What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-04-26 compared with 2023-10-27 · 274 added, 405 removed, 916 unchanged (43% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)

(Expressed in thousands, except number of shares and per share amounts) September 30, 2023 December 31, 2022

(Expressed in thousands, except number of shares and per share amounts) March 31, 2024 December 31, 2023

Cash and cash equivalents $ 27,661 $ 28,835

Deposits with clearing organizations 94,016 78,706

Restricted cash 25,949 25,534

Receivable from brokers, dealers and clearing organizations 260,471 284,696

2 unchanged sentences

Income tax receivable 5,755 7,199

Securities purchased under agreements to resell 4,090 5,842

Securities owned, including amounts pledged of $ 917,804 ($ 689,381 in 2023), at fair value

5 unchanged sentences

136,095 140,554

Corporate-owned life insurance 95,241 88,989

Goodwill 142,162 142,162

19 unchanged sentences

Commitments and contingencies (Note 14)

Redeemable noncontrolling interests 25,974 25,466

Stockholders' equity

2 unchanged sentences

shares issued and outstanding:

10,289,233 and 10,868,556 as of September 30, 2023 and December 31, 2022, respectively

10,247,197 and 10,186,783 as of March 31, 2024 and December 31, 2023, respectively

shares authorized, issued and outstanding:

99,665 as of September 30, 2023 and December 31, 2022

99,665 as of March 31, 2024 and December 31, 2023

Additional paid-in capital 20,040 31,774

Retained earnings 780,946 756,468

Accumulated other comprehensive income (loss) ( 324 ) 1,416

Accumulated other comprehensive income 526 914

Total Oppenheimer Holdings Inc.

2 unchanged sentences

Total Stockholders' equity 801,522 789,239

Total Liabilities, Redeemable Noncontrolling Interests and Stockholders' Equity $ 2,975,374 $ 2,714,392

Total Liabilities and Stockholders' Equity $ 3,251,890 $ 2,874,816

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

(Expressed in thousands, except number of shares and per share amounts) 2024 2023

15 unchanged sentences

Pre-tax income 37,455 19,049

Income taxes provision 7,808 2,573 10,262 5,559

Income tax provision 11,711 4,585

Net income $ 25,744 $ 14,464

Net income (loss) attributable to noncontrolling interest, net of tax ( 82 ) 145 ( 403 ) ( 215 )

Net loss attributable to noncontrolling interest, net of tax ( 310 ) ( 153 )

Net income attributable to Oppenheimer Holdings Inc.

11 unchanged sentences

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

(Expressed in thousands) 2024 2023

3 unchanged sentences

Comprehensive income $ 25,356 $ 13,967

Less net income (loss) attributable to noncontrolling interests ( 82 ) 145 ( 403 ) ( 215 )

Less net loss attributable to noncontrolling interests ( 310 ) ( 153 )

Comprehensive income attributable to Oppenheimer Holdings Inc.

4 unchanged sentences

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

(Expressed in thousands, except per share amount) 2024 2023

27 unchanged sentences

Balance at beginning of period 73 722

Capital addition (distribution) to noncontrolling interest — ( 21 ) 171 ( 21 )

Net income (loss) attributable to noncontrolling interest ( 310 ) ( 153 )

12 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

FOR THE NINE MONTHS ENDED SEPTEMBER 30,

FOR THE THREE MONTHS ENDED MARCH 31,

(Expressed in thousands) 2024 2023

5 unchanged sentences

Deferred income taxes 3,004 4,562

Amortization of intangible assets 76 —

Amortization of notes receivable 4,426 3,612

13 unchanged sentences

Notes receivable ( 8,675 ) ( 9,766 )

Corporate-owned life insurance ( 6,252 ) ( 3,884 )

Other assets ( 18,581 ) ( 34 )

15 unchanged sentences

Cash dividends paid on Class A non-voting and Class B voting common stock ( 1,576 ) ( 1,674 )

Issuance of Class A non-voting common stock 54 65

Repurchase of Class A non-voting common stock for cancellation ( 8,384 ) ( 3,687 )

Payments for employee taxes withheld related to vested share-based awards ( 6,758 ) ( 5,832 )

Addition (Distribution) to noncontrolling interests 171 ( 21 )

Redemption of redeemable noncontrolling interests 500 ( 74 )

Repurchase of senior secured notes — ( 1,000 )

Increase (Decrease) in bank call loans 56,200 ( 15,900 )

Increase in bank call loans 94,350 19,300

Cash provided by (used in) financing activities 78,132 7,033

5 unchanged sentences

Restricted cash — 25,581

Total cash, cash equivalents and restricted cash $ 56,722 $ 164,858

Total cash and cash equivalents $ 27,661 $ 55,901

Schedule of non-cash financing activities

8 unchanged sentences

("OPY" or the "Parent") is incorporated under the laws of the State of Delaware.

The condensed consolidated financial statements include the accounts of OPY and its consolidated subsidiaries (together, the "Company").

The consolidated financial statements include the accounts of OPY and its consolidated subsidiaries (together, the "Company").

Oppenheimer Holdings Inc., through its operating subsidiaries, is a leading middle market investment bank and full service broker-dealer that is engaged in a broad range of activities in the financial services industry, including retail securities brokerage, institutional sales and trading, investment banking (corporate and public finance), equity and fixed income research, market-making, trust services, and investment advisory and asset management services.

The Company is headquartered in New York and has 89 retail branch offices in 25 states located throughout the United States and offices in Puerto Rico, Tel Aviv, Israel, Hong Kong, China, London, England, St.

Helier, Isle of Jersey, Munich, Germany, Portugal and Geneva, Switzerland as well as institutional businesses located in London, Tel Aviv, and Hong Kong.

Helier, Isle of Jersey, Portugal and Geneva, Switzerland.

The principal subsidiaries of OPY are Oppenheimer & Co.

5 unchanged sentences

Oppenheimer Europe Ltd., based in the United Kingdom, with offices in the Isle of Jersey, Portugal, and Switzerland, which provides institutional equities and fixed income brokerage and corporate finance and is regulated by the Financial Conduct Authority;

Oppenheimer Investments Asia Limited, based in Hong Kong, China, which provides fixed income and equities brokerage services to institutional investors and is regulated by the Securities and Futures Commission.

and Oppenheimer Investments Asia Limited, based in Hong Kong, China, which provides fixed income and equities brokerage services to institutional investors and is regulated by the Securities and Futures Commission.

Oppenheimer owns Freedom Investments, Inc.

("Freedom"), a registered broker dealer in securities, which provides discount brokerage services, and Oppenheimer Israel (OPCO) Ltd., based in Tel Aviv, Israel, which provides investment services in the State of Israel and operates subject to the authority of the Israel Securities Authority.

("Freedom"), a registered broker dealer in securities, which provides discount brokerage services on a limited basis, and Oppenheimer Israel (OPCO) Ltd., based in Tel Aviv, Israel, which provides investment services in the State of Israel and operates subject to the authority of the Israel Securities Authority

Summary of significant accounting policies and estimates

7 unchanged sentences

The accompanying condensed consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented.

Certain reclassifications have been made to prior periods to place them on a basis comparable with current period presentation.

Preparing financial statements requires management to make estimates and assumptions that affect the amounts that are reported in the financial statements and the accompanying disclosures.

Although these estimates are based on management's knowledge of current events and actions that the Company may undertake in the future, actual results may differ materially from the estimates.

The condensed consolidated results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for any future interim or annual period.

Reclassification

Effective June 30, 2022, the Company reclassified certain stockholders' equity amounts on the condensed consolidated balance sheet and condensed consolidated statements of changes in stockholders' equity and redeemable noncontrolling interests.

The reclassification included separately presenting the par value of common stock, and combining previously disclosed share capital and contributed capital amounts in the currently reported additional paid-in capital amount.

The reclassification had no impact on previously reported total stockholders’ equity amounts.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The condensed consolidated results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for any future interim or annual period.

Oppenheimer Acquisition Corp.

On October 26, 2021, OPY Acquisition Corp.

I (“OHAA”) consummated its $ 126.5 million initial public offering (the “OHAA IPO”).

OHAA is a special purpose acquisition company, incorporated in Delaware for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (a “Business Combination”).

OPY Acquisition LLC I (the “Sponsor”), a Delaware series limited liability company and the Company’s subsidiary, is the sponsor of OHAA.

The Company and its employees control OHAA through the Sponsor’s ownership of Class A founder shares of OHAA.

As a result, both OHAA and the Sponsor are recorded in the Company's consolidated financial statements.

I (“OHAA”), a special purpose acquisition company, consummated its $ 126.5 million initial public offering (the “OHAA IPO”).

OPY Acquisition LLC I (the “Sponsor”), a Delaware series limited liability company and the Company’s subsidiary was the sponsor of and consolidated OHAA.

Upon IPO completion, funds totaling $ 127.8 million, including proceeds from the OHAA IPO of $ 126.5 million and $ 1.3 million investment from the Sponsor, were held in a trust account until the earlier of (i) the completion of a Business Combination or (ii) ten business days after April 29, 2023, 18 months from the closing of the OHAA IPO (“Combination Period”), pursuant to OHAA's certificate of incorporation.

The cash held in the trust account is recorded in “Restricted Cash” on the consolidated balance sheet.

Transaction costs, which consisted of a net underwriting fee of $ 2.5 million and $ 0.5 million of other offering costs, were charged against the gross proceeds of the OHAA IPO consistent with SEC Staff Accounting Bulletin (SAB) Topic 5.

On December 20, 2022, OHAA’s stockholders approved an amendment to its certificate of incorporation that was filed with the Delaware Secretary of State on December 22, 2022 which extends the deadline by which it must complete its initial business combination from April 29, 2023 to October 30, 2023.

In connection with its proposal to amend its certificate of incorporation, OHAA was required to give its Class A stockholders the opportunity to redeem their shares of Class A common stock.

Of the 12,650,000 shares of Class A common stock that were outstanding, a total of 10,170,490 shares exercised their redemption rights.

As of September 30, 2023, $ 25.9 million remained in the trust account that is recorded within “Restricted Cash” on the condensed consolidated balance sheet.

“Redeemable noncontrolling interests” of $ 26.0 million associated with the publicly-held OHAA Class A ordinary shares are recorded on the Company’s condensed consolidated balance sheet as of September 30, 2023 at redemption value and classified as temporary equity in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity”.

Changes in redemption value are recognized immediately as they occur and will adjust the carrying value of redeemable noncontrolling interests to equal the redemption value at the end of each reporting period.

Increases or decreases in the carrying amount of redeemable noncontrolling interests will be affected by charges to additional paid-in-capital and noncontrolling interests attributable to certain members of the Sponsor on a pro rata ownership basis.

