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Item 1. Financial Statements

2025-04-25 compared with 2024-10-25 · 185 added, 374 removed, 851 unchanged (40% 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, 2024 December 31, 2023

(Expressed in thousands, except number of shares and per share amounts) March 31, 2025 December 31, 2024

Cash and cash equivalents $ 36,696 $ 33,150

4 unchanged sentences

Income tax receivable 1,103 1,499

Securities purchased under agreements to resell — 5,842

Securities owned, including amounts pledged of $ 1,178,324 ($ 1,015,604 in 2024), at fair value

18 unchanged sentences

Accrued compensation 181,406 331,298

Income tax payable 11,423 3,963

Accounts payable and other liabilities 59,176 65,764

Lease liabilities 171,497 173,320

Senior secured notes, net of debt issuance costs of $ 228 ($ 392 in 2023)

112,822 112,658

Deferred tax liabilities, net of deferred tax assets of $ 45,075 ($ 48,640 in 2024)

6 unchanged sentences

shares issued and outstanding:

10,231,736 and 10,186,783 as of September 30, 2024 and December 31, 2023, respectively

10,425,830 and 10,231,736 as of March 31, 2025 and December 31, 2024, respectively

shares authorized, issued and outstanding:

99,665 as of September 30, 2024 and December 31, 2023

99,665 as of March 31, 2025 and December 31, 2024

Additional paid-in capital 23,331 29,733

1 unchanged sentence

Accumulated other comprehensive income 204 691

Total Oppenheimer Holdings Inc.

stockholders' equity 837,838 789,166

Noncontrolling interest (Note 2) — 73

Total Stockholders' equity 872,266 850,395

4 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) 2025 2024

31 unchanged sentences

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

(Expressed in thousands) 2025 2024

Net income $ 30,655 $ 25,744

Other comprehensive income (loss), net of tax

Other comprehensive loss, net of tax

Currency translation adjustment ( 487 ) ( 388 )

5 unchanged sentences

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS (unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY AND NONCONTROLLING INTERESTS (unaudited)

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

(Expressed in thousands, except per share amount) 2025 2024

Common stock ($ 0.001 par value per share)

Beginning Balance $ 10 $ 11 $ 10 $ 11

Balance at beginning of period $ 10 $ 10

Issuance of Class A non-voting common stock — —

Repurchase of Class A non-voting common stock for cancellation — —

Ending Balance 10 10 10 10

Balance at end of period 10 10

Additional paid-in capital

8 unchanged sentences

Balance at beginning of period 819,961 756,468

Repurchase of Class A non-voting common stock for cancellation ( 295 ) ( 23,956 ) ( 1,219 ) ( 27,555 )

Net income (1)

10 unchanged sentences

Balance at beginning of period — 73

Capital addition to noncontrolling interest — — 237 171

Net loss attributable to noncontrolling interest — ( 310 )

2 unchanged sentences

Total stockholders' equity $ 872,266 $ 801,522

Redeemable Noncontrolling Interests

Balance at beginning of period — 25,948 — 25,466

Redemption of redeemable noncontrolling interests — — — ( 83 )

Change in redemption value of redeemable noncontrolling interests — 26 — 591

Balance at end of period $ — $ 25,974 $ — $ 25,974

Dividends paid per share $ 0.18 $ 0.15

3 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) 2025 2024

1 unchanged sentence

Net income $ 30,655 $ 25,744

Adjustments to reconcile net income to net cash used in operating activities

Adjustments to reconcile net income to net cash provided by (used in) operating activities

Non-cash items included in net income:

4 unchanged sentences

Amortization of debt issuance costs — 55

Write-off of debt issuance costs — 5

Provision for credit losses ( 10 ) 4

1 unchanged sentence

Amortization of right-of-use lease assets 6,333 6,478

Gain on repurchase of senior secured notes — ( 51 )

Decrease (increase) in operating assets:

17 unchanged sentences

Accounts payable and other liabilities ( 12,716 ) ( 8,035 )

Cash used in operating activities ( 182,880 ) ( 84,226 )

Cash provided by (used in) operating activities ( 91,740 ) ( 79,048 )

Cash flows from investing activities

4 unchanged sentences

Cash dividends paid on Class A non-voting and Class B voting common stock ( 1,895 ) ( 1,576 )

Issuance of Class A non-voting common stock 64 54

Repurchase of Class A non-voting common stock for cancellation ( 90 ) ( 8,384 )

Payments for employee taxes withheld related to vested share-based awards ( 9,770 ) ( 6,758 )

Addition to noncontrolling interests — 171

Redemption of redeemable noncontrolling interests — 500

Repurchase of senior secured notes — ( 1,000 )

Increase in bank call loans 107,400 94,350

Cash provided by financing activities 95,645 78,132

Net increase (decrease) in cash, cash equivalents and restricted cash 3,407 ( 81,245 )

Cash, cash equivalents and restricted cash, beginning of period 28,835 137,967

Cash, cash equivalents and restricted cash, end of period $ 32,242 $ 56,722

Reconciliation of cash and cash equivalents and restricted cash within the condensed consolidated balance sheets:

Net increase (decrease) in cash and cash equivalents 3,546 ( 1,174 )

Cash and cash equivalents, beginning of period 33,150 28,835

Cash and cash equivalents, end of period $ 36,696 $ 27,661

Reconciliation of cash and cash equivalents within the condensed consolidated balance sheets:

Cash and cash equivalents $ 36,696 $ 27,661

Restricted cash — 25,949

Total cash and cash equivalents and restricted cash $ 32,242 $ 56,722

Total cash and cash equivalents $ 36,696 $ 27,661

Schedule of non-cash financing activities

17 unchanged sentences

Oppenheimer Trust Company of Delaware ("Oppenheimer Trust"), a limited purpose trust company that provides fiduciary services such as trust and estate administration and investment management;

OPY Credit Corp., which conducts secondary trading activities related to the purchase and sale of loans, primarily on a riskless principal basis;

OPY Credit Corp., which conducts secondary trading activities related to the purchase and sale of loans and trade claims, primarily on a riskless principal basis;

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

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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, 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”), 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 of 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 condensed consolidated results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results to be expected for any future interim or annual period.

