net assets (acquired assets less assumed liabilities) of $ 2.8 million.

During the year ended December 31, 2023 we paid $ 26.8 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years.

The following table details cash payments relating to acquisitions.

Payments for current-year acquisitions are included in cash used in investing activities, while payments for prior-year acquisitions are primarily reflected in cash used in financing activities.

We completed no strategic acquisitions during the year ended December 31, 2025, and completed two strategic acquisitions during the year ended December 31, 2024.

Year Ended December 31,

(in millions) 2025 2024

Payments relating to current-year acquisitions $ 7.7 62.3

Payments for deferred business acquisition and earn-out obligations 19.6 7.4

Total paid for business acquisitions $ 27.3 69.7

Earn-Out Payments

The following table details the number of acquisitions related to our earn-out payments, in addition to the maximum (undiscounted) amount and fair values of those earn-out payments.

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

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dollar, which means a portion of the movements in the reported book value of these balances is attributable to movements in foreign currency exchange rates.

The following table details, by reporting segment, the annual movements in goodwill.

(in millions) Markets Advisory Capital Markets Work Dynamics JLL Technologies LaSalle Consolidated

Balance as of December 31, 2022 $ 1,742.9 1,949.2 532.6 247.7 55.6 $ 4,528.0

Additions, net of adjustments — 18.7 — — — 18.7

Dispositions ( 0.4 ) ( 0.2 ) — — — ( 0.6 )

Impact of exchange rate movements 16.8 18.7 5.1 — 0.7 41.3

Balance as of December 31, 2023 $ 1,759.3 1,986.4 537.7 247.7 56.3 $ 4,587.4

In conjunction with our new organizational structure described more fully in Note 3, Business Segments, we reassessed our reporting units as of January 1, 2025.

As a result of the changes in Real Estate Management Services and Leasing Advisory, we reassigned goodwill to these reporting units using a relative fair value approach.

Under this methodology, the fair value of each impacted reporting unit was determined using a combination of the income approach and the market approach, and this resulting relative fair value was used to reassign the balance of goodwill.

We considered the change to Real Estate Management Services and Leasing Advisory reporting units a triggering event requiring the testing of our goodwill for impairment as of January 1, 2025.

We performed a quantitative test relying on the discounted cash flow ("DCF") method, an income approach, and a market approach in determining the estimated fair value of these reporting units.

Our analysis relied on significant judgments and assumptions in determining the inputs, specifically, forecasted revenue growth, forecasted profitability margin and the discount rate used to present value the estimated future cash flows.

Our analysis indicated that no impairment existed as the estimated fair value of both Real Estate Management Services and Leasing Advisory reporting units exceeded their respective carrying values.

The following table details, by reporting segment, movements in goodwill.

As a result of reassigning goodwill, only activity in periods after the reassignment are disclosed.

(in millions) Real Estate Management Services Leasing Advisory Capital Markets Services Investment Management Software and Technology Solutions Consolidated

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 — — 8.4 — — 8.4

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Balance as of December 31, 2023 $ 801.8 546.2 $ 1,348.0

$ 747.3 557.0 $ 1,304.3

Additions, net of adjustments 89.0 30.2 119.2

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Balance as of December 31, 2023 $ ( 309.8 ) ( 253.2 ) $ ( 563.0 )

$ ( 242.2 ) ( 203.6 ) $ ( 445.8 )

Amortization expense, net (1)

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$ 458.2 208.5 $ 666.7

(1) Included in this amount for MSRs was $ 7.7 million and $ 10.0 million for 2024 and 2023, respectively, relating to write-offs due to prepayments of sold warehouse receivables for which we retained the servicing rights.

(1) Included in this amount for MSRs was $ 7.7 million for both 2025 and 2024, related 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.

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(in millions) 2025 2024

LaSalle co-investments 406.1 388.3

JLL Technologies investments $ 372.8 397.6

Investment Management co-investments $ 505.8 406.1

Proptech Investments 353.0 372.8

Other investments 34.1 33.8

Total $ 892.9 812.7

Our LaSalle co-investments are, primarily, direct investments in 48 separate property or commingled funds, where we co-invest alongside our clients and for which we also have an advisory agreement, while our JLL Technologies 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 $ 290.2 million and $ 9.4 million as of December 31, 2024 for our LaSalle Investment Management business and JLL Technologies, respectively.

Of the $ 290.2 million related to LaSalle, $ 100.0 million relates to a previously disclosed incremental investment in LaSalle's flagship Income Property Trust fund, which was funded in January 2025.

