Ridgepost Capital, Inc. 10-Q

Item 1. Financial Statements Ridgepost Capital, Inc. Consolidated Balance Sheets (in thousands, except share amounts) As of As of June 30, December 31, 2026 2025 (Unaudited) ASSETS Cash and cash equivalents $ 36,637 $ 28,152 Restricted cash 1,139 734 Accounts receivable 32,404 26,955 Notes receivable 6,913 7,205 Due from related parties 104,777 99,989 Investment in unconsolidated subsidiaries 1,426 1,403 Prepaid expenses and other assets 12,962 19,474 Property and equipment, net 10,045 10,170 Right-of-use assets 21,692 23,374 Derivative assets 869 74 Contingent payments to customers 16,019 18,153 Deferred tax assets, net 22,391 26,373 Intangibles, net 273,509 107,268 Goodwill 612,357 558,978 Total assets $ 1,153,140 $ 928,302 LIABILITIES AND EQUITY LIABILITIES: Accounts payable and accrued expenses $ 16,664 $ 26,235 Accrued compensation and benefits 25,683 20,470 Due to related parties 1,187 3,685 Other liabilities 658 253 Contingent consideration 19,935 15,599 Accrued contingent liabilities 28,455 30,097 Deferred revenues 16,849 17,726 Lease liabilities 28,385 29,681 Deferred tax liabilities, net 7,245 7,893 Debt obligations 490,771 373,204 Total liabilities 635,832 524,843 COMMITMENTS AND CONTINGENCIES (NOTE 14) EQUITY: Class A common stock, $ 0.001 par value; 510,000,000 shares authorized; 92,386,309 issued and 78,976,720 outstanding as of June 30, 2026, and 90,514,372 issued and 77,806,222 outstanding as of December 31, 2025, respectively 79 78 Class B common stock, $ 0.001 par value; 180,000,000 shares authorized; 31,374,093 shares issued and 31,250,642 shares outstanding as of June 30, 2026, and 31,920,688 shares issued and 31,797,237 shares outstanding as of December 31, 2025, respectively 31 32 Treasury stock ( 130,129 ) ( 124,125 ) Additional paid-in-capital 673,571 665,847 Accumulated deficit ( 179,030 ) ( 194,811 ) Accumulated other comprehensive income 2,937 4,342 Noncontrolling interests 149,849 52,096 Total equity 517,308 403,459 TOTAL LIABILITIES AND EQUITY $ 1,153,140 $ 928,302 The Notes to Consolidated Financial Statements are an integral part of these statements. 1 Ridgepost Capital, Inc. Consolidated Statements of Operations (Unaudited) (in thousands, except per share amounts) For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 REVENUES Management and advisory fees $ 79,521 $ 71,516 $ 153,130 $ 138,251 Other revenue 1,393 1,188 2,808 2,120 Total revenues 80,914 72,704 155,938 140,371 OPERATING EXPENSES Compensation and benefits 38,743 32,145 77,229 69,225 Professional fees 6,078 6,743 11,900 13,258 General, administrative and other 10,331 8,824 20,012 15,649 Remeasurement of contingent consideration 2,223 1,109 ( 1,793 ) 1,109 Amortization of intangibles 5,815 6,150 11,224 11,468 Strategic alliance expense — — — 703 Total operating expenses 63,190 54,971 118,572 111,412 INCOME FROM OPERATIONS 17,724 17,733 37,366 28,959 OTHER (EXPENSE)/INCOME Interest expense, net ( 6,569 ) ( 6,799 ) ( 12,971 ) ( 13,216 ) Other (losses) gains ( 237 ) ( 5,354 ) 234 ( 5,202 ) Total other (expense) ( 6,806 ) ( 12,153 ) ( 12,737 ) ( 18,418 ) Income before income taxes 10,918 5,580 24,629 10,541 Income tax expense ( 2,433 ) ( 1,380 ) ( 6,455 ) ( 1,645 ) NET INCOME $ 8,485 $ 4,200 $ 18,174 $ 8,896 Less: net income attributable to noncontrolling interests ( 1,195 ) ( 817 ) ( 2,393 ) ( 991 ) NET INCOME ATTRIBUTABLE TO RIDGEPOST $ 7,290 $ 3,383 $ 15,781 $ 7,905 Earnings per share Basic earnings per share $ 0.07 $ 0.03 $ 0.14 $ 0.07 Diluted earnings per share $ 0.06 $ 0.03 $ 0.14 $ 0.07 Weighted average shares outstanding, basic 109,728 110,994 109,624 110,951 Weighted average shares outstanding, diluted 119,515 118,722 118,405 118,935 The Notes to Consolidated Financial Statements are an integral part of these statements. 2 R idgepost Capital, Inc. Consolidated Statements of Comprehensive Income (Unaudited) (in thousands) For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 NET INCOME $ 8,485 $ 4,200 $ 18,174 $ 8,896 Other comprehensive income, net of tax Foreign currency translation ( 303 ) 4,180 ( 2,043 ) 4,180 Derivative fair value remeasurement, net of tax 430 — 603 — Total other comprehensive income (loss), net of tax 127 4,180 ( 1,440 ) 4,180 COMPREHENSIVE INCOME $ 8,612 $ 8,380 $ 16,734 $ 13,076 Less: Comprehensive income attributable to noncontrolling interests ( 1,214 ) ( 144 ) ( 2,358 ) ( 144 ) NET COMPREHENSIVE INCOME ATTRIBUTABLE TO RIDGEPOST $ 7,398 $ 8,236 $ 14,376 $ 12,932 The Notes to Consolidated Financial Statements are an integral part of these statements. 3 Ridgepost Capital, Inc. Consolidated Statements of Changes in Equity (Unaudited) (in thousands) Accumulated Additional Other Non- Common Stock - Class A Common Stock - Class B Treasury stock Paid-in- Comprehensive Accumulated Controlling Total Shares Amount Shares Amount Shares Amount Capital Income Deficit Interest Equity Balance at December 31, 2025 77,806 $ 78 31,797 $ 32 12,832 $ ( 124,125 ) $ 665,847 $ 4,342 $ ( 194,811 ) $ 52,096 $ 403,459 Net income — — — — — — — — 8,491 1,198 9,689 Other comprehensive income — — — — — — — ( 1,513 ) — ( 54 ) ( 1,567 ) Stock-based compensation — — — — — — 8,806 — — — 8,806 Cash settlement for Additional Bonaccord Units — — — — — — ( 2,807 ) — — — ( 2,807 ) Issuance of restricted stock units 822 1 — — — — — — — — 1 Exchange of Class B common stock for Class A common stock 534 1 ( 534 ) ( 1 ) — — — — — — — Exercise of stock options 242 — — — — — — — — — — Repurchase of common stock for employee tax withholding and strike price ( 490 ) ( 1 ) — — — — ( 2,957 ) — — — ( 2,958 ) Stock repurchase ( 701 ) ( 1 ) — — 701 ( 6,004 ) — — — — ( 6,005 ) Accrual for excise tax associated with stock repurchases — — — — — — ( 33 ) — — — ( 33 ) Distributions to noncontrolling interests, net — — — — — — — — — ( 1,167 ) ( 1,167 ) Dividends declared — — — — — — ( 4 ) — — — ( 4 ) Dividends paid per share $ 0.04 — — — — — — ( 4,101 ) — — — ( 4,101 ) Balance at March 31, 2026 78,213 $ 78 31,263 $ 31 13,533 $ ( 130,129 ) $ 664,751 $ 2,829 $ ( 186,320 ) $ 52,073 $ 403,313 Net income — — — — — — — — 7,290 1,195 8,485 Other comprehensive income — — — — — — — 108 — 19 127 Stock-based compensation — — — — — — 8,498 — — — 8,498 Issuance of restricted stock awards 148 — — — — — — — — — — Issuance of restricted stock units 22 — — — — — — — — — — Issuance of equity consideration related to acquisition 579 1 — — — — 4,649 — — — 4,650 Exchange of Class B common stock for Class A common stock 12 — ( 12 ) — — — — — — — — Exercise of stock options 33 — — — — — — — — — — Repurchase of common stock for employee tax withholding and strike price ( 30 ) — — — — — ( 42 ) — — — ( 42 ) Accrual for excise tax associated with stock repurchases — — — — — — 32 — — — 32 Capital Contributions from noncontrolling interests — — — — — — — — — 97,583 97,583 Distributions to noncontrolling interests — — — — — — — — — ( 1,021 ) ( 1,021 ) Dividends declared — — — — — — ( 4 ) — — — ( 4 ) Dividends paid per share $ 0.04 — — — — — — ( 4,313 ) — — — ( 4,313 ) Balance at June 30, 2026 78,977 $ 79 31,251 $ 31 13,533 $ ( 130,129 ) $ 673,571 $ 2,937 $ ( 179,030 ) $ 149,849 $ 517,308 The Notes to Consolidated Financial Statements are an integral part of these statements. 4 Ridgepost Capital, Inc. Consolidated Statements of Changes in Equity (Unaudited) (in thousands) Accumulated Additional Other Non- Common Stock - Class A Common Stock - Class B Treasury stock Paid-in- Comprehensive Accumulated Controlling Total Shares Amount Shares Amount Shares Amount Capital Income Deficit Interest Equity Balance at December 31, 2024 67,615 $ 68 43,461 $ 43 8,483 $ ( 76,648 ) $ 637,848 $ — $ ( 214,312 ) $ 39,891 $ 386,890 Net income — — — — — — — — 4,522 174 4,696 Stock-based compensation — — — — — — 6,565 — — — 6,565 Issuance of restricted stock units 720 1 — — — — — — — — 1 Exchange of Class B common stock for Class A common stock 8,839 8 ( 8,839 ) ( 8 ) — — — — — — — Exercise of stock options 248 — — — — — — — — — — Repurchase Of Common Stock For Employee Tax Withholding And Strike Price ( 391 ) — — — — — ( 4,693 ) — — — ( 4,693 ) Stock repurchase ( 1,215 ) ( 1 ) — — 1,215 ( 14,970 ) — — — — ( 14,971 ) Accrual for excise tax associated with stock repurchases — — — — — — ( 224 ) — — — ( 224 ) Distributions to non-controlling interests, net — — — — — — — — — ( 138 ) ( 138 ) Dividends declared — — — — — — ( 3 ) — — — ( 3 ) Dividends paid per share $ 0.04 — — — — — — ( 3,868 ) — — — ( 3,868 ) Balance at March 31, 2025 75,816 $ 76 34,622 $ 35 9,698 $ ( 91,618 ) $ 635,625 $ — $ ( 209,790 ) $ 39,927 $ 374,255 Net income — — — — — — — — 3,383 817 4,200 Other comprehensive income — — — — — — — 4,036 — 144 4,180 Stock-based compensation — — — — — — 8,976 — — — 8,976 Issuance of equity consideration related to acquisition 1,670 2 — — — — 19,281 — — — 19,283 Issuance of restricted stock awards 129 — — — — — — — — — — Exchange of Class B common stock for Class A common stock 2,586 3 ( 2,586 ) ( 3 ) — — — — — — — Exercise of stock options 428 — — — — — — — — — Repurchase of common stock for employee tax withholding and strike price ( 287 ) — — — — — ( 865 ) — — — ( 865 ) Stock repurchase ( 2,501 ) ( 3 ) — — 2,501 ( 26,257 ) — — — — ( 26,260 ) Accrual for excise tax associated with stock repurchases — — — — — — 95 — — — 95 Issuance of noncontrolling interests — — — — — — ( 1,086 ) — — 10,610 9,524 Distributions to non-controlling interests, net — — — — — — — — — ( 221 ) ( 221 ) Dividends paid per share $ 0.04 — — — — — — ( 4,226 ) — — — ( 4,226 ) Balance at June 30, 2025 77,841 $ 78 32,036 $ 32 12,199 $ ( 117,875 ) $ 657,800 $ 4,036 $ ( 206,407 ) $ 51,277 $ 388,941 The Notes to Consolidated Financial Statements are an integral part of these statements. 5 Ridgepost Capital, Inc. Consolidated Statements of Cash Flows (Unaudited) (in thousands) For the Six Months Ended June 30, 2026 2025 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 18,174 $ 8,896 Adjustments to reconcile net income to net cash provided by operating activities: Stock-based compensation 18,012 17,621 Depreciation expense 992 781 Amortization of intangibles 11,224 11,468 Amortization of debt issuance costs and debt discount 736 738 Income from unconsolidated subsidiaries ( 33 ) ( 853 ) Deferred tax expense 3,655 670 Loss on issuance of noncontrolling interests — 6,524 Remeasurement of contra-revenue put option — 240 Amortization of contingent payment to customers 492 306 Remeasurement of contingent consideration ( 1,793 ) 1,109 Change in operating assets and liabilities: Accounts receivable 1,012 11,849 Due from related parties ( 4,579 ) ( 12,435 ) Prepaid expenses and other assets 7,051 ( 10,849 ) Right-of-use assets 1,968 2,183 Accounts payable and accrued expenses ( 11,628 ) ( 6,666 ) Accrued compensation and benefits 1,663 ( 18,500 ) Due to related parties ( 2,498 ) ( 2,200 ) Other liabilities 405 110 Derivative assets ( 795 ) — Contingent consideration — ( 2,214 ) Deferred revenues ( 1,036 ) 98 Lease liabilities ( 1,582 ) ( 219 ) Net cash provided by operating activities 41,440 8,657 CASH FLOWS USED IN INVESTING ACTIVITIES Acquisitions, net of cash acquired ( 127,175 ) ( 40,237 ) Funding of notes receivable ( 394 ) ( 58 ) Proceeds from notes receivable 686 358 Investments in unconsolidated subsidiaries ( 3 ) ( 636 ) Distributions from investments in unconsolidated subsidiaries 13 895 Software capitalization ( 227 ) ( 164 ) Purchases of property and equipment ( 558 ) ( 3,093 ) Net cash used in investing activities ( 127,658 ) ( 42,935 ) CASH FLOWS USED IN FINANCING ACTIVITIES Borrowings on debt obligations 161,000 59,500 Repayments on debt obligations ( 44,125 ) ( 7,000 ) Cash settlement for Additional Bonaccord Units ( 2,807 ) — Repurchase of Class A common stock ( 6,005 ) ( 41,231 ) Repurchase of Class A common stock for employee tax withholding ( 3,000 ) ( 5,559 ) Dividends paid ( 8,414 ) ( 8,094 ) Issuance of noncontrolling interests — 3,001 Distributions to noncontrolling interests ( 2,080 ) ( 311 ) Debt issuance costs ( 44 ) — Net cash provided by financing activities 94,525 306 Effect of foreign currency exchange rate changes on cash and cash equivalents 583 71 Net change in cash, cash equivalents and restricted cash 8,890 ( 33,901 ) CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period 28,886 68,115 CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period $ 37,776 $ 34,214 The Notes to Consolidated Financial Statements are an integral part of these statements. 6 Ridgepost Capital, Inc. Consolidated Statements of Cash Flows (Unaudited) (in thousands) For the Six Months Ended June 30, 2026 2025 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Cash paid for interest $ 12,158 $ 12,937 Net cash paid for income taxes $ 4,155 $ 2,314 NON-CASH INVESTING AND FINANCING ACTIVITIES Additions to right-of-use assets $ 11 $ 10,019 Additions to lease liabilities 11 10,019 Loss on issuance of noncontrolling interests — 6,524 RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH Cash and cash equivalents $ 36,637 $ 33,440 Restricted cash 1,139 774 Total cash, cash equivalents and restricted cash $ 37,776 $ 34,214 The Notes to Consolidated Financial Statements are an integral part of these statements. 7 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Note 1. Description of Business Description of Business On February 11, 2026, the Company's name changed to Ridgepost Capital, Inc. ("Ridgepost, Inc."). The Company's stock symbol also changed to NYSE: RPC. Simultaneously, the following subsidiaries changed their names to be aligned with the parent company's name change: • P10 Holdings, Inc. ("P10 Holdings") to Ridgepost Capital Holdings, Inc. ("Ridgepost Holdings"); • P10 Intermediate Holdings, LLC ("P10 Intermediate") to Ridgepost Capital, LLC ("Ridgepost, LLC"); • P10 Advisors, LLC to Ridgepost Capital Advisors, LLC ("Ridgepost Advisors"); and • P10 RCP Holdco LLC to Ridgepost Capital RCP Holdco LLC ("Holdco"). On October 20, 2021, Ridgepost Holdings, formerly P10 Holdings, in connection with its Initial Public Offering ("IPO"), completed a reorganization and restructuring. In connection with the reorganization, Ridgepost, Inc., became the parent company of all of the existing equity of Ridgepost Holdings and its consolidated subsidiaries. The offering and reorganization included a reverse stock split of Ridgepost Holdings common stock on a 0.7-for-1 basis pursuant to which every outstanding share of common stock decreased to 0.7 shares. Following the reorganization and IPO, Ridgepost, Inc. has two classes of common stock, Class A common stock and Class B common stock. Each share of Class B common stock is entitled to ten votes while each share of Class A common stock is entitled to one vote. Ridgepost, Inc. and its consolidated subsidiaries (the "Company" or "Ridgepost") operate as a multi-asset class private market solutions provider in the alternative asset management industry. Our mission is to provide our investors differentiated access to a broad set of solutions and investment vehicles across a multitude of asset classes and geographies. Our existing portfolio of solutions across private equity, venture capital, private credit and impact investing supports our mission by offering a comprehensive set of investment vehicles to our investors, including primary fund of funds, secondary investments, direct investments and co-investments, alongside separate accounts (collectively the "Funds"). The direct and indirect subsidiaries of the Company include Ridgepost Holdings, Ridgepost, LLC, which owns the subsidiaries Holdco, Five Points Capital, Inc. ("Five Points"), TrueBridge Capital Partners, LLC ("TrueBridge"), Enhanced Capital Group, LLC ("ECG"), Bonaccord Capital Advisors, LLC ("Bonaccord"), Hark Capital Advisors, LLC ("Hark"), Ridgepost Advisors, Western Technology Investment Advisors LLC ("WTI"), Qualitas Equity Funds SGEIC, S.A. ("Qualitas"), and Stellus Capital Management, LLC ("Stellus"). Prior to November 19, 2016, Ridgepost, formerly Active Power, Inc., designed, manufactured, sold, and serviced flywheel-based uninterruptible power supply products and serviced modular infrastructure solutions. On November 19, 2016, we completed the sale of substantially all our assets and liabilities and operations to Langley Holdings plc, a United Kingdom public limited company. Following the sale, we changed our name from Active Power, Inc. to P10 Industries, Inc. and became a non-operating company focused on monetizing our retained intellectual property and acquiring profitable businesses. For the period from December 2016 through September 2017, our business primarily consisted of cash, certain retained intellectual property assets and our net operating losses ("NOLs") and other tax benefits. On March 22, 2017, we filed for reorganization under Chapter 11 of the Federal Bankruptcy Code, using a prepackaged plan of reorganization. The Company emerged from bankruptcy on May 3, 2017. On December 1, 2017, the Company changed its name from P10 Industries, Inc. to P10 Holdings, Inc. We were founded as a Texas corporation in 1992 and reincorporated in Delaware in 2000. Our headquarters are in Dallas, Texas. On October 5, 2017, we closed on the acquisition of RCP Advisors 2, LLC ("RCP 2") and entered into a purchase agreement to acquire RCP Advisors 3, LLC ("RCP 3", and collectively with RCP 2, "RCP") in January 2018. On January 3, 2018, we closed on the acquisition of RCP 3. RCP 2 and RCP 3 are registered investment advisors with the United States Securities and Exchange Commission. On April 1, 2020, the Company completed the acquisition of Five Points. Five Points is a leading lower-middle market alternative investment manager focused on providing both equity and debt capital to private, growth-oriented companies and limited partner capital to other private equity funds, with all strategies focused exclusively in the U.S. lower-middle market. 