The public warrants and private warrants exercisable for OHAA Class A ordinary shares that were issued in connection with the OHAA IPO (the “OHAA Warrants”) qualify for equity accounting treatment under FASB ASC Topic 815.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

On October 26, 2023, OHAA’s stockholders approved an amendment to its certificate of incorporation to extend the deadline by which it must complete its initial business combination from October 30, 2023 to June 30, 2024 on a month-to-month basis.

In the fourth quarter of 2023, a fter careful consideration of the special purpose acquisition company ("SPAC") market and after having completed an extensive search, OHAA determined it would be unable to deliver and fund a high quality value enhancing transaction to stockholders despite the extension.

Therefore, on December 18, 2023, OHAA determined not to further extend the term it has to complete an initial business combination and instead announced its intention to dissolve and liquidate.

On December 28, 2023, all OHAA Class A ordinary shares were cancelled with shareholders receiving their respective share redemption amounts.

Accordingly, there were no “Redeemable non-controlling interests” or restricted cash balances associated with the publicly held OHAA Class A ordinary shares recorded on the Company’s consolidated balance sheet as of December 31, 2023.

OHAA was dissolved in March of 2024.

Oppenheimer Principal Investments LLC

4 unchanged sentences

Employees who become members of a Series receive a "profit interest", as that term is used in Internal Revenue Service (“IRS”) regulations, and receive an allocation of capital appreciation of the investment held by the particular Series that exceeds a threshold amount established for each Series.

Participating employees are also subject to vesting and forfeiture requirements for each Series

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Participating employees are also subject to vesting and forfeiture requirements for each Series investment.

Vested profit interests are accounted for as compensation expense under FASB Topic ASC 710.

2 unchanged sentences

Pursuant to the Company’s policy for consolidation, the Company consolidates OPI.

See note 10 for details.

Noncontrolling interests represents ownership interests in the Sponsor of OHAA, OHAA Class A founder and Class A ordinary shares held by management and employees of the Company, as well as OHAA Class B shares held by directors and officers of OHAA and an employee of the Company.

Noncontrolling interests also include publicly-held warrants to purchase OHAA Class A ordinary shares.

For the nine months ended September 30, 2023 and September 30, 2022, the net loss (net of taxes) attributed to noncontrolling interests was $ 403,000 and $ 215,000 , respectively.

Restricted Cash

Restricted cash represents OHAA deposits held in trust as indicated above.

Non-controlling Interests

Non-controlling interests represents ownership interests in the Sponsor of OHAA.

For the three months ended March 31, 2024 and March 31, 2023, the net loss (net of taxes) attributed to noncontrolling interests was $ 310,000 and $ 153,000 , respectively.

Financial Instruments - Credit Losses

3 unchanged sentences

See note 9 for details.

As of September 30, 2023, the Company had $ 61.3 million of notes receivable ($ 57.5 million as of December 31, 2022).

As of March 31, 2024, the Company had $ 66.9 million of notes receivable ($ 62.6 million as of December 31, 2023).

Notes receivable represent recruiting and retention payments generally in the form of upfront loans to financial advisors and key revenue producers as part of the Company's overall growth strategy.

These notes generally amortize over a service period of 3 to 10 years from the initial date of the note or based on productivity levels of the respective employees.

These notes generally amortize over a service period of 3 to 10 years from the initial date of the note or based on productivity levels of employees.

All such notes are contingent on the employees' continued employment with the Company.

1 unchanged sentence

At that point, any uncollected portion of the notes is reclassified into a defaulted notes category.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The allowance for uncollectibles is a valuation account that is deducted from the amortized cost basis of the defaulted notes balance to present the net amount expected to be collected.

2 unchanged sentences

The expected loss rate is based on historical collection rates of defaulted notes.

The expected loss rate is adjusted for changes in market conditions such as changes in unemployment rates, changes in interest rates and other relevant factors.

For the three and nine months ended September 30, 2023, no adjustments were made to the expected loss rates.

The expected loss rate is adjusted for changes in environmental and market conditions such as changes in unemployment rates, changes in interest rates and other relevant factors.

For the three months ended March 31, 2024, no adjustments were made to the expected loss rates.

The Company will continuously monitor the effect of these factors on the expected loss rate and adjust it as necessary.

The allowance is measured on a pool basis as the Company has determined that the entire defaulted portion of notes receivable has similar risk characteristics.

As of September 30, 2023, the uncollected balance of defaulted notes was $ 6.6 million and the allowance for uncollectibles was $ 3.9 million.

The allowance for uncollectibles consisted of $ 2.1 million related to defaulted notes balances (five years and older) and $ 1.8 million related to defaulted notes balances (under five years).

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The following table presents the disaggregation of defaulted notes by year of default as of September 30, 2023:

As of March 31, 2024, the uncollected balance of defaulted notes was $ 7.2 million and the allowance for uncollectibles was $ 4.1 million.

The allowance for uncollectibles consisted of $ 2.0 million related to defaulted notes balances (five years and older) and $ 2.1 million (under five years).

The following table presents the disaggregation of defaulted notes by year of default as of March 31, 2024:

(Expressed in thousands)

As of September 30, 2023

As of March 31, 2024

2019 and prior 1,999

Total $ 7,166

The following table presents activity in the allowance for uncollectibles of defaulted notes for the three and nine months ended September 30, 2023 and 2022:

The following table presents activity in the allowance for uncollectibles of defaulted notes for the three months ended March 31, 2024 and 2023:

(Expressed in thousands)

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2023 2022 2023 2022

Beginning balance $ 3,869 $ 4,327

4 unchanged sentences

In addition, the Company has 89 retail branch offices in the United States as well as offices in London, England, St.

Helier, Isle of Jersey, Geneva, Switzerland, Munich, Germany, Tel Aviv, Israel and Hong Kong, China.

Helier, Isle of Jersey, Geneva, Switzerland, Tel Aviv, Israel and Hong Kong, China.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The Company is constantly assessing its needs for office space and, on a rolling basis, has many leases that expire in any given year.

Substantially all of the leases are held by the Company's subsidiary, Viner Finance Inc., which is a consolidated subsidiary and 100 % owned by the Company.

Substantially all of the leases are held by the Company's subsidiary, Viner Finance Inc., which is a wholly owned subsidiary of the Company.

Leases with an initial term of 12 months or less are not recorded on the balance sheet;

4 unchanged sentences

The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.

As of September 30, 2023, the Company had right-of-use operating lease assets of $ 151.2 million (net of accumulated amortization of $ 89.4 million) which are comprised of real estate leases of $ 148.6 million (net of accumulated amortization of $ 86.8 million) and equipment leases of $ 2.6 million (net of accumulated amortization of $ 2.6 million).

As of September 30,

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

2023, the Company had operating lease liabilities of $ 194.0 million which are comprised of real estate lease liabilities of $ 191.4 million and equipment lease liabilities of $ 2.6 million.

The Company had no finance leases as of September 30, 2023.

As of March 31, 2024, the Company had right-of-use operating lease assets of $ 136.1 million (net of accumulated amortization of $ 101.9 million) which are comprised of real estate leases of $ 133.5 million (net of accumulated amortization of $ 99.1 million) and equipment leases of $ 2.6 million (net of accumulated amortization of $ 2.8 million).

As of March 31, 2024, the Company had operating lease liabilities of $ 177.3 million which are comprised of real estate lease liabilities of $ 174.8 million and equipment lease liabilities of $ 2.5 million.

The Company had no finance leases as of March 31, 2024.

As most of the Company's leases do not provide an implicit rate, the Company uses the incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

1 unchanged sentence

The Company used the incremental borrowing rate as of the lease commencement date for the operating leases that commenced subsequent to January 1, 2019.

The following table presents the weighted average lease term and weighted average discount rate for the Company's operating leases as of September 30, 2023 and December 31, 2022, respectively:

September 30, 2023

The following table presents the weighted average lease term and weighted average discount rate for the Company's operating leases as of March 31, 2024 and December 31, 2023, respectively:

March 31, 2024

December 31, 2023

1 unchanged sentence

Weighted average discount rate 7.74 % 7.72 %

The following table presents operating lease costs recognized for the three and nine months ended September 30, 2023 and September 30, 2022, respectively, which are included in occupancy and equipment costs on the condensed consolidated income statements:

The following table presents operating lease costs recognized for the three months ended March 31, 2024 and March 31, 2023, respectively, which are included in occupancy and equipment costs on the condensed consolidated income statements:

(Expressed in thousands)

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2023 2022 2023 2022

Operating lease costs:

3 unchanged sentences

Equipment leases - Interest expense 46 46

The maturities of lease liabilities as of September 30, 2023 and December 31, 2022 are as follows:

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The maturities of lease liabilities as of March 31, 2024 and December 31, 2023 are as follows:

(Expressed in thousands)

September 30, 2023

March 31, 2024

December 31, 2023

8 unchanged sentences

Present value of lease liabilities $ 177,336 $ 183,273

As of September 30, 2023, the Company had $ 9.9 million of additional real estate operating leases that have not yet commenced ($ 40.2 million as of December 31, 2022).

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

As of March 31, 2024, the Company had $ 6.5 million of additional real estate operating leases that have not yet commenced ($ 5.8 million as of December 31, 2023).

Revenue from contracts with customers

13 unchanged sentences

Trade execution and clearing services, when provided together, represent a single performance obligation as the services are not separately identifiable in the context of the contract.

Commission revenue associated with combined trade execution and clearing services, as well as trade execution services on a standalone basis, are recognized at a point in time on trade date when the performance obligation is satisfied.

Commission revenue associated with combined trade execution and clearing services, as well as trade execution services on a standalone basis, is recognized at a point in time on trade date when the performance obligation is satisfied.

Commission revenue is generally paid on settlement date, which is generally two business days after trade date for equity securities and corporate bond transactions and one day for government securities, options and commodities transactions.

The Company records a receivable on the trade date and receives a payment on the settlement date.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Mutual Fund Income — The Company earns mutual fund income for sales and distribution of mutual fund shares, which consists of a fixed fee amount and a variable amount.

6 unchanged sentences

Management fees are generally based on the account value at the valuation date per the respective asset management agreements and are recognized over time as the customer receives the benefits of the services evenly throughout the term of the contract.

Performance fees are recognized when the return on client AUM exceeds a specified benchmark return or as other performance targets over a 12-month measurement period are met.

Performance fees are considered variable and they are recognized at a point in time as they are subject to fluctuation and/or are contingent on a future event over the measurement period and are not subject to adjustment once the measurement period ends.