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 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 had 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 2024.

Oppenheimer Principal Investments LLC

9 unchanged sentences

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

Non-controlling Interests

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

For the nine months ended September 30, 2024 and September 30, 2023, the net loss (net of taxes) attributed to noncontrolling interests was $ 310,000 and $ 403,000 , respectively.

Financial Instruments - Credit Losses

3 unchanged sentences

See note 9 for details.

As of September 30, 2024, the Company had $ 65.6 million of notes receivable ($ 62.6 million as of December 31, 2023).

As of March 31, 2025, the Company had $ 67.7 million of notes receivable ($ 67.9 million as of December 31, 2024).

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.

10 unchanged sentences

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

For the three and nine months ended September 30, 2024, no adjustments were made to the expected loss rates.

For the three months ended March 31, 2025, 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, 2024, the balance of defaulted notes was $ 6.0 million and the allowance for uncollectibles was $ 3.6 million.

As of March 31, 2025, the balance of defaulted notes was $ 4.8 million and the allowance for uncollectibles was $ 3.0 million.

The allowance for uncollectibles consisted of $ 1.8 million related to defaulted notes balances (five years and older) and $ 1.2 million (under five years).

The following table presents the disaggregation of defaulted notes by year of default as of September 30, 2024:

The following table presents the disaggregation of defaulted notes by year of default as of March 31, 2025:

(Expressed in thousands)

As of September 30, 2024

As of March 31, 2025

2020 and prior 1,758

Total $ 4,770

The following table presents activity in the allowance for uncollectibles of defaulted notes for the three and nine months ended September 30, 2024 and 2023:

The following table presents activity in the allowance for uncollectibles of defaulted notes for the three months ended March 31, 2025 and 2024:

(Expressed in thousands)

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2024 2023 2024 2023

Beginning balance $ 2,814 $ 3,869

Write-offs ( 952 ) ( 95 ) ( 1,097 ) ( 901 )

Recoveries 719 229 848 522

Additions 168 222

Ending balance $ 2,982 $ 4,091

The Company has operating leases for office space and equipment expiring at various dates through 2034.

The Company leases its corporate headquarters at 85 Broad Street, New York, New York which houses its executive management team and many administrative functions for the Company as well as its research, trading, investment banking, and asset management divisions and an office in Troy, Michigan, which among other things, houses its payroll and human resources departments.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

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

The Company has operating leases for office space and equipment expiring at various dates through 2034.

The Company leases its corporate headquarters at 85 Broad Street, New York, New York, which houses its executive management team and many administrative functions for the Company as well as its research, trading, investment banking, and asset management divisions and an office in Troy, Michigan, which among other things, houses its payroll and human resources departments.

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, Tel Aviv, Israel and Hong Kong, China.

7 unchanged sentences

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

As of September 30, 2024, the Company had right-of-use operating lease assets of $ 128.7 million (net of accumulated amortization of $ 114.4 million) which are comprised of real estate leases of $ 126.3 million (net of accumulated amortization of $ 111.6 million) and equipment leases of $ 2.4 million (net of accumulated amortization of $ 2.8 million).

As of September 30, 2024, the Company had operating lease liabilities of $ 167.4 million which are comprised of real estate lease liabilities of $ 165.0 million and equipment lease liabilities of $ 2.4 million.

The Company had no finance leases as of September 30, 2024.

As of March 31, 2025, the Company had right-of-use operating lease assets of $ 131.8 million (net of accumulated amortization of $ 125.0 million) which are comprised of real estate leases of $ 129.1 million (net of accumulated amortization of $ 122.5 million) and equipment leases of $ 2.7 million (net of accumulated amortization of $ 2.5 million).

As of March 31, 2025, the Company had operating lease liabilities of $ 171.5 million which are comprised of real estate lease liabilities of $ 168.9 million and equipment lease liabilities of $ 2.6 million.

The Company had no finance leases as of March 31, 2025.

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.

The Company used the incremental borrowing rate on January 1, 2019 for operating leases that commenced prior to that date.

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, 2024 and December 31, 2023, respectively:

September 30, 2024

The following table presents the weighted average lease term and weighted average discount rate for the Company's operating leases as of March 31, 2025 and December 31, 2024, respectively:

March 31, 2025

December 31, 2024

1 unchanged sentence

Weighted average discount rate 7.40 % 7.50 %

The following table presents operating lease costs recognized for the three and nine months ended September 30, 2024 and September 30, 2023, 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, 2025 and March 31, 2024, 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,

2024 2023 2024 2023

Operating lease costs:

5 unchanged sentences

Notes to Condensed Consolidated Financial Statements (unaudited)

The maturities of lease liabilities as of September 30, 2024 and December 31, 2023 are as follows:

The maturities of lease liabilities as of March 31, 2025 and December 31, 2024 are as follows:

(Expressed in thousands)

September 30, 2024

March 31, 2025

December 31, 2024

8 unchanged sentences

Present value of lease liabilities $ 171,497 $ 173,320

As of September 30, 2024, the Company had $ 23.3 million of additional real estate operating leases that have not yet commenced ($ 5.8 million as of December 31, 2023).

As of March 31, 2025, the Company had $ 3.9 million of additional real estate operating leases that have not yet commenced ($ 6.9 million as of December 31, 2024).

Revenue from contracts with customers

31 unchanged sentences

Investment Banking

The Company earns underwriting revenues by providing capital raising solutions for corporate clients through initial public offerings, follow-on offerings, equity-linked offerings, private investments in public entities, and private placements.

Underwriting revenues are recognized at a point in time on trade date, as the client obtains the control and benefit of the capital markets offering at that time.