8 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) In 2022, Five Points established the Reynolda brand that specializes in direct equity funds. Five Points is a registered investment advisor with the United States Securities and Exchange Commission. On October 2, 2020, the Company completed the acquisition of TrueBridge. TrueBridge is an investment firm focused on investing in venture capital through fund-of-funds, co-investments, and separate accounts. TrueBridge is a registered investment advisor with the United States Securities and Exchange Commission. On December 14, 2020, the Company completed the acquisition of 100 % of the equity interest in ECG, and a noncontrolling interest in Enhanced Capital Partners, LLC ("ECP", and collectively with ECG, "Enhanced"). Enhanced undertakes and manages equity and debt investments in impact initiatives across North America, targeting underserved areas and other socially responsible end markets including renewable energy, historic building renovations, and affordable housing. ECP is a registered investment advisor with the United States Securities and Exchange Commission. On September 30, 2021, the Company completed acquisitions of Bonaccord and Hark. Bonaccord is an alternative asset manager focusing on acquiring minority equity interests in alternative asset management companies focused on private market strategies which may include private equity, private credit, real estate, and real asset strategies. Hark is engaged in the business of making loans to portfolio companies that are owned or controlled by financial sponsors, such as private equity funds or venture capital funds, and which do not meet traditional direct lending underwriting criteria but where the repayment of the loan by the portfolio company is guaranteed by its financial sponsor. Effective April 1, 2025, a third party acquired 20 % of the equity in Bonaccord. See Note 5 for further details. In June 2022, the Company formed Ridgepost Advisors, a wholly owned consolidated subsidiary, to manage investment opportunities that are sourced across the Ridgepost platform but do not fit within an existing investment mandate. On October 13, 2022, the Company completed the acquisition of all of the issued and outstanding membership interests of WTI. WTI provides senior secured financing to early-stage and emerging stage life sciences and technology companies. WTI is a registered investment advisor with the United States Securities and Exchange Commission. Simultaneously with the acquisition of WTI, the Company completed a restructuring of Ridgepost, LLC, formerly P10 Intermediate, and its subsidiaries to LLC entities that are considered disregarded entities for federal income tax purposes. This allowed the WTI sellers to obtain a partnership interest in Ridgepost, LLC and all of its subsidiaries. As a result of the acquisition, the WTI sellers obtained 3,916,666 partnership units of Ridgepost, LLC, which can be exchanged for 3,916,666 shares of Ridgepost Class A common stock. As of June 30, 2026, no units have been exchanged into shares of Ridgepost Class A common stock. On April 4, 2025, the Company completed the acquisition of Qualitas. Qualitas is a Madrid-based private equity investing platform that provides fund-of-funds, direct co-investing and net asset value ("NAV") financing opportunities in the European lower-middle market to limited partners across the ultra-high-net-worth, family office, and institutional channels. On June 22, 2026, the Company completed the acquisition of Stellus, an established direct lender based in the U.S. providing senior-secured loans to sponsor-backed, lower-middle market companies in the U.S . The consideration paid at the closing of the transaction included 11,191,149 partnership units representing limited liability company interests of Ridgepost, LLC and 579,096 shares of the Company’s Class A Common Stock. Subject to certain conditions, the partnership units are exchangeable into shares of Class A Common Stock on a one-for-one basis. Note 2. Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Management believes it has made all necessary adjustments so that the consolidated financial statements are presented fairly and that estimates made in preparing the consolidated financial statements are reasonable and prudent. The consolidated financial statements include the accounts of the Company, its wholly owned or majority-owned subsidiaries and entities in which the Company is deemed to have a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. All intercompany transactions and 9 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) balances have been eliminated upon consolidation. The results for the three and six months ended June 30, 2026 are not necessarily indicative of the results to be expected for the full year ended December 31, 2026 . Principles of Consolidation The Company performs the variable interest analysis for all entities in which it has a potential variable interest. If the Company has a variable interest in the entity and the entity is a variable interest entity ("VIE"), the Company will also analyze whether the Company is the primary beneficiary of this entity and if consolidation is required. Generally, VIEs are entities that lack sufficient equity to finance their activities without additional financial support from other parties, or whose equity holders, as a group, lack one or more of the following characteristics: (a) direct or indirect ability to make decisions, (b) obligation to absorb expected losses, or (c) right to receive expected residual returns. A VIE must be evaluated quantitatively and qualitatively to determine the primary beneficiary, which is the reporting entity that has (a) the power to direct activities of a VIE that most significantly impact the VIE's economic performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes. To determine a VIE's primary beneficiary, we perform a qualitative assessment to determine which party, if any, has the power to direct activities of the VIE and the obligation to absorb losses and/or receive its benefits. This assessment involves identifying the activities that most significantly impact the VIE's economic performance and determining whether we, or another party, has the power to direct those activities. When evaluating whether we are the primary beneficiary of a VIE, we perform a qualitative analysis that considers the design of the VIE, the nature of our involvement and the variable interests held by other parties. See Note 7 for further information. Primarily due to the governance structure at subsidiaries, the Company has determined that certain of its subsidiaries are VIEs, and that the Company is the primary beneficiary of the entities, because it has the power to direct activities of the entities that most significantly impact the VIE’s economic performance and has a controlling financial interest in each entity. The assets and liabilities of the consolidated VIEs are presented on a gross basis in the Consolidated Balance Sheets. See Note 7 for more information on both consolidated and unconsolidated VIEs. Entities that do not qualify as VIEs are assessed for consolidation under the voting interest model. Under the voting interest model, the Company consolidates those entities it controls through a majority voting interest or other means. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid instruments with original maturities of three months or less to be cash equivalents. As of June 30, 2026 and December 31, 2025 , $ 0 and $ 1.3 million, respectively, of cash and cash equivalents held at consolidated funds, which represent cash that although not legally restricted, is not available to support the general liquidity needs of the Company, as the use of such amounts is generally limited to the activities of the consolidated funds until the consolidated funds' first closing, are included within cash and cash equivalents. As of June 30, 2026, and December 31, 2025, cash equivalents include money market funds of $ 23.3 million and $ 16.1 million, respectively, which approximate fair value. The Company maintains its cash balances at various financial institutions among multiple accounts, which may periodically exceed the Federal Deposit Insurance Corporation ("FDIC") insured limits. The Company's credit risk in the event of failure of these financial institutions is represented by the difference between the FDIC limit and the total amounts on deposit. Management monitors the financial institutions' creditworthiness in conjunction with balances on deposit to minimize risk. The Company from time to time may have amounts on deposit in excess of the insured limits. 10 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Restricted Cash Restricted cash as of June 30, 2026 and December 31, 2025 was primarily cash on deposit related to certain leases and cash on deposit from third parties related to pending tax credit projects. There are deposit liabilities associated with restricted cash related to the pending tax credit projects reported in other liabilities on the Consolidated Balance Sheets. Accounts Receivable and Due from Related Parties Accounts receivable is equal to contractual amounts reduced for allowances, if applicable. Management fees are collected on a quarterly basis. Certain subsidiaries' management fee contracts are collected at the beginning of the quarter, while others are collected in arrears. The management fees reflected in accounts receivable at period end are those that are collected in arrears. Due from related parties represents receivables from the Funds for reimbursable expenses, and management fees collected by a related party of RCP 2 that are owed to RCP 2. Additionally, fees owed to the Company for the advisory agreement entered into upon the closing of the acquisition of ECG and any supplemental agreements entered into after acquisition ("Advisory Agreements"), where ECG provides advisory services to Enhanced Permanent Capital, LLC ("Enhanced PC"), are reflected in due from related parties on the Consolidated Balance Sheets. Notes Receivable Notes receivable is primarily related to contractual amounts owed from signed, secured promissory notes with BCP Partners Holdings, LP ("BCP") as well as certain employees. In addition to contractual amounts, borrowers are obligated to pay interest on outstanding amounts. Refer to Note 6 for further information. Current Expected Credit Losses The Company evaluates accounts receivable, due from related parties, and notes receivable using the current expected credit loss model. The Company determines a current estimate of all expected credit losses over the life of each financial instrument, which may result in recognition of credit losses on loans and receivables before an actual event of default. The Company establishes reserves for any estimated credit losses with a corresponding charge in the Consolidated Statements of Operations. The Company estimates that accounts receivable, due from related parties and notes receivable are fully collectible based on actual historical losses, current conditions, and reasonable and supportable forecasts; accordingly, no allowances have been established as of June 30, 2026 and December 31, 2025 . If accounts are subsequently determined to be uncollectible, they will be expensed in the period that determination is made. Prepaid Expenses and Other Assets Prepaid expenses and other assets consist primarily of prepaid expenses related to technology, insurance, and professional fees. From time to time, there are also investments in allocable state tax credits on the Consolidated Balance Sheets due to timing differences associated with the purchase and sale of state tax credits in the tax credit finance business. As of June 30, 2026 and December 31, 2025 , respectively, there is $ 6.6 million and $ 12.8 million within prepaid expenses and other assets on the Consolidated Balance Sheets associated with allocable state tax credit purchases. Investment in Unconsolidated Subsidiaries For equity investments in entities that we do not control, but over which we exercise significant influence, we use the equity method of accounting. The equity method investments are initially recorded at cost, and their carrying amount is adjusted for the Company’s share in the earnings or losses of each investee, and for distributions received. The Company discontinues applying the equity method if the investment (and net advances) is reduced to zero and shall not record additional losses unless the Company has guaranteed obligations of the investee or is otherwise committed to provide further financial support for the investee. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. The Company 11 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) accounts for its investment in ECP, Enhanced PC, and ECG's asset management businesses using the equity method of accounting. For certain entities in which the Company does not have significant influence and fair value is not readily determinable, these investments are not accounted for on the equity method, but instead as equity securities and we value these investments under the measurement alternative. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, Financial Instruments , requires equity securities to be recorded at cost and adjusted to fair value at each reporting period. However, the guidance allows for a measurement alternative, which is to record the investments at cost, less impairment, if any, and subsequently adjust for observable price changes of identical or similar investments of the same issuer. All other investments in unconsolidated subsidiaries are accounted for under the measurement alternative. Property and Equipment Property and equipment, including furniture and fixtures, computer and purchased software, leasehold improvements, and internal-use software, are recorded at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the terms of the respective leases or service lives of the improvements, whichever is shorter, using the straight-line method. Direct costs associated with developing, purchasing or otherwise acquiring software for internal use are capitalized and amortized on a straight-line basis over the expected useful life of the software, beginning when the software is ready for its intended purpose. Expenditures for major renewals and betterments that extend the useful lives of the property and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. The estimated useful lives of the various assets are as follows: Computers and purchased software 3 - 5 years Capitalized software 4 years Furniture and fixtures 7 - 10 years Long-lived Assets Long-lived assets including property and equipment, lease right-of-use assets, and definite-lived intangibles are evaluated for impairment under FASB ASC 360, Property, Plant, and Equipment . Long-lived assets are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The carrying values of long-lived assets are determined to not be recoverable if the undiscounted estimated future net operating cash flows directly related to the asset or asset group, including any disposal value, is less than the carrying amount of the asset. If the carrying value of an asset is determined to not be recoverable, the impairment loss is measured as the amount by which the carrying value of the asset exceeds its fair value on the measurement date. Fair value is based on the best information available, including prices for similar assets and estimated discounted cash flows. Leases The Company recognizes a lease liability and right-of-use asset in our Consolidated Balance Sheets for contracts that it determines are leases or contain a lease. The Company’s leases primarily consist of operating leases for various office spaces. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the leases. The Company’s right-of-use assets and lease liabilities are recognized at lease commencement, which is when the Company obtains control of the asset, based on the present value of lease payments over the lease term. Lease right-of-use assets include initial direct costs incurred by the Company and are presented net of deferred rent, lease incentives, and certain other existing lease liabilities. Absent an implicit interest rate in the lease, the Company uses its incremental borrowing rate, adjusted for the effects of collateralization, based on the information available at commencement in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease, and the Company would account for this when it is reasonably certain that the Company will exercise those options. Lease expense is recognized on a straight-line basis over the lease term. Additionally, upon amendments or other events, the Company may be required to remeasure our lease liability and right-of-use asset. 12 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) The Company does not recognize a lease liability or right-of-use asset on our Consolidated Balance Sheets for short-term leases. Instead, the Company recognizes short-term lease payments as an expense when incurred. A short-term lease is defined as a lease that, at the commencement date, has a lease term of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise. When determining whether a lease qualifies as a short-term lease, the Company evaluates the lease term and the purchase option in the same manner as all other leases. Revenue Share and Repurchase Arrangement The Company recognizes contingent payments to customers as assets and accrued contingent liabilities in our Consolidated Balance Sheets for agreements between ECG and various third parties. The agreements require ECG to share in certain revenues earned with the third parties and also include an option for the third parties to sell back the revenue share to ECG at a set multiple. Additionally, ECG holds the option to buy back 50% of the revenue share at a set multiple. The Company recognizes liabilities and assets associated with these agreements when it is probable that the option will be exercised. The Company amortizes the contingent payments to customers assets against revenue over the contractual term of the management contract, which is included within management and advisory fees on the Consolidated Statements of Operations. On December 23, 2024, the Company became a guarantor for a related party on a related put option and call option with the same third-party customers and terms. The Company would be required to settle either the put or call options if either is exercised and the related party does not have the means to settle themselves. The Company's accrued contingent liabilities are recognized once it is determined that it is probable the Company would need to settle as guarantor and the amount is estimable and the Company would record a loss at the same time. The Company will reassess at each reporting period. Refer to Note 14 f or further information. Goodwill and Intangible Assets Goodwill is initially measured as the excess of the cost of the acquired business over the sum of the amounts assigned to identifiable assets acquired, less the liabilities assumed. As of June 30, 2026, goodwill recorded on our Consolidated Balance Sheets relates to prior acquisitions. As of June 30, 2026, the intangible assets are comprised of indefinite-lived intangible assets and finite-lived intangible assets related to prior acquisitions. Indefinite-lived intangible assets and goodwill are not amortized. Finite-lived technology is amortized using the straight-line method over its estimated useful life of 4 years . Finite-lived management and advisory contracts, which relate to acquired separate accounts and funds and investor/customer relationships with a specified termination date, are amortized in line with contractual revenue to be received, which range between 7 and 23 years . Certain of our trade names are considered to have finite-lives. Finite-lived trade names are generally amortized over 10 years , and for certain assets over 20 years when the trade name is expected to introduce new investor bases or broader access to a geographic region. This is in line with the pattern in which the economic benefits are expected to occur. Goodwill and indefinite-lived intangibles are reviewed for impairment at least annually as of September 30 utilizing a qualitative or quantitative approach and more frequently if circumstances indicate impairment may have occurred. The impairment testing for goodwill and indefinite-lived intangibles under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of the Company’s reporting unit or asset is less than the respective carrying value. The reporting unit is the reporting level for testing the impairment of goodwill and indefinite-lived intangibles. If it is determined that it is more likely than not that an asset's or reporting unit’s fair value is less than its carrying value, then the Company will determine the fair value of the reporting unit or asset and record an impairment charge for the difference between fair value and carrying value (not to exceed the carrying amount of goodwill or indefinite-lived intangible). Contingent Consideration Contingent consideration is initially measured at fair value on the date of the acquisition. The liabilities are remeasured at fair value on each reporting date, with changes in the fair value reflected in operating expenses on our Consolidated Statements of Operations. As of June 30, 2026 and December 31, 2025 , the contingent consideration on the Consolidated Balance Sheets is related to both the acquisitions of Qualitas and Stellus and the acquisition of Qualitas, respectively. 13 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Accrued Compensation and Benefits Accrued compensation and benefits consist of employee salaries, bonuses, management profit shares, benefits, severance, and acquisition-related earnouts, which are classified as compensation and benefits due to the earnouts being contingent on employment that have not yet been paid. Refer to Note 14 for further information. Certain subsidiaries of the Company maintain a deferred compensation plan for certain employees and executives designed to promote employee retention and align compensation with the Company's long-term objectives. Under the plan, eligible participants may receive a portion of their annual incentive compensation in the form of deferred cash awards. Deferred awards are generally payable in installments over a specified service period, typically three years from the date of award. Participants must remain employed by the Company through the applicable vesting and payment dates to receive the deferred compensation. Unvested amounts are generally forfeited upon termination of employment as defined in the plan documents. The Company accounts for deferred compensation awards as service-based compensation arrangements. Compensation expense is recognized over the requisite service period during which employees are required to provide service in exchange for the awards. A corresponding liability is recorded for the portion of the awards earned as of each reporting date. Compensation expense is adjusted for actual forfeitures. Future payments under the deferred compensation plan are contingent upon participants satisfying the applicable service requirements and, therefore, do not represent fixed contractual obligations until vested. Debt Issuance Costs Costs incurred which are directly related to the issuance of debt are deferred and amortized using the effective interest method and are presented as a reduction to the carrying value of the associated debt on our Consolidated Balance Sheets. As these costs are amortized, they are included in interest expense, net within our Consolidated Statements of Operations. Noncontrolling Interests Noncontrolling interests ("NCI") reflect the portion of income or loss and the corresponding equity attributable to third-party equity holders that are not 100% owned by the Company. Noncontrolling interests are presented as a separate component in our Consolidated Balance Sheets to clearly distinguish between our interests and the economic interests of third parties in those entities. Net income attributable to Ridgepost, as reported in the Consolidated Statements of Operations, is presented net of the portion of net income attributable to holders of noncontrolling interests. NCI is allocated a share of income or loss in the respective consolidated subsidiaries in proportion to their relative ownership interest. Treasury Stock The Company records common stock purchased for treasury at cost. At the date of subsequent reissuance, the treasury stock account is reduced by the cost of such stock using the average cost method. Foreign Currency The Company and substantially all of its subsidiaries utilize the U.S. dollar as their functional currency. The assets and liabilities of the Company’s foreign subsidiaries with non-U.S. dollar functional currencies are translated at exchange rates prevailing at the end of each reporting period. The results of foreign operations are translated using the exchange rates on the respective transaction dates. The resulting translation adjustments are included as a separate component of equity on the Consolidated Balance Sheets and on the Consolidated Statements of Comprehensive Income until realized. Foreign currency transaction gains and losses are included in general, administrative, and other expenses in the Consolidated Statements of Operations. 14 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Fair Value Measurements 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 independent and knowledgeable parties who are willing and able to transact for an asset or liability at the measurement date. We use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs when determining fair value and then we rank the estimated values based on the reliability of the inputs used following the fair value hierarchy set forth by the FASB. As of June 30, 2026 and December 31, 2025, we used the following valuation techniques to measure fair value for assets and there were no changes to these methodologies during the periods presented: Level 1—Assets were valued using the closing price reported in the active market in which the individual security was traded. Level 2—Assets were valued using quoted prices in markets that are not active, broker-dealer quotations, and other methods by which all significant inputs were observable at the measurement date. Level 3—Assets were valued using unobservable inputs in which little or no market data exists as reported by the respective institutions at the measurement date. The carrying values of financial instruments comprising cash and cash equivalents, restricted cash, prepaid assets, accounts payable, accounts receivable, and due from related parties receivables excluding the receivables from the Advisory Agreements approximate fair values due to the short-term maturities of these instruments. The Company estimates the fair value of the credit facility using Level 2 inputs. The Company discounts the future cash flows using current interest rates which the Company could obtain for similar borrowings. The Company’s derivative assets and liabilities consist principally of interest rate collars, which are carried at fair value based on Level 2 inputs. Derivatives entered into by the Company are typically executed over-the-counter and are valued using discounted cash flows along with Black-Scholes option valuation models, where applicable, that primarily use market observable inputs. These models take into account a variety of factors including, where applicable, maturity, interest rate yield curves, and counterparty credit risks. See Note 11 for additional information. The Company estimates the fair value of the due from related parties associated with the Advisory Agreements based on the current expectation of payments. If the payments are not expected to be made on a short-term basis, the fair value is estimated using Level 3 inputs and a discounted cash flow model. See Note 13 for further details on the Advisory Agreements. As of June 30, 2026 and December 31, 2025, the Company has a contingent consideration liability related to the acquisition of Qualitas that was measured at fair value using Level 3 inputs and a Monte Carlo simulation. As of June 30, 2026, the Company has a contingent consideration liability related to the acquisition of Stellus that is measured at fair value using Level 3 inputs and a Black-Scholes-Merton model . See Note 11 for additional information. Derivative Instruments and Hedging Activities The Company is exposed to interest rate risk on our variable rate borrowings. To manage exposure to changes in interest rates, the Company uses derivative instruments, including interest rate collars, which limit exposure to rising rates while allowing partial participation in lower rates. The accounting for changes in the value of derivatives depends on whether the derivative has been designated and qualifies for hedge accounting in accordance with ASC 815, Derivatives and Hedging ("ASC 815"). Derivatives that are not designated as hedges are recorded at fair value with changes recognized in net income on the Consolidated Statements of Operations. The Company applies cash flow hedge accounting to its interest rate collar agreements. To qualify for hedge accounting treatment, a derivative must be highly effective in offsetting changes in the expected future cash flows of the hedged item attributable to the hedged risk. Documentation of the hedging relationship, risk management objectives, and the method for assessing hedge effectiveness is completed at hedge inception and updated on an ongoing basis. See Note 11 for additional information. 15 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Revenue Recognition Revenue is recognized when, or as, the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. While the determination of who the customer is in a contractual arrangement will be made on a contract-by-contract basis, the customer will generally be the Funds or their limited partners for the Company’s significant management and advisory contracts. Management and Advisory Fees The Company earns management fees for asset management services provided to the Funds where the Company has discretion over investment decisions. The Company primarily earns fees for advisory services provided to clients where the Company does not have discretion over investment decisions. Management and advisory fees received in advance reflect the amount of fees that have been received prior to the period the fees are earned. These fees are recorded as deferred revenues on the Consolidated Balance Sheets due to the performance obligation not being satisfied at the time of collection. For asset management and advisory services, the Company typically satisfies its performance obligations over time as the services are provided as a distinct series of daily performance obligations that the customer simultaneously benefits from as they are performed. Asset management fees and advisory services fees are based on the contractual terms of each contract which differ, such as fees calculated based on committed capital or deployed capital, fees initially calculated based on committed capital during the investment period and on net invested capital through the remainder of the fund’s term, fees that step down during specified periods of the fund's term, fees based on a percentage of gross assets, or fees based on assets under management. At contract inception, no revenue is estimated as the fees are variable amounts that are susceptible to factors outside our control. Fees are recognized for services provided during the period, which are distinct from services provided in other periods. In certain asset management and advisory agreements progress is measured using the practical expedient under the output method resulting in the recognition of revenue in the amount for which the Company has a right to invoice. When determining the transaction price, variable consideration may be included only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. Management fees also include incentive fees based on net investment income, which are subject to performance hurdles. Such incentive fees are classified as management and advisory fees in the Consolidated Statements of Operations as the fees are consideration for the management service performance obligation, not subject to repayment, and cash-settled each quarter. Other advisory services include transaction and management fees associated with managing the origination and ongoing compliance of certain investments. The Company allocates a portion of consideration received under an arrangement to a financing component when it determines that a significant financing component exists. The Company does not adjust the promised amount of consideration for the effects of a significant financing component if, at each contract inception the Company expects that the period between services being provided and cash collection would be less than one year. To the extent the Company determines that there is a significant financing component in a contract with a customer, it determines the impact of the time value of money in adjusting the transaction price to account for the income associated with the financing component by estimating the discount rate that would be reflected in a separate financing transaction between the customer and the Company at contract inception, based upon the credit characteristics of the customer receiving financing in the contract. The Company is applying the optional disclosure exemption for variable consideration for unsatisfied performance obligations, as the variable consideration relates to these unsatisfied performance obligations being fulfilled as a series. The performance obligations related to these contracts are expected to be satisfied over the next 1 - 10 years as services are provided to the customer. Catch-up fees are earned from investors that make commitments to a previously launched fund after the first fund closing occurs, but during the fundraising period. Contractual terms require the investors to pay a catch-up fee as if they had committed to the fund at the first closing. Catch-up fees are recorded as revenue when such commitments are made as variable consideration. 