Such fees are computed as of the fund's year-end

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

when the measurement period ends and generally are recorded as earned in the fourth quarter of the Company's fiscal year.

Performance fees are recognized when the return on client AUM exceeds a specified benchmark return or other performance targets over a 12-month measurement period are met.

Performance fees are considered variable as they are subject to fluctuation and/or are contingent on a future event over the measurement period and are not subject to adjustment once the measurement period ends.

Such fees are computed as of the fund's year-end when the measurement period ends and generally are recorded as earned in the fourth quarter of the Company's fiscal year.

Both management and performance fees are generally received within 90 days.

4 unchanged sentences

Transaction-related expenses, primarily consisting of legal, travel and other costs directly associated with the transaction, are deferred and recognized in the same period as the related investment banking transaction revenue.

Underwriting revenues and related expenses are presented gross on the condensed consolidated income statements.

Underwriting revenues and related expenses are presented gross on the consolidated income statements.

Revenue from financial advisory services includes fees generated in connection with mergers, acquisitions and restructuring transactions.

Such revenue and fees are primarily recorded at a point in time when services for the performance obligations have been completed and income is reasonably determinable, generally as set forth under the terms of the engagement.

Payment for advisory services is generally due upon completion of the transaction or milestone.

Payment for advisory services is generally due upon a completion of the transaction or milestone.

Retainer fees and fees earned from certain advisory services are recognized ratably over the service period as the customer receives the benefit of the services throughout the term of the contracts, and such fees are collected based on the terms of the contracts.

4 unchanged sentences

Disaggregation of Revenue

The following presents the Company's revenue from contracts with customers disaggregated by major business activity and other sources of revenue for the three and nine months ended September 30, 2023 and 2022:

(Expressed in thousands) For the Three Months Ended September 30, 2023

Reportable Segments

Private Client Asset Management Capital Markets Corporate/Other Total

Revenue from contracts with customers:

Commissions from sales and trading $ 36,176 $ — $ 39,539 $ 4 $ 75,719

Mutual fund and insurance income 8,209 — 1 4 8,214

Advisory fees 82,774 25,188 — 7 107,969

Investment banking - capital markets 2,115 — 17,295 — 19,410

Investment banking - advisory — — 18,001 — 18,001

Bank deposit sweep income 42,304 — — — 42,304

Other 3,236 — 311 27 3,574

Total revenue from contracts with customers 174,814 25,188 75,147 42 275,191

Other sources of revenue:

Interest 21,248 — 4,246 936 26,430

Principal transactions, net ( 612 ) — 15,020 2,484 16,892

Other ( 2,196 ) ( 4,358 ) 163 545 ( 5,846 )

Total other sources of revenue 18,440 ( 4,358 ) 19,429 3,965 37,476

Total revenue $ 193,254 $ 20,830 $ 94,576 $ 4,007 $ 312,667

The following presents the Company's revenue from contracts with customers disaggregated by major business activity and other sources of revenue for the three months ended March 31, 2024 and 2023:

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

(Expressed in thousands) For the Three Months Ended September 30, 2022

Reportable Segments

Private Client Asset Management Capital Markets Corporate/Other Total

Revenue from contracts with customers:

Commissions from sales and trading $ 39,290 $ — $ 42,699 $ 12 $ 82,001

Mutual fund and insurance income 7,603 — 1 3 7,607

Advisory fees 78,055 24,865 — 7 102,927

Investment banking - capital markets 1,950 — 7,173 — 9,123

Investment banking - advisory — — 29,270 — 29,270

Bank deposit sweep income 35,769 — — — 35,769

Other 5,126 — 652 39 5,817

Total revenue from contracts with customers 167,793 24,865 79,795 61 272,514

Other sources of revenue:

Interest 14,471 — 2,265 625 17,361

Principal transactions, net ( 884 ) — 8,637 ( 1,251 ) 6,502

Other ( 2,766 ) 5 250 245 ( 2,266 )

Total other sources of revenue 10,821 5 11,152 ( 381 ) 21,597

Total revenue $ 178,614 $ 24,870 $ 90,947 $ ( 320 ) $ 294,111

(Expressed in thousands) For the Nine Months Ended September 30, 2023

(Expressed in thousands) For the Three Months Ended March 31, 2024

Reportable Segments

15 unchanged sentences

Total revenue $ 213,033 $ 24,928 $ 112,083 $ 3,094 $ 353,138

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

(Expressed in thousands) For the Nine Months Ended September 30, 2022

(Expressed in thousands) For the Three Months Ended March 31, 2023

Reportable Segments

19 unchanged sentences

Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied.

The Company had receivables related to revenue from contracts with customers of $ 34.7 million and $ 32.8 million at September 30, 2023 and December 31, 2022, respectively.

The Company had no significant impairments related to these receivables during the three months ended September 30, 2023.

Deferred revenue relates to IRA fees received annually in advance on customers' IRA accounts managed by the Company and retainer fees and other fees earned from certain advisory transactions where the performance obligations have not yet been satisfied.

Total deferred revenue was $ 1.80 million and $ 900,000 at September 30, 2023 and December 31, 2022, respectively.

The following presents the Company's contract assets and deferred revenue balances from contracts with customers, which are included in other assets and other liabilities, respectively, on the condensed consolidated balance sheet:

The Company had receivables related to revenue from contracts with customers of $ 49.7 million and $ 39.9 million at March 31, 2024 and December 31, 2023, respectively.

The Company had no significant impairments related to these receivables during the three months ended March 31, 2024.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Deferred revenue relates to IRA fees received annually in advance on customers' IRA accounts managed by the Company, software license fees received upfront from customers and retainer fees and other fees earned from certain advisory transactions where the performance obligations have not yet been satisfied.

Total deferred revenue was $ 1.4 million and $ 1.1 million at March 31, 2024 and December 31, 2023, respectively.

The following presents the Company's receivables and deferred revenue balances from contracts with customers, which are included in other assets and other liabilities, respectively, on the consolidated balance sheet:

(Expressed in thousands) As of

September 30, 2023

March 31, 2024

December 31, 2023

Contract assets (receivables):

Commission (1)

4 unchanged sentences

Investment banking fees (5)

21,181 12,847

Other 8,464 6,126

Total contract assets $ 34,680 $ 32,773

Total receivables $ 49,669 $ 39,861

Deferred revenue (payables):

1 unchanged sentence

$ 807 $ 1,118

Total deferred revenue $ 1,803 $ 900

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Software license fees (7)

$ 1,414 $ 1,118

(1) Commission recorded on trade date but not yet settled.

2 unchanged sentences

(4) Fees earned from FDIC-insured bank deposit program but not yet received.

(5) Underwriting revenue and advisory fees earned but not yet received, including certain receivables.

(5) Underwriting revenue and advisory fees earned but not yet received.

(6) Retainer fees and fees received from certain advisory transactions where the performance obligations have not yet been satisfied.

(7) Fee received in advance on an annual basis.

(7) Software license fees received upfront from customers and recognized ratably over the contract period

Earnings per share

Basic earnings per share are computed by dividing net income over the weighted average number of shares of Class A non-voting common stock ("Class A Stock") and Class B voting common stock ("Class B Stock") outstanding.

Basic earnings per share is computed by dividing net income over the weighted average number of shares of Class A Stock and Class B Stock outstanding.

Diluted earnings per share includes the weighted average number of shares of Class A Stock and Class B Stock outstanding and options to purchase Class A Stock and unvested restricted stock awards of Class A Stock using the treasury stock method.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Earnings per share have been calculated as follows:

1 unchanged sentence

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2023 2022 2023 2022

Basic weighted average number of shares outstanding 10,407,454 11,092,603

7 unchanged sentences

Diluted $ 2.37 $ 1.22

(1) For the three months ended September 30, 2023, the diluted net income per share computation did not include the anti-dilutive effect of 286,185 shares of Class A Stock granted under share-based compensation arrangements.

For the nine months ended September 30, 2023, the diluted net income per share computation did not include the anti-dilutive effect of 277,435 shares of Class A Stock granted under share-based compensation arrangements.

For the three months ended September 30, 2022, the diluted net income per share computation did not include the anti-dilutive effect of 398,198 shares of Class A Stock granted under share-based compensation arrangements.

For the nine months ended September 30, 2022, the diluted net income per share computation did not include the anti-dilutive effect of 22,250 shares of Class A Stock granted under share-based compensation arrangements.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

(1) For the three months ended March 31, 2024 , there was no shares of Class A Stock with an anti-dilutive effect granted under share-based compensation arrangements.

For the three months ended March 31, 2023, the diluted net income per share computation did not include the anti-dilutive effect of 282,360 shares of Class A Stock granted under share-based compensation arrangements.

Receivable from and payable to brokers, dealers and clearing organizations

(Expressed in thousands)

September 30, 2023 December 31, 2022

March 31, 2024 December 31, 2023

Receivable from brokers, dealers and clearing organizations consisting of:

11 unchanged sentences

Total $ 497,366 $ 361,890

(1) The balances are primarily related to trade date / settlement date adjustments for positions in inventory.

(1) The balances are primarily related to trade/settlement date adjustment for positions in inventory.

Fair value measurements

2 unchanged sentences

A description of the valuation techniques applied, and inputs used in measuring the fair value of the Company's financial instruments, is as follows:

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Government Obligations

4 unchanged sentences

Callable agency issued debt securities are valued by benchmarking model-derived prices to quoted market prices and trade data for identical or comparable securities.

The fair value of mortgage pass-through securities is model driven with respect to spreads of the comparable to-be-announced ("TBA") security.

The fair value of mortgage pass-through securities are model driven with respect to spreads of the comparable to-be-announced ("TBA") security.

Sovereign Obligations

3 unchanged sentences

Mortgage and Other Asset-Backed Securities

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The Company values non-agency securities collateralized by home equity and various other types of collateral based on external pricing and spread data provided by independent pricing services.

8 unchanged sentences

To the extent quoted prices are not available, fair values are generally derived using bid/ask spreads.

The fair value of loans is estimated using recently executed transactions and current price quotations, which are usually observable.

In rare occurrences when observable pricing information is not available, fair value is generally determined based on cash flow models using discounted cash flow models, competitor comparable data and other valuation metrics.

Auction Rate Securities ("ARS")

As of September 30, 2023, the Company owned $ 2.7 million of ARS.

This amount represents the unredeemed or unsold amount that the Company holds as a result of ARS buybacks in previous years.

As of March 31, 2024, the Company owned $ 2.7 million of ARS.

This represents the amount that the Company holds as a result of ARS buybacks in previous years.

The Company has valued the ARS securities owned at the tender offer price and categorized them in Level 3 of the fair value hierarchy due to the illiquid nature of the securities and the period of time since the last tender offer.

