What changed in this filing

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Item 1. Financial Statements

2025-08-07 compared with 2025-05-08 · 335 added, 189 removed, 770 unchanged (40% of the section changed)

4 unchanged sentences

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Consolidated revenue

22 unchanged sentences

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Other comprehensive income (loss), net of tax:

Foreign currency translation gain (loss)

Change in net realized and unrealized gain (loss) on derivative financial instruments

Change in net realized and unrealized gain (loss) on derivative financial

Change in net unrealized gain (loss) on available-for-sale debt securities

20 unchanged sentences

58.5 shares issued as of December 31,

2024 and March 31, 2025 )

2024 and June 30, 2025 )

Additional paid-in capital

1 unchanged sentence

Retained earnings

Treasury stock, at cost ( 28.9 shares and 29.7 shares as of December 31, 2024 and

March 31, 2025 , respectively)

Treasury stock, at cost ( 28.9 shares and 30.2 shares as of December 31, 2024 and June 30,

2025 , respectively)

Total stockholders' equity

5 unchanged sentences

(in millions, except dividends per share)

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

Total Stockholders’ Equity

Comprehensive

December 31, 2023

March 31, 2024

$ ( 3,503.8 )

8 unchanged sentences

controlling interests

Transfers to Redeemable non-controlling interests

Capital contributions and other

Distributions to non-controlling interests

June 30, 2024

$ ( 3,833.5 )

Three Months Ended June 30, 2025

Total Stockholders’ Equity

Comprehensive

March 31, 2025

$ ( 4,276.4 )

Three Months Ended March 31, 2025

Other comprehensive income, net of tax

Share-based compensation

Common stock issued under share-based incentive

Share repurchases, inclusive of excise tax

Dividends ( $ 0.01 per share)

Affiliate equity activity:

Affiliate equity compensation

Changes in redemption value of Redeemable non-

controlling interests

Transfers from Redeemable non-controlling

Capital contributions and other

Distributions to non-controlling interests

June 30, 2025

$ ( 4,394.0 )

The accompanying notes are an integral part of the Consolidated Financial Statements.

AFFILIATED MANAGERS GROUP, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in millions, except dividends per share)

Six Months Ended June 30, 2024

Total Stockholders' Equity

2 unchanged sentences

$ ( 3,376.1 )

Other comprehensive income (loss), net of tax

Other comprehensive income, net of tax

Share-based compensation

6 unchanged sentences

controlling interests

Transfers to Redeemable non-controlling interests

Capital contributions and other

Distributions to non-controlling interests

March 31, 2025

June 30, 2024

$ ( 3,833.5 )

The accom panying notes are an integral part of the Consolidated Financial Statements.

Six Months Ended June 30, 2025

Total Stockholders' Equity

Comprehensive

December 31, 2024

$ ( 4,124.6 )

Other comprehensive income, net of tax

Share-based compensation

Common stock issued under share-based incentive

Share repurchases, inclusive of excise tax

Dividends ( $ 0.02 per share)

Affiliate equity activity:

Affiliate equity compensation

Changes in redemption value of Redeemable non-

controlling interests

Transfers from Redeemable non-controlling

Capital contributions and other

Distributions to non-controlling interests

June 30, 2025

$ ( 4,394.0 )

The accompanying notes are an integral part of the Consolidated Financial Statements.

AFFILIATED MANAGERS GROUP, INC.

1 unchanged sentence

(in millions)

For the Three Months

Ended March 31,

For the Six Months

Ended June 30,

Cash flow from (used in) operating activities:

13 unchanged sentences

Decrease (increase) in other assets

Increase in payables, accrued liabilities, and other liabilities

(Decrease) increase in payables, accrued liabilities, and other liabilities

Cash flow from operating activities

1 unchanged sentence

Investments in Affiliates, net of cash acquired

Purchase of fixed assets

Purchase of investment securities

Purchases of fixed assets

Purchases of investment securities

Maturities and sales of investment securities

11 unchanged sentences

Effect of foreign currency exchange rate changes on cash and cash equivalents

Net decrease in cash and cash equivalents

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of period

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

B asis of Presentation and Use of Estimate s

Basis of Presentation and Use of Estimates

The Consolidated Financial Statements of Affiliated Managers Group, Inc.

4 unchanged sentences

Accordingly, they do not include all of the

information and footnotes required by GAAP for full year financial statem ents.

In th e opinion of management, all normal and

information and footnotes required by GAAP for full year financial statements.

In the opinion of management, all normal and

recurring adjustments considered necessary for a fair statement of the Company’s interim financial position and results of

operations have been included and all intercompany balances and transactions have been eliminate d.

operations have been included and all intercompany balances and transactions have been eliminated.