Our Investment Management co-investments are, primarily, direct investments in property or commingled funds, where we co-invest alongside our clients and for which we also have an advisory agreement, while our Proptech 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 $ 203.5 million and $ 7.3 million as of December 31, 2025 for our Investment Management business and Proptech Investments, respectively.

We evaluate our less-than-wholly-owned investments to determine whether the underlying entities are classified as variable interest entities ("VIEs");

we assess each identified VIE to determine whether we are the primary beneficiary.

We had equity method investments, either directly or indirectly, of $ 190.7 million and $ 146.9 million as of December 31, 2024 and 2023, respectively, in entities classified as VIEs.

In prior periods, we determined we were the primary beneficiary of certain VIEs and accordingly, we consolidated such entities.

In December of 2022, as a result of a reconsideration event, we concluded we were no longer the primary beneficiary of these VIEs and, therefore, no longer consolidate these VIEs.

Summarized financial information for our consolidated VIEs is presented in the following table.

As a result of the reconsideration event described above, there are no consolidated VIE balances as of December 31, 2024 and 2023 and net income was consolidated up to the reconsideration date.

Year Ended December 31,

As of December 31, 2025 and 2024, our maximum exposure to losses related to unconsolidated VIEs was as follows:

(in millions) 2025 2024

Revenue $ — — 17.6

Operating and other expenses — — ( 23.8 )

Net gain on sale of investments (1)

Net income (loss) $ — — 136.1

(1) The 2022 gain was included in Other income on the Consolidated Statements of Comprehensive Income.

We allocate the members' equity and net income (loss) of the consolidated VIEs to the noncontrolling interest holders as Noncontrolling interest on the Consolidated Balance Sheets and as Net income attributable to noncontrolling interest in the Consolidated Statements of Comprehensive Income, respectively.

Investments in unconsolidated VIEs $ 194.0 190.7

Unfunded commitments 152.3 127.4

Maximum exposure to loss $ 346.3 318.1

The following tables summarize the combined financial information for certain of our unconsolidated investments accounted for under the equity method or at fair value.

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Revenue $ 2,951.6 2,586.2 2,403.5

Net (loss) income 253.5 ( 1,085.8 ) 576.6

During the year ended December 31, 2022, we recorded a $ 19.6 million other-than-temporary impairment charge related to an investment accounted for under the equity method.

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

There were no significant other-than-temporary impairments in 2024 or 2023.

Net income (loss) 1,382.4 253.5 ( 1,085.8 )

There were no significant other-than-temporary impairments during the years ended December 31, 2025, 2024 and 2023.

We report a majority of our investments at fair value.

For such investments, we increase or decrease our investment each reporting period by the change in the fair value and we report these fair value adjustments in our Consolidated Statements of Comprehensive Income within Equity (losses) earnings.

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

See Note 9, Fair Value Measurements, for further discussion of our investments reported at fair value.

The table below does not include our $ 9.7 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 $ 12.9 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, plus or minus adjustments resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.

Year Ended December 31,

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Investments 161.7 92.0 93.5

104.3 160.4 156.1

Distributions ( 74.0 ) ( 27.8 ) ( 25.2 )

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Foreign currency translation adjustments, net 11.9 ( 12.9 ) 8.5

Transfers in 26.8 12.3 66.9

Fair value investments as of December 31,

$ 844.0 742.0 740.8

(1) Included in this caption are Notes receivable, inclusive of accrued interest, which converted to unconsolidated equity investments;

these amounts were $ 12.3 million and $ 66.9 million for the twelve months ended December 31, 2024 and 2023, respectively.

STOCK-BASED COMPENSATION

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Accumulated benefit obligation $ 257.9 244.9

The primary driver for the year-over-year change in projected benefit obligation was an actuarial gain driven by an increase in discount rate assumptions.

The primary driver for the year-over-year change in projected benefit obligation was foreign exchange rates.

Discount rates remained materially consistent compared with prior year.

Defined benefit pension plan amounts recorded in the Consolidated Balance Sheets are presented in the below table.

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Total $ 189.5 132.5 25.7

Internal Revenue Code contains two code sections, the Base Erosion Anti-Abuse Tax and Global Intangible Low-Taxed Income Tax, for which we treat any associated income tax as a period cost and record an expense provision for any year we are subject to the taxes.