2 unchanged sentences

In such cases, other valuation techniques might be necessary.

As of September 30, 2023, the Company had a valuation allowance totaling $ 0.2 million relating to ARS owned (which is included as a reduction to securities owned on the condensed consolidated balance sheet).

As of March 31, 2024, the Company had a valuation allowance totaling $ 0.2 million relating to ARS owned (which is included as a reduction to securities owned on the condensed consolidated balance sheet).

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

In its role as general partner in certain hedge funds and private equity funds, the Company, through its subsidiaries, holds direct investments in such funds.

The Company uses the net asset value of the underlying fund as a basis for estimating the fair value of its investment unless another method provides a better indicator of fair value.

The following table provides information about the Company's investments in Company-sponsored funds as of September 30, 2023:

The Company records these investments within other assets and uses the net asset value of the underlying fund as a basis for estimating the fair value of its investment unless another method provides a better indicator of fair value.

Changes in the fair value of these investments are reflected within other income in the consolidated financial statements.

The following table provides information about the Company's investments in Company-sponsored funds as of March 31, 2024:

(Expressed in thousands)

11 unchanged sentences

The following table provides information about the Company's investments in Company-sponsored funds as of December 31, 2023:

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

(Expressed in thousands)

11 unchanged sentences

The Company owns an investment in a financial technologies firm.

The Company elected the fair value option for this investment and it is included in other assets on the condensed consolidated balance sheet.

The Company elected the fair value option for this investment and it is included in other assets on the consolidated balance sheet.

The Company determined the fair value of the investment based on an implied market-multiple approach and observable market data, including comparable company transactions.

As of September 30, 2023, the fair value of the investment was $ 7.0 million and was categorized in Level 2 of the fair value hierarchy.

Assets and Liabilities Measured at Fair Value

The Company's assets and liabilities, recorded at fair value on a recurring basis as of September 30, 2023 and December 31, 2022, have been categorized based upon the above fair value hierarchy as follows:

As of March 31, 2024, the fair value of the investment was $ 7.2 million and was categorized in Level 2 of the fair value hierarchy.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Assets and liabilities measured at fair value on a recurring basis as of September 30, 2023 :

Assets and Liabilities Measured at Fair Value

The Company's assets and liabilities, recorded at fair value on a recurring basis as of March 31, 2024 and December 31, 2023, have been categorized based upon the above fair value hierarchy as follows:

Assets and liabilities measured at fair value on a recurring basis as of March 31, 2024 :

(Expressed in thousands)

Fair Value Measurements as of September 30, 2023

Fair Value Measurements as of March 31, 2024

Level 1 Level 2 Level 3 Total

3 unchanged sentences

Agency securities — 8,419 — 8,419

Sovereign obligations — 261 — 261

Corporate debt and other obligations — 11,707 — 11,707

8 unchanged sentences

1,715 16,445 — 18,160

— 2,485 — 2,485

Derivative contracts:

Futures 1 — — 1

TBAs — 185 — 185

3 unchanged sentences

Treasury securities $ 488,901 $ — $ — $ 488,901

Agency securities — 1 — 1

Corporate debt and other obligations — 10,577 — 10,577

8 unchanged sentences

Total $ 500,381 $ 22,442 $ — $ 522,823

(1) Included in other assets on the condensed consolidated balance sheet.

(1) Included in other assets on the consolidated balance sheet.

OPPENHEIMER HOLDINGS INC.

8 unchanged sentences

Agency securities — 2 — 2

Sovereign obligations — 9,502 — 9,502

Corporate debt and other obligations — 5,769 — 5,769

3 unchanged sentences

Corporate equities 27,170 — — 27,170

Money markets 5,400 217 — 5,617

Auction rate securities — — 2,713 2,713

2 unchanged sentences

1,872 16,913 — 18,785

Securities purchased under agreements to resell — 5,842 — 5,842

Derivative contracts:

Futures 2 — — 2

TBAs — 11 — 11

Derivative contracts, total 2 11 — 13

Total $ 764,579 $ 87,449 $ 2,713 $ 854,741

1 unchanged sentence

Treasury securities $ 14,603 $ — $ — $ 14,603

Agency securities — 3 — 3

Sovereign obligations — 9,048 — 9,048

Corporate debt and other obligations — 1,508 — 1,508

Mortgage and other asset-backed securities — 2 — 2

Convertible bonds — 2,136 — 2,136

3 unchanged sentences

Futures 735 — — 735

TBAs — 1,761 — 1,761

Derivative contracts, total 735 2 — 737

Total $ 28,765 $ 3,648 $ — $ 32,413

(1) Included in other assets on the condensed consolidated balance sheet.

(1) Included in other assets on the consolidated balance sheet.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The following tables present changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the three and nine months ended September 30, 2023 and 2022:

The following tables present changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the three and months ended March 31, 2024 and 2023:

(Expressed in thousands)

Level 3 Assets and Liabilities

For the Three Months Ended September 30, 2023

For the Three Months Ended March 31, 2024

Total Realized

6 unchanged sentences

Level 3 Assets and Liabilities

For the Three Months Ended September 30, 2022

For the Three Months Ended March 31, 2023

Total Realized

5 unchanged sentences

(1) Represents auction rate securities that failed in the auction rate market.

(Expressed in thousands)

Level 3 Assets and Liabilities

For the Nine Months Ended September 30, 2023

Total Realized

Beginning and Unrealized Purchases Sales and Transfers Ending

Balance Gain and Issuances Settlements In (Out) Balance

Auction rate securities (1)

31,776 3,159 — ( 32,222 ) — 2,713

(1) Represents auction rate securities that failed in the auction rate market.

(Expressed in thousands)

Level 3 Assets and Liabilities

For the Nine Months Ended September 30, 2022

Total Realized

Beginning and Unrealized Purchases Sales and Transfers Ending

Balance Losses and Issuances Settlements In (Out) Balance

Auction rate securities (1)

31,804 ( 56 ) 1,375 — — 33,123

(1) Represents auction rate securities that failed in the auction rate market.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Financial Instruments Not Measured at Fair Value

The table below presents the carrying value, fair value and fair value hierarchy category of certain financial instruments that are not measured at fair value on the condensed consolidated balance sheets.

The table below presents the carrying value, fair value and fair value hierarchy category of certain financial instruments that are not measured at fair value on the consolidated balance sheets.

The table below excludes non-financial assets and liabilities (e.g., furniture, equipment and leasehold improvements and accrued compensation).

1 unchanged sentence

The fair value of the Company's senior secured notes, categorized in Level 2 of the fair value hierarchy, is based on quoted prices from the market in which the notes trade.

Assets and liabilities not measured at fair value as of September 30, 2023:

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Assets and liabilities not measured at fair value as of March 31, 2024:

(Expressed in thousands) Fair Value Measurement:

1 unchanged sentence

Cash and cash equivalents $ 27,661 $ 27,661 $ — $ — $ 27,661

Restricted cash 25,949 25,949 — — 25,949

Deposits with clearing organizations 58,791 58,791 — — 58,791

7 unchanged sentences

Notes receivable, net 66,889 — 66,889 — 66,889

Securities purchased under agreements to resell 4,090 — 4,090 4,090

Investments (1)

1 unchanged sentence

(1) The cash surrender value of Company-owned life insurance policies, which fluctuates based on changes in fair value of the policies’ underlying investments, comprises approximately $ 95.2 million of this balance.

This balance is included within other assets on the condensed consolidated balance sheet.

This balance is included within other assets on the consolidated balance sheet.

(Expressed in thousands) Fair Value Measurement:

17 unchanged sentences

Cash and cash equivalents $ 28,835 $ 28,835 $ — $ — $ 28,835

Restricted cash 25,534 25,534 — — 25,534

Deposits with clearing organization 43,917 43,917 — — 43,917

10 unchanged sentences

This balance is included within other assets on the condensed consolidated balance sheet.

This balance is included within other assets on the consolidated balance sheet.

(Expressed in thousands) Fair Value Measurement:

Carrying Value Level 1 Level 2 Level 3 Total

Drafts payable $ 9,002 $ 9,002 $ — $ — $ 9,002

Payables to brokers, dealers and clearing organizations:

7 unchanged sentences

Senior secured notes 113,050 — 109,838 — 109,838

Fair Value Option

The Company elected the fair value option for securities sold under agreements to repurchase ("repurchase agreements") and securities purchased under agreements to resell ("reverse repurchase agreements") that do not settle overnight or have an open settlement date.

The Company has elected the fair value option for these instruments to reflect more accurately market and economic events in its earnings and to mitigate a potential mismatch in earnings caused by using different measurement attributes (i.e.

fair value versus carrying value) for certain assets and liabilities.

As of September 30, 2023, the Company had no repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.

Derivative Instruments and Hedging Activities

The Company transacts, on a limited basis, in exchange traded and over-the-counter derivatives for both asset and liability management as well as for trading and investment purposes.

Risks managed using derivative instruments include interest rate

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

risk and, to a lesser extent, foreign exchange risk.

All derivative instruments are measured at fair value and are recognized as either assets or liabilities on the condensed consolidated balance sheet.

Risks managed using derivative instruments include interest rate risk and, to a lesser extent, foreign exchange risk.

All derivative instruments are measured at fair value and are recognized as either assets or liabilities on the consolidated balance sheet.

Foreign exchange hedges

2 unchanged sentences

Such hedges have not been designated as accounting hedges.

Unrealized gains and losses on foreign exchange forward contracts are recorded in other assets or other liabilities on the condensed consolidated balance sheet and other income in the condensed consolidated income statement.

Unrealized gains and losses on foreign exchange forward contracts are recorded in other assets or other liabilities on the consolidated balance sheet and other income in the consolidated income statement.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Derivatives used for trading and investment purposes

4 unchanged sentences

Treasury notes, Federal Funds, General Collateral futures and Eurodollar contracts primarily as an economic hedge of interest rate risk associated with government trading activities.

Unrealized gains and losses on futures contracts are recorded on the condensed consolidated balance sheet in payable to brokers, dealers and clearing organizations and in the condensed consolidated income statement as principal transactions revenue, net.

Unrealized gains and losses on futures contracts are recorded on the consolidated balance sheet in payable to brokers, dealers and clearing organizations and in the consolidated income statement as principal transactions revenue, net.

To-be-announced securities

2 unchanged sentences

The contractual or notional amounts related to these financial instruments reflect the volume of activity and do not reflect the amounts at risk.

Net unrealized gains and losses on TBAs are recorded on the condensed consolidated balance sheet in receivable from brokers, dealers and clearing organizations or payable to brokers, dealers and clearing organizations and in the condensed consolidated income statement as principal transactions revenue, net.