Operating results for

8 unchanged sentences

Accounting Standards and Policies

Recently Adopted Accounting Standard s

Recently Adopted Accounting Standards

Effective for the financial year ended December 31, 2024 and for interim periods beginning January 1, 2025, the Company

19 unchanged sentences

evaluating the potential impact that this standard may have on its Consolidated Financial Statements.

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity, which revises guidance on how an entity

should identify the accounting acquirer in a business combination in which the legal acquiree is a variable interest entity.

standard is effective for annual periods beginning after December 15, 2026.

The Company is currently evaluating the potential

impact that this standard may have on its Consolidated Financial Statements.

AFFILIATED MANAGERS GROUP, INC.

15 unchanged sentences

Unrealized losses

As of December 31, 2024 and March 31, 2025 , investments in equity securities include consolidated Affiliate sponsored

As of December 31, 2024 and June 30, 2025 , investments in equity securities include consolidated Affiliate sponsored

investment products with fair values of $ 10.9 million and $ 19.6 million , respectively.

For the three months ended March 31, 2024 and 2025 , the Company recognized net unrealized gains (losses) on equity

securities still held as of March 31, 2024 and 2025 of $ 1.4 million and $( 0.9 ) million , respectively.

For the three and six months ended June 30, 2024 , the Company recognized net unrealized gains on equity securities still

held as of June 30, 2024 of $ 0.2 million and $ 1.6 million , respectively.

For the three and six months ended June 30, 2025 , the

Company recognized net unrealized gains on equity securities still held as of June 30, 2025 of $ 5.1 million and $ 4.2 million ,

respectively.

Debt Securities

The following table summarizes the cost , gross unrealized losses, and fair value of investments in consolidated Affiliate

sponsored investment products classified as trading:

The following table summarizes the cost, gross unrealized gains, gross unrealized losses, and fair value of investments in

consolidated Affiliate sponsored investment products classified as trading:

Unrealized gains

Unrealized losses

For the three months ended March 31, 2024 and 2025 , the Company recognized net unrealized gains on debt securities

classified as trading still held as of March 31, 2024 and 2025 of $ 0.8 million .

For the three and six months ended June 30, 2024 , the Company recognized net unrealized gains (losses) on debt securities

classified as trading still held as of June 30, 2024 of $( 0.2 ) million and $ 0.6 million , respectively.

For the three and six months

ended June 30, 2025 , the Company recognized net unrealized gains on debt securities classified as trading still held as of

June 30, 2025 of $ 1.4 million and $ 2.2 million , respectively.

AFFILIATED MANAGERS GROUP, INC.

5 unchanged sentences

December 31, 2024

March 31, 2025

June 30, 2025

Investments with limited liquidity (1)

8 unchanged sentences

(3) Investments measured at NAV as a practical expedient primarily invest in a broad range of private markets.

attributable to the controlling interest was $ 370.1 million and $ 358.6 million as of December 31, 2024 and March 31, 2025 ,

attributable to the controlling interest was $ 370.1 million and $ 394.5 million as of December 31, 2024 and June 30, 2025 ,

respectively.

4 unchanged sentences

Carrying amount

For the three months ended March 31, 2025 , the Company recorded no gains or losses on the underlying investment.

The following table presents the changes in o ther investments:

For the Three Months Ended March 31,

For the three and six months ended June 30, 2025 , the Company recorded no gains or losses on the underlying investment.

The following tables present the changes in other investments:

For the Three Months Ended June 30,

Balance, beginning of period

Purchases and commitments

Purchases and commitments funded

Sales and distributions

3 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

For the Six Months Ended June 30,

Balance, beginning of period

Purchases and commitments funded

Sales and distributions

Net realized and unrealized gains

Balance, end of period

Fair Value Measurements

25 unchanged sentences

(2) Amounts are recorded in Other liabilities on the Consolidated Balance Sheets.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Level 3 Financial Liabilities

The following table presents the changes in Level 3 liabilities:

For the Three Months Ended March 31,

The following tables present the changes in Level 3 liabilities:

For the Three Months Ended June 30,

Affiliate Equity

7 unchanged sentences

instruments still held at the reporting date (1)

For the Six Months Ended June 30,

Affiliate Equity

Balance, beginning of period

Purchases and issuances (1)

Settlements and reductions

Net realized and unrealized (gains) losses (2)

Balance, end of period

Net change in unrealized (gains) losses relating to

instruments still held at the reporting date (1)

___________________________

(1) Affiliate equity purchase obligation activity includes transfers from Redeemable non-controlling interests.

(2) Gains and losses resulting from changes to expected payments related to contingent payment obligations and the accretion

of these o bligations are included in Other expenses (net) and included in Interest expense, respectively, in the Consolidated

Statements of Income.