Internal Revenue Code contains two taxes, the Base Erosion Anti-Abuse Tax and Global Intangible Low-Taxed Income Tax, for which we treat any associated income tax as a period cost and record an expense provision for any year we are subject to the taxes.

Accordingly, the estimated impacts of these taxes were included in our provision for income taxes for all periods presented.

Due to the generation of net operating loss carryovers, our current tax expense increased by $ 13.8 million, $ 36.0 million and $ 69.1 million in 2025, 2024 and 2023, respectively, and our deferred tax expense was reduced by a corresponding amount.

We adopted ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures , prospectively.

As such, we have included the required expanded disclosures for the year ended December 31, 2025, while disclosures for the years ended December 31, 2024 and 2023 reflect the previous disclosure requirements.

Income tax expense differed from the amounts computed by applying the U.S.

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($ in millions) 2025

Computed "expected" tax expense $ 206.1 21.0 %

State and local income tax, net of federal (national) income tax effect (1)

Foreign tax effects

Unremitted income ( 11.7 ) ( 1.2 )

Other ( 4.8 ) ( 0.5 )

Other countries 21.0 2.2

Effect of cross-border tax laws

global intangible low-taxed income (GILTI) 15.0 1.5

Other ( 2.6 ) ( 0.3 )

Changes in valuation allowances ( 2.6 ) ( 0.3 )

Nontaxable or nondeductible items

Nontaxable deferred compensation insurance trust earnings ( 17.9 ) ( 1.8 )

Nondeductible executive compensation 10.6 1.1

Effect of legal entity restructuring ( 17.1 ) ( 1.7 )

Other ( 8.4 ) ( 0.9 )

Changes in unrecognized tax benefits ( 9.9 ) ( 1.0 )

Other, net ( 1.1 ) ( 0.1 )

Grand Total $ 189.5 19.3 %

(1) State and local income taxes in California, the District of Columbia, Illinois, New York and New York City comprise the majority of the state and local income taxes, net of federal effect category.

On July 4, 2025, the United States enacted the One Big Beautiful Bill Act (“OBBBA”).

The OBBBA includes provisions

altering the timing of deduction from certain depreciable assets, research and experimental expenses, and interest expense,

with some effective in 2025 and some in 2026.

The current period’s financial statements include the impact of the OBBBA

provisions effective for 2025, which are primarily in the nature of timing differences which do not impact this year's effective tax rate.

The OBBBA further alters the determination and rates of taxation of international earnings, effective in 2026.

We are still evaluating these provisions, which may decrease overall U.S.

tax on international subsidiary income.

Year Ended December 31,

($ in millions) 2024 2023

Income tax expense at statutory rates $ 142.6 21.0 % $ 52.9 21.0 %

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Of those countries or other taxable jurisdictions, 70 had income tax rates lower than the combined U.S.

federal and state income tax rate in 2024.

In defining "very low tax rate jurisdictions," we consider effective tax rates applicable in 2024 based upon income levels and including national and municipal, state or provincial taxes also based upon income levels, which may cause those effective rates to differ from the maximum national statutory rates for the jurisdictions.

We consider jurisdictions with a tax rate of 25 % or lower to be very low tax rate jurisdictions, based upon our historical practice.

Effective January 1, 2018, the U.S.

federal income tax rate was reduced to 21 %.

However, factoring in the impact of state income taxes, we do not consider the U.S.

federal and state income tax rate in 2025, of which some are very low tax rate jurisdictions, with combined national and municipal state or provincial rates of 25 % or lower.

While the U.S.

federal income tax rate is 21 %, after factoring in the impact of state income taxes, we do not consider the U.S.

to be a very low tax rate jurisdiction.

With respect to very low tax rate jurisdictions in which we operate, income from Hong Kong ( 16.5 %), Singapore ( 17 %), and Israel ( 23 %) represent the most significant components of the international earnings line item in our effective tax rate reconciliation.

In the aggregate, these very low tax rate jurisdictions contributed a large proportion of the difference between the actual income tax provision for international earnings and the equivalent provision at the U.S.

federal and state statutory rate in 2024.

With respect to very low tax rate jurisdictions in which we operate, income from Hong Kong ( 16.5 %) and Singapore ( 17 %) represent the most significant components of the international earnings line item in our effective tax rate reconciliation for 2024 and 2023.

Our income (loss) before taxes from domestic (U.S.) and international sources is presented in the following table.