The notional amounts and fair values of the Company's derivatives as of September 30, 2023 and December 31, 2022 by product were as follows:

Net unrealized gains and losses on TBAs are recorded on the consolidated balance sheet in receivable from brokers, dealers and clearing organizations or payable to brokers, dealers and clearing organizations and in the consolidated income statement as principal transactions revenue, net.

The notional amounts and fair values of the Company's derivatives as of March 31, 2024 and December 31, 2023 by product were as follows:

(Expressed in thousands)

Fair Value of Derivative Instruments as of September 30, 2023

Fair Value of Derivative Instruments as of March 31, 2024

Description Notional Fair Value

1 unchanged sentence

Other contracts TBAs $ 26,000 $ 185

Futures 5,000 1

$ 26,000 $ 185

13 unchanged sentences

Other contracts TBAs $ 3,700 $ 11

Forward reverse repurchase agreements 15,000 —

Other 275 $ —

$ 17,050 $ 1,762

Futures 5,000 2

Derivatives not designated as hedging instruments (1)

5 unchanged sentences

Such derivative instruments are not subject to master netting agreements, thus the related amounts are not offset.

The following table presents the location and fair value amounts of the Company's derivative instruments and their effect in the condensed consolidated income statements for the three and nine months ended September 30, 2023 and 2022:

The following table presents the location and fair value amounts of the Company's derivative instruments and their effect in the consolidated income statements for the three months ended March 31, 2024 and 2023:

(Expressed in thousands)

The Effect of Derivative Instruments in the Income Statement

For the Three Months Ended September 30, 2023

For the Three Months Ended March 31, 2024

Recognized in Income on Derivatives

4 unchanged sentences

The Effect of Derivative Instruments in the Income Statement

For the Three Months Ended September 30, 2022

For the Three Months Ended March 31, 2023

Recognized in Income on Derivatives

1 unchanged sentence

Commodity contracts Futures Principal transactions revenue, net $ 210

Other contracts Foreign exchange forward contracts Other revenue ( 1 )

Other contracts TBAs Principal transactions revenue, net 2

1 unchanged sentence

Notes to Condensed Consolidated Financial Statements (unaudited)

(Expressed in thousands)

The Effect of Derivative Instruments in the Income Statement

For the Nine Months Ended September 30, 2023

Recognized in Income on Derivatives

Types Description Location Net Gain/(Loss)

Commodity contracts Futures Principal transactions revenue, net $ 4,817

Other contracts Foreign exchange forward contracts Other revenue ( 8 )

TBAs Principal transactions revenue, net 63

(Expressed in thousands)

The Effect of Derivative Instruments in the Income Statement

For the Nine Months Ended September 30, 2022

Recognized in Income on Derivatives

Types Description Location Net Gain/(Loss)

Commodity contracts Futures Principal transactions revenue, net $ 3,868

Other contracts Foreign exchange forward contracts Other revenue ( 20 )

TBAs Principal transactions revenue, net 57

Collateralized transactions

5 unchanged sentences

Bank call loans are generally payable on demand and bear interest at various rates.

As of September 30, 2023, the outstanding balance of bank call loans was $ 56.2 million ( zero as of December 31, 2022).

Such loans with commercial banks were collateralized by the Company's securities and customer securities with market values of approximately $ 57.9 million and $ 9.3 million, respectively.

As of September 30, 2023, the Company had approximately $ 1.5 billion of customer securities under customer margin loans that are available to be pledged, of which the Company has re-pledged approximately $ 218.4 million under securities loan agreements.

As of September 30, 2023, the Company had pledged $ 311.3 million of customer securities directly with the Options Clearing Corporation to secure obligations and margin requirements under option contracts written by customers.

As of September 30, 2023, the Company had no outstanding letters of credit.

The Company enters into reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions in order to, among other things, acquire securities to cover short positions and settle other securities obligations, so as to accommodate customers' needs and to finance the Company's inventory positions.

As of March 31, 2024, the outstanding balance of bank call loans was $ 94.4 million ( zero as of December 31, 2023).

As of March 31, 2024, such loans with commercial banks were collateralized by the Company's securities and customer securities with market values of approximately $ 24.7 million and $ 82.3 million, respectively.

As of March 31, 2024, the Company had approximately $ 1.7 billion of customer securities under customer margin loans that are available to be pledged, of which the Company has re-pledged approximately $ 229.0 million under securities loan agreements.

As of March 31, 2024, the Company had pledged $ 32.0 million of customer securities directly with the Options Clearing Corporation to secure obligations and margin requirements under option contracts written by customers.

As of March 31, 2024, the Company had no outstanding letters of credit.

The Company enters into reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions to, among other things, acquire securities to cover short positions and settle other securities obligations, to accommodate customers' needs and to finance the Company's inventory positions.

Except as described below, repurchase and reverse repurchase agreements, principally involving U.S.

Government and Agency securities, are carried at amounts at which the securities subsequently will be resold or reacquired as specified in the respective agreements and include accrued interest.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

are executed in accordance with a master netting arrangement, the securities underlying the repurchase agreements and reverse repurchase agreements exist in "book entry" form and certain other requirements are met.

The following table presents a disaggregation of the gross obligation by the class of collateral pledged and the remaining contractual maturity of the repurchase agreements and securities loaned transactions as of September 30, 2023:

Repurchase agreements and reverse repurchase agreements are presented on a net-by-counterparty basis, when the repurchase agreements and reverse repurchase agreements are executed with the same counterparty, have the same explicit settlement date, are executed in accordance with a master netting arrangement, the securities underlying the repurchase agreements and reverse repurchase agreements exist in "book entry" form and certain other requirements are met.

(Expressed in thousands)

5 unchanged sentences

Gross amount of recognized liabilities for repurchase agreements and securities loaned $ 1,159,138

The following tables present the gross amounts and the offsetting amounts of reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions as of September 30, 2023 and December 31, 2022:

As of September 30, 2023

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

As of March 31, 2024

(Expressed in thousands)

10 unchanged sentences

Total $ 726,418 $ ( 574,681 ) $ 151,737 $ ( 149,130 ) $ — $ 2,607

(1) Included in receivable from brokers, dealers and clearing organizations on the condensed consolidated balance sheet.

Gross Amounts Not Offset

(1) Included in receivable from brokers, dealers and clearing organizations on the consolidated balance sheet.

(Expressed in thousands) Gross Amounts Not Offset

on the Balance Sheet

9 unchanged sentences

Total $ 1,159,138 $ ( 574,681 ) $ 584,457 $ ( 573,743 ) $ — $ 10,714

(2) Included in payable to brokers, dealers and clearing organizations on the condensed consolidated balance sheet.

(2) Included in payable to brokers, dealers and clearing organizations on the consolidated balance sheet.

As of December 31, 2023

10 unchanged sentences

Total $ 167,482 $ ( 3,028 ) $ 164,454 $ ( 149,946 ) $ — $ 14,508

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

(1) Included in receivable from brokers, dealers and clearing organizations on the condensed consolidated balance sheet.

(Expressed in thousands)

Gross Amounts Not Offset

10 unchanged sentences

Total $ 928,397 $ ( 3,028 ) $ 925,369 $ ( 909,209 ) $ — $ 16,160

(2) Included in payable to brokers, dealers and clearing organizations on the condensed consolidated balance sheet.

The Company elects the fair value option for those repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.

As of September 30, 2023, the Company did not have any repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.

(2) Included in payable to brokers, dealers and clearing organizations on the consolidated balance sheet.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The Company receives collateral in connection with securities borrowed and reverse repurchase agreement transactions and customer margin loans.

Under many agreements, the Company is permitted to sell or re-pledge the securities received (e.g., use the securities to enter into securities lending transactions, or deliver to counterparties to cover short positions).

As of September 30, 2023, the fair value of securities received as collateral under securities borrowed transactions and reverse repurchase agreements was $ 137.9 million ($ 124.1 million as of December 31, 2022) and $ 5.1 million ($ 28.0 million as of December 31, 2022), respectively, of which the Company has sold and re-pledged approximately $ 63.5 million ($ 39.4 million as of December 31, 2022) under securities loaned transactions and $ 5.1 million under repurchase agreements ($ 28.0 million as of December 31, 2022).

As of March 31, 2024, the fair value of securities received as collateral under securities borrowed transactions and reverse repurchase agreements was $ 142.5 million ($ 151.9 million as of December 31, 2023) and $ 578.4 million ($ 8.8 million as of December 31, 2023), respectively, of which the Company has sold and re-pledged approximately $ 56.7 million ($ 61.5 million as of December 31, 2023) under securities loaned transactions and $ 578.4 million under repurchase agreements ($ 8.8 million as of December 31, 2023).

The Company pledges certain of its securities owned for securities lending and repurchase agreements and to collateralize bank call loan transactions.

The carrying value of pledged securities owned that can be sold or re-pledged by the counterparty was $ 680.9 million, as presented on the face of the condensed consolidated balance sheet as of September 30, 2023 ($ 175.7 million as of December 31, 2022).

The carrying value of pledged securities owned that can be sold or re-pledged by the counterparty was $ 917.8 million, as presented on the face of the consolidated balance sheet as of March 31, 2024 ($ 689.4 million as of December 31, 2023).

The Company manages credit exposure arising from repurchase and reverse repurchase agreements by, in appropriate circumstances, entering into master netting agreements and collateral arrangements with counterparties that provide the Company, in the event of a customer default, the right to liquidate securities and the right to offset a counterparty's rights and obligations.

6 unchanged sentences

The Company seeks to mitigate these risks by actively monitoring exposures and obtaining collateral as deemed appropriate.

Included in receivable from brokers, dealers and clearing organizations as of September 30, 2023 were receivables from four major U.S.

Included in receivable from brokers, dealers and clearing organizations as of March 31, 2024 were receivables from three major U.S.

broker-dealers totaling approximately $ 97.9 million.

2 unchanged sentences

If clients do not fulfill their contractual obligations, the Company may incur losses.

The Company has clearing/participating arrangements with the National Securities Clearing Corporation, the Fixed Income Clearing

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Corporation ("FICC"), R.J.

O'Brien & Associates (commodities transactions), Mortgage-Backed Securities Division (a division of FICC), and others.

With respect to its business in reverse repurchase and repurchase agreements, substantially all open contracts as of September 30, 2023 are with the FICC .

The Company has clearing/participating arrangements with the National Securities Clearing Corporation, the Fixed Income Clearing Corporation ("FICC"), the Mortgage-Backed Securities Division (a division of FICC), and others.

With respect to its business in reverse repurchase and repurchase agreements, substantially all open contracts as of March 31, 2024 are with the FICC .