Changes to the redemption value of Affiliate equity purchase obligations are included in

Compensation and related expenses in the Consolidated Statements of Income.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(2) Gains and losses resulting from changes to expected payments are included in Other expenses (net) in the Consolidated

Statements of Income and the accretion of these obligations is included in Interest expense in the Consolidated Statements

The following table presents certain quantitative information about the significant unobservable inputs used in valuing the

2 unchanged sentences

December 31, 2024

March 31, 2025

June 30, 2025

Contingent payment

22 unchanged sentences

December 31, 2024

March 31, 2025

June 30, 2025

Junior subordinated notes

3 unchanged sentences

The carrying amount of Cash and cash equivalents, Receivables, Payables and accrued liabilities, and

certain Other liabilities approximates fair value because of the short-term nature of these instrument s .

certain Other liabilities approximates fair value because of the short-term nature of these instruments.

The carrying value of the

6 unchanged sentences

finance its activities independently, and when the equity holders have the obligation to absorb losses, the right to receive

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

residual returns, and the right to direct the activities of the entity that most significantly impact its economic performance.

3 unchanged sentences

Assessing whether an entity is a VRE or VIE involves judgment.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Upon the occurrence of certain events, management reviews and reconsiders its previous conclusion regarding the status of an

5 unchanged sentences

exercise significant influence are recorded at fair value on the Consolidated Balance Sheets, with changes in fair value included

in Investment and other income.

in Investment and other income in the Consolidated Statements of Income.

The Company consolidates VIEs when it is the primary beneficiary of the entity, which is defined as having the power to

40 unchanged sentences

Affiliate to fair value.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The unconsolidated assets, net of liabilities and non-controlling interests of Affiliates accounted for under the equity

1 unchanged sentence

December 31, 2024

March 31, 2025

June 30, 2025

Unconsolidated

7 unchanged sentences

Affiliates accounted for under the equity

As of December 31, 2024 and March 31, 2025 , the carrying value and maximum exposure to loss for all of the Company’s

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

As of December 31, 2024 and June 30, 2025 , the carrying value and maximum exposure to loss for all of the Company’s

Affiliates accounted for under the equity method was $ 2,246.6 million and $ 2,618.3 million , respectively, including Affiliates

11 unchanged sentences

However, for certain products, the Company’s consolidated Affiliates, as the investment manager,

have the power to direct the activities of the investment product and have an exposure to the economics of the p roduct that is

have the power to direct the activities of the investment product and have an exposure to the economics of the product that is

more than insignificant, though generally only for a short period while the product is established and has yet to attract

15 unchanged sentences

December 31, 2024

March 31, 2025

June 30, 2025

Unconsolidated

11 unchanged sentences

Junior convertible securities

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The Company’s senior bank debt, senior notes, junior subordinated notes, and junior convertible securities are carried at

4 unchanged sentences

Senior Bank Debt

As of March 31, 2025 , the Company had a $ 1.25 billion revolver which matures on November 15, 2029.

As of June 30, 2025 , the Company had a $ 1.25 billion revolver which matures on November 15, 2029.

Subject to certain

1 unchanged sentence

Company pays interest on any outstanding obligations under the revolver at a specified rate, currently based either on an

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

applicable term-SOFR plus a SOFR adjustment of 0.10 % , or prime rate, plus a marginal rate determined based on its credit

As of December 31, 2024 and March 31, 2025 , the Company had no outstanding borrowings under the revolver.

As of March 31, 2025 , the Company had senior notes outstanding.

As of December 31, 2024 and June 30, 2025 , the Company had no outstanding borrowings under the revolver.

30, 2025, the Company borrowed $ 100.0 million under the revolver.

As of June 30, 2025 , the Company had senior notes outstanding.

The carrying values of the senior notes are accreted to

1 unchanged sentence

The principal terms of the senior notes

outstanding as of March 31, 2025 are presented and described below:

outstanding as of June 30, 2025 are presented and described below:

February 2015

19 unchanged sentences

redemption date.

On August 1, 2025, the Company’s $ 350.0 million 3.50 % senior notes due 2025 matured and were fully repaid.

Junior Subordinated Notes

As of March 31, 2025 , the Company had junior subordinated notes outstanding, the respective principal terms of which are

As of June 30, 2025 , the Company had junior subordinated notes outstanding, the respective principal terms of which are

presented and described below:

10 unchanged sentences

Coupon frequency

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

As of March 31, 2025 , the 2059 junior subordinated notes could be redeemed at any time, in whole or in part.

As of June 30, 2025 , the 2059 junior subordinated notes could be redeemed at any time, in whole or in part.

junior subordinated notes may be redeemed at any time, in whole or in part, on or after September 30, 2025, in the case of the

5 unchanged sentences

whole but not in part, at 100 % of the principal amount, plus any accrued and unpaid interest, if certain changes in tax laws,

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

regulations, or interpretations occur;

4 unchanged sentences

Junior Convertible Securities

As of March 31, 2025 , the Company had $ 341.7 million of principal outstanding in its 5.15 % junior convertible trust

As of June 30, 2025 , the Company had $ 341.7 million of principal outstanding in its 5.15 % junior convertible trust

preferred securities (the “junior convertible securities”), maturing in 2037.