The Company earns underwriting revenue by providing capital raising solutions for corporate clients through initial public offerings, follow-on offerings, equity-linked offerings, private investments in public entities, and private placements.

Underwriting revenue is recognized at a point in time on trade date, as the client obtains the control and benefit of the capital markets offering at that time.

These fees are generally received within 90 days after the transactions are completed.

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 consolidated income statements.

Underwriting revenue 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.

9 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, 2024 and 2023:

(Expressed in thousands) For the Three Months Ended September 30, 2024

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, 2025 and 2024:

(Expressed in thousands) For the Three Months Ended March 31, 2025

Reportable Segments

Private Client Asset Management Capital Markets Corporate/Other Total

Wealth Management Capital Markets Corporate/Other Total

Revenue from contracts with customers:

13 unchanged sentences

Total revenue $ 241,986 $ 123,261 $ 2,578 $ 367,825

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

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

Reportable Segments

Private Client Asset Management Capital Markets Corporate/Other Total

Wealth Management Capital Markets Corporate/Other Total

Revenue from contracts with customers:

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Notes to Condensed Consolidated Financial Statements (unaudited)

(Expressed in thousands) For the Nine Months Ended September 30, 2024

Reportable Segments

Private Client Asset Management Capital Markets Corporate/Other Total

Revenue from contracts with customers:

Commissions from sales and trading $ 136,337 $ — $ 135,414 $ 14 $ 271,765

Mutual fund and insurance income 24,201 — 3 15 24,219

Advisory fees 274,011 79,633 — 31 353,675

Investment banking - capital markets 8,238 — 46,626 ( 1 ) 54,863

Investment banking - advisory 21 — 76,957 — 76,978

Bank deposit sweep income 106,407 — — ( 1 ) 106,406

Other 9,577 ( 1 ) 1,796 3,903 15,275

Total revenue from contracts with customers 558,792 79,632 260,796 3,961 903,181

Other sources of revenue:

Interest 66,153 — 27,560 5,892 99,605

Principal transactions, net 3,089 — 39,333 250 42,672

Other 12,487 ( 1,617 ) 565 186 11,621

Total other sources of revenue 81,729 ( 1,617 ) 67,458 6,328 153,898

Total revenue $ 640,521 $ 78,015 $ 328,254 $ 10,289 $ 1,057,079

(Expressed in thousands) For the Nine 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 $ 112,766 $ — $ 122,740 $ 18 $ 235,524

Mutual fund and insurance income 23,632 — 6 12 23,650

Advisory fees 238,168 72,023 — 23 310,214

Investment banking - capital markets 5,590 — 32,881 — 38,471

Investment banking - advisory — — 56,883 — 56,883

Bank deposit sweep income 135,273 — — — 135,273

Other 10,513 — 1,411 145 12,069

Total revenue from contracts with customers 525,942 72,023 213,921 198 812,084

Other sources of revenue:

Interest 64,230 — 11,384 3,077 78,691

Principal transactions, net 1,509 — 38,834 6,292 46,635

Other 6,239 ( 5,036 ) 301 1,622 3,126

Total other sources of revenue 71,978 ( 5,036 ) 50,519 10,991 128,452

Total revenue $ 597,920 $ 66,987 $ 264,440 $ 11,189 $ 940,536

Contract Assets and Liabilities

2 unchanged sentences

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

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The Company had receivables related to revenue from contracts with customers of $ 32.8 million and $ 39.9 million at September 30, 2024 and December 31, 2023, respectively.

The Company had no significant impairments related to these receivables during the three months ended September 30, 2024.

The Company had receivables related to revenue from contracts with customers of $ 38.8 million and $ 46.2 million at March 31, 2025 and December 31, 2024, respectively.

The Company had no significant impairments related to these receivables during the three months ended March 31, 2025.

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 $ 2.4 million and $ 1.1 million at September 30, 2024 and December 31, 2023, respectively.

Total deferred revenue was $ 1.6 million and $ 0.9 million at March 31, 2025 and December 31, 2024, 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, 2024

March 31, 2025

December 31, 2024

5 unchanged sentences

Investment banking fees (5)

11,713 14,798

Other 5,415 5,124

2 unchanged sentences

Investment Banking fees (6)

$ 565 $ 1,118

Software license fees (7)

7 unchanged sentences

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

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

(8) Fees received in advance on an annual basis.

OPPENHEIMER HOLDINGS INC.

6 unchanged sentences

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2024 2023 2024 2023

Basic weighted average number of shares outstanding 10,465,771 10,407,454

7 unchanged sentences

Diluted $ 2.72 $ 2.37

(1) For the three months ended September 30, 2024, there were no shares of Class A Stock with an anti-dilutive effect granted under share-based compensation arrangements.

For the nine months ended September 30, 2024, there were no shares of Class A Stock with an anti-dilutive effect granted under share-based compensation arrangements.

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.

(1) For the three months ended March 31, 2025, the diluted net income per share computation did not include the anti-dilutive effect of 211,250 shares of Class A Stock granted under shared-based compensation arrangements.

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

Receivable from and payable to brokers, dealers and clearing organizations

(Expressed in thousands)

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Receivable from brokers, dealers and clearing organizations consisting of:

1 unchanged sentence

Receivable from brokers 59,537 59,487

Clearing organizations and other 43,680 30,789

Securities failed to deliver 43,625 8,459

Clearing organizations and other (1)

37,843 36,355

Total $ 250,308 $ 241,478

5 unchanged sentences

Total $ 384,470 $ 253,816

(1) As of December 31, 2023, approximately $ 48.4 million of this balance represents a payable for trades executed, but not yet settled.

(1) As of March 31, 2025, approximately $ 11.2 million of this balance represents a receivable for trades executed, but not yet settled (December 31, 2024:

$ 15.4 million).

OPPENHEIMER HOLDINGS INC.