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Deferred tax liabilities attributable to:

Property and equipment $ 8.4 24.8

Intangible assets 297.7 277.5

Income deferred for tax purposes 13.4 26.6

Other 4.9 7.1

Deferred tax liabilities $ 311.1 317.4

Net deferred taxes $ 554.0 472.6

The increase in gross deferred tax assets in 2024 was primarily the result of increases in net operating loss carryovers.

The decrease in valuation allowances was primarily the result of foreign currency movement.

The increase in gross deferred tax assets in 2025 was primarily the result of accrued expenses.

The increase in valuation allowances was primarily the result of additional losses incurred in countries with existing valuation allowances.

We have not provided a deferred tax liability on the unremitted foreign earnings of international subsidiaries because it is our intent to permanently reinvest such earnings outside of the U.S.

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The remaining movement in valuation allowances comparing December 31, 2025 to December 31, 2024 was attributable to the effect of changes in foreign currency exchange rates.

As of December 31, 2024, our net current payable for income tax was $ 68.0 million, consisting of a current receivable of $ 218.2 million and current payable of $ 286.2 million, and our net noncurrent liability was $ 62.2 million, entirely a noncurrent payable.

As of December 31, 2023, our net current payable for income tax was $ 154.3 million, consisting of a current receivable of $ 215.8 million and a current payable of $ 370.1 million, and our net noncurrent liability was $ 87.6 million, entirely a noncurrent payable.

The following table presents net current and net non-current payable for income tax.

(in millions) 2025 2024

Current payable for income tax

Current payable $ 305.6 286.2

Current receivable ( 198.1 ) ( 218.2 )

Net current payable for income tax $ 107.5 68.0

Non-current payable for income tax

Non-current payable $ 50.4 62.2

Non-current receivable — —

Net non-current payable for income tax $ 50.4 62.2

The current receivables, current payables, and noncurrent payables are included in Notes and other receivables, Accounts payable and accrued liabilities, and Other liabilities, respectively, on our Consolidated Balance Sheets.

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Generally, our open tax years include those from 2022 to the present, although reviews of taxing authorities for more recent years have been completed or are in process in a number of jurisdictions.

As of December 31, 2024, we were under examination in Germany, Nigeria, Pakistan, Turkey, Egypt, Portugal, Sweden, Ireland, Israel, Indonesia, India, Malaysia, Mauritius, the Philippines, Hong Kong, Sri Lanka, Singapore, and Thailand.

In the U.S., we were under examination in the states of Colorado, Massachusetts, New York, Utah and New York City.

As of December 31, 2025, we were under examination in Belgium, Germany, Egypt, Indonesia, India, Mauritius, Pakistan, the Philippines, Poland, Portugal, Sri Lanka, Switzerland, Thailand, the U.S.

Also in the U.S., we were under examination in the states of Texas and Wisconsin.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is presented in the following table.

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Additions based on tax positions related to the current year 1.5 2.8

Increase (decrease) related to tax positions of prior years 1.6 ( 6.8 )

(Decrease) increase related to tax positions of prior years ( 11.5 ) 1.6

Settlements with taxing authorities — ( 1.9 )

Balance as of December 31,

We believe it is reasonably possible that matters for which we have recorded $ 42.8 million of unrecognized tax benefits as of December 31, 2024 will be resolved during 2025.

The recognition of tax benefits, and other changes to the amounts of our unrecognized tax benefits, may occur as the result of ongoing operations, the outcomes of audits or other examinations by tax authorities, or the passing of statutes of limitations.

We do not expect changes to our unrecognized tax benefits to have a significant impact on net income, the financial position, or the cash flows of JLL.

We do not expect changes to our unrecognized tax benefits to have a significant impact on our net income, financial position, or cash flows.

We do not believe we have material tax positions for which the ultimate deductibility is highly certain but there is uncertainty about the timing of such deductibility.

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In addition, the amount of accrued interest related to income taxes was not material as of December 31, 2025 and 2024.

The following table presents income taxes paid (net of refunds received) to federal, state and foreign taxing authorities, including individual jurisdictions where taxes paid (net of refunds received) exceeded 5% of total taxes paid (net of refunds received).

Year Ended December 31,

(in millions) 2025

Federal $ 53.4

Australia 17.4

All other 77.5

Total Foreign 157.5

Total $ 226.0

FAIR VALUE MEASUREMENTS

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Financial Instruments

Our financial instruments include Cash and cash equivalents, Trade receivables, Notes and other receivables, Reimbursable receivables, Warehouse receivables, restricted cash, contract assets, Accounts payable, Reimbursable payables, Short-term borrowings, Commercial paper, contract liabilities, Warehouse facilities, Credit facility, Long-term debt and foreign currency forward contracts.