1 unchanged sentence

rate of 5.15 % per annum, payable quarterly in cash.

As of December 31, 2024 and March 31, 2025 , the unamortized issuance costs related to the junior convertible securities

As of December 31, 2024 and June 30, 2025 , the unamortized issuance costs related to the junior convertible securities

were $ 2.7 million and $ 2.6 million , respectively.

1 unchanged sentence

For the Three Months Ended

For the Six Months Ended

Contractual interest expense

14 unchanged sentences

transactions from time to time at management’s discretion.

The Company did not repu rchase any of its junior convertible

securities during the three months ended March 31, 2024 and 2025 .

The Company did not repurchase any of its junior convertible

securities during the six months ended June 30, 2024 and 2025 .

Commitments and Contingencies

9 unchanged sentences

The Company has committed to co-invest in certain Affiliate sponsored investment products.

As of March 31, 2025 , these

As of June 30, 2025 , these

unfunded commitments were $ 273.9 million and may be called in future periods.

As of March 31, 2025 , the Company was obligated to make deferred payments and was contingently liable to make

payments in connection with certain of its consolidated Affiliates, which are included in Other liabilities.

Deferred payment

obligations were $ 4.7 million , all of which is payable during the remainder of 2025 .

The fair value of contingent payment

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

obligations was $ 5.6 million , all of which is payable during the remainder of 2025 .

The Company is contingently liable to

make maximum contingent payments of up to $ 110.0 million ( $ 24.9 million attributable to a co-investor).

As of March 31, 2025 , the Company was obligated to make deferred payments of $ 28.3 million related to certain of its

As of June 30, 2025 , the Company was contingently liable to make payments in connection with a consolidated Affiliate,

which are included in Other liabilities.

The Company is contingently liable to make maximum contingent payments of up to

$ 100.0 million ( $ 24.9 million attributable to a co-investor).

The fair value of the contingent payment obligation was $ 0.0

The final measurement for the contingent payment obligation will be in July 2026.

As of June 30, 2025 , the Company was obligated to make deferred payments of $ 26.6 million related to certain of its

investments in Affiliates accounted for under the equity method, all of which is payable during the remainder of 2025.

Deferred payment obligations are included in Other liabilities.

As of March 31, 2025 , the Company was contingently liable to make payments of $ 294.0 million related to the

achievement of specified financial targets by certain of its Affiliates accounted for under the equity method, of which $ 6.9

million may become payable during the remainder of 2025, $ 143.5 million may become payable in 2026, $ 87.8 million may

become payable in 2027, $ 33.8 million may become payable in 2028, and $ 11.0 million may become payable in each of 2029

As of March 31, 2025 , the Company had agreed to provide one of its Affiliates accounted for under the equity method up

to $ 33.3 million of contingent financing.

As of June 30, 2025 , the Company was contingently liable to make payments of $ 292.3 million related to the achievement

of specified financial targets by certain of its Affiliates accounted for under the equity method, of which $ 7.0 million may

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

become payable during the remainder of 2025, $ 143.5 million may become payable in 2026, $ 83.9 million may become

payable in 2027, $ 35.9 million may become payable in 2028, and $ 11.0 million may become payable in each of 2029 and 2030.

As of June 30, 2025 , the Company had agreed to provide one of its Affiliates accounted for under the equity method up to

$ 33.3 million of contingent financing.

In the event that certain financial targets are not met, the Company may receive payments from one of its Affiliates

11 unchanged sentences

Foreign currency translation

Balance, as of March 31, 2025

Balance, as of June 30, 2025

The following table presents the changes in the Company’s components of Acquired client relationships (net):

6 unchanged sentences

Foreign currency translation

Balance, as of March 31, 2025

Balance, as of June 30, 2025

$ ( 1,102.5 )

2 unchanged sentences

The Company recorded amortization expense in Intangible amortization and impairments in the

Consolidated Statements of Income for these relationships of $ 7.3 million and $ 6.3 million for the three months ended

March 31, 2024 and 2025 , respectively.

Based on relationships existing as of March 31, 2025 , the Company estimates that its

consolidated amortization expense will be approximately $ 20 million for the remainder of 2025, approximately $ 25 million in

each of 2026, 2027, and 2028, approximately $ 15 million in 2029, and approximately $ 10 million in 2030 .

Consolidated Statements of Income for these relationships of $ 7.3 million and $ 14.5 million for the three and six months ended

June 30, 2024 , respectively, and $ 6.3 million and $ 12.6 million for three and six months ended June 30, 2025 , respectively .