16 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Other Revenue Other revenue on our Consolidated Statements of Operations primarily consists of subscriptions, consulting agreements, interest income, and referral fees. Interest income is from interest-bearing fund bank accounts managed by the Company and is consideration per the Limited Partner Agreements. Interest income is recognized as it is earned. The subscription and consulting agreements typically have renewable one-year lives, and revenue is recognized ratably over the current term of the subscription or the agreement. If subscriptions or fees have been paid in advance, these fees are recorded as deferred revenues on our Consolidated Balance Sheets. Referral fee revenue is recognized upon closing of certain opportunities, which is when the performance obligation has been satisfied. The acquisition of Stellus added arrangement fees. Arrangement fees are transaction-based fees earned in connection with financing activities undertaken by investment funds and portfolio companies managed or advised by the Company. Such fees may arise from debt origination and placement activities, refinancing transactions, amendments and restructurings of existing financing arrangements, incremental debt raises, lender participation structures, and other financing execution services. Income Taxes Current income tax expense represents our estimated taxes to be paid or refunded for the current period. In accordance with ASC 740, Income Taxes ("ASC 740"), we recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount we believe is more likely than not to be realized. Uncertain tax positions are recognized only when we believe it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. We recognize interest and penalties, if any, related to uncertain tax positions in income tax expense. We file various federal, state, and local tax returns based on federal, state, and local consolidation and stand-alone tax rules as applicable. Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing net income attributable to common stockholders by the weighted-average number of common shares. Diluted EPS includes the determinants of basic EPS and common stock equivalents outstanding during the period adjusted to give effect to potentially dilutive securities, if the Company is in a net income position. Because the impact of these items is generally anti-dilutive during periods of net loss, there is no difference between basic and diluted loss per common share for periods with net losses. See Note 17 for additional information. When the Company is in a net income position, the denominator in the computation of diluted EPS is impacted by additional common shares that would have been outstanding if dilutive potential shares of common stock had been issued. Potential shares of common stock that may be issued by the Company include shares of common stock that may be issued upon exercise of outstanding stock options as well as the vesting of restricted stock units or vesting upon the termination of an acquisition holdback period. Under the treasury stock method, the unexercised options are assumed to be exercised at the beginning of the period or at issuance, if later. The assumed proceeds are then used to purchase shares of common stock at the average market price during the period. Also included in the diluted EPS denominator are the units of Ridgepost, LLC owned by the sellers of WTI and Stellus, assuming the option to exchange the units for shares of Class A common stock of the Company is exercised in full. Stock-Based Compensation Expense Stock-based compensation relates to grants of shares of Ridgepost awarded to our employees through stock options as well as RSUs awarded to employees and RSAs issued to non-employee directors as compensation for service on the Company's board. Stock compensation expense for awards that cliff-vest after a service period or both a service condition and a performance condition that are likely to be met is recorded ratably over the vesting period at the fair market value on the grant date. For awards with graded vesting, and that require only a service condition, the Company elected, in accordance 17 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) with ASC 718, Compensation - Stock Compensation ("ASC 718"), to treat these awards as single awards for recognition purposes and recognize compensation on a straight-line basis over the requisite service period of the entire award. For awards with graded vesting and that require a market condition to vest, the Company treats each expected vesting tranche as an individual award and recognizes expense ratably over the vesting period at the fair market value on the grant date. Certain acquisition-related RSUs vest after meeting certain performance metrics. For these, the Company uses the tranche method and recognizes expense for each tranche of RSUs deemed probable of vesting on a straight-line basis over the expected vesting period. The Company evaluates the probability of vesting at each reporting period. Unvested units are remeasured quarterly against performance metrics as equity, in accordance with GAAP, on the Consolidated Balance Sheets. Forfeitures are recognized as they occur. Refer to Note 16 f or further discussion. Segment Reporting According to ASC 280, Segment Reporting , operating segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which discrete financial information is available and is evaluated regularly by the chief operating decision maker ("CODM") in deciding how to allocate resources and in assessing performance. The Company operates its business as a single operating segment, which is how our CODM evaluates financial performance and makes decisions regarding the allocation of resources. The CODM, who is responsible for allocating resources and assessing performance of the reportable segment, has been identified as the Chief Executive Officer. The CODM assesses performance for the single segment and decides how to allocate resources based on consolidated net income that also is reported on the Consolidated Statements of Operations as net income. The measure of segment assets is reported on the Consolidated Balance Sheets as total assets. The CODM uses these metrics for purposes of making operating decisions and assessing financial performance. The CODM considers forecast to actual variances when making decisions about allocating capital and personnel. Business Acquisitions In accordance with ASC 805, Business Combinations (“ASC 805”), the Company identifies a business to have three key elements: inputs, processes, and outputs. While an integrated set of assets and activities that is a business usually has outputs, outputs are not required to be present. In addition, all the inputs and processes that a seller uses in operating a set of assets and activities are not required if market participants can acquire the set of assets and activities and continue to produce outputs. In addition, the Company also performs a screen test to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, the set of assets is not a business. If the set of assets and activities is not considered a business, it is accounted for as an asset acquisition using a cost accumulation model. In the cost accumulation model, the cost of the acquisition, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. For business combinations that are effected primarily by exchanging equity interests in which VIEs are acquired, the Company determines the acquirer in the transaction through considering the following factors: the acquirer is usually (i) the entity that issued equity interests, (ii) the entity that is relatively larger, and (iii) if the combination involves more than two entities, then the entity initiating the combination. The Company includes the results of operations of acquired businesses beginning on the respective acquisition dates. In accordance with ASC 805, the Company allocates the purchase price of an acquired business to its identifiable assets and liabilities based on the estimated fair values using the acquisition method. The excess of the purchase price over the amount allocated to the assets and liabilities, if any, is recorded as goodwill. The excess value of the net identifiable assets and liabilities acquired over the purchase price of an acquired business is recorded as a bargain purchase gain. The Company uses all available information to estimate fair values of identifiable intangible assets and property acquired. In making these determinations, the Company may engage an independent third-party valuation specialist to assist with the valuation of certain intangible assets and tax assets and liabilities. The consideration for certain of our acquisitions may include liability-classified contingent consideration, which is determined based on formulas stated in the applicable purchase agreements. The amount to be paid under these arrangements is based on certain financial performance measures subsequent to the acquisitions. The contingent consideration included in the purchase price is measured at fair value on the date of the acquisition. The liabilities are remeasured at fair value on each reporting date, with changes in the fair value reflected in operating expenses on our Consolidated Statements of Operations. 18 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) For business acquisitions, the Company recognizes the fair value of goodwill and other acquired intangible assets, and estimated contingent consideration at the acquisition date as part of the purchase price. These non-recurring fair value measurements are based on unobservable (Level 3) inputs. Dividends Dividends are reflected in the consolidated financial statements when declared. Recent Accounting Pronouncements Pronouncements Recently Adopted Effective January 1, 2025, the Company adopted ASU 2023-09, Improvements to Income Tax Disclosures ("ASU 2023-09"), to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. The Company includes the additional required disclosures in the consolidated financial statements. Refer to Note 15 in our annual report on Form 10-K for the year ended December 31, 2025. Effective January 1, 2026, the Company adopted ASU 2025-03, Determining the Accounting Acquirer in the Acquisition of a VIE ("ASU 2025-03"), which replaces the requirement that the primary beneficiary always is the acquirer in an acquisition transaction of a VIE with language to require the entities to determine the accounting acquirer through consideration of the factors listed in ASC 805-10-55-12 through 55-15. The adoption of ASU 2025-03 did not have a material impact on the Company's consolidated financial statements. Pronouncements Not Yet Adopted On November 4, 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures ("ASU 2024-03"), which requires additional disclosure of the nature of expenses included in the Consolidated Statements of Operations. The standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the Consolidated Statements of Operations as well as disclosures about selling expenses. ASU 2024-03 is effective for our fiscal year beginning on January 1, 2027, and interim periods beginning on January 1, 2028. Entities should apply the guidance prospectively although retrospective application is permitted. The Company is evaluating the effects of these amendments on our financial reporting. On September 18, 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06"), which removed all references to project stages throughout Subtopic 350-40. This standard requires entities to start capitalizing software costs when both management has authorized and committed to funding the software project, and it is probable that the project will be completed and the software will be used. ASU 2025-06 is effective for our fiscal year beginning on January 1, 2028. The Company is evaluating the effects of these amendments on our financial reporting. In December 2025, the FASB issued ASU 2025-12, Codification Improvements ("ASU 2025-12"), which clarifies, corrects, or improves codification around several aspects of accounting guidance. ASU 2025-12 is effective for our fiscal year beginning on January 1, 2027. The Company does not anticipate the effects of these amendments to have a material impact on our financial reporting. Note 3. Acquisitions Qualitas Acquisition On April 4, 2025 , the Company completed the Qualitas purchase for total consideration of $ 73.8 million. The acquisition was accounted for as a business combination under the acquisition method of accounting pursuant to ASC 805. Qualitas is a Madrid-based private equity investing platform that provides fund-of-funds, direct co-investing and NAV financing opportunities in the European lower-middle market to limited partners across the ultra-high-net-worth, family office, and institutional channels. The fair value consisted of $ 24.4 million in net assets and $ 49.4 million in goodwill. 19 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) The following is a summary of consideration paid: Fair Value Cash $ 42,705 Fair value of equity consideration 19,283 Fair value of contingent consideration 11,846 Total purchase consideration $ 73,834 The fair value of the contingent consideration was calculated using a Monte Carlo simulation based on future net revenue projections of Qualitas, acquisition-specific terms and conditions, and a risk-adjusted discount rate. The determined risk-adjusted discount rate for the contingent consideration of 12.8 % is a significant unobservable input. The following table presents the fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 2,468 Accounts receivable 1,409 Due from related parties 51 Prepaid expenses and other assets 351 Property and equipment, net 170 Right-of-use assets 775 Intangible assets, net 31,306 Total assets acquired $ 36,530 LIABILITIES Accounts payable and accrued expenses $ 2,105 Accrued compensation and benefits 176 Deferred revenues 1,246 Lease liabilities 775 Deferred tax liabilities 7,826 Total liabilities assumed $ 12,128 Net identifiable assets acquired $ 24,402 Goodwill 49,432 Net assets acquired $ 73,834 The fair value of the identifiable intangible assets was calculated using a discounted cash flow model based on risk-adjusted discount rates, and projections of future fund revenues. The determined risk-adjusted discount rates for the identifiable intangible assets ranged from 15.5 % to 17.0 %. The determined risk-adjusted discount rates were a significant unobservable input. The following table presents the fair value of the identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management and advisory contracts $ 20,102 10 Value of direct investors and intermediary relationships 9,776 13 Value of trade name 879 20 Value of technology 549 4 Total identifiable intangible assets $ 31,306 Goodwill The goodwill recorded as part of the acquisition includes the expected benefits that management believes will result from the acquisition, including the Company's build-out of its investment product offering. 