In addition, the Company clears its non-U.S.

international equities business carried on by Oppenheimer Europe Ltd.

through Global Prime Partners, Ltd, a global clearing financial institution located in United Kingdom.

through Global Prime Partners, Ltd, a global clearing financial institution located in the United Kingdom.

The clearing organizations have the right to charge the Company for losses that result from a client's failure to fulfill its contractual obligations.

2 unchanged sentences

As the right to charge the Company has no maximum amount and applies to all trades executed through the clearing brokers, the Company believes there is no maximum amount assignable to this right.

As of September 30, 2023, the Company had recorded no liabilities with regard to this right.

As of March 31, 2024, the Company had recorded no liabilities with regard to this right.

The Company's policy is to monitor the credit standing of the clearing brokers and banks with which it conducts business.

2 unchanged sentences

The Company serves as general partner of hedge funds and private equity funds that were established for the purpose of providing alternative investments to both its institutional and qualified retail clients.

The Company's investment in and additional capital commitments to these hedge funds and private equity funds are considered variable interests.

The Company's investment in and

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

additional capital commitments to these hedge funds and private equity funds are considered variable interests.

The Company's additional capital commitments are subject to call at a later date and are limited to the amount committed.

1 unchanged sentence

In each instance, the Company has determined that it is not the primary beneficiary and therefore need not consolidate the hedge funds or private equity funds.

The subsidiaries' general and limited partnership interests and additional capital commitments represent their maximum exposure to loss.

The subsidiaries' general partnership and limited partnership interests are included in other assets on the condensed consolidated balance sheet.

As of September 30, 2023, the Company did not have any hedge funds and private equity funds that are VIEs.

The Company serves as general partner of Oppenheimer Acquisition LLC I and Oppenheimer Acquisition LLC II (the "Sponsors").

The subsidiaries' general and limited partnership interests and additional capital commitments represent its maximum exposure to loss.

The subsidiaries' general partnership and limited partnership interests is included in other assets on the condensed consolidated balance sheet.

In addition, the Company serves as general partner of Oppenheimer Acquisition LLC I and Oppenheimer Acquisition LLC II (the "Sponsors").

They are sponsors of two special purpose acquisition companies, OHAA and Oppenheimer Acquisition Corp.

II (the "SPACs”), that are seeking to effect a transaction which could be in the form of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

The Sponsors and the SPACs are consolidated VIEs as the Company is the primary beneficiary.

On October 26, 2021, OHAA consummated its $ 126.5 million IPO.

The Company and its employees control OHAA through the Sponsor's ownership of Class A founder shares of OHAA.

As a result, both OHAA and the Sponsor are consolidated in the Company’s financial statements.

In connection with its proposal to amend its certificate of incorporation, OHAA was required to give its Class A stockholders the opportunity to redeem their shares of Class A common stock.

Of the 12,650,000 shares of Class A common stock that were outstanding, a total of 10,170,490 shares exercised their redemption rights.

As of September 30, 2023, $ 25.9 million remained in the trust account that is recorded within “Restricted Cash” on the consolidated balance sheet.

In addition, OPI was formed in December 2020 and designed to retain and reward talented employees of the Company, primarily in connection with the deployment of Company capital into successful private market investments, and also in connection with the Company's receipt of non-cash compensation from investment banking assignments.

OPI is designed to promote alignment of Company, client and employee interests as they relate to profitable investment opportunities.

This program acts as an incentive for senior employees to identify attractive private investments for the Company and its clients, and

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

as a retention tool for key employees of the Company.

The Company owns the majority voting interest and control of OPI through Oppenheimer Alternative Investment Management (“OAIM”), the managing member of OPI and a subsidiary of OAM.

OPI is a consolidated VIE as the Company is the primary beneficiary.

II (the "SPACs”).

Both the Sponsors and the SPACs have been or are in the process of liquidating and dissolving, as indicated above, OHAA was dissolved in March of 2024..

Until the liquidations and dissolutions are complete, the Sponsors and the SPACs will remain consolidated VIEs as the Company is the primary beneficiary.

See note 2 for further details.

The following table sets forth the total assets and liabilities of VIEs consolidated on our condensed consolidated balance sheet:

(Expressed in thousands)

As of September 30,

As of March 31,

Cash and cash equivalents $ 11 $ 5,810

6 unchanged sentences

(Expressed in thousands)

Issued Maturity Date September 30, 2023 December 31, 2022

Issued Maturity Date March 31, 2024 December 31, 2023

5.50 % Senior Secured Notes

5 unchanged sentences

Interest on the Unregistered Notes is payable semi-annually on April 1st and October 1st.

The Company used the net proceeds from the offering of the Unregistered Notes, along with cash on hand, to redeem in full our 6.75 % Senior Secured Notes due July 1, 2022 (the "Old Notes") in the principal amount of $ 150.0 million (the Company held $ 1.4 million in treasury for a net outstanding amount of $ 148.6 million), and pay all related fees and expenses in relation thereto.

On November 23, 2020, we completed an exchange offer in which we exchanged 99.8 % of the Unregistered Notes for a like principal amount of Notes with identical terms, except that such new notes have been registered under the Securities Act of 1933, as amended (the "Securities Act").

1 unchanged sentence

The Notes will mature on October 1, 2025 and bear interest at a rate of 5.50 % per annum, payable semiannually on April 1st and October 1st, respectively, of each year.

The cost to issue the Notes was $ 3.1 million, of which $ 1.9 million was paid to its subsidiary, Oppenheimer, who served as the initial purchaser of the offering, and was eliminated in consolidation.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The Parent used the net proceeds from the offering of the Notes, along with cash on hand, to redeem in full its Old Notes, in the principal amount of $ 150.0 million (the Parent held $ 1.4 million in treasury for a net outstanding amount of $ 148.6 million), and pay all related fees and expenses in relation thereto.

The cost to issue the Notes was $ 3.1 million, of which $ 1.9 million was paid to its subsidiary, (Oppenheimer & Co Inc., who served as the initial purchaser of the offering), and was eliminated in consolidation.

The remaining $ 1.2 million was capitalized and is amortized over the term of the Notes.

2 unchanged sentences

During the first quarter of 2023, the Company repurchased and cancelled $ 1.0 million aggregate principal amount of its Notes in the open market.

As of September 30, 2023, $ 113.05 million aggregate principal amount of the Notes remain outstanding.

As of March 31, 2024, $ 113.05 million aggregate principal amount of the Notes remain outstanding.

The Company may redeem the notes, in whole or in part, at their par amount plus accrued and unpaid interest on or after July 1, 2024.

The indenture governing the Notes contains covenants which place restrictions on the incurrence of indebtedness, the payment of dividends, the repurchase of equity, the sale of assets, the issuance of guarantees, mergers and acquisitions and the granting of liens.

These covenants are subject to a number of important exceptions and qualifications.

These exceptions and

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

qualifications include, among other things, a variety of provisions that are intended to allow the Company to continue to conduct its brokerage operations in the ordinary course of business.

These exceptions and qualifications include, among other things, a variety of provisions that are intended to allow the Company to continue to conduct its brokerage operations in the ordinary course of business.

In addition, certain of the covenants will be suspended upon the Parent attaining an investment grade debt rating for the Notes from both S&P Global Ratings and Moody’s Investors Service, Inc.

Pursuant to the Indenture, the following covenants apply to the Parent and its restricted subsidiaries, but generally do not apply, or apply only in part, to its Regulated Subsidiaries (as defined):

• limitation on indebtedness and issuances of preferred stock, which restricts the Parent’s ability to incur additional indebtedness or to issue preferred stock;

• limitation on restricted payments, which generally restricts the Parent’s ability to declare certain dividends or distributions, repurchase its capital stock or make certain investments;

• limitation on dividends and other payment restrictions affecting restricted subsidiaries or Regulated Subsidiaries, which generally limits the ability of certain of the Parent’s subsidiaries to pay dividends or make other transfers;

• limitation on future Subsidiary Guarantors (as defined), which prohibits certain of the Parent’s subsidiaries from guaranteeing its indebtedness or indebtedness of any restricted subsidiary unless the Notes are comparably guaranteed;

• limitation on transactions with shareholders and affiliates, which generally requires transactions among the Parent’s affiliated entities to be conducted on an arm’s-length basis;

• limitation on liens, which generally prohibits the Parent and its restricted subsidiaries from granting liens unless the Notes are comparably secured;

• limitation on asset sales, which generally prohibits the Parent and certain of its subsidiaries from selling assets or certain securities or property of significant subsidiaries.

• limitation on indebtedness and issuances of preferred stock, which restricts the Parent’s ability to

incur additional indebtedness or to issue preferred stock;

• limitation on restricted payments, which generally restricts the Parent’s ability to declare certain

dividends or distributions, repurchase its capital stock or to make certain investments;

• limitation on dividends and other payment restrictions affecting restricted subsidiaries or Regulated

Subsidiaries, which generally limits the ability of certain of the Parent’s subsidiaries to pay dividends

or make other transfers;

• limitation on future Subsidiary Guarantors (as hereinafter defined), which prohibits certain of the Parent’s

subsidiaries from guaranteeing its indebtedness or indebtedness of any restricted subsidiary unless the Notes

are comparably guaranteed;

• limitation on transactions with shareholders and affiliates, which generally requires transactions among

the Parent’s affiliated entities to be conducted on an arm’s-length basis;

• limitation on liens, which generally prohibits the Parent and its restricted subsidiaries from granting

liens unless the Notes are comparably secured;

• limitation on asset sales, which generally prohibits the Parent and certain of its subsidiaries from selling

assets or certain securities or property of significant subsidiaries.

The indenture also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the Notes to become or to be declared due and payable.

As of September 30, 2023, the Parent was in compliance with all of its covenants.

As of March 31, 2024, the Parent was in compliance with all of its covenants.

The Notes are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by the Subsidiary Guarantors and future subsidiaries are required to guarantee the Notes pursuant to the indenture.

The Notes are secured by a first-priority security interest in substantially all of the Parent’s and the Subsidiary Guarantors’ existing and future tangible and intangible assets, subject to certain exceptions and permitted liens.

Interest expense on the Notes for the three and nine months ended September 30, 2023 was $ 1.6 million and $ 4.7 million, respectively.

Interest expense on the Notes for the three and nine months ended September 30, 2022 was $ 1.7 million and $ 5.2 million, respectively.

The effective income tax rate for the three and nine months ended September 30, 2023 was 36.2 % and 35.5 % respectively, compared with 35.5 % and 36.4 % for the three and nine months ended September 30, 2022 and reflects the Company's annual estimate of the statutory federal and state tax rates adjusted for certain discrete items.