Based on relationships existing as of June 30, 2025 , the Company estimates that its consolidated amortization expense will be

approximately $ 13 million for the remainder of 2025, approximately $ 25 million in each of 2026, 2027, and 2028,

approximately $ 15 million in 2029, and approximately $ 10 million in 2030.

In the first quarter of 2025, the Company completed an impairment assessment of the indefinite-lived acquired client

2 unchanged sentences

attributable to the controlling interest ( $ 70.0 million in aggregate) to reduce the carrying value of the assets to fair value.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

decline in the fair value was a result of current and projected declines in assets under management that decreased the forecasted

2 unchanged sentences

next five years ranging from ( 21 )% to 0 % , long-term revenue growth rates of 0 % , and discount rates of 11 % .

In addition, the Company recorded an expense in In tangible amortization and impairments of $ 4.0 million attributable to

the controlling interest ( $ 7.0 million in aggregate) to reduce the carrying value of an indefinite-lived acquired client relationship

to zero due to the closure of one of its Affiliate’s mutual fund products .

In the first quarter of 2025, the Company also recorded an expense in Intangible amortization and impairments of $ 4.0

million attributable to the controlling interest ( $ 7.0 million in aggregate) to reduce the carrying value of an indefinite-lived

acquired client relationship to zero due to the closure of one of its Affiliate’s mutual fund products.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Equity Method Investments in Affiliates

In the first quarter of 2025, the Company completed its minority investment in NorthBridge Partners, LLC

(“NorthBridge”), a private markets manager specializing in industrial logistics real estate assets.

A portion of the

consideration paid for NorthBridge will be deductible for U.S.

(“NorthBridge”), a private markets manager specializing in industrial logistics real estate assets, and in the second quarter of

2025, the Company completed its minority investment in Verition Fund Management LLC (“Verition”), a global multi-strategy

investment firm.

A portion of the consideration paid for NorthBridge and the majority of the consideration paid for Verition

will be deductible for U.S.

tax purposes over a 15-year life.

The Company’s purchase

price allocation for the investment was measured using a discounted cash flow analysis that included assumptions of

expected market performance, net client cash flows, and discount rates.

The Company’s purchase price allocations for each investment

were measured using discounted cash flow analyses that included assumptions of expected market performance, net client cash

flows, and discount rates.

The financial results of certain Affiliates accounted for under the equity method are recognized in the Consolidated

11 unchanged sentences

Foreign currency translation

Balance, as of March 31, 2025 (1)

Balance, as of June 30, 2025 (1)

_______________________

(1) Includes undistributed earnings of $ 206.1 million and $ 90.4 million as of December 31, 2024 and March 31, 2025 ,

(1) Includes undistributed earnings of $ 206.1 million and $ 93.9 million as of December 31, 2024 and June 30, 2025 ,

respectively.

2 unchanged sentences

The Company recorded amortization expense for these relationships

of $ 20.8 million and $ 18.6 million for the three months ended March 31, 2024 and 2025, respectively.

Based on relationships

existing as of March 31, 2025 , the Company estimates the amortization expense attributable to its Affiliates will be

approximately $ 60 million for the remainder of 2025, approximately $ 75 million in each of 2026 and 2027, approximately $ 65

million in 2028, approximately $ 50 million in 2029, and approximately $ 45 million in 2030 .

The Company had 22 and 23 Affiliates accounted for under the equity method as of December 31, 2024 and March 31,

of $ 20.9 million and $ 41.7 million for the three and six months ended June 30, 2024 , respectively, and $ 27.0 million and $ 45.6

million for the three and six months ended, June 30, 2025 , respectively.

Based on relationships existing as of June 30, 2025 , the

Company estimates the amortization expense attributable to its Affiliates will be approximately $ 50 million for the remainder of

2025, approximately $ 95 million in each of 2026 and 2027, approximately $ 80 million in 2028, and approximately $ 65 million

in each of 2029 and 2030.

In the second quarter of 2024, the Company recorded a $ 39.9 million expense to reduce the carrying value of an Affiliate to

The decline in the fair value was a result of an anticipated decline in assets under management, which decreased the

forecasted income associated with the investment.

The fair value of the investment was determined using a discounted cash

flow analysis, a Level 3 fair value measurement that included a projected compounded growth in assets under management over

the next ten years of ( 2.5 )% , long-term growth rate of 3 % , discount rates of 12 % and 20 % for asset- and performance-based

fees, respectively, and a market participant tax rate of 21 % .

Based on the discounted cash flow analysis, the Company

concluded that the fair value of its investment had declined below its carrying value and that the decline was other-than-

The Company had 22 and 24 Affiliates accounted for under the equity method as of December 31, 2024 and June 30, 2025 ,

respectively.

4 unchanged sentences

These percentages would be subject to a separate future negotiation if an Affiliate were to be sold or liquidated .