20 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Stellus Acquisition On June 22, 2026 , the Company completed the Stellus purchase for total consideration of $ 230.9 million. The acquisition was accounted for as a business combination under the acquisition method of accounting pursuant to ASC 805. Stellus is a Houston, Texas-based private credit investment firm focused on providing first-lien, senior secured loans to lower middle-market, private equity-sponsored companies across the U.S. The provisional fair value consisted of $ 183.6 million in net assets and $ 55.1 million in goodwill. The following is a summary of consideration paid: Fair Value Cash $ 129,809 Fair value of equity consideration 94,515 Fair value of contingent consideration 6,600 Total purchase consideration $ 230,924 The provisional fair value of the contingent consideration was calculated using a Black-Scholes-Merton model based on future revenue projections of Stellus, acquisition-specific terms and conditions, and a risk-adjusted discount rate. The determined risk-adjusted discount rates for the 2027 and 2029 contingent considerations of 11.8 % to 12.0 %, respectively, are significant unobservable inputs. The acquisition date fair value of certain assets and liabilities, including intangible assets acquired and related weighted average expected lives are provisional and subject to revision within one year of the acquisition date. As such, our estimates of fair value are pending finalization, which may result in adjustments to goodwill. The following table presents the provisional fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 2,634 Accounts receivable 6,340 Due from related parties 208 Prepaid expenses and other assets 529 Property and equipment, net 73 Right-of-use assets 259 Intangible assets, net 178,400 Total assets acquired $ 188,443 LIABILITIES Accounts payable and accrued expenses $ 1,611 Accrued compensation and benefits 2,841 Deferred revenues 159 Lease liabilities 259 Total liabilities assumed 4,870 Net identifiable assets acquired $ 183,573 Goodwill 55,070 Less: fair value of noncontrolling interests ( 7,719 ) Net assets acquired $ 230,924 The provisional fair value of the identifiable intangible assets was calculated using a discounted cash flow model based on risk-adjusted discount rates. The determined risk-adjusted discount rates for the identifiable intangible assets ranged from 21 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) 15.5 % to 17.0 %. The determined risk-adjusted discount rates are significant unobservable inputs. The following table presents the provisional fair value of the identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management and advisory contracts $ 172,800 23 Value of direct investors and intermediary relationships 4,000 8 Value of trade name 1,600 10 Total identifiable intangible assets $ 178,400 Goodwill The goodwill recorded as part of the acquisition includes the expected benefits that management believes will result from the acquisition, including the Company's build-out of its investment product offering. Pro Forma Financial Information The following unaudited pro forma condensed consolidated results of operations of the Company assumes the acquisition of Stellus was completed on January 1, 2025, including the results from operations for the acquired business as well as the impact of assumed financing of the transaction and the impact of the purchase price allocation (including the amortization of acquired intangible assets and interest expense based on debt issued). Additionally, this does not reflect any pro forma adjustments related to the acquisition which occurred in 2025. For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 Revenue $ 89,115 $ 81,714 $ 172,706 $ 158,261 Net income attributable to Ridgepost Capital 7,439 4,437 14,774 9,416 Note 4. Revenue The following presents revenues disaggregated by nature: For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 Management fees $ 77,813 $ 69,830 $ 149,778 $ 135,067 Advisory fees 1,708 1,686 3,352 3,184 Subscriptions 337 227 505 386 Other revenue 1,056 961 2,303 1,734 Total revenues $ 80,914 $ 72,704 $ 155,938 $ 140,371 Contract Liabilities Our contract liabilities represent deferred revenue. We record contract liabilities when cash payments are received in advance of our performance. We recognized $ 0.4 million and $ 16.7 million of revenue for the three and six months ended June 30, 2026, respectively, that was included in the contract liabilities balance as of December 31, 2025 . Note 5. Strategic Alliance Expense In connection with the Bonaccord acquisition, Bonaccord entered into a Strategic Alliance Agreement ("SAA") with a third-party investor. This SAA provides the third party the right to receive 15 % of the net management fee earnings, which includes the management fees minus applicable expenses, for Bonaccord Fund I and subsequent funds, paid quarterly, in exchange for funding certain amounts of capital commitments to the fund. The amount of net management fee earnings the 22 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) third party has the right to receive is based on their total capital committed. For the three and six months ended June 30, 2026, the strategic alliance expense reported was $ 0 . For the three and six months ended June 30, 2025, the strategic alliance expense reported was $ 0 and $ 0.7 million, respectively. This is reported on the Consolidated Statements of Operations as strategic alliance expense in operating expenses. After the final closing of Bonaccord Fund II ("Fund II"), the third party had the opportunity to acquire, at the price at the time of the original acquisition, equity interests in Bonaccord based on the amount of commitment made. For each $ 5.0 million, up to a maximum of $ 250.0 million in irrevocable capital commitments to Fund II, the third party could acquire 10 basis points up to a maximum of 5 % equity in Bonaccord. The third party would be entitled to receive distributions of net management fee earnings by the percentage acquired, retroactive to the date of the first close in Fund II. The maximum commitment requirement has been met and Fund II reached the final close on December 24, 2024. Effective April 1, 2025, the third party exercised their option to acquire equity in Bonaccord which entitled them to receive the distributions of net management fee earnings by the maximum 5 % acquired. Simultaneously with the third party exercising their option to acquire equity in Bonaccord, the Company and the third party entered into an agreement whereby the 15 % of the net management fee earnings was converted into a 15 % equity interest in Bonaccord. As a result of these transactions, the third party now has a total of 20 % equity interest in Bonaccord. The new agreement allows for quarterly cash distributions to the third party equal to 20 % of net management fee earnings, with all other distributions being provided to the Company. For the three and six months ended June 30, 2026, the portion of income or loss to the third-party equity holder was $ 0.8 million and $ 1.5 million, respectively. For the three and six months ended June 30, 2025, the portion of income or loss to the third-party equity holder was $ 0.7 million . The portion of income or loss and the corresponding equity attributable to third-party equity holder is recognized in non-controlling interest on the consolidated financial statements. For the six months ended June 30, 2026 and 2025 , the distributions to the third party were $ 1.7 million and $ 0 , respectively. The Company recognized a $ 6.5 million loss on the conversion of the right to receive 15 % of net management fee earnings to a 15 % equity interest in Bonaccord for the three and six months ended June 30, 2025, which is included in other income/(loss) on the Consolidated Statements of Operations. The same third party also has the option to purchase equity in Bonaccord under similar terms for Bonaccord Fund III ("Fund III"), except for every $ 5 million committed, up to a maximum of $ 250.0 million in irrevocable capital commitments to Fund III, the third party can purchase 9.8 basis points, up to a maximum of 4.9 %. This maximum commitment has been met as of December 31, 2025. Fund III has not yet reached the final close, but the Company believes it is probable that the third party will exercise the option to acquire equity in Bonaccord. If exercised, the purchase price shall be reduced by the amount of management fee distributions, which the third party would have been paid as of the initial closing of Fund III. For funds subsequent to Fund III, the third party has continual commitment conditions. If these commitment conditions are not satisfied, then within 60 days of the final closing of such subsequent fund, the Company may elect to repurchase the equity granted to the third party from exercising their options related to Fund II and Fund III. The repurchase shall be at the fair market value of such equi ty at that point in time. Note 6. Notes Receivable The Company has three significant types of notes receivable. The first is an Advance Agreement and Secured Promissory Note that was executed on September 30, 2021 between the Company and BCP to lend funds to certain employees to be used to pay general partner commitments to certain funds managed by Bonaccord. This agreement provides for a note to BCP for $ 5.0 million. The note will earn interest at the greater of (i) the applicable federal rate that must be charged to avoid imputation of interest under Section 1274(d) of the U.S. Internal Revenue Code and (ii) 5.5 %. The stated interest rate is the effective rate. Interest will be paid on December 31st of each year commencing December 31, 2021, with any unpaid accrued interest being capitalized and added to the outstanding principal balance . Principal payments will be made periodically from mandatorily required payments from available cash flows at BCP. As of June 30, 2026, the balance outstanding is $ 5.1 million, which includes unpaid accrued interest added to the outstanding principal balance. The maturity date of the note receivable is September 30, 2031 . The second consists of Secured Promissory Notes that were executed on October 13, 2023 between the Company and certain employees of Bonaccord to lend funds to be used to pay general partner commitments to certain funds managed by Bonaccord. The notes provided $ 1.0 million of cash, in aggregate, to certain employees and are collateralized by such employees' privately owned shares of the Company. The term of the additional notes is five years , maturing on October 13, 2028 with all principal due at maturity. The notes accrue interest at Secured Overnight Financing Rate ("SOFR") plus 2.10% 23 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) and are payable annually on October 13 in arrears , with any unpaid accrued interest being capitalized and added to the outstanding principal balance. As of June 30, 2026, the balance outstanding i s $ 1.2 million, which includes unpaid accrued interest added to the outstanding principal balance. The third consists of a Loan Agreement and Secured Promissory Notes that were executed on September 26, 2024 between Bonaccord and certain general partners to lend funds to pay general partners' commitments to certain funds managed by Bonaccord. The notes provide an aggregate maximum facility of $ 4.0 million and are collateralized by such general partners' interest in the funds with a maturity date of September 26, 2034 . The notes accrue interest at SOFR plus 2.10% and are payable quarterly , with any unpaid accrued interest being capitalized and added to the outstanding principal balance. SOFR is determined on the first day of each quarter. As of June 30, 2026, the balance outstanding is $ 0.6 million, which includes unpaid accrued interest added to the outstanding principal balance. As of June 30, 2026 and December 31, 2025, the total notes receivable balance associated with these notes was $ 6.9 m illion and $ 7.2 million, respectively. The Company recognized interest income o f $ 0.1 million an d $ 0.2 million for the three and six months ended June 30, 2026 , respectively, and $ 0.1 million and $ 0.2 million for the three and six months ended June 30, 2025 , respectively. Note 7. Variable Interest Entities Consolidated VIEs The Company consolidates certain VIEs for which it is the primary beneficiary. VIEs consist of certain operating entities not wholly owned by the Company and include Ridgepost, LLC, Holdco, RCP 2, RCP 3, TrueBridge, Hark, Bonaccord, WTI, Qualitas, and Stellus Private BDC Advisor, LLC. The assets of the consolidated VIEs totaled $ 665.3 mi llion and $ 644.3 million as of June 30, 2026 and December 31, 2025, respectively. The liabilities of the consolidated VIEs totaled $ 617.9 million and $ 511.5 million as of June 30, 2026 and December 31, 2025, respectively. The assets of our consolidated VIEs are owned by those entities and not generally available to satisfy Ridgepost’s obligations. With the exception of the Company's credit facilities, the liabilities of our consolidated VIEs are obligations of those entities and their creditors do not generally have recourse to the assets of Ridgepost. Unconsolidated VIEs Through its subsidiary, ECG, the Company holds variable interests in the form of direct equity interests in certain VIEs that are not consolidated because the Company is not the primary beneficiary. The Company's maximum exposure to loss is limited to the potential loss of assets recognized relating to these unconsolidated entities. These variable interests are included in investment in unconsolidated subsidiaries on the accompanying Consolidated Balance Sheets. Note 8. Investment in Unconsolidated Subsidiaries The Company’s investment in unconsolidated subsidiaries consists of unconsolidated equity method investments primarily related to ECG’s tax credit finance and asset management activities. Additionally, the investments in Enhanced Capital Partners and Enhanced PC are recorded at zero . The Company, therefore, suspended the use of the equity method of accounting because the Company has no guaranteed obligations or commitments to provide financial support to the investee. As of June 30, 2026 and December 31, 2025, investment in unconsolidated subsidiaries totaled $ 1.4 million, of which $ 0.8 million related to RCP's investment in a privately held investment manage r, $ 0.5 m illion related to ECG’s asset management businesses, and $ 0.1 million related to ECG’s tax credit finance businesses. Note 9. Property and Equipment Property and equipment consist of the following: 24 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) As of June 30, As of December 31, 2026 2025 Computers and purchased software $ 2,692 $ 2,197 Capitalized software 976 750 Furniture and fixtures 3,567 3,372 Leasehold improvements 9,514 9,124 16,749 15,443 Less: accumulated depreciation ( 6,704 ) ( 5,273 ) Total property and equipment, net $ 10,045 $ 10,170 Note 10. Goodwill and Intangibles Changes in goodwill for the six months ended June 30, 2026 are as follows: Balance at December 31, 2025 $ 558,978 Increase from acquisitions 55,070 Change related to foreign currency translations ( 1,691 ) Balance at June 30, 2026 $ 612,357 Intangibles consist of the following as of June 30, 2026: Investor and Intermediary Relationships Management and Advisory Contracts Technology Trade Names Total Gross Carrying Amount Indefinite-lived intangible assets: Balance as of December 31, 2025 $ — $ — $ 30 $ 17,375 $ 17,405 Impact of exchange rate movements — — — — — Balance as of June 30, 2026 $ — $ — $ 30 $ 17,375 $ 17,405 Finite-lived intangible assets Balance as of December 31, 2025 $ 10,478 $ 216,211 $ 793 $ 29,181 $ 256,663 Additions 4,000 172,800 — 1,600 178,400 Impact of exchange rate movements ( 335 ) ( 688 ) ( 19 ) ( 30 ) ( 1,072 ) Balance as of June 30, 2026 $ 14,143 $ 388,323 $ 774 $ 30,751 $ 433,991 Accumulated Amortization Balance as of December 31, 2025 $ ( 204 ) $ ( 155,462 ) $ ( 252 ) $ ( 10,882 ) $ ( 166,800 ) Amortization expense ( 427 ) ( 9,299 ) ( 95 ) ( 1,403 ) ( 11,224 ) Impact of exchange rate movements 15 115 7 — 137 Balance as of June 30, 2026 $ ( 616 ) $ ( 164,646 ) $ ( 340 ) $ ( 12,285 ) $ ( 177,887 ) Total intangible assets, net balance as of June 30, 2026 $ 13,527 $ 223,677 $ 464 $ 35,841 $ 273,509 25 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Intangibles consist of the following as of June 30, 2025: Investor and Intermediary Relationships Management and Advisory Contracts Technology Trade Names Total Gross Carrying Amount Indefinite-lived intangible assets: Balance as of December 31, 2024 $ — $ — $ 30 $ 17,375 $ 17,405 Impact of exchange rate movements — — — — — Balance as of June 30, 2025 $ — $ — $ 30 $ 17,375 $ 17,405 Finite-lived intangible assets Balance as of December 31, 2024 $ — $ 194,666 $ 2,386 $ 28,240 $ 225,292 Additions, net of adjustments 9,776 20,102 549 879 31,306 Adjustment for fully amortized intangibles — — ( 2,200 ) — ( 2,200 ) Impact of exchange rate movements 654 1,345 38 58 2,095 Balance as of June 30, 2025 $ 10,430 $ 216,113 $ 773 $ 29,177 $ 256,493 Accumulated Amortization Balance as of December 31, 2024 $ — $ ( 134,494 ) $ ( 2,292 ) $ ( 8,322 ) $ ( 145,108 ) Amortization expense ( 51 ) ( 10,079 ) ( 60 ) ( 1,278 ) ( 11,468 ) Adjustment for fully amortized intangibles — — 2,200 — 2,200 Impact of exchange rate movements ( 1 ) ( 20 ) ( 2 ) — ( 23 ) Balance as of June 30, 2025 $ ( 52 ) $ ( 144,593 ) $ ( 154 ) $ ( 9,600 ) $ ( 154,399 ) Total intangible assets, net balance as of June 30, 2025 $ 10,378 $ 71,520 $ 649 $ 36,952 $ 119,499 Management and advisory contracts and finite-lived trade names are amortized over 7 - 23 years and are being amortized in line with the economic benefits that are expected to occur. Technology is generally amortized on a straight-line basis or in line with the