The carrying amounts of Cash and cash equivalents, Trade receivables, Notes and other receivables, Reimbursable receivables, restricted cash, contract assets, Accounts payable, Reimbursable payables, contract liabilities and the Warehouse facilities approximate their estimated fair values due to the short-term nature of these instruments.

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We report a significant portion of our investments at fair value.

For such investments, we increase or decrease our investment each reporting period by the change in the fair value, and we report these fair value adjustments in our Consolidated Statements of Comprehensive Income within Equity (losses) earnings.

For a subset of our investments reported at fair value, we estimate the fair value using the NAV per share (or its equivalent) our investees provide.

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Investments - fair value $ 48.2 — 304.7 43.8 — 330.3

Foreign currency forward contracts receivable — 4.9 — — 12.5 —

Foreign currency derivative assets — 5.8 — — 7.3 —

Warehouse receivables — 751.2 — — 770.7 —

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Total assets at fair value $ 48.2 1,480.6 356.9 43.8 1,442.0 491.4

Foreign currency forward contracts payable $ — 13.9 — — 8.8 —

Foreign currency derivative liabilities $ — 14.2 — — 16.3 —

Deferred compensation plan liabilities — 731.4 — — 658.4 —

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We increase or decrease our investment each reporting period by the change in the fair value of the investment.

We report the fair value adjustments in the Consolidated Statements of Comprehensive Income within Equity (losses) earnings.

We report the fair value adjustments in the Consolidated Statements of Comprehensive Income within Equity earnings/losses.

Investments classified as Level 3 in the fair value hierarchy represent investments in early-stage non-public entities where we elected the fair value option.

3 unchanged sentences

Key inputs include projected cash flows, discount rates, peer group multiples and volatility.

To the extent there are changes in fair value, we recognize such changes through Equity (losses) earnings.

Foreign Currency Forward Contracts

We regularly use foreign currency forward contracts to manage our currency exchange rate risk related to intercompany lending and cash management practices.

These contracts are on the Consolidated Balance Sheets as current assets and current liabilities.

We determine the fair values of these contracts based on current market rates.

The inputs for these valuations are Level 2 in the fair value hierarchy.

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

(in billions) 2024 2023

Foreign currency forward contracts, gross notional value $ 2.21 2.07

Foreign currency forward contracts, net basis 1.08 1.21

We record the asset and liability positions for our foreign currency forward contracts based on the net payable or net receivable position with the financial institutions from which we purchase these contracts.

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

(in millions) 2024 2023

Net asset, receivable positions $ 5.4 15.2

Net asset, payable positions ( 0.5 ) ( 2.7 )

Foreign currency forward contracts receivable $ 4.9 12.5

Net liability, receivable positions $ ( 1.9 ) ( 3.2 )

Net liability, payable positions 15.8 12.0

Foreign currency forward contracts payable $ 13.9 8.8

To the extent there are changes in fair value, we recognize such changes through Equity earnings/losses.

Foreign Currency Derivative Contracts

We use cross-currency swaps and foreign currency forward contracts in the normal course of business to hedge foreign currency exchange rate risk.

We determine the fair values of these derivatives based on current market rates.

The inputs for

these valuations are Level 2 in the fair value hierarchy.

We record the asset and liability positions for the contracts based on the net payable or net receivable position with the financial institutions from which we purchase these contracts.

See Note 16, Foreign Currency Derivatives and Hedging for additional details regarding these contracts.

Warehouse Receivables

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The inputs for this valuation are Level 2 in the fair value hierarchy.

We reflect this plan on our Consolidated Balance Sheet as Deferred compensation plan assets, long-term deferred compensation plan liabilities, included in Deferred compensation, and as a reduction of equity, Shares held in trust.

We reflect this plan on our Consolidated Balance Sheets as Deferred compensation plan assets, long-term deferred compensation plan liabilities, included in Deferred compensation, and as a reduction of equity, Shares held in trust.

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

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An increase in nonperformance risk assumptions would result in a lower fair value measurement.

The fair valuation is determined using discounted cash flow techniques, and the derivatives are marked to fair value through Revenue in the Consolidated Statements on Comprehensive Income.

The fair valuation is determined using discounted cash flow techniques, and the derivatives are marked to fair value through Revenue in the Consolidated Statements of Comprehensive Income.