The effective tax rate for the third quarter of 2023 was impacted by permanent items and non-deductible losses in non-U.S.

Interest expense on the Notes for the three months ended March 31, 2024 was $ 1.6 million.

Interest expense on the Notes for the three months ended March 31, 2023 was $ 1.6 million.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The effective income tax rate for the three months ended March 31, 2024 was 31.3 %, compared with 24.1 % for the three months ended March 31, 2023 and reflects the Company's annual estimate of the statutory federal and state tax rates adjusted for certain discrete items.

The effective tax rate for the first quarter of 2024 was impacted by permanent items and losses in non-U.S.

Stockholders' Equity

6 unchanged sentences

The following table reflects changes in the number of shares of Class A Stock outstanding for the periods indicated:

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2023 2022 2023 2022

Class A Stock outstanding, beginning of period 10,186,783 10,868,556

3 unchanged sentences

Stock buy-back

On February 28, 2022, the Company announced that its Board of Directors approved a share repurchase program that authorizes the Company to purchase up to 518,000 shares of the Company's Class A Stock, representing approximately 4.2 % of its 12,322,073 then issued and outstanding shares of Class A Stock.

This authorization supplemented the 12,407 shares that remained authorized and available under the Company's previous share repurchase program for a total of 530,407 shares authorized and available for repurchase at February 28, 2022.

On May 24, 2022, the Company announced that its Board of Directors approved a share repurchase program that authorizes the Company to purchase up to 550,000 shares of the Company's Class A Stock, representing approximately 4.6 % of its 11,863,559 then issued and outstanding shares of Class A Stock.

This authorization supplemented the 71,893 shares that remained authorized and available under the Company's previous share repurchase program for a total of 621,893 shares authorized and available for repurchase at May 24, 2022.

On July 29, 2022, the Company's Board of Directors approved a share repurchase program that authorizes the Company to purchase up to 536,500 shares of the Company's Class A Stock, representing approximately 4.8 % of its 11,251,930 then issued and outstanding shares of Class A Stock.

This authorization supplemented the 4,278 shares that remained authorized and available under the Company's previous share repurchase program for a total of 540,778 shares authorized and available for repurchase at July 29, 2022.

On December 13, 2022, the Company's Board of Directors approved a share repurchase program that authorizes the Company to purchase up to 543,000 shares of the Company's Class A Stock, representing approximately 5.0 % of its 10,867,660 then issued and outstanding shares of Class A Stock.

This authorization supplemented the 144,034 shares that remained authorized and available under the Company's previous share repurchase program for a total of 687,034 shares authorized and available for repurchase at December 13, 2022.

During the three months ended September 30, 2023, the Company purchased and canceled an aggregate of 168,904 shares of Class A Stock for a total consideration of $ 6.5 million ($ 38.30 per share) under this program.

During the nine months ended September 30, 2023, the Company purchased and canceled an aggregate of 360,094 shares of Class A Stock for a total consideration of $ 13.8 million ($ 38.20 per share) under this program.

During the three months ended September 30, 2022, the Company purchased and canceled an aggregate of 413,052 shares of Class A Stock for a total consideration of $ 14.0 million ($ 33.86 per share) under this program.

During the nine months ended September 30, 2022, the Company purchased and canceled an aggregate of 1,675,595 shares of Class A Stock for a total consideration of $ 60.4 million ($ 36.02 per share) under this program.

As of September 30, 2023, 326,940 shares remained available to be purchased under the share repurchase program.

The Company’s existing policies and procedures require all Directors and Officers to pre-clear any transaction (including purchases and sales) in the Company’s Class A Stock or Notes during a repurchase plan with Legal and Compliance prior to execution.

During the three and nine months ended September 30, 2023, the Company did not adopt, modify or terminate any Rule 10b5-1 trading arrangements.

On May 31, 2023, the Company announced the commencement of a modified “Dutch Auction” tender offer to purchase up to $ 30.0 million of its Class A Stock at a price not less than $ 34.00 per share or more than $ 40.00 per share.

1 unchanged sentence

As a result, the Company had 10,447,392 shares outstanding on July 6, 2023 after the purchase.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The Company repurchases shares from time to time in the open market at the prevailing open market price using cash on hand, in compliance with the applicable rules and regulations of the New York Stock Exchange and federal and state securities laws and the terms of the Company's Notes.

During the year ended December 31, 2023, the Company purchased and canceled an aggregate of 463,335 shares of Class A Stock for a total consideration of $ 17.6 million ($ 38.07 per share) under its share repurchase program.

As of December 31, 2023, 223,699 shares remained available to be purchased under its share repurchase program.

On March 1, 2024, the Company's Board of Directors approved a share repurchase program that authorizes the Company to purchase up to 518,000 shares of the Company's Class A Stock, representing approximately 5.0 % of its 10,357,376 then issued and outstanding shares of Class A Stock.

This authorization supplemented the 120,155 shares that remained authorized and available under the Company's previous share repurchase program for a total of 638,155 shares authorized.

During the three months ended March 31, 2024, the Company purchased and canceled an aggregate of 214,723 shares of Class A Stock for a total consideration of $ 8.4 million ($ 39.05 per share) under its share repurchase program.

During the three months ended March 31, 2023, the Company purchased and canceled an aggregate of 95,055 shares of Class A Stock for a total consideration of $ 3.7 million ($ 38.79 per share) under this program.

As of March 31, 2024, 526,976 shares remained available to be purchased under the share repurchase program.

Share purchases will be made by the Company from time to time in the open market at the prevailing open market price using cash on hand, in compliance with the applicable rules and regulations of the New York Stock Exchange and federal and state securities laws and the terms of the Company's Notes.

All shares purchased will be canceled.

The share repurchase program is expected to continue indefinitely.

None of the foregoing authorizations is subject to expiration.

The timing and amounts of any purchases will be based on market conditions and other factors including price, regulatory requirements and capital availability.

The share repurchase program does not obligate the Company to repurchase any dollar amount or number of shares of Class A Stock.

The share repurchase program does not obligate the

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

Company to repurchase any dollar amount or number of shares of Class A Stock.

Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice.

5 unchanged sentences

The Company is also involved, from time to time, in other reviews, investigations and proceedings (both formal and informal) by governmental and self-regulatory agencies regarding the Company's business, which may result in expenses, adverse judgments, settlements, fines, penalties, injunctions or other relief.

The investigations include inquiries from the SEC, the Financial Industry Regulatory Authority ("FINRA") and various state regulators.

The investigations include inquiries from the SEC, the Financial Industry Regulatory Authority ("FINRA") and other regulators.

The Company accrues for estimated loss contingencies related to legal and regulatory matters within Other Expenses in the consolidated income statement when available information indicates that it is probable a liability had been incurred and the Company can reasonably estimate the amount of that loss.

10 unchanged sentences

Accordingly, the Company's estimate will change from time to time, and actual losses may be more than the current estimate.

On November 18, 2022, the Company received an information request from the SEC requesting information relating to the use of text messaging and similar forms of electronic communications by employees of the Company and whether those communications were properly retained by the Company as part of its records preservation requirements relating to the broker-

On November 18, 2022, Oppenheimer received an information request from the SEC requesting information related to the use of text messaging and similar forms of electronic communications by employees of Oppenheimer and whether those communications were properly retained by Oppenheimer as part of its records preservation requirements relating to the broker-dealer business activities of Oppenheimer.

Subsequently, Oppenheimer received a similar information request from the Commodity Futures Trading Commission (“CFTC”).

On January 4, 2024, Oppenheimer submitted an Offer of Settlement to the SEC.

On February 9, 2024, the SEC issued an order (the “Order”) pursuant to which Oppenheimer agreed to pay a fine in the amount of $ 12 million and agree to certain undertakings.

In addition to the Order, Oppenheimer received a waiver of certain statutory disqualifications from the SEC.

On February 7, 2024, Oppenheimer submitted an Offer of Settlement to the CFTC.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

dealer or investment adviser business activities of the Company.

Subsequently, the Company received a similar information request from the Commodity Futures Trading Commission (“CFTC”).

The Company has submitted multiple responses to the information request and continues to cooperate with the SEC and CFTC inquiries.

Beginning on or about August 31, 2021, Oppenheimer was named as a respondent in forty-seven arbitrations, many containing multiple claimants, each filed before FINRA, relating to those claimants’ purported investment in Horizon Private Equity, III, LLC (“Horizon”).

March 19, 2024, the CFTC issued an order pursuant to which Oppenheimer agreed to pay a fine of $ 1 million and agree to certain undertakings.

Beginning on or about August 31, 2021, Oppenheimer was named as a respondent in forty-eight arbitrations, many containing multiple claimants, each filed before FINRA, relating to those claimants’ purported investment in Horizon Private Equity, III, LLC (“Horizon”).

Horizon is alleged to be a fraudulent scheme involving, among others, a former Oppenheimer employee John Woods.

4 unchanged sentences

Claimants do not allege Oppenheimer received any of the funds invested in Horizon, but rather that Oppenheimer’s purported failure to properly supervise its employees allowed the alleged scheme to occur and continue.

Oppenheimer has settled, or settled in principle or an award has been rendered in thirty-six of the Horizon-related arbitrations, with approximately one hundred eighteen individual complainants.

The aggregate payments for those thirty-six arbitrations total approximately $ 82.4 million.

The eleven arbitrations still pending claim specific monetary damages and allege losses of approximately $ 1.1 million in the aggregate while a few others claim unspecified damages.

Oppenheimer believes these claims to be without merit and intends to defend itself vigorously against these claims.

Oppenheimer has settled, or settled in principle or an award has been rendered in forty-five of the Horizon-related arbitrations, with approximately one hundred fifty-five individual complainants.

The aggregate payments for those forty-five arbitrations total approximately $ 92.0 million.

The three arbitrations still pending claim specific monetary damages and allege losses of approximately $ 4.0 million in the aggregate.

On June 16, 2023, Oppenheimer was served with a complaint in an action entitled John and Cynthia Kearney, John & Tera Sargent, Mike Hall, Individually and as Assignee of 6694 Dawson Blvd, LLC, Thomas and Beverly Crampton, Roy and Shirley

4 unchanged sentences

However, all of the plaintiffs allege that they invested in Horizon after John Woods left Oppenheimer’s employ in 2016 and virtually all of the plaintiffs were not Oppenheimer customers.

Plaintiffs further allege that Oppenheimer, through its inaction and/or misconduct, is responsible for their alleged losses and are seeking unspecified damages sounding in violations of the Georgia RICO statute and negligence per se.

On September 5, 2023, Oppenheimer filed a motion to dismiss the complaint, which is pending before the court.