I n May 2025, the Company completed a minority investment in Verition Fund Management LLC (“Verition”), a global

multi-strategy investment firm.

Following the close of this transaction, Verition partners continue to hold a significant majority

of the equity of the business and direct its day-to-day operations .

In May 2025, the Company entered into an agreement to acquire a minority equity interest in Qualitas Energy , a

renewables-focused global infrastructure manager specializing in energy transition.

Following the close of the transaction,

Qualitas Energy partners will continue to hold a majority of the equity of the business and direct its day-to-day operations.

transaction is expected to close during the fourth quarter of 2025, and is subject to customary closing conditions.

The financial

results will be recognized in the Consolidated Financial Statements one quarter in arrears.

In the second quarter of 2025, the Company entered into an agreement to acquire a minority equity interest in Qualitas

Energy, a renewables-focused global infrastructure manager specializing in energy transition.

Following the close of the

transaction, Qualitas Energy partners will continue to hold a majority of the equity of the business and direct its day-to-day

The transaction is expected to close in the fourth quarter of 2025, subject to customary closing conditions.

financial results will be recognized in the Consolidated Financial Statements one quarter in arrears.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Together with the Company’s previously completed investment in NorthBridge, the Company has committed

approximately $ 700 million for investments in new Affiliates in 2025.

In May 2025, the Company entered into an agreement to sell its equity interest in Peppertree Capital Management, Inc.

In July 2025, the Company completed the previously announced sale of its equity interest in Peppertree Capital

Management, Inc.

(“Peppertree”), as part of the announced acquisition of Peppertree by TPG Inc.

(“TPG”), a public company listed on the Nasdaq

Global Select Market.

Pursuant to the terms of the agreement, the Company is expected to receive total consideration of

approximately $ 240 million , based on the TPG closing share price on May 2, 2025, and includes approximately $ 102 million in

cash, subject to certain closing adjustments, and approximately 2.9 million TPG Class A common shares.

Peppertree will

continue to be included in the Company’s results until closing of the transaction, which is expected to occur in the third quarter

of 2025, subject to customary closing conditions.

(“TPG”), a public company

listed on the Nasdaq Global Select Market.

Pursuant to the terms of the transaction agreement with TPG, under which the

Company and each of the other owners agreed to sell their respective equity interests in Peppertree, the Company received total

consideration of approximately $ 254 million which included approximately $ 100 million in cash and 2.9 million TPG Class A

common shares, all of which the Company has since sold.

The Company acquired its interest in Peppertree for $ 140.0 million

in 2022 and, as of June 30, 2025, its carrying value was $ 127.5 million .

The Company’s gain on the transaction was taxable at

Peppertree will be included in the Company’s results through the closing date.

In July 2025, the Company entered into an agreement to acquire a minority equity interest in Montefiore Investment

(“Montefiore”), a European private equity firm focused on the services sector.

Following the close of the transaction,

Montefiore partners will continue to hold a majority of the equity of the business and direct its day-to-day operations.

transaction is expected to close in the second half of 2025, subject to customary closing conditions.

On August 6, 2025, the Company entered into an agreement to sell a portion of its interest in Comvest Partners

(“Comvest”), as part of the announced acquisition of Comvest’s private credit business by Manulife Financial Corporation.

Pursuant to the terms of the agreement, the Company is expected to receive total cash consideration of approximately

$ 285 million , subject to certain closing adjustments.

Comvest will continue to be included in the Company’s results until

closing of the transaction and the portion retained will continue to be included going forward.

The transaction is expected to

close in the fourth quarter of 2025, subject to customary closing conditions.

Related Party Transactions

14 unchanged sentences

The prior owner’s interests are included in Other liabilities and

were $ 14.5 million and $ 13.2 million as of December 31, 2024 and March 31, 2025 , respectively.

were $ 14.5 million and $ 12.7 million as of December 31, 2024 and June 30, 2025 , respectively.

From time to time, certain funds of the Company’s consolidated Affiliates may make tax distributions to partners subject to

The total receivable was $ 59.2 million and $ 59.8 million as of December 31, 2024 and March 31, 2025 ,

respectively, and was included in Other assets on the Consolidated Balance Sheets .

T he total payable was $ 87.8 million and

$ 82.1 million as of December 31, 2024 and March 31, 2025 , respectively, and was included in Other liabilities.

These amounts

were primarily attributable to the non-controlling interests.

The total receivable was $ 59.2 million and $ 65.1 million as of December 31, 2024 and June 30, 2025 , respectively,

and was included in Other assets on the Consolidated Balance Sheets.

The total payable was $ 87.8 million and $ 87.3 million as

of December 31, 2024 and June 30, 2025 , respectively, and was included in Other liabilities.

These amounts were primarily

attributable to the non-controlling interests.