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

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Earn-out liabilities (short-term and long-term) Restructuring and acquisition charges

Investments Equity (losses) earnings

Investments Equity losses

Other current assets - Mortgage banking derivative assets Revenue

1 unchanged sentence

Non-Recurring Fair Value Measurements

We review our investments, except those investments otherwise reported at fair value, on a quarterly basis, or as otherwise deemed necessary, for indications of whether we may be unable to recover the carrying value of our investments and whether such investments are other than temporarily impaired.

When the carrying amount of the investment is in excess of the estimated future undiscounted cash flows, we use a discounted cash flow approach or other acceptable method to determine the fair value of the investment in computing the amount of the impairment.

We review our investments, except those investments otherwise reported at fair value, on a quarterly basis, or as otherwise necessary, for indications of whether we may be unable to recover the carrying value of our investments and whether such investments are other than temporarily impaired.

When the carrying amount of the investment exceeds the estimated future undiscounted cash flows, we use a discounted cash flow approach or other acceptable method to determine the fair value of the investment in computing the amount of the impairment.

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

During the year ended December 31, 2022, we recognized an investment-level impairment charge on one investment accounted for under the equity method of accounting, as further described in Note 5, Investments.

We did not recognize any additional significant investment-level impairment losses during the three-year period ended December 31, 2024.

There were no significant other-than-temporary impairments during the three-year period ended December 31, 2025.

Debt is composed of the following obligations.

(in millions) 2025 2024

Short-term debt:

Local overdraft facilities $ 2.8 18.9

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Commercial paper, net of debt issuance costs of $ 0.2 and $ 0.7

( 0.2 ) 199.3

Total short-term debt, net of debt issuance costs $ 92.5 353.1

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Commercial Paper Program

On June 27, 2024, we established a commercial paper program (the “Program”) in which we may issue up to $ 2.5 billion of short-term, unsecured and unsubordinated commercial paper notes at any time, under the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

We maintain a commercial paper program (the "Program") in which we may issue up to $ 2.5 billion of short-term, unsecured and unsubordinated commercial paper notes at any time.

Amounts available under the Program may be borrowed, repaid and re-borrowed from time to time.

Payment of the Program notes will be fully and unconditionally guaranteed on an unsecured and unsubordinated basis.

We intend to use net proceeds of the Program for general corporate purposes.

Notes issued under the Program will be sold under customary market terms in the U.S.

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The maturities of the Program notes may vary but may not exceed 397 days from the date of issuance.

The Program notes and guarantee of payment thereof will rank pari passu with all other unsecured and unsubordinated indebtedness.

We intend to use net proceeds of the Program for general corporate purposes, including the repayment of outstanding borrowings under our credit facilities.

Credit Facilities

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Short-Term and Long-Term Debt

In addition to our credit facilities, we had the capacity to borrow up to an additio nal $ 42.5 million under local overdraft facilities as of December 31, 2024.

In addition to our credit facilities, we had the capacity to borrow up to $ 58.6 million under local overdraft facilities as of December 31, 2025.

Amounts outstanding are presented in the debt table above.

5 unchanged sentences

Warehouse Facilities

We maintain our Warehouse facilities with third-party lenders for the purpose of funding mortgage loans that will be resold, included in Warehouse receivables.

The following table shows our gross cash activity related to Warehouse receivables as well as the corresponding, and largely offsetting, net change of our Warehouse facilities.

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

Year Ended December 31,

(in millions) 2025 2024

Origination of mortgage loans $ ( 12,654.9 ) ( 10,301.5 )

Proceeds from the sales of mortgage loans 12,734.2 10,127.5

Net (decrease) increase in Warehouse facilities ( 81.9 ) 178.3

We have lines of credit established for the sole purpose of funding our Warehouse receivables.

These lines of credit exist with financial institutions and are secured by the related warehouse receivables.

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

December 31, 2025 December 31, 2024

12 unchanged sentences

Total warehouse facilities $ 759.1 2,400.0 841.0 3,200.0

(1) Warehouse facility has been amended since December 31, 2023.

Refer to our previously filed Form 10-K for specific terms of the agreement for the comparative period.

(1) Warehouse facility has been amended since prior periods.

Refer to our previous filings for specific terms of agreements.

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

We have lines of credit established for the sole purpose of funding our Warehouse receivables.

These lines of credit exist with financial institutions and are secured by the related warehouse receivables.

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 December 31, 2025.

