11 unchanged sentences
The payment, amount and timing of any future dividends will be subject to the discretion of our Board and will depend on a number of factors, including future earnings and cash flows, capital requirements, alternative uses of capital, general business conditions, our future prospects, contractual restrictions and covenants and other factors that our Board may deem relevant.
−Removed: Our Credit Agreement contains restrictions on our activities, including paying dividends on our capital stock.
+Added: Our Credit Agreement contains restrictions on our activities, which may impact our ability to pay dividends on our capital stock.
For an explanation of these restrictions, see “ Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations - Debt and Related Covenants.
−Removed: ” In addition, FINRA regulations restrict dividends in excess of 10% of a member firm’s excess net capital without FINRA’s prior approval, potentially impeding our ability to receive dividends from LPL Financial.
+Added: addition, FINRA regulations restrict dividends in excess of 10% of a member firm’s excess net capital without FINRA’s prior approval, potentially impeding our ability to receive dividends from LPL Financial.
Securities Authorized for Issuance Under Equity Compensation Plans
9 unchanged sentences
Purchases of Equity Securities by the Issuer
−Removed: The table below sets forth information regarding share repurchases, reported on a trade date basis, during the three months ended December 31, 2024:
−Removed: Period Total number of shares purchased Weighted-average price paid per share Total number of shares purchased as part of publicly announced program
−Removed: Approximate dollar value of shares that may yet be purchased under the program (millions) (1)
−Removed: October 1, 2024 through October 31, 2024 — $ — — $ 830.0
−Removed: November 1, 2024 through November 30, 2024 149,729 $ 317.70 149,729 $ 782.4
−Removed: December 1, 2024 through December 31, 2024 159,487 $ 328.78 159,487 $ 730.0
−Removed: Total 309,216 309,216
On September 21, 2022, the Board authorized a $2.1 billion increase to the amount available for repurchases of the Company’s issued and outstanding common shares, with $2.0 billion available for repurchases beginning in 2023.
−Removed: See Note 15 - Stockholders’ Equity , within the notes to the consolidated financial statements for additional information.
−Removed: The repurchases may be executed from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or privately negotiated transactions, including transactions with affiliates, with the timing of purchases and the amount of shares purchased generally determined at the discretion of the Company within the constraints of the Credit Agreement, applicable laws and consideration of the Company’s general liquidity needs.
+Added: As of December 31, 2025, the Company had $630.0 million remaining under the existing share repurchase program.
+Added: The Company paused share repurchases in early 2025 as a result of the Commonwealth acquisition.
+Added: Given the closing of the transaction, the Company expects to evaluate resuming share repurchases, consistent with its existing capital management strategy.
+Added: Future share repurchases may be executed from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or privately negotiated transactions, including transactions with affiliates, with the timing of purchases and the amount of shares purchased generally determined at the discretion of the Company within the constraints of the Credit Agreement, applicable laws and consideration of the Company’s general liquidity needs.
GLOSSARY OF TERMS
2 unchanged sentences
Adjusted EB ITDA:
−Removed: A non-GAAP financial measure defined as EBITDA plus acquisition costs, certain regulatory charges, losses on extinguishment of debt and amounts related to the departure of the Company’s former CEO.
+Added: A non-GAAP financial measure defined as EBITDA plus acquisition costs excluding interest, certain regulatory charges, losses on extinguishment of debt and amounts related to the departure of the Company’s former CEO.
Adjusted EPS:
18 unchanged sentences
regulatory charges;
−Removed: and acquisition costs.
+Added: acquisition costs excluding interest;
+Added: and transition assistance loan amortization.
Corporate Cash:
A component of cash and equivalents that includes the sum of cash and equivalents from the following:
−Removed: (1) cash and equivalents held at LPL Holdings, Inc., (2) cash and equivalents held at regulated subsidiaries as defined by the Company’s Credit Agreement, which include LPL Financial LLC, LPL Enterprise, LLC, The Private Trust Company, N.A.
−Removed: and certain of Atria Wealth Solutions, Inc.’s introducing broker-dealer subsidiaries, in excess of the capital requirements of the Company’s Credit Agreement and (3) cash and equivalents held at non-regulated subsidiaries.
+Added: (1) cash and equivalents held at LPL Holdings, Inc., (2) cash and equivalents held at regulated subsidiaries as defined by the Company’s Credit Agreement, which include LPL Financial LLC, LPL Enterprise, LLC, The Private Trust Company, N.A., Commonwealth Equity Services, LLC, and certain of Atria’s introducing broker-
+Added: dealer subsidiaries, in excess of the capital requirements of the Company’s Credit Agreement and (3) cash and equivalents held at non-regulated subsidiaries.
Credit Agreement:
18 unchanged sentences
The Office of the Comptroller of the Currency.
−Removed: Registered investment advisor.
+Added: Registered investment adviser.
Securities and Exchange Commission.
3 unchanged sentences
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.