1 unchanged sentence

Fair value measurements

Securities owned, securities sold but not yet purchased, investments and derivative contracts are carried at fair value with changes in fair value recognized in earnings each period.

Valuation Techniques

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

Government Obligations

Treasury securities are valued using quoted market prices obtained from active market makers and inter-dealer brokers.

Agency Obligations

agency securities consist of agency issued debt securities and mortgage pass-through securities.

Non-callable agency issued debt securities are generally valued using quoted market prices, quoted market prices for comparable securities or discounted cash flow models.

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.

Sovereign Obligations

The fair value of sovereign obligations is determined based on quoted market prices when available or a valuation model that generally utilizes interest rate yield curves and credit spreads as inputs.

Corporate Debt and Other Obligations

The fair value of corporate bonds is estimated using recent transactions, broker quotations and bond spread information.

Mortgage and Other Asset-Backed Securities

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.

When specific external pricing is not observable, the valuation is based on yields and spreads for comparable bonds.

Municipal Obligations

The fair value of municipal obligations is estimated using recently executed transactions, broker quotations, and bond spread information.

Convertible Bonds

The fair value of convertible bonds is estimated using recently executed transactions and dollar-neutral price quotations, where observable.

When observable price quotations are not available, fair value is determined based on cash flow models using yield curves and bond spreads as key inputs.

Corporate Equities

Equity securities and options are generally valued based on quoted prices from the exchange or market where traded.

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

Securities owned, securities sold but not yet purchased, investments, derivative contracts and certain loans are carried at fair value with changes in fair value recognized in earnings each period.

Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date.

A description of the valuation techniques applied and inputs used in measuring the fair value of the Company’s financial instruments, as well as the general classification of such instruments pursuant to the valuation hierarchy, are as follows:

The Company determines the fair value of securities (both long and short) primarily based on pricing sources with reasonable levels of price transparency.

Where unadjusted quoted prices for identical assets or liabilities are available in an active market, we classify the securities within Level 1 of the valuation hierarchy.

Level 1 securities include U.S.

Treasury securities, money market funds and corporate equities.

If quoted market prices are unavailable, fair values are generally determined using pricing models which incorporate market observable inputs, such as benchmark yields, recently executed transaction prices, issuer spreads, reported trades, bids, offers and other reference data.

Examples of such instruments, which are typically classified within Level 2 of the valuation hierarchy, include U.S.

Agency securities, sovereign obligations, corporate debt and other obligations, mortgage and other asset-backed securities, municipal obligations, money market funds and convertible bonds.

In limited situations where there is reduced activity or less observability around inputs to the valuation, we classify those securities in Level 3 of the valuation hierarchy.

The Company has valued the auction rate 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.

As of March 31, 2025 and December 31, 2024, the Company had $ 128,000 and $ 2.7 million respectively, of auction rate securities in Level 3 assets.

Derivative financial instruments

The Company classifies exchange-traded derivative financial instruments such as futures contracts in Level 1 of the valuation hierarchy.

Some of our derivative positions, such as to-be-announced securities, are valued using models that use observable market parameters, and we classify them in Level 2 of the valuation hierarchy.

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.

The Company owns an equity method 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 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 March 31, 2025 and December 31, 2024, the fair value of the investment was $ 5.9 million and $ 5.9 million, respectively, and was categorized in Level 2 of the fair value hierarchy.

Trade claims are categorized in Level 3 of the fair value hierarchy due to the illiquid nature of the claims and the period of time since the executed prices.

As of March 31, 2025, Company had $ 3.2 million of trade claims in Level 3 assets.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The fair value of trade claims is estimated using recently executed transaction prices.

Auction Rate Securities ("ARS")

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.

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.

1 unchanged sentence

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 September 30, 2024:

The following table provides information about the Company's investments in Company-sponsored funds as of March 31, 2025:

(Expressed in thousands)

8 unchanged sentences

$ 5,419 $ 856

(1) Includes investments in hedge funds and hedge fund of funds that pursue long/short, event-driven, and activist strategies.

(2) Includes private equity funds and private equity fund of funds with diversified portfolios focusing on but not limited to technology companies, venture capital and global natural resources.

(1) Hedge funds represent investments in credit driven strategies.

(2) Private equity funds includes portfolios focused on technology, infrastructure, real estate, natural resources and specific co-investment opportunities.

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

9 unchanged sentences

$ 5,373 $ 1,314

(1) Includes investments in hedge funds and hedge fund of funds that pursue long/short, event-driven, and activist strategies.

(2) Includes private equity funds and private equity fund of funds with diversified portfolios focusing on but not limited to technology companies, venture capital and global natural resources.

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 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, 2024, the fair value of the investment was $ 7.4 million and was categorized in Level 2 of the fair value hierarchy.

(1) Hedge funds represent investments in credit driven strategies.

(2) Private equity funds includes portfolios focused on technology, infrastructure, real estate, natural resources and specific co-investment opportunities.

OPPENHEIMER HOLDINGS INC.

1 unchanged sentence

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, 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 September 30, 2024 :

The Company's assets and liabilities, recorded at fair value on a recurring basis as of March 31, 2025 and December 31, 2024, 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, 2025 :

(Expressed in thousands)

Fair Value Measurements as of September 30, 2024

Fair Value Measurements as of March 31, 2025

Level 1 Level 2 Level 3 Total

16 unchanged sentences

— — 3,218 3,218

Derivative contracts:

TBAs — 38 — 38

Derivative contracts, total — 38 — 38

Total $ 1,151,096 $ 116,450 $ 3,346 $ 1,270,892

2 unchanged sentences

Agency securities — 2 — 2

Sovereign obligations — 1,678 — 1,678

Corporate debt and other obligations — 33,014 — 33,014

3 unchanged sentences

Derivative contracts:

Futures 4,936 — — 4,936

TBAs — 42 — 42

Derivative contracts, total 726 — — 726

1 unchanged sentence

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

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

OPPENHEIMER HOLDINGS INC.