economic benefits that are expected to occur over 4 years. Direct investors and intermediary relationships are being amortized in line with the economic benefits that are expected to occur over 7 - 13 years. The amortization expense for each of the next five years and thereafter is as follows: 2026 $ 13,254 2027 25,150 2028 21,993 2029 19,733 2030 16,146 Thereafter 159,828 Total amortization $ 256,104 26 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Note 11. Fair Value Measurements Financial Instruments not recognized at Fair Value The Company measures certain assets and liabilities at fair value on a recurring basis, which are discussed below. Our financial instruments not recognized at fair value were as follows: As of June 30, 2026 As of December 31, 2025 Carrying Value Fair Value Carrying Value Fair Value Fair Value Level Reference Assets Due from related party - Advisory Agreements $ 89,897 $ 63,273 $ 83,900 $ 55,455 3 Note 13 Liabilities Debt Obligations $ 490,771 $ 490,771 $ 373,204 $ 373,204 2 Note 12 Earnouts associated with the acquisitions of Qualitas and Stellus On April 4, 2025, included in total consideration of the Qualitas acquisition was an earnout payment not to exceed € 31.7 million. The amount ultimately owed to the sellers is based on the run-rate net revenue as of December 31, 2027 from newly launched Qualitas funds post acquisition. Any earnout payment will be paid no later than December 31, 2028 in a mix of cash and Class A common stock at the sellers' election, with no more than 65 % payable in cash. As of June 30, 2026 , no earnout payment has been earned or paid. The determined risk-adjusted discount rates for the contingent consideration of 8.8 % and 13.5 % were the significant unobservable inputs as of June 30, 2026 and December 31, 2025 . Remeasurement of the contingent consideration resulted in $ 2.2 million of expense and $ 1.8 million of a gain recognized for the three and six months ended June 30, 2026, respectively. Total remeasurement expense recognized for the three and six months ended June 30, 2025 wa s $ 1.1 million . This is included in contingent consideration expense on the Consolidated Statements of Operations. On June 22, 2026, included in total consideration of the Stellus acquisition was an earnout payment not to exceed $ 60.0 million. The amount ultimately owed to the sellers is based on the fee-related revenue of Stellus for the years ending December 31, 2027, and December 31, 2029. Any earnout payment will be paid in a mix of cash and partnership units in Ridgepost Capital, LLC at the seller's election, with no more than 50 % payable in cash. As of June 30, 2026, no earnout payment has been earned or paid. Total remeasurement expense recognized for both the three and six months ended June 30, 2026 , was $ 0 . Any remeasurement expense will be included in contingent consideration expense on the Consolidated Statements of Operations. Derivative instruments and hedging activities In September 2025, the Company entered into an interest rate collar agreement to hedge the variability in cash flows associated with its variable-rate borrowings under the Amended and Restated Credit Agreement (as defined below). The collar has a notional amount of $ 211.3 million, effective as of September 30, 2025, and a termination date of August 1, 2028 . The collar references the 3-month United States Dollar ("USD") SOFR Chicago Mercantile Exchange ("CME") term rate ("USD-SOFR-CME"), with a cap strike rate of 4.25 % and a floor strike rate of 2.31 %. The Company records the effective portion of changes in the fair value of its cash flow hedges to other comprehensive income, net of tax, and subsequently reclassifies these amounts into earnings in the period during which the hedged transaction is recognized. Any changes in fair value of hedges that are determined to be ineffective are immediately reclassified from accumulated other comprehensive income into earnings. For the three and six months ended June 30, 2026 , the Company recorded an unrealized gain on interest rate derivatives, net of tax of $ 0.7 million and $ 0.9 million, respectively, which is included in other comprehensive income. For the three and six months ended June 30, 2025 , the Company recorded an unrealized gain on interest rate derivatives, net of tax for $ 0 , which is included in other comprehensive income. The Company estimates that an insignificant amount currently recorded in accumulated other comprehensive income will be recognized in earnings over the next 12 months. When derivatives are used, the Company is exposed to credit loss in the event of non-performance by the counterparties; non-performance risk is incorporated into the valuation of the hedges, but non-performance by any of our derivative counterparties is not anticipated. ASC 815 requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the balance sheet. The fair values of the interest rate derivatives are based on quoted market prices for similar instruments from commercial banks, which are significant observable inputs or Level 2 inputs. 27 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) The amounts included in accumulated other comprehensive income will be reclassified to interest expense should the hedges no longer be considered effective. No amount of ineffectiveness was included in net income for the three and six months ended June 30, 2026 and 2025.The Company will continue to assess the effectiveness of the hedges on an ongoing basis. The following table presents all recurring items measured at fair value as of June 30, 2026. As of June 30, 2026 Level I Level II Level III Total Assets Derivative assets $ - $ 869 $ - $ 869 Total assets $ - $ 869 $ - $ 869 Liabilities Contingent consideration obligation $ - $ - $ 19,935 $ 19,935 Total liabilities $ - $ - $ 19,935 $ 19,935 For the liabilities and assets presented in the tables above, there were no changes in fair value hierarchy levels during the six months ended June 30, 2026. The following table presents all recurring items measured at fair value as of December 31, 2025: As of December 31, 2025 Level I Level II Level III Total Assets Derivative assets $ - $ 74 $ - $ 74 Total assets $ - $ 74 $ - $ 74 Liabilities Contingent consideration obligation $ - $ - $ 15,599 $ 15,599 Total liabilities $ - $ - $ 15,599 $ 15,599 The changes in the fair value of Level III financial instruments are set forth below: Contingent Consideration Liability For the Six Months Ended June 30, 2026 2025 Balance, beginning of year: $ 15,599 $ - Additions 6,600 11,259 Change in fair value ( 1,793 ) 1,109 Impact of exchange rate movements ( 471 ) 758 Settlements - - Balance, end of period: $ 19,935 $ 13,126 Until transferred out of Level 3 fair value measurement, the fair value of the contingent consideration liability represents the fair value of future payments upon satisfaction of performance targets. The assumptions used in the analysis are inherently subjective; therefore, the ultimate amount of the contingent consideration liability primarily relates to the expected future payments of obligations with a discount rate applied. The contingent consideration liability is included in contingent consideration on the Consolidated Balance Sheets. 28 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Note 12. Debt Obligations Debt obligations consist of the following: As of As of June 30, December 31, 2026 2025 Revolver facility $ 181,000 $ 56,000 Debt issuance costs ( 1,970 ) ( 2,386 ) Revolver facility, net $ 179,030 $ 53,614 Term loan $ 312,813 $ 320,938 Debt issuance costs ( 1,072 ) ( 1,348 ) Term loan, net $ 311,741 $ 319,590 Total debt obligations, net $ 490,771 $ 373,204 The principal balance consists of the following tranches as of June 30, 2026: As of June 30, 2026 Principal Amount Base Rate SOFR Rate Rate Expiration Date Term Loan $ 312,813 2.60 % 3.67 % 11/5/2026 Revolver - Tranche 1 12,500 2.60 % 3.66 % 8/27/2026 Revolver - Tranche 2 15,000 2.60 % 3.67 % 7/23/2026 Revolver - Tranche 3 7,500 2.60 % 3.64 % 8/19/2026 Revolver - Tranche 4 7,000 2.60 % 3.63 % 7/15/2026 Revolver - Tranche 5 139,000 2.60 % 3.67 % 9/18/2026 Total $ 493,813 Revolving Credit Facility and Term Loan On December 22, 2021, the Company entered into a credit agreement (the "Credit Agreement") with JPMorgan Chase Bank, N.A., in its capacity as administrative agent and collateral agent (the "Agent"), and Texas Capital Bank, as joint lead arrangers and joint bookrunners, and the other loan parties party thereto. The Credit Agreement consisted of two facilities: a revolving credit facility with an available balance of $ 125 million (the "Revolver Facility") and a term loan for $ 125 million (the "Term Loan"). In addition to the Term Loan and Revolver Facility, the Credit Agreement also includes a $ 125 million accordion feature, which was exercised in October 2022. On August 1, 2024, the Company entered into a restatement agreement, which amended and restated the Credit Agreement (the "Amended and Restated Credit Agreement"). The Amended and Restated Credit Agreement provides for a new senior secured revolving credit facility in the amount of $ 175 million, with a $ 10 million sublimit for the issuance of letters of credit (the "New Revolving Facility"), and a new senior term loan facility in the amount of $ 325 million (the "New Term Loan" and, together with the New Revolving Facility, the "Amended and Restated Credit Facilities"). The Amended and Restated Credit Facilities were used to refinance and replace the credit facilities under the Credit Agreement and for general corporate purposes, including acquisitions. On June 11, 2026 , the Company, the Agent, and JPMorgan Chase Bank, N.A., as additional lender (the “Additional Lender”), entered into an Increase Agreement (the “Increase Agreement”), pursuant to which the Additional Lender increased the aggregate revolving commitments by $ 20 million from $ 175 million to $ 195 million under the Amended and Restated Credit Agreement. All other material terms of the Amended and Restated Credit Agreement remain unmodified and in full force and effect. The Amended and Restated Credit Facilities are "Term SOFR Loans" meaning loans bearing interest based upon the "Adjusted Term SOFR Rate". The Adjusted Term SOFR Rate is the Secured Overnight Financing Rate ("SOFR") at the date of election, plus 2.60 %. The Company can elect one or three months for the New Revolving Facility and one, three, or six months for the New Term Loan. Principal for the New Term Loan is contractually repaid at a rate of 1.25 % on the term loan, quarterly, effective December 31, 2025. The New Revolving Facility has no contractual principal repayments until maturity, which is August 1, 2028 for both facilities. The Amended and Restated Credit Facilities are guaranteed by the Company's subsidiaries, subject to customary exceptions, and are secured by liens on substantially all assets of the Company, Ridgepost, LLC and the Company's guarantor subsidiaries, subject to customary exceptions. 29 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) The Amended and Restated Credit Agreement contains affirmative and negative covenants typical of such financing transactions, and specific financial covenants which require Ridgepost to maintain a maximum leverage ratio. As of June 30, 2026, Ridgepost was in compliance with its financial and other covenants required under the facility. For both the three and six months ended June 30, 2026, $ 6.2 million and $ 12.2 million of interest expense was incurred, respectively. For the three and six months ended June 30, 2025 , $ 6.5 million and $ 12.5 million of interest expense was incurred, respectively. Debt Payable Future principal maturities of debt as of June 30, 2026 are as follows: 2026 $ 8,125 2027 16,250 2028 469,438 493,813 Note 13. Related Party Transactions As described in Note 1, through its subsidiaries, the Company serves as the investment manager to the Funds. Certain expenses incurred by the Funds are paid upfront and are reimbursed from the Funds as permissible per fund agreements. As of June 30, 2026, the total accounts receivable from the Funds totaled $ 44.4 million , of which $ 31.1 million related to fees earned but not yet received and $ 13.3 million related to reimbursable expenses. As of December 31, 2025 , the total accounts receivable from the Funds totaled $ 38.8 million, of which $ 24.7 million related to fees earned but not yet received and $ 14.1 million related to reimbursable expenses. Fees earned but not yet received and reimbursable expenses are included in accounts receivable and due from related parties on the Consolidated Balance Sheets, respectively. In certain instances, the Company may incur expenses related to specific products that never materialize and therefore would not be reimbursed and expensed at that time. Upon the closing of the Company’s acquisition of ECG, the Advisory Agreement between ECG and Enhanced PC immediately became effective. Under this agreement, ECG provides advisory services to Enhanced PC related to the assets and operations of the permanent capital subsidiaries owned by Enhanced PC. ECG provides advisory services relating to new projects undertaken by Enhanced PC under additional arrangements governed by the terms of the Advisory Agreement. In exchange for those services, which commenced on January 1, 2021, ECG receives advisory fees from Enhanced PC based on a declining fixed fee schedule that is commensurate with the level of services being performed. The Company allocates a portion of the consideration received under this arrangement to a financing component when it determines that a significant financing component exists. As of June 30, 2026, certain of the Company's contracts with Enhanced PC contained a significant financing component, as a result of the Company's expectation that the period between services being provided and cash collection will exceed one year. Interest income related to the identified significant financing component was $ 0.1 million and $ 0.2 million for the three and six months ended June 30, 2026 , respectively, and $ 0.1 million and $ 0.1 million for the three and six months ended June 30, 2025. As of June 30, 2026, the total contractual advisory fees ar e $ 119.6 million over eleven years inclusive of new projects added since inception. These agreements are subject to customary termination provisions. Since inception, $ 99.8 million of the total $ 119.6 mi llion advisory fees has been recognized as revenue. There was $ 19.8 million in remaining performance obligations related to these agreements, which will be recognized between July 1, 2026 and April 30, 2032. For the three and six months ended June 30, 2026, advisory fees earned or recognized under these agreements were $ 2.9 million and $ 5.8 million, respectively, and $ 3.7 million and $ 7.1 million for the three and six months ended June 30, 2025, respectively, and are reported in management and advisory fees on the Consolidated Statements of Operations. As of June 30, 2026 and December 31, 2025, the associated receivable was $ 85.8 m illion and $ 80.0 million, respectively, and is included in due from related parties on the Consolidated Balance Sheets. The Company invoices Enhanced PC quarterly in arrears and earns interest on balances not paid within 30 days. Revenues from interest on outstanding balances were $ 0 for the three and six months ended June 30, 2026 , respectively, and $ 0.4 million and $ 0.7 million for the three and six months ended June 30, 2025, respectively, which are included in management and advisory fees on the Consolidated Statements of Operations. As of June 30, 2026 and December 31, 2025 , the associated interest receivable was $ 4.1 million and $ 3.9 million, respectively, and is included in due from related parties on the Consolidated Balance Sheets. Payment is expected to be collected as the permanent capital subsidiaries complete and liquidate multi-year projects covered under this agreement. 