That same day, Oppenheimer also filed a motion to transfer the case to the Metro Atlanta Business Case Division, which motion was granted on September 25, 2023.

Oppenheimer believes these claims to be without merit and intends to defend itself vigorously against these claims.

Also, on July 17, 2023, Oppenheimer was served with a complaint in an action entitled Mark Del Pico, Elizabeth Del Pico and Surrey Lane Partners GP LLC, as general Partner of Surrey Lane Partners, Ltd.

Plaintiffs further allege that Oppenheimer, through its inaction and/or misconduct, is responsible for their alleged losses and are seeking unspecified damages alleging in violations of the Georgia RICO statute and negligence per se.

The case was subsequently transferred to the Metro Atlanta Business Case Division.

On September 5, 2023, Oppenheimer filed a motion to dismiss the complaint.

On April 17, 2024 the court issued an order granting plaintiffs John and Tera Sargent’s voluntary dismissal of their claims without prejudice.

On April 22, 2024, the court granted Oppenheimer’s motion to dismiss and terminated the case.

Also, on July 17, 2023, Oppenheimer was served with a complaint in an action entitled Mark Del Pico, Elizabeth Del Pico et al v.

Oppenheimer & Co.

3 unchanged sentences

All of the plaintiffs allege that they invested in Horizon years after John Woods left Oppenheimer’s employ in 2016.

Plaintiffs further allege that Oppenheimer, through its inaction and/or misconduct, is responsible for their alleged losses and are seeking unspecified damages from Oppenheimer sounding in negligence per se, aiding and abetting breach of fiduciary duty, and aiding and abetting fraud.

On August 28, 2023, Oppenheimer filed a motion to dismiss the complaint, which is pending before the court.

Oppenheimer believes these claims to be without merit and intends to defend itself vigorously against these claims.

Finally, on August 25, 2023, Oppenheimer was served with a complaint in an action entitled Lisa Wright, Billy Ray Boaz, Sylvia Boyles, Donald and Gina Bryant, Alton Graviette, Gilbert and Felicia Hawks, Michael and Brenda Craig, Barbara and Russell Danley, Carolyn and Ronald Edwards, Pamela Goins, Amy Gordon, Susan Gregory, Timothy Hall, Ronald Jones, Douglas Lineberry, Marcia Martin, Bobby and Jo Simpson, Karen Stephens, Caroline Moser, Rebecca Tapp, Paul Vaughan, Brenda and Varner Vogler, and Peggie Thomas v.

Plaintiffs further allege that Oppenheimer, through its inaction and/or misconduct, is responsible for their alleged losses and are seeking unspecified damages from Oppenheimer alleging in negligence per se, aiding and abetting breach of fiduciary duty, and aiding and abetting fraud.

On August 28, 2023, Oppenheimer filed a motion to dismiss the complaint.

Rather than respond to Oppenheimer’s motion to dismiss, on January 12, 2024, plaintiffs filed an amended complaint that includes an additional claim of fraud against Oppenheimer.

On February 2, 2024 Oppenheimer filed a motion to dismiss the amended complaint.

Rather than respond to Oppenheimer’s motion to dismiss the amended complaint, Plaintiffs voluntarily dismissed their amended complaint without prejudice on April 12, 2024.

Finally, on August 25, 2023, Oppenheimer was served with a complaint in an action entitled Lisa Wright, Billy Ray Boaz, et al v.

Oppenheimer & Co.

2 unchanged sentences

However, all of the plaintiffs allege that they invested in Horizon after John Woods left Oppenheimer’s employ in 2016 and virtually all of the plaintiffs were not Oppenheimer customers.

On September 15, 2023, Oppenheimer filed a motion to transfer the case to the Metro Atlanta Business Case Division, which motion was granted on September 25, 2023.

Oppenheimer believes these claims to be without merit and intends to defend itself vigorously against these claims.

On September 15, 2023, Oppenheimer filed a motion to transfer the case to the Metro Atlanta Business Case Division, which motion was granted.

On October 31, 2023, Oppenheimer filed a motion to dismiss the complaint.

On April 22, 2024 the court granted Oppenheimer’s motion to dismiss and terminated the case.

On June 30, 2022, the Oppenheimer received a "Wells Notice" from the SEC requesting that Oppenheimer make a written submission to the SEC to explain why Oppenheimer should not be charged with violations of Section 15c2-12 of the Securities

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

On June 30, 2022, the Company received a "Wells Notice" from the SEC requesting that Oppenheimer make a written submission to the SEC to explain why Oppenheimer should not be charged with violations of Section 15c2-12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 15c2-12 thereunder as well as Municipal Securities Rulemaking Board Rules G-17 and G-27 in relation to its sales of municipal notes pursuant to an exemption from continuing disclosure contained in Rule 15c2-12.

Exchange Act of 1934, as amended (the "Exchange Act"), and Rule 15c2-12 thereunder as well as Municipal Securities Rulemaking Board Rules G-17 and G-27 in relation to its sales of municipal notes pursuant to an exemption from continuing disclosure contained in Rule 15c2-12.

On September 13, 2022, the SEC filed a complaint against Oppenheimer in the United States District Court for the Southern District of New York (the “Court") alleging that Oppenheimer violated Section 15B(c)(1) of the Exchange Act and Rule 15c2-12 thereunder as well as Municipal Securities Rulemaking Board Rules G-17 and G-27 for not having fully complied with the exemption from the continuing disclosure obligations under Rule 15c2-12.

The SEC asked the Court to enter an order enjoining Oppenheimer from violating the above-referenced rules and requiring it to disgorge approximately $ 1.9 million plus interest.

The Company believes such claim to be without merit and intends to vigorously defend itself against such claim.

The SEC asked the Court to enter an order enjoining Oppenheimer from violating the above-referenced rules and requiring it to disgorge approximately $ 1.9 million plus interest and pay a civil penalty.

On January 30, 2024, Oppenheimer and the SEC reached an agreement in principle to settle the litigation pursuant to which Oppenheimer would pay a civil penalty of $ 1.2 million.

The settlement is subject to Oppenheimer obtaining a waiver of certain statutory disqualifications.

Regulatory requirements

2 unchanged sentences

Oppenheimer computes its net capital requirements under the alternative method provided for in the Rule which requires that Oppenheimer maintain net capital equal to two percent of aggregate customer-related debit items, as defined in SEC Rule 15c3-3.

As of September 30, 2023, the net capital of Oppenheimer as calculated under the Rule was $ 437.1 million or 40.26 % of Oppenheimer's aggregate debit items.

As of March 31, 2024, the net capital of Oppenheimer as calculated under the Rule was $ 431.4 million or 45.96 % of Oppenheimer's aggregate debit items.

This was $ 412.6 million in excess of the minimum required net capital at that date.

Freedom computes its net capital requirement under the basic method provided for in the Rule, which requires that Freedom maintain net capital equal to the greater of $ 100,000 or 6-2/3% of aggregate indebtedness, as defined.

As of September 30, 2023, Freedom had net capital of $ 4.1 million, which was $ 4.0 million in excess of the $ 100,000 required to be maintained at that date.

As of September 30, 2023, the capital required and held under the FCA’s Investment Firms’ Prudential Regime (“IFPR”) for Oppenheimer Europe Ltd.

As of March 31, 2024, Freedom had net capital of $ 4.0 million, which was $ 3.9 million in excess of the $ 100,000 required to be maintained at that date.

As of March 31, 2024, the capital required and held under the Financial Conduct Authority's Investment Firms’ Prudential Regime (“IFPR”) for Oppenheimer Europe Ltd.

was as follows:

2 unchanged sentences

• Total Capital ratio 175 % (required 100.0 %).

Effective January 2022, IFPR changed its minimum capital requirement, which is now sterling 750,000 (previously it was Euro 730,000 ).

Effective January 2022, IFPR changed its minimum capital requirement, which is now £ 750,000 (previously it was Euro 730,000 ).

Capital ratios are now expressed differently, but are effectively unchanged when comparing performance to required regulatory minimums.

As of September 30, 2023, Oppenheimer Europe Ltd.

As of March 31, 2024, Oppenheimer Europe Ltd.

was in compliance with its regulatory requirements.

As of September 30, 2023, the regulatory capital of Oppenheimer Investments Asia Limited was $ 4.2 million, which was $ 3.9 million in excess of the $ 383,083 required to be maintained on that date.

As of March 31, 2024, the regulatory capital of Oppenheimer Investments Asia Limited was $ 3.7 million, which was $ 3.3 million in excess of the $ 383,296 required to be maintained on that date.

Oppenheimer Investments Asia Limited computes its regulatory capital pursuant to the requirements of the Securities and Futures Commission of Hong Kong.

As of September 30, 2023, Oppenheimer Investment Asia Limited was in compliance with its regulatory requirements.

As of March 31, 2024, Oppenheimer Investment Asia Limited was in compliance with its regulatory requirements.

As of March 31, 2024, Oppenheimer Trust is required to maintain minimal capital of $ 4.15 million.

Oppenheimer Trust was in compliance with its capital requirements.

Segment information

11 unchanged sentences

Costs associated with these groups are separately reported in a Corporate/Other category and primarily include compensation and benefits.

The table below presents information about the reported revenue and pre-tax income (loss) of the Company for the three and nine months ended September 30, 2023 and 2022.

The Company also includes activities associated with BondWave, LLC, a cloud-based financial markets software service provider in Corporate/Other.

The table below presents information about the reported revenue and pre-tax income (loss) of the Company for the three months ended March 31, 2024 and 2023.

Asset information by reportable segment is not reported since the Company does not produce such information for internal use by the chief operating decision maker.

1 unchanged sentence

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2023 2022 2023 2022

Private client (1)

9 unchanged sentences

Asset management (1)

4,951 8,322 17,965 25,916

Capital markets ( 6,702 ) ( 15,477 )

3 unchanged sentences

Advisory fees are allocated 10.0 % to the Asset Management and 90.0 % to the Private Client segments.

Revenue, classified by the major geographic areas in which it was earned, for the three and nine months ended September 30, 2023 and 2022 was:

Revenue, classified by the major geographic areas in which it was earned, for the three months ended March 31, 2024 and 2023 was:

(Expressed in thousands)

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2023 2022 2023 2022

Americas $ 341,417 $ 309,789

5 unchanged sentences

Subsequent events

On October 27, 2023, the Company announced a quarterly dividend in the amount of $ 0.15 per share, payable on November 24, 2023 to holders of Class A Stock and Class B Stock of record on November 10, 2023.

On April 26, 2024, the Company announced a quarterly dividend in the amount of $ 0.15 per share, payable on May 24, 2024 to holders of Class A Stock and Class B Stock of record on May 10, 2024.

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