18 unchanged sentences

978 17,005 — 17,983

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

Derivative contracts:

Futures 2 — — 2

TBAs — 11 — 11

Derivative contracts, total 2 11 — 13

Trade claims (1)

— — 2,684 2,684

Total $ 1,055,893 $ 96,147 $ 5,336 $ 1,157,376

1 unchanged sentence

Treasury securities $ 82,767 $ — $ — $ 82,767

Agency securities — 4 — 4

Corporate debt and other obligations — 11 — 11

Mortgage and other asset-backed securities — 2 — 2

Convertible bonds — 4,998 — 4,998

2 unchanged sentences

Derivative contracts:

Futures 735 — — 735

1,071 — — 1,071

Derivative contracts, total 1,071 — — 1,071

1 unchanged sentence

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

(2) Included in receivable/payable to brokers, dealers and clearing organizations.

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, 2024 and 2023:

(Expressed in thousands)

Level 3 Assets and Liabilities

For the Three Months Ended September 30, 2024

Total Realized

Beginning and Unrealized Purchases Sales and Transfers Ending

Balance Gain and Issuances Settlements In (Out) Balance

Auction rate securities (1)

$ 2,713 $ 3 $ — $ ( 35 ) $ — $ 2,681

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

The following tables present changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the three months ended March 31, 2025 and 2024:

(Expressed in thousands)

Level 3 Assets and Liabilities

For the Three Months Ended September 30, 2023

For the Three Months Ended March 31, 2025

Total Realized

Beginning and Unrealized Purchases Sales and Transfers Ending

Balance Losses

Balance Gain (2)

and Issuances Settlements In (Out) Balance

Trade claims $ 2,684 $ — $ 534 $ — $ — $ 3,218

Auction rate securities (1)

1 unchanged sentence

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

(2) Included in principal transactions in the consolidated income statement.

(Expressed in thousands)

Level 3 Assets and Liabilities

For the Nine Months Ended September 30, 2024

For the Three Months Ended March 31, 2024

Total Realized

Beginning and Unrealized Purchases Sales and Transfers Ending

Balance Losses

Balance Gain (2)

and Issuances Settlements In (Out) Balance

2 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 Losses 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.

(2) Included in principal transactions in the consolidated income statement.

OPPENHEIMER HOLDINGS INC.

4 unchanged sentences

The carrying value of financial instruments not measured at fair value categorized in the fair value hierarchy as Level 1 or Level 2 (e.g., cash and receivables from customers) approximates fair value because of the relatively short-term nature of the underlying assets.

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, 2024:

Assets and liabilities not measured at fair value as of March 31, 2025:

(Expressed in thousands) Fair Value Measurement:

10 unchanged sentences

Notes receivable, net 67,731 — 67,731 — 67,731

Securities purchased under agreements to resell — — — — —

Corporate-owned life insurance 96,987 — 96,987 — 96,987

14 unchanged sentences

Securities sold under agreements to repurchase 866,413 — 866,413 — 866,413

Senior secured notes 113,050 — 113,012 — 113,012

OPPENHEIMER HOLDINGS INC.

9 unchanged sentences

Securities failed to deliver 8,459 — 8,459 — 8,459

Clearing organizations 30,780 — 30,780 — 30,780

Clearing organizations and other 36,355 — 36,355 — 36,355

241,478 — 241,478 — 241,478

1 unchanged sentence

Notes receivable, net 67,931 — 67,931 — 67,931

Corporate-owned life 88,989 — 88,989 — 88,989

Corporate-owned life insurance 98,828 — 98,828 — 98,828

Investments (1)

4 unchanged sentences

Drafts payable $ 21,661 $ 21,661 $ — $ — $ 21,661

Bank call loans $ 252,100 $ — $ 252,100 $ — $ 252,100

Payables to brokers, dealers and clearing organizations:

2 unchanged sentences

Securities failed to receive 14,757 — 14,757 — 14,757

Other 51,912 — 51,912 — 51,912

Clearing organizations and other 1,883 — 1,883 — 1,883

252,745 — 252,745 — 252,745

1 unchanged sentence

Securities sold under agreements to repurchase 931,754 — 931,754 — 931,754

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

Derivative Instruments and Hedging Activities

21 unchanged sentences

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 September 30, 2024 and December 31, 2023 by product were as follows:

The notional amounts and fair values of the Company's derivatives as of March 31, 2025 and December 31, 2024 by product were as follows:

(Expressed in thousands)

Fair Value of Derivative Instruments as of September 30, 2024

Fair Value of Derivative Instruments as of March 31, 2025

Description Notional Fair Value

Derivatives not designated as hedging instruments (1)

Other contracts TBAs $ 8,400 $ 38

Commodity contracts

Futures $ 13,035,000 $ 726

$ 343,400 $ 38

Derivatives not designated as hedging instruments (1)

Commodity contracts

Futures $ 10,185,000 $ 4,936

Other contracts TBAs 8,400 42

Other contracts Forward repurchase agreements 257,188 —

$ 13,292,188 $ 726

8 unchanged sentences

Other contracts TBAs $ 360 $ —

Commodity contracts

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 consolidated income statements for the three and nine months ended September 30, 2024 and 2023:

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, 2025 and 2024:

(Expressed in thousands)

The Effect of Derivative Instruments in the Income Statement

For the Three Months Ended September 30, 2024

For the Three Months Ended March 31, 2025

Recognized in Income on Derivatives

1 unchanged sentence

Commodity contracts Futures Principal transactions revenue, net $ ( 1,138 )

Other contracts TBAs Principal transactions revenue, net ( 2 )

(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

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, 2024

Recognized in Income on Derivatives

Types Description Location Net (Loss)

Commodity contracts Futures Principal transactions revenue, net $ ( 1,457 )

Other contracts Foreign exchange forward contracts Other revenue/(Compensation and related expenses) $ ( 24 )

Other contracts TBAs Principal transactions revenue, net 1

(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

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

Other contracts Foreign exchange forward contracts Other revenue/(Compensation and related expenses) $ ( 8 )

Other contracts TBAs Principal transactions revenue, net $ 63

Collateralized transactions

5 unchanged sentences

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

As of September 30, 2024, the outstanding balance of bank call loans was $ 206.7 million ( zero as of December 31, 2023).