The Company has related party transactions in association with its deferred and contingent payment obligations, and

1 unchanged sentence

Equity Distribution Program

On March 7, 2025, the Company entered into an equity distribution agreement and forward sale agreements with several

major securities firms under which it may, from time to time, issue and sell shares of its common stock (immediately or on a

forward basis) having an aggregate sales price of up to $ 500.0 million (the “equity distribution program”).

In the first quarter of 2025, the Company entered into an equity distribution agreement and forward sale agreements with

several major securities firms under which it may, from time to time, issue and sell shares of its common stock (immediately or

on a forward basis) having an aggregate sales price of up to $ 500.0 million (the “equity distribution program”).

distribution program superseded and replaced the Company’s prior equity distribution program.

As of March 31, 2025 , no sales

As of June 30, 2025 , no sales

had occurred under the equity distribution program.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Share-Based Compensation

1 unchanged sentence

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Share-based compensation expense

As of December 31, 2024 , the Company had unrecognized share-based compensation expense of $ 38.1 million .

March 31, 2025 , the Company had unrecognized share-based compensation expense of $ 73.2 million , which will be recognized

June 30, 2025 , the Company had unrecognized share-based compensation expense of $ 67.4 million , which will be recognized

over a weighted average period of approximately three years (assuming no forfeitures).

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Restricted Stock

5 unchanged sentences

Performance condition changes

Unvested units—March 31, 2025

For the three months ended March 31, 2024 and 2025 , the Company granted restricted stock units with fair values of $ 26.5

Unvested units—June 30, 2025

For the six months ended June 30, 2024 and 2025 , the Company granted restricted stock units with fair values of $ 30.0

million and $ 53.8 million , respectively.

16 unchanged sentences

Performance condition changes

Unexercised options outstanding—March 31, 2025

Exercisable at March 31, 2025

The Company did not grant any stock options during the three months ended March 31, 2024 and 2025 .

Unexercised options outstanding—June 30, 2025

Exercisable at June 30, 2025

The Company did not grant any stock options during the six months ended June 30, 2024 and 2025 .

Stock options

3 unchanged sentences

Substantially all of

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

the Company’s outstanding stock options contain both service and performance conditions.

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When the Company has an unconditional obligation to

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

purchase Affiliate equity interests, the interests are reclassified from Redeemable non-controlling interests to Other liabilities at

6 unchanged sentences

Transfers to Other liabilities

Transfers to Non-controlling interests

Changes in redemption value

Balance, as of March 31, 2025 (1)

Balance, as of June 30, 2025 (1)

___________________________

(1) As of December 31, 2024 and March 31, 2025 , Redeemable non-controlling interests include consolidated Affiliate

(1) As of December 31, 2024 and June 30, 2025 , Redeemable non-controlling interests include consolidated Affiliate

sponsored investment products primarily attributable to third-party investors of $ 12.9 million and $ 20.0 million ,

5 unchanged sentences

Distributions paid to non-controlling interest Affiliate equity holders were $ 147.6 million and $ 149.7 million for the

three months ended March 31, 2024 and 2025 , respectively.

six months ended June 30, 2024 and 2025 , respectively.

The Company periodically purchases Affiliate equity from and issues Affiliate equity to the Company’s consolidated

5 unchanged sentences

the Company does not typically have such put and call arrangements.

For the three months ended March 31, 2024 and 2025 ,

the amount of cash paid for purchases was $ 39.3 million and $ 29.8 million , respectively.

For the three months ended March 31,

For the six months ended June 30, 2024 and 2025 , the

amount of cash paid for purchases was $ 55.4 million and $ 42.9 million , respectively.

For the six months ended June 30, 2024

and 2025 , the total amount of cash received for issuances was $ 6.3 million and $ 1.8 million , respectively.

4 unchanged sentences

the fair value of the equity, or purchased for consideration above the fair value of the equity, the difference is recorded as

compensation expense in Compensation and related expenses in the Consolidated Statements of Income over the requisite

service period.

compensation expense in Compensation and related expenses over the requisite service period.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The following table presents Affiliate equity compensation expense:

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Controlling interest

Non-controlling interests

In the second quarter of 2025, the terms of certain equity awards at an Affiliate were modified.

The modification included

a mandatory repurchase provision upon termination of employment that changed the awards classification from equity to

As a result, for the three and six months ended June 30, 2025 , the Company recorded incremental Affiliate equity

compensation expense of $ 30.5 million attributable to the controlling interest.

The following table presents unrecognized Affiliate equity compensation expense:

3 unchanged sentences

December 31, 2024

March 31, 2025

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

June 30, 2025

The Company records amounts receivable from, and payable to, Affiliate equity holders in connection with the transfer of

1 unchanged sentence

The total receivable was $ 7.9 million and $ 8.8 million as

of December 31, 2024 and March 31, 2025 , respectively, and was included in Other assets.

of December 31, 2024 and June 30, 2025 , respectively, and was included in Other assets.