We are party to a master repurchase agreement with a maximum capacity of $ 1.1 billion.

Transactions executed under this agreement are accounted for as secured borrowings.

As a supplement to our lines of credit, we have an uncommitted facility with Fannie Mae under its As Soon As Pooled ("ASAP") funding program.

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Loans related to co-investments (1)

Advances, travel and other (2)

Employee advances (2)

Total $ 528.7 508.5

(1) These nonrecourse loans have been made to allow employees the ability to participate in investment fund opportunities.

(1) These non-recourse loans have been made to allow employees the ability to participate in investment fund opportunities.

Such amounts are included in Investments on our Consolidated Balance Sheets.

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We contract third-party insurance companies to provide coverage of risk in excess of this amount.

When a potential loss event occurs, we estimate the ultimate cost of the claim and accrue the amount in Other current and long-term liabilities on our Consolidated Balance Sheets when probable and estimable.

When a potential loss event occurs, we estimate the ultimate cost of the claim and accrue the amount in other liabilities on our Consolidated Balance Sheets when probable and estimable.

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.

As of December 31, 2024 and 2023, these receivables were $ 0.5 million and $ 2.5 million, respectively, and are included in Notes and other receivables on our Consolidated Balance Sheets.

There was no such receivable recorded as of December 31, 2025.

As of December 31, 2024, a receivable of $ 0.5 million was included in Notes and other receivables on our Consolidated Balance Sheets.

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

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December 31, 2025 $ 1.4

DUS Program Loan Loss-Sharing

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

As a participant in the DUS program, we retain a portion of the risk of loss for loans that are originated and sold under the DUS program.

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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 December 31, 2024 and 2023, we had loans, funded and sold, subject to loss-sharing arrangements with an aggregate UPB of $ 23.0 billion and $ 20.8 billion, respectively.

We incurred $ 0.4 million in loan losses for the year ended December 31, 2024.

There were no loan losses incurred for the years ended December 31, 2023 and 2022.

As of December 31, 2025 and 2024, we had loans, funded and sold, subject to loss-sharing arrangements with an aggregate unpaid principal balance of $ 25.8 billion and $ 23.0 billion, respectively.

In June of 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, which we paid in 2025;

as a result, there is no residual loss exposure for the subject loans.

There were no material loan losses incurred for the years ended December 31, 2025, 2024 and 2023.

See "Financial Guarantees" section of Note 2, Summary of Significant Accounting Policies, for additional information.

Loan Repurchase

In August of 2024, we repurchased a loan, which we originated and sold to Fannie Mae, with an UPB of $ 74.25 million.

For the twelve months ended December 31, 2024, we recognized net expense of $ 19.5 million within Operating, administrative and other expenses, for the estimated loss associated with the repurchase.

This amount primarily reflected the difference between our estimate of the current fair value of the repurchased loan and the repurchase price, including amounts in excess of the UPB for items such as unpaid interest.

The acquired asset is not held for investment and is included in Restricted cash, prepaid and other on our Consolidated Balance Sheets.

RESTRUCTURING AND ACQUISITION CHARGES

Restructuring and acquisition charges include cash and non-cash expenses.

Cash-based charges primarily consist of (i) severance and employment-related charges, including those related to external service providers, incurred in conjunction with a structural business shift, which can be represented by a notable change in headcount, change in leadership, or transformation of business processes, (ii) acquisition, transaction and integration-related charges and (iii) other restructuring including lease exit charges.

Non-cash charges include (i) stock-based compensation expense for retention awards issued in conjunction with prior-period acquisitions and (ii) fair value adjustments to earn-out liabilities relating to prior-period acquisition activity.

Restructuring and acquisition charges are presented in the table below.

Non-cash charges include (i) stock-based compensation expense for retention awards issued in conjunction with prior-period acquisitions, (ii) fair value adjustments to earn-out liabilities relating to prior-period acquisition activity and (iii) asset impairment charges.

Restructuring and acquisition charges are presented in the following table.

Year Ended December 31,

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Restructuring and acquisition charges $ 75.3 23.1 100.7

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 December 31, 2024 will be paid during the next twelve months.