As of September 30, 2024, such loans with commercial banks were collateralized by the Company's securities and customer securities with market values of approximately $ 35.7 million and $ 197.4 million, respectively.

As of September 30, 2024, the Company had approximately $ 1.8 billion of customer securities under customer margin loans that are available to be pledged, of which the Company has re-pledged approximately $ 203.8 million under securities loan agreements.

As of September 30, 2024, the Company had pledged $ 19.5 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, 2024, the Company had no outstanding letters of credit.

As of March 31, 2025, the outstanding balance of bank call loans was $ 359.5 million ($ 252.1 million as of December 31, 2024).

As of March 31, 2025, such loans with commercial banks were collateralized by the Company's securities and customer securities with market values of approximately $ 23.1 million and $ 377.6 million, respectively.

As of March 31, 2025, the Company had approximately $ 1.9 billion of customer securities under customer margin loans that are available to be pledged, of which the Company has re-pledged approximately $ 306 million under securities loan agreements.

As of March 31, 2025, the Company had pledged $ 294.1 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, 2025, the Company had no outstanding letters of credit.

OPPENHEIMER HOLDINGS INC.

4 unchanged sentences

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.

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, 2024:

(Expressed in thousands)

1 unchanged sentence

Repurchase agreements:

Government $ 1,009,455

Treasury securities $ 1,159,320

Securities loaned:

Equity securities 272,010

Corporate equities 360,889

Gross amount of recognized liabilities for repurchase agreements and securities loaned $ 1,520,209

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, 2024 and December 31, 2023:

As of September 30, 2024

As of March 31, 2025

(Expressed in thousands)

55 unchanged sentences

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, 2024, the fair value of securities received as collateral under securities borrowed transactions and reverse repurchase agreements was $ 138.0 million ($ 151.9 million as of December 31, 2023) and $ 243.8 million ($ 8.8 million as of December 31, 2023), respectively, of which the Company has sold and re-pledged approximately $ 56.5 million ($ 61.5 million as of December 31, 2023) under securities loaned transactions and $ 243.8 million under repurchase agreements ($ 8.8 million as of December 31, 2023).

As of March 31, 2025, the fair value of securities received as collateral under securities borrowed transactions and reverse repurchase agreements was $ 106.4 million ($ 131.7 million as of December 31, 2024) and $ 292.8 million ($ 68.1 million as of December 31, 2024), respectively, of which the Company has sold and re-pledged approximately $ 43.7 million ($ 39.2 million as of December 31, 2024) under securities loaned transactions and $ 292.8 million under repurchase agreements ($ 68.1 million as of December 31, 2024).

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 $ 792.3 million, as presented on the face of the consolidated balance sheet as of September 30, 2024 ($ 689.4 million as of December 31, 2023).

The carrying value of pledged securities owned that can be sold or re-pledged by the counterparty was $ 1.2 billion, as presented on the face of the consolidated balance sheet as of March 31, 2025 ($ 1.0 billion as of December 31, 2024).

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.

8 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, 2024 were receivables from four major U.S.

Included in receivable from brokers, dealers and clearing organizations as of March 31, 2025 were receivables from three major U.S.

broker-dealers totaling approximately $ 77.3 million.

Included in receivable from customers as of September 30, 2024 were fully secured margin loans from our two largest customer accounts totaling approximately $ 631.1 million.

Included in receivable from customers as of March 31, 2025 were fully secured margin loans from our two largest customer accounts totaling approximately $ 686.9 million, comprising 51 % of total margin loans.

The Company is obligated to settle transactions with brokers and other financial institutions even if its clients fail to meet their obligations to the Company.

1 unchanged sentence

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 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 September 30, 2024 are with the FICC .

With respect to its business in reverse repurchase and repurchase agreements, all open contracts as of March 31, 2025 are with the FICC .

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

5 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, 2024, the Company had recorded no liabilities with regard to this right.

As of March 31, 2025, 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.

8 unchanged sentences

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

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

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

II (the "SPACs”).

Both the Sponsors and the SPACs have been liquidated.

See note 2 for further details.

OPPENHEIMER HOLDINGS INC.

2 unchanged sentences

(Expressed in thousands)

As of September 30,

As of March 31,

Cash and cash equivalents $ — $ 11

4 unchanged sentences

Total Liabilities $ — $ 171

Long-term debt

(Expressed in thousands)

Issued Maturity Date September 30, 2024 December 31, 2023

5.50 % Senior Secured Notes

10/1/2025 $ 113,050 $ 113,050

Unamortized Debt Issuance Cost ( 228 ) ( 392 )

$ 112,822 $ 112,658

5.50 % Senior Secured Notes due 2025

On September 22, 2020, in a private offering, the Company issued $ 125.0 million aggregate principal amount of 5.50 % Senior Secured Notes due 2025 (the "Unregistered Notes") under an indenture at an issue price of 100 % of the principal amount.

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 (the "Notes") with identical terms, except that such new Notes have been registered under the Securities Act of 1933, as amended (the "Securities Act").

As of September 30, 2024, $ 113.05 million aggregate principal amount of the Notes remain outstanding.

On September 19, 2024, the Company issued a notice of redemption to the holders of its Notes stating that it intends to redeem all of the $ 113.05 million aggregate principal amount of the Notes outstanding on October 10, 2024.

On October 10, 2024, the Company completed its redemption of all of the $ 113.05 million aggregate principal amount of the Notes outstanding at a redemption price equal to 100 % of the principal amount of the Notes redeemed, plus accrued and unpaid interest.