The total payable was $ 54.8 million

and $ 48.4 million as of December 31, 2024 and March 31, 2025 , respectively, and was included in Other liabilities.

and $ 117.9 million as of December 31, 2024 and June 30, 2025 , respectively, and was included in Other liabilities.

Effects of Changes in the Company’s Ownership in Affiliates

10 unchanged sentences

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Net income (controlling interest)

(Decrease) increase in controlling interest paid-in capital from Affiliate equity issuances

Decrease in controlling interest paid-in capital from Affiliate equity purchases

Net income (controlling interest) including the net impact of Affiliate equity transactions

(Decrease) increase in controlling interest paid-in capital from Affiliate

equity issuances

(Decrease) increase in controlling interest paid-in capital from Affiliate

equity purchases

Net income (controlling interest) including the net impact of Affiliate equity

The Company’s consolidated income tax provision includes taxes attributable to the controlling interest and, to a lesser

extent, taxes attributable to the non-controlling interests.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The following table presents the consolidated provision for income taxes:

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Controlling interest (1)

4 unchanged sentences

___________________________

(1) For the three months ended March 31, 2024 and 2025 , income tax expense (controlling interest) included intangible-related

(1) For the three months ended June 30, 2024 and 2025 , income tax expense (controlling interest) included intangible-related

deferred tax expense of $ 17.1 million and $ 15.4 million , respectively.

For the six months ended June 30, 2024 and 2025 ,

income tax expense (controlling interest) included intangible-related deferred tax expense of $ 34.2 million and $ 15.5

million , respectively .

(2) Taxes attributable to the controlling interest divided by income before income taxes (controlling interest ) .

The Company’s effective tax rate (controlling interest) for the three months ended March 31, 2024 and 2025 was higher

than the marginal tax rate of 24.5%, primarily due to non-deductible compensation and uncertain tax positions .

The Company’s effective tax rate (controlling interest) for the three and six months ended June 30, 2024 was higher than

the marginal tax rate of 24.5%, primarily due to an expense to reduce the carrying value of an Affiliate to fair value for which

no tax benefit was recorded.

The Company’s effective tax rate (controlling interest) for the three and six months ended June 30, 2025 was higher than

the marginal tax rate of 24.5%, primarily due to an expense attributable to a modification of the terms of certain equity awards

at an Affiliate for which no tax benefit was recorded.

The Company’s effective tax rate reflects the relative contributions of earnings in the jurisdictions in which the Company

7 unchanged sentences

Financial Statements.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

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

14 (the “Act”) was enacted

law, which included certain modifications to federal tax law.

The Company is currently evaluating the provisions of

the Act but does not expect the Act to have a material impact on its Consolidated Financial Statements.

Earnings Per Share

3 unchanged sentences

for the dilutive effect of the potential issuance of incremental shares of the Company’s common stock.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The following is a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings per

1 unchanged sentence

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Net income (controlling interest)

Income (loss) from hypothetical settlement of Redeemable non-controlling interests, net of taxes

Income (loss) from hypothetical settlement of Redeemable non-controlling

interests, net of taxes

Interest expense on junior convertible securities, net of taxes

11 unchanged sentences

For the Three Months

Ended March 31,

Ended June 30,

For the Six Months

Ended June 30,

Stock options and restricted stock units

Shares issuable to settle Redeemable non-controlling interests

For the three months ended March 31, 2025 , under its authorized share repurchase program, the Company repurchased 1.0

million shares of its common stock at an average price per share of $ 171.00 .

For the three and six months ended June 30, 2025 , under its authorized share repurchase program, the Company

repurchased 0.6 million and 1.6 million shares of its common stock at an average price per share of $ 168.72 and $ 170.16 ,

respectively.

Comprehensive Income

The following table presents the tax effects allocated to each component of Other comprehensive income (loss):

For the Three Months Ended March 31,

Tax (Expense)

The following tables present the tax effects allocated to each component of Other comprehensive income (loss):

For the Three Months Ended June 30,

Foreign currency translation gain (loss)

6 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

For the Six Months Ended June 30,

Tax (Expense)

Foreign currency translation gain

Change in net realized and unrealized gain

(loss) on derivative financial instruments

Change in net unrealized gain (loss) on

available-for-sale debt securities

Other comprehensive income

The components of accumulated other comprehensive loss, net of taxes, were as follows:

4 unchanged sentences

Balance, as of December 31, 2024

Other comprehensive income (loss) before reclassifications

Other comprehensive income before reclassifications

Amounts reclassified

Net other comprehensive income (loss)

Balance, as of March 31, 2025

Net other comprehensive income

Balance, as of June 30, 2025

Segment Information

7 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.

What changed 10-Q

Item 1. Financial Statements