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

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

2 unchanged sentences

Balance as of December 31, 2023 $ ( 63.8 ) ( 527.7 ) $ ( 591.5 )

Other comprehensive (loss) income before reclassification

Other comprehensive income (loss) before reclassification

6.6 ( 72.4 ) ( 65.8 )

Amounts reclassified from AOCI after tax expense of $0.6, $- and $0.6 1.7 8.7 10.4

Other comprehensive income after tax expense of $3.2, $- and $3.2

Other comprehensive income (loss) after tax expense of $2.2, $- and $2.2

8.3 ( 63.7 ) ( 55.4 )

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

Other comprehensive income (loss) before reclassification

Other comprehensive (loss) income before reclassification

( 10.1 ) 82.3 72.2

Amounts reclassified from AOCI after tax expense of $0.8, $- and $0.8 2.2 — 2.2

Other comprehensive income (loss) after tax expense of $2.2, $- and $2.2

Other comprehensive (loss) income after tax benefit of $0.5, $- and $0.5

( 7.9 ) 82.3 74.4

1 unchanged sentence

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

FOREIGN CURRENCY DERIVATIVES AND HEDGING

We use derivative financial instruments in the normal course of business to hedge foreign currency exchange rate risk.

We do not use derivative financial instruments for trading or speculative purposes.

We enter into cross-currency swaps to hedge the foreign currency exposure arising from our net investments in foreign operations.

These swaps are designated as net investment hedges.

The resulting gains and losses from these derivatives offset the foreign currency translation gains and losses on the associated net investments, both recorded as a component of AOCI.

The initial value of any excluded components from the assessment of effectiveness are recognized using a systematic and rational method over the life of the hedging instrument.

The interest accrual component of cross-currency swaps is reported directly in earnings.

We enter into foreign currency forward contracts to manage our currency exchange rate risk related to intercompany lending and cash management practices.

These derivatives do not qualify for hedge accounting treatment.

We are exposed to credit risk in the event of nonperformance of the counterparties under the derivative contracts.

We manage this risk by entering transactions with major financial institutions, monitoring their credit ratings and diversifying our positions across counterparties.

Our derivatives are subject to a master netting arrangement that allow for net settlement of contracts with the same counterparties.

There are currently no requirements for the Company to post collateral.

During the year ended December 31, 2025, we entered into cross-currency swaps designated as net investment hedges to hedge the net investments of euro, Japanese yen, Swiss franc and Canadian dollar functional currency foreign subsidiaries.

As of December 31, 2025, the total notional of these swaps was $ 805.8 million which will mature between 2030 and 2035.

During the year ended December 31, 2025, we entered into forward contracts to hedge foreign currency risk that were not designated as hedges which generally have a maturity of less than 90 days.

Forward contracts outstanding as of December 31, 2025 will mature on March 17, 2026.

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

(in billions) 2025 2024

Foreign currency forward contracts, gross notional value $ 2.04 2.21

Foreign currency forward contracts, net basis 1.23 1.08

The following table summarizes the asset and liability positions of our derivatives on a gross basis and the net asset or net liability position with the financial institutions from which we purchase these contracts.

Fair Value Asset Fair Value Liability

December 31, December 31,

(in millions) 2025 2024 2025 2024

Derivatives designated as hedging instruments:

Net investment hedges:

Gross amount of derivative $ 3.6 — $ 10.0 —

Offsetting derivative ( 1.1 ) — ( 1.1 ) —

Net amount of net investment hedges $ 2.5 — $ 8.9 —

Derivatives not designated as hedging instruments:

Foreign currency forward contracts:

Gross amount of derivative $ 2.2 7.3 $ 4.2 16.3

Offsetting derivative ( 0.6 ) ( 2.4 ) ( 0.6 ) ( 2.4 )

Net amount of foreign currency forward contracts $ 1.6 4.9 $ 3.6 13.9

Total derivatives at fair value $ 4.1 $ 4.9 $ 12.5 13.9

Derivatives designated as hedging instruments are presented in Other long-term assets or Other long-term liabilities.

Those not designated as hedging instruments are presented in Restricted cash, prepaid and other assets or Other current liabilities.

See Note 9, Fair Value Measurements for additional information on derivative instruments accounted for at fair value.

The following table summarizes the pre-tax impact of the outstanding derivatives on the Consolidated Statements of Comprehensive Income.

Year Ended December 31,

(in millions) 2025 2024 2023

Derivatives designated as hedging instruments:

Interest income $ 2.5 — —

Loss recognized in Accumulated other comprehensive loss 6.4 — —

Derivatives not designated as hedging instruments:

Gain (loss) recognized in Operating, administrative and other $ 9.0 ( 22.1 ) 5.2

We did not enter into any net investment hedges for the periods ended December 31, 2024 and 2023.

As such, there was no impact to these periods.

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