Interest expense on the Notes for the three and nine months ended September 30, 2024 was $ 1.6 million and $ 4.7 million, respectively.

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

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The effective income tax rate for the three and nine months ended September 30, 2024 was 30.7 % and 31.8 % respectively, compared with 36.2 % and 35.5 % for the three and nine months ended September 30, 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 third quarter of 2024 was impacted by permanent items and non-deductible losses in non-U.S.

The effective income tax rate for the three months ended March 31, 2025 was 25.9 %, compared with 31.3 % for the three months ended March 31, 2024 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 2025 was positively impacted by fewer non-deductible expenses and a higher tax benefit upon the vesting of share awards.

Stockholders' Equity

7 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

Class A Stock outstanding, beginning of period 10,231,736 10,186,783

3 unchanged sentences

Stock buy-back

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.

The Company completed its repurchases pursuant to the tender offer on July 6, 2023, when it successfully repurchased and cancelled 437,183 shares of Class A Stock at $ 40.00 per share for an aggregate purchase price of $ 17.49 million.

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

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.

1 unchanged sentence

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 September 30, 2024, the Company purchased and canceled an aggregate of 5,981 shares of Class A Stock for a total consideration of $ 294,862 ($ 49.30 per share) under its share repurchase program.

During the nine months ended September 30, 2024, the Company purchased and canceled an aggregate of 243,806 shares of Class A Stock for a total consideration of $ 9.6 million ($ 39.39 per share) under its share repurchase program.

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.

As of September 30, 2024, 497,893 shares remained available to be purchased under the share repurchase program.

During the year ended December 31, 2024, the Company purchased and canceled an aggregate of 243,806 shares of Class A Stock for a total consideration of $ 9.6 million ($ 39.39 per share) under its share

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

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.

repurchase program.

As of December 31, 2024, 497,893 shares remained available to be purchased under its share repurchase program.

During the three months ended March 31, 2025, the Company purchased and canceled an aggregate of 1,530 shares of Class A Stock for a total consideration of $ 80,950 ($ 58.79 per share) under its share repurchase program.

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 this program.

As of March 31, 2025, 496,363 shares remained available to be purchased under the share repurchase program.

All shares purchased will be canceled.

3 unchanged sentences

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

On October 25, 2024, the Company announced a quarterly dividend in the amount of $ 0.18 per share, payable on November 22, 2024 to holders of Class A Stock and Class B Stock of record on November 8, 2024.

On April 25, 2025, the Company announced a quarterly dividend in the amount of $ 0.18 per share, payable on May 23, 2025 to holders of Class A Stock and Class B Stock of record on May 9, 2025.

Contingencies

12 unchanged sentences

For certain other legal and regulatory proceedings, the Company can estimate possible losses, or range of loss in excess of amounts accrued, but does not believe, based on current knowledge and after consultation with counsel, that such losses individually, or in the aggregate, will have a material adverse effect on the Company's consolidated financial statements as a whole.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

For legal and regulatory proceedings where there is at least a reasonable possibility that a loss or an additional loss may be incurred, the Company estimates a range of aggregate loss in excess of amounts accrued of up to $ 9 million.

3 unchanged sentences

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

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

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

1 unchanged sentence

John Woods left Oppenheimer’s employ in 2016 and Oppenheimer never received a complaint from any of the investors prior to the SEC bringing a complaint against Woods and his co-conspirators in 2021.

Oppenheimer has settled or an award has been rendered and paid in all the Horizon-related arbitrations except for two arbitrations which allege losses of approximately $ 2.75 million in the aggregate.

Oppenheimer has settled or an award has been rendered and paid in all but one of the Horizon-related arbitrations.

In addition, in June and August of 2023, Oppenheimer was served with two Horizon-related complaints in Georgia State Court, by plaintiffs, virtually all of whom were never Oppenheimer customers, alleging unspecified losses.

2 unchanged sentences

On June 30, 2022, 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 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.

The SEC asked the Court to enter an order enjoining Oppenheimer from violating the above-referenced rules and requiring disgorgement and payment of a civil penalty.

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.

4 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, 2024, the net capital of Oppenheimer as calculated under the Rule was $ 487.5 million or 42.54 % of Oppenheimer's aggregate debit items.

As of March 31, 2025, the net capital of Oppenheimer as calculated under the Rule was $ 384.1 million or 26.73 % of Oppenheimer's aggregate debit items.

This was $ 355.4 million in excess of the minimum required net capital at that date.

The Company's subsequent redemption of all outstanding Notes on October 10, 2024 reduced Oppenheimer's net capital by approximately $ 113 million.

This reduction did not have an impact of Oppenheimer's compliance with the Rule or its ability to continue with business-as-usual operating activities.

See note 11 for additional details.

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, 2024, Freedom had net capital of $ 3.8 million, which was $ 3.7 million in excess of the $ 100,000 required to be maintained at that date.

As of September 30, 2024, the capital required and held under the Financial Conduct Authority's Investment Firms’ Prudential Regime (“IFPR”) for Oppenheimer Europe Ltd.

As of March 31, 2025, Freedom had net capital of $ 3.7 million, which was $ 3.6 million in excess of the $ 100,000 required to be maintained at that date.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

As of March 31, 2025, 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 166 % (required 100.0 %).

As of September 30, 2024, Oppenheimer Europe Ltd.

As of March 31, 2025, Oppenheimer Europe Ltd.

was in compliance with its regulatory requirements.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

As of September 30, 2024, the regulatory capital of Oppenheimer Investments Asia Limited was $ 3.4 million, which was $ 3.0 million in excess of the $ 386,133 required to be maintained on that date.

As of March 31, 2025, the regulatory capital of Oppenheimer Investments Asia Limited was $ 3.0 million, which was $ 2.6 million in excess of the $ 385,718 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, 2024, Oppenheimer Investment Asia Limited was in compliance with its regulatory requirements.