30 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Upon the closing of the Company’s acquisition of ECG, the Administrative Services Agreement between ECG and Enhanced Capital Holdings, Inc. (“ECH”) immediately became effective. Under this agreement, ECG pays ECH for the use of its employees to provide services at the direction of ECG. The Company recognized $ 2.6 million and $ 5.3 million for the three and six months ended June 30, 2026 , respectively, and $ 2.8 million and $ 5.3 million for the three and six months ended June 30, 2025, respectively, related to this agreement within compensation and benefits in our Consolidated Statements of Operations. As of June 30, 2026 and December 31, 2025, the associated accrual was $ 1.2 m illion and $ 3.7 million, respectively, and is included in due to related parties on the Consolidated Balance Sheets. On December 23, 2024, ECG entered into an Advisory Agreement with Clifford ("Clifford Advisory Agreement") to manage the impact credit asset portfolio, which has a term ending on the disposal date for all of Clifford's underlying investments. As part of the Clifford arrangement, Enhanced Clifford (GP) LLC ("Clifford GP"), a direct subsidiary of ECH, was formed. Clifford GP receives incremental fees from Clifford as part of the Clifford Advisory Agreement. The Company is a guarantor on a put option and call option with third-party customers. Refer to Note 14 for further details. The Company has Advance Agreements and Secured Promissory Notes with BCP, an entity that was formed by employees of the Company and certain Bonaccord employees. For details, see Note 6. Note 14. Commitments and Contingencies Operating Leases The Company leases office space and various equipment under non-cancelable operating leases, with the longest lease expiring in 2036. These lease agreements provide various renewal options. Rent expense for the various leased office space and equipment was approximately $ 1.4 million and $ 2.9 million for the three and six months ended June 30, 2026, respectively, and $ 1.3 million and $ 2.7 million for the three and six months ended June 30, 2025, respectively, which was included in general, administrative, and other expense on the Consolidated Statements of Operations. The Company leases an insignificant amount of office equipment under non-cancelable financing leases, with the longest lease expiring in 2030. The finance lease right-of-use asset is included in right-of-use assets and the finance lease liability is included in lease liabilities in the Consolidated Balance Sheets. Amortization and interest expense for the finance leased equipment are included in general, administrative, and other in the Consolidated Statements of Operations. The following table presents information regarding the Company’s operating leases as of June 30, 2026: Operating lease right-of-use assets $ 21,555 Operating lease liabilities $ 28,218 Net cash paid during the six months ended June 30, 2026 for operating lease liabilities $ 2,265 Weighted-average remaining lease term (in years) 6.07 Weighted-average discount rate 6.10 % The future contractual lease payments as of June 30, 2026 are as follows: 2026 $ 3,011 2027 5,721 2028 5,196 2029 5,778 2030 5,432 Thereafter 9,050 Total undiscounted lease payments 34,188 Less imputed interest ( 5,970 ) Total operating lease liabilities $ 28,218 Earnout Payment With the acquisition of WTI, an earnout payment of up to $ 70.0 million of cash and common stock may be earned upon meeting certain performance metrics. Upon the achievement of $ 20.0 million, $ 22.5 million, and $ 25.0 million of 31 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) EBITDA, $ 35.0 million, $ 17.5 million, and $ 17.5 million are earned, respectively. Of the total amount, $ 50.0 million can be earned by the sellers and the remaining $ 20.0 million would be allocated to employees of the Company at the time the earnout is earned. Payment to both sellers and employees is contingent on continued employment and, therefore, these earnout payments are recorded as compensation and benefits expense on the Consolidated Statements of Operations. Payments will be made in cash, with the option to pay up to 50.0 % in units of Ridgepost, LLC, no later than 90 days following the last day of the calendar quarter in which a milestone payment is achieved. Total payments will not exceed $ 70.0 million and any amounts paid will be paid by October 2027. The Company will evaluate whether each earnout hurdle is probable of occurring and recognize an expense over the period the hurdle is expected to be achieved. As of June 30, 2026 and December 31, 2025, the first hurdle has been achieved; however, the Company does not expect the second or third EBITDA hurdles to be achieved. For the three and six months ended June 30, 2026 , $ 0 of expense was recognized. For the three and six months ended June 30, 2025 , $ 6.5 million and $ 3.5 million was recognized in compensation and benefits in the Consolidated Statements of Operations, respectively, which included a reversal of expense due to a change in estimate for the second EBITDA hurdle. As of December 31, 2025, the Company has paid $ 35.0 million for the achievement of the first EBITDA hurdle. As of June 30, 2026 and December 31, 2025, there was no remaining liability related to the WTI earnout. Bonus Payment In connection with the acquisition of WTI, certain employees entered into employment agreements. As part of these employment agreements, certain employees may receive a one-time bonus payment if the employee is employed by the Company as of the fifth anniversary of the effective date and the trailing twelve-month EBITDA of WTI at that time is equal to or greater than $ 20.0 million. Payment can be made in cash or stock of Ridgepost, provided that no more than $ 5.0 million will be payable in cash. Total payment will not exceed $ 10.0 million and any amounts will be paid in October 2027, the fifth anniversary of the effective date. As of June 30, 2026 and December 31, 2025, the Company does not expect the trailing twelve-month EBITDA target to be met. For the three and six months ended June 30, 2026, the Company recognized $ 0 of expense, and for the three and six months ended June 30, 2025 , $ 0.5 million and $ 1.0 million was recognized, respectively, which is included in compensation and benefits on the Consolidated Statements of Operations. As of June 30, 2026 and December 31, 2025, there was no remaining liability related to the WTI Bonus on the Consolidated Balance Sheets. Revenue Share Arrangement The Company recognizes accrued contingent liabilities and contingent payments to customers assets in the Consolidated Balance Sheets for agreements that exist between ECG and third party customers ("Third Parties"). The agreements require ECG to share in certain revenues earned with the Third Parties and also include an option for the Third Parties to sell back the revenue share to ECG at a set multiple. Additionally, ECG holds the option to buy back 50% of the revenue share at a set multiple. The options to repurchase the revenue share initially became exercisable in July 2025. Some Third Parties extended their rights to sell back their revenues during 2025. The remaining Third Parties extended their participations and their options to sell back their revenues, which are not exercisable until July 1, 2029. The Company’s contingent liabilities and corresponding contingent payments to customers are recognized once determined to be probable and estimable. The contingent payments to customers are amortized and recorded within management and advisory fees on the Consolidated Statements of Operations over the estimated term of the underlying funds. As of June 30, 2026, the Company has determined that the put options are probable of being exercised and has accrued estimated contingent liabilities and contingent payments to customers. As of June 30, 2026 and December 31, 2025, the associated liabilities were $ 19.0 million and $ 20.4 million, respectively, and are included in accrued contingent liabilities on the Consolidated Balance Sheets. The associated contingent payments to customers assets were $ 16.0 million and $ 18.2 million as of June 30, 2026 and December 31, 2025, respectively. The Company recognized $ 0.4 million and $ 0.7 million of amortization of contingent payments to customers for the three and six months ended June 30, 2026 , respectively, and $ 0.2 million and $ 0.3 million of amortization of contingent payments to customers for the three and six months ended June 30, 2025, respectively, which is included in management and advisory fees on the Consolidated Statements of Operations. The Company will reassess each period and recognize all changes, if necessary. On December 23, 2024, the Company became a guarantor for Clifford GP on a related but separate put option and call option with the Third Parties on related terms. The Company would be required to settle either the put or call option if either is exercised and Clifford GP does not have the means to settle itself. The Company records accrued contingent liabilities when it is probable and estimable that the Company would need to settle as guarantor. As of June 30, 2026 and December 31, 2025, the associated liabilities were $ 9.5 million and $ 9.7 million, respectively, and are included in accrued contingent liabilities on the Consolidated Balance Sheets. There was $ 0 and $ 0.2 million reversal of expense for the three and six 32 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) months ended June 30, 2026, respectively, an d $ 0 and $ 0.3 million of expense rec ognized for both the three and six months ended June 30, 2025, which were included in other income on the Consolidated Statements of Operations. The Company will reassess each period and recognize changes when necessary. Contingencies We may be involved, either as plaintiff or defendant, in a variety of ongoing claims, demands, suits, investigations, tax matters and proceedings that arise from time to time in the ordinary course of our business. We evaluated all potentially significant litigation, government investigations, claims or assessments in which we are involved and disclosed anything more likely than not to be recognized below, if any are applicable. We do not believe that any of these matters, individually or in the aggregate, will result in losses that are materially in excess of amounts already recognized, if any. In August 2025, a contract dispute arose between a subsidiary of the Company and its former placement agent. Among other claims threatened, the placement agent contended a breach of contract based upon the subsidiary allegedly engaging investors sourced from the placement agent to make subsequent investments, but not working through the placement agent to do so. The placement agent sought compensation for fees associated with the placement of these investments and other damages. As of July 2026, settlement discussions are ongoing and the parties are exploring potential resolution through mediation. At this time, the Company cannot reasonably estimate a possible loss or range of loss because the matter remains subject to significant uncertainties, including the nature and timing of any potential resolution through mediation, settlement, arbitration, or judicial proceedings. As such , no liability has been recorded as of June 30, 2026. Note 15. Income Taxes The Company calculates its tax provision using the estimated annual effective tax rate methodology. The tax expense or benefit caused by an unusual or infrequent item is recorded in the quarter in which it occurs. To the extent that information is not available for the Company to fully determine the full year estimated impact of an item of income or tax adjustment, the Company calculates the tax impact of such item discretely. Based on these methodologies, the Company’s worldwide effective income tax rate was 22.25 % a nd 26.34 % for the three and six months ended June 30, 2026 , respectively. The Company's effective income tax rate was 24.71 % and 15.60 % for the three and six months ended June 30, 2025 , respectively. The effective tax rate differs from the federal statutory rate of 21 % due to executive compensation subject to Section 162(m) limitation, state taxes, foreign taxes as a result of a statutory rate difference between Spain and the U.S., and a discrete period recognition of shortfall tax adjustments due to stock-based compensation-related tax costs. The Company recognizes deferred tax assets and liabilities to account for future tax benefits or expenses arising from discrepancies between the carrying value of assets for income tax purposes and financial reporting purposes, as well as from operating loss and tax credit carryovers. A valuation allowance is applied to adjust net deferred tax assets to a level that management deems more likely than not to be realized within the foreseeable future. This determination is based on several factors, notably the expected realization of net deferred tax assets for tax purposes. At the start of the year, the Company reduced its deferred tax assets due to the expiration of the 5-year built-in gain recognition period on its net operating losses; consequently, the previously recorded valuation allowance against this deferred tax asset was reversed. As of June 30, 2026, the Company has recorded an $ 11.8 million valuation allowance against deferred tax assets, primarily attributable to a note impairment. The Company monitors federal and state legislative activity and other developments that may impact our tax positions and their relation to the income tax provision. Any impacts will be recorded in the period in which the legislation is enacted or new regulations are issued. The Company is subject to examination by the United States Internal Revenue Service as well as state and local tax authorities. The Company is not currently under audit. On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted in the United States. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. OBBBA did not have a significant impact on our provision for income taxes for the three months ended June 30, 2026 , and we do not anticipate a significant impact on our effective tax rate for the full year 2026. 33 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) Note 16. Stockholders' Equity Equity-Based Compensation On July 20, 2021, the Board of Directors approved the Ridgepost, Inc. 2021 Stock Incentive Plan (the "Plan"), which replaced the 2018 Incentive Plan ("2018 Plan"), our previously existing equity compensation plan. The Compensation Committee of the Board of Directors may issue equity-based awards including stock options, stock appreciation rights, restricted stock units, and restricted stock awards. Starting with options granted in 2024 under the Plan, vesting generally occurs on a graded schedule with 25 % vesting on each of the second, third, fourth, and fifth anniversaries of the grant date, but only if the grantee is continuously employed by the Company or a subsidiary through each such date. Options granted prior to 2024 under both the Plan and the 2018 Plan cliff vest over a period of four or five year s. The term of each option is no more than ten year s from the date of grant. When the options are exercised, the Board of Directors has the option of issuing shares of common stock or paying a lump sum cash payment on the exercise date equal to the difference between the common stock’s fair market value on the exercise date and the option price. All future awards will be granted under the Plan, and no additional awards will be granted under the 2018 Plan. Awards granted under the 2018 Plan continue to follow the 2018 Plan. The 2018 Plan provided for an initial 6,300,000 shares (adjusted for the reverse stock split). The Plan provided for the issuance of 3,000,000 shares available for grant, in addition to those approved in the 2018 Plan for a total of 9,300,000 shares. Since the inception of the Plan, the shareholders authorized an increase of 20,000,000 shares available under the Plan, resulting in a total of 29,300,000 shares available for grant under the Plan and the 2018 Plan. As of June 30, 2026, there are 4.7 million shares available for grant under the Plan. Stock Repurchase Plan The Board approved a program to repurchase shares of our Class A and Class B common stock (the "Share Repurchase Program"). As of June 30, 2026 and December 31, 2025 , the Board has approved $ 157.0 million for share repurchase under the Share Repurchase Program. These shares may be repurchased from time to time in the open market at prevailing market prices, in privately negotiated transactions, in block trades, in accordance with Rule 10b5-1 trading plans and/or through other legally permissible means. As of June 30, 2026, $ 142.0 million has been spent to buy back shares under this program and there is $ 15.0 million remaining for authorized repurchases under this program. Equity-Based Compensation - Stock Options A summary of stock option activity for the six months ended June 30, 2026 is as follows: Weighted Average Contractual Life Aggregate Number of Weighted Average Remaining Intrinsic Value Shares Exercise Price (in years) (whole dollars) Outstanding as of December 31, 2025 13,592,636 $ 9.47 6.92 $ 16,064,815 Granted — — Exercised ( 274,868 ) 6.77 Expired/Forfeited ( 281,267 ) 10.70 Outstanding as of June 30, 2026 13,036,501 $ 9.50 6.41 $ 6,943,354 Exercisable as of June 30, 2026 3,793,985 $ 6.56 4.97 $ 6,943,354 Compensation expense equal to the grant date fair value is recognized for these awards over the vesting period and is included in compensation and benefits in the Consolidated Statements of Operations. When stock options are exercised, the awards are generally settled in equity net of employee tax withholdings and strike price. Stock option compensation cost is estimated at the grant date based on the fair-value of the award, which is determined using the Black-Scholes option valuation model and is recognized as expense ratably over the requisite service period of the award, generally five