As of September 30, 2024, Oppenheimer Trust is required to maintain minimal capital of $ 4.15 million.

As of March 31, 2025, Oppenheimer Investment Asia Limited was in compliance with its regulatory requirements.

As of March 31, 2025, Oppenheimer Trust is required to maintain minimal capital of $ 4.15 million.

Oppenheimer Trust is currently in compliance with its capital requirements.

1 unchanged sentence

The Company has determined its reportable segments based on the Company's method of internal reporting, which disaggregates its retail business by branch and its proprietary and investment banking businesses by product.

The Company evaluates the performance of its segments and allocates resources to them based upon profitability.

The Company’s chief operating decision maker (“CODM”) is the chief executive officer.

The CODM evaluates the performance of the Company’s reportable segments based on their year-over-year revenue and pre-tax profit or loss and uses this measure to allocate resources (including employee, financial and/or capital resources), largely in conjunction with monthly and/or quarterly reviews of segment financial performance.

The CODM also uses segment profit or loss in evaluating the incentive and other compensation of segment employees as well as capital investment for facilities and information technology development.

Effective in the fourth quarter of 2024, the Company combined the former Private Client and Asset Management business segments to form the Wealth Management segment.

The revised segment structure is aligned with how the CODM and senior management view the performance and operations of our retail focused business.

Our Capital Markets and Corporate/Other segments were not impacted by these changes.

To provide historical information on a basis consistent with the revised segment presentation, the Company recast prior period segment results.

The Company's reportable segments are:

Private Client — includes commissions and a proportionate amount of fee income earned on assets under management ("AUM"), net interest earnings on client margin loans and cash balances, fees from money market funds, custodian fees, net contributions from stock loan activities and financing activities, and direct expenses associated with this segment;

Asset Management — includes a proportionate amount of fee income earned on AUM from investment management services of Oppenheimer Asset Management Inc.

Oppenheimer's asset management divisions employ various programs to manage client assets either in individual accounts or in funds, and includes direct expenses associated with this segment;

Wealth Management — includes commissions and fee income earned on assets under management ("AUM"), net interest earnings on client margin loans and cash balances, fees from money market funds, custodian fees, net contributions from stock loan activities and financing activities, and direct expenses;

Capital Markets — includes investment banking, institutional equities sales, trading, and research, taxable fixed income sales, trading, and research, public finance and municipal trading, as well as the Company's operations in the United Kingdom, Hong Kong and Israel, and direct expenses associated with this segment.

2 unchanged sentences

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

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 and nine months ended September 30, 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.

The costs of certain centralized or shared functions are allocated based on methodologies that reflect utilization.

The Company also includes activities associated with BondWave, LLC in Corporate/Other.

OPPENHEIMER HOLDINGS INC.

Notes to Condensed Consolidated Financial Statements (unaudited)

The tables below present information about the Company’s reported segment revenues, segment pre-tax income or loss, compensation expenses, and other segment items for the three months ended March 31, 2025 and 2024.

There are no adjustments or reconciling items for any of the periods presented.

Asset information by reportable segment is not reported, since the Company does not produce such information for internal use by the CODM

(Expressed in thousands)

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2024 2023 2024 2023

Private client (1)

$ 218,787 $ 193,254 $ 640,521 $ 597,920

Asset management (1)

For the Three Month Ended March 31, 2025

Wealth Management Capital Markets Corporate/Other Total

Revenue $ 241,986 $ 123,261 $ 2,578 $ 367,825

Compensation Expenses 119,648 87,344 20,099 227,091

Other Segment Items (1)

54,474 41,014 3,870 99,358

Capital markets 124,030 94,576 328,254 264,440

Corporate/Other 3,273 4,007 10,289 11,189

Total $ 373,352 $ 312,667 $ 1,057,079 $ 940,536

Pre-Tax Income (Loss) $ 67,864 $ ( 5,097 ) $ ( 21,391 ) $ 41,376

Private client (1)

$ 62,894 $ 65,249 $ 186,582 $ 140,499

Asset management (1)

(1) Other segment items include communication and technology expenses, occupancy and equipment costs, clearing and exchange fees, interest and other expenses.

(Expressed in thousands)

For the Three Month Ended March 31, 2024

Wealth Management Capital Markets Corporate/Other Total

Revenue $ 237,961 $ 112,083 $ 3,094 $ 353,138

Compensation Expenses 115,572 81,588 24,554 221,714

Other Segment Items (1)

46,604 37,197 10,168 93,969

Capital markets ( 6,144 ) ( 15,254 ) ( 34,621 ) ( 44,782 )

Corporate/Other ( 30,501 ) ( 33,359 ) ( 88,720 ) ( 84,744 )

Total $ 35,370 $ 21,587 $ 88,690 $ 28,938

(1) Clients investing in the OAM advisory program are charged fees based on the value of AUM.

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, 2024 and 2023 was:

Pre-Tax Income (Loss) $ 75,785 $ ( 6,702 ) $ ( 31,628 ) $ 37,455

(1) Other segment items include communication and technology expenses, occupancy and equipment costs, clearing and exchange fees, interest and other expenses.

Revenue, classified by the major geographic areas in which it was earned, for the three months ended March 31, 2025 and 2024 was:

(Expressed in thousands)

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

2024 2023 2024 2023

Americas $ 354,709 $ 341,417

Europe/Middle East 12,352 10,774

Asia 937 607 2,612 2,222

Total $ 367,825 $ 353,138

Subsequent events

The Company has performed an evaluation of events that occurred since September 30, 2024 and through the date on which the

condensed consolidated financial statements were issued, and determined t here are no events that have occurred that would require recognition or additional disclosure except as disclosed in Note 11, Note 13 and Note 15.

The Company has performed an evaluation of events that occurred since March 31, 2025 and through the date on which the

condensed consolidated financial statements were issued, and determined t here are no events that have occurred that would require recognition or additional disclosure except as disclosed in Note 12.

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