years. The share price used in the Black-Scholes model is based on the trading price of our shares on the public markets. Expected life is 34 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) based on the vesting period and expiration date of the option. Until October 2023, stock price volatility was estimated based on a group of similar publicly traded companies determined to be most reflective of the expected volatility of the Company due to the nature of operations of these entities. Since October 2023, stock price volatility is estimated using a weighted average of Ridgepost and a group of similar publicly traded companies determined to be most reflective of the expected volatility of the Company due to the nature of operations of these entities. The risk-free rates are based on the U.S. Treasury yield in effect at the time of grant. The dividend yield is based on the quarterly dividend as of the grant date. The stock-based compensation expense for stock options was $ 1.9 million and $ 3.9 million for the three and six months ended June 30, 2026 , respectively, and $ 2.7 million and $ 5.0 million for the three and six months ended June 30, 2025, respectively. The total associated income tax benefit was $ 0 and $ 0.9 m illion for the three and six months ended June 30, 2026 , respectively, and $ 2.4 million and $ 4.8 million for the three and six months ended June 30, 2025, respectively. Unrecognized stock-based compensation expense related to outstanding unvested stock options as of June 30, 2026 was $ 17.7 million and is expected to be recognized over a weighted average period of 2.0 years. Any future forfeitures will impact this amount. For the three and six months ended June 30, 2026 , there were no stock option grants. The weighted average assumptions used in calculating the fair value of stock options granted during the six months ended June 30, 2025 were as follows: For the Six Months Ended June 30, 2025 Expected life (in years) 6.75 Expected volatility 37.50 % Risk-free interest rate 4.45 % Expected dividend yield 1.11 % Equity-Based Compensation - Restricted Stock Awards ("RSAs") The Company has granted RSAs to certain non-employee directors. Holders of RSAs have no voting rights and accrue dividends until vesting with payment being made once they vest. When RSAs vest, the awards are generally settled in equity. All of the shares currently vest one year from the grant date. Compensation expense equal to the grant date fair value is recognized for these awards over the vesting period and is included in compensation and benefits in the Consolidated Statements of Operations. RSA compensation cost is estimated at the grant date based on the fair value of the award, which is based on the closing market price on the day of grant and is recognized as expense ratably over the requisite service period of the awards. The stock-based compensation expense for RSAs was $ 0.3 million and $ 0.6 million for the three and six months ended June 30, 2026, respectively, and $ 0.2 million and $ 0.4 million for the three and six months ended June 30, 2025, respectively, which is included in compensation and benefits on the Consolidated Statements of Operations. There w as $ 1.2 million and $ 1.2 million of associated income tax benefit for the three and six months ended June 30, 2026 , respectively, and $ 1.0 million and $ 1.0 million for the three and six months ended June 30, 2025, respectively. Unrecognized stock-based compensation expense related to outstanding unvested RSAs as of June 30, 2026 was $ 1.2 million and is expected to be recognized over a weighted average period of 1.0 years. Any future forfeitures will impact this amount. Number of Weighted-Average Grant RSAs Date Fair Value Per RSA Outstanding as of December 31, 2025 128,603 $ 9.37 Granted 147,852 8.15 Vested ( 128,603 ) 9.37 Forfeited — — Outstanding as of June 30, 2026 147,852 $ 8.15 Equity-Based Compensation - Restricted Stock Units ("RSUs") The Company has granted RSUs to certain employees. Holders of RSUs have no voting rights and generally are not eligible to receive dividends or other distributions paid with respect to any RSUs that have not vested. When RSUs vest, the awards are generally settled in equity net of employee tax withholdings. Compensation expense equal to the grant date fair value is recognized for these awards over the vesting period and is included in compensation and benefits in the Consolidated Statements of Operations. RSU compensation cost is estimated at the grant date based on the fair value of the award, which is based on the closing market price on the day of the grant and is recognized as expense ratably over the requisite service 35 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) period of the awards. Most RSUs vest one year from the grant date or vest 25 % on the second, third, fourth, and fifth anniversaries of the grant date excluding certain executive RSUs, the Bonaccord Units, Additional Bonaccord Units, and Executive Market Units, which are discussed in more detail below. The stock-based compensation expense for RSUs excluding the Bonaccord Units, Additional Bonaccord Units, and Executive Market Units, which are discussed in more detail below, was $ 4.6 million and $ 8.4 million for the three and six months ended June 30, 2026, respectively, and $ 3.7 million and $ 7.2 million for the three and six months ended June 30, 2025 , respectively, which is included in compensation and benefits on the Consolidated Statements of Operations. There was $ 0.2 million and $ 7.4 million of associated income tax benefit for the three and six months ended June 30, 2026, respectively, and $ 0 and $ 9.1 million for the three and six months ended June 30, 2025, respectively. Unrecognized stock-based compensation expense related to outstanding unvested RSUs as of June 30, 2026 was $ 22.5 million and is expected to be recognized over a weighted average period of 2.4 years. Any future forfeitures will impact this amount. At the time of the Bonaccord acquisition, the Company entered into a Notice of Restricted Stock Units with certain employees of Bonaccord for grants of Restricted Stock Units ("Bonaccord Units") to be allocated to employees at a later date for meeting certain performance metrics. On August 16, 2022, allocations were finalized pursuant to which an aggregate value of $ 17.5 million of units may vest at each future achievement of performance metrics . As of June 30, 2025 , certain performance metrics have been met and specific employees have earned and been paid $ 17.5 million in value, of which $ 6.6 million was settled in shares and $ 10.9 million was settled in cash. With the vesting in full of the Bonaccord Units, the Company entered into a Cash Bonus and Restricted Stock Unit Agreement ("Bonus and Unit Agreement") with certain employees of Bonaccord for grants of additional RSUs ("Additional Bonaccord Units") and a cash bonus with a total aggregate value of $ 17.5 million, equaling a maximum of 1,457,119 Additional Bonaccord Units. On May 12, 2025, $ 14.0 million was allocated to employees which included $ 2.1 million being settled as a cash bonus and $ 11.9 million as 994,762 units that would vest upon meeting certain performance metrics. On June 24, 2026, the Company entered into an Amendment to Cash Bonus and Restricted Stock Unit Agreement ("Amended Bonus and Unit Agreement") with the same employees of Bonaccord that (1) accelerated the vesting of 42,733 units, (2) allocated 116,922 of the remaining units to be cash settled upon grant for $ 0.9 million, and (3) adjusted the performance metrics for the remaining 174,502 units. As of June 30, 2026 , 42,070 of the units remain unallocated. The Company evaluates when it is probable that the Additional Bonaccord Units will vest and applies the tranche method to determine the amount of expense to recognize during the period. On May 12, 2025, the Company evaluated that all the Additional Bonaccord Units were probable to be earned. As of June 30, 2026, certain performance metrics have been met and 599,062 units have vested, of which 260,981 units were settled for $ 0 and $ 2.8 million in cash for the three and six months ended June 30, 2026, respectively, and 670,908 units remain unvested and outstanding. Expenses of $ 1.7 million and $ 3.6 million have been recorded for the three and six months ended June 30, 2026 , respectively, and $ 3.7 million for the three and six months ended June 30, 2025 on the Consolidated Statements of Operations. The income tax benefit associated with the Additional Bonaccord Units was $ 0 and $ 2.8 million for the three and six months ended June 30, 2026, respectively, and $ 2.1 million and $ 6.1 million for the three and six months ended June 30, 2025, respectively. Unrecognized stock-based compensation expense related to the Bonaccord Units as of June 30, 2026 was $ 3.7 million and is expected to be recognized over 1.3 years. At the time of Executive Transition, the Company entered into an Employment Agreement with a certain executive, which granted Restricted Stock Units ("Executive Market Units") for meeting a service requirement and achieving certain share price performance hurdles based on the thirty-day VWAP. The executive is entitled to receive RSUs upon the thirty-day VWAP of the Company's common stock reaching certain per share prices at any time prior to the fifth anniversary of the start date. There are five price per share performance hurdles for the executive to meet with each hurdle achievement allowing for the issuance of $ 8.0 million of units, with the number of shares determined by dividing $ 8.0 million by the applicable stock price performance hurdle, for a total of up to $ 40.0 million of units or approximately 2 million shares. The Executive Market Units may not be transferred, sold, pledged, exchanged, assigned, or otherwise encumbered or disposed of by any grantee until they have become vested. The RSUs shall vest ratably on the third, fourth, and fifth anniversaries of the executive's start date, provided that no such units shall vest earlier than the first anniversary of the applicable issuance date of such units. The fair value was determined using a Monte Carlo simulation as of the executive's start date of October 23, 2023, and was determined to be $ 10.8 million. As of June 30, 2026 , no ne of the Executive Market Units have vested. For the three and six months ended June 30, 2026, $ 0.7 million and $ 1.4 million of stock compensation expense was recognized on the Consolidated Statements of Operations. For the three and six months ended June 30, 2025 , $ 0.7 million and $ 1.4 million of stock compensation expense was recognized on the Consolidated Statements of Operations. There was no associated income 36 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) tax benefit for the three and six months ended June 30, 2026 and 2025. The unrecognized expense associated with the Executive Market Units was $ 3.5 million as of June 30, 2026. The table below shows the assumptions used in the Monte Carlo simulation for the Executive Market Units' fair value. As of October 23, 2023 Expected life (in years) 5 Expected volatility 40.00 % Risk-free interest rate 4.81 % Expected dividend yield 1.42 % The table below excludes Executive Market Units for which the market conditions have not been satisfied, and Additional Bonaccord Units that had not vested or that had vested and settled in cash. Number of Weighted-Average Grant RSUs Date Fair Value Per RSU Outstanding as of December 31, 2025 1,425,209 $ 11.60 Granted 2,882,893 8.54 Vested ( 845,246 ) 12.59 Forfeited ( 43,584 ) 8.54 Outstanding as of June 30, 2026 3,419,272 $ 8.81 Note 17. Earnings Per Share The Company presents basic EPS and diluted EPS for our common stock. Basic EPS excludes potential dilution and is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if shares of common stock were issued pursuant to our stock-based compensation awards or vesting upon the termination of an acquisition holdback period. For the three and six months ended June 30, 2026, diluted EPS also reflects the potential dilution that could occur assuming that all units in Ridgepost, LLC that were granted as a result of the Stellus and WTI acquisitions are converted to shares of Class A common stock. For the three and six months ended June 30, 2025, diluted EPS also reflects the potential dilution that could occur assuming that all units in Ridgepost, LLC that were granted as a result of the WTI acquisition are converted to shares of Class A common stock. Because the impact of these items is generally anti-dilutive during periods of net loss, there is no difference between basic and diluted loss per common share for periods with net losses. The Company has Class A and Class B shares outstanding, therefore follows the two-class method. However, the shares are entitled to the same amount of the Company's earnings; therefore, the earnings per share calculation for Class A and Class B shares will always be equivalent. 37 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) The following table presents a reconciliation of the numerators and denominators used in the computation of basic and diluted EPS: For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 Numerator: Numerator for basic calculation—Net income Numerator for basic calculation—Net income attributable to Ridgepost $ 7,290 $ 3,383 $ 15,781 $ 7,905 Adjustment for: Net income attributable to noncontrolling interests in Ridgepost, LLC 385 154 848 328 Numerator for earnings per share Numerator for earnings per share assuming dilution $ 7,675 $ 3,537 $ 16,629 $ 8,233 Denominator: Denominator for basic calculation—Weighted- average shares outstanding, basic attributable to Ridgepost 109,728 110,994 109,624 110,951 Weighted shares assumed upon exercise of partnership units 4,911 3,917 4,414 3,917 Weighted shares assumed upon exercise of stock options and vesting of restricted stock units 4,512 3,447 4,003 3,885 Weighted shares assumed upon the termination of an acquisition equity holdback period 364 364 364 182 Denominator for earnings per share assuming dilution 119,515 118,722 118,405 118,935 Earnings per Class A share—basic $ 0.07 $ 0.03 $ 0.14 $ 0.07 Earnings per Class A share—diluted $ 0.06 $ 0.03 $ 0.14 $ 0.07 Earnings per Class B share—basic $ 0.07 $ 0.03 $ 0.14 $ 0.07 Earnings per Class B share—diluted $ 0.06 $ 0.03 $ 0.14 $ 0.07 The computations of diluted earnings per share on a weighted average basis exclude 11.9 million and 10.8 million options for the three and six months ended June 30, 2026, respectively, because the options were anti-dilutive. The computations of diluted earnings per share on a weighted average basis exclude 8.4 million and 7.8 million options for the three and six months ended June 30, 2025 , respectively, because the options were anti-dilutive. Note 18. Segment Reporting The accounting policies of the Company's single operating segment are the same as those described in the summary of significant accounting policies in Note 2. Customer Information No i ndividual client constituted more than 10% of the Company's total revenues for the three and six months ended June 30, 2026 . No individual client constituted more than 10% of the Company's total revenues for the three and six months ended June 30, 2025 . Refer to Note 4 f or further details provided on the Company's source of revenues. From time to time, a fund managed by the Company will constitute more than 10 % of the Company's total revenue due to catch-up fees, which are described in Note 2. Catch-up fees are non-recurring in nature and as such these funds do not represent a concentration risk for the Company's revenue. Geographic Information The primary geographic region in which the Company invests is in the United States and the majority of its revenues are generated in the United States. For the three and six months ended June 30, 2026 and 2025, most of the Company's 38 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) revenues were generated in the United States. No individual foreign country constituted more than 10 % of the Company's revenues for the three and six months ended June 30, 2026 and 2025. The Company's long-lived assets consist of property and equipment, lease right-of-use assets, and finite-lived intangibles. No individual foreign country constituted more than 10 % of the Company's long-lived assets as of June 30, 2026. As of December 31, 2025, 77 % of the Company's long-lived assets were in the United States and 23 % of the Company's long-lived assets were in Spain. Significant Segment Expense The following table presents information about reported segment revenue, segment profit or loss, and significant segment expenses for the three and six months ended June 30, 2026 and 2025: For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 Total Revenues $ 80,914 $ 72,704 $ 155,938 $ 140,371 Less: cash compensation and benefits, net of one-time expenses ( 28,329 ) ( 25,571 ) ( 56,584 ) ( 51,204 ) Less: stock-based compensation ( 9,167 ) ( 11,056 ) ( 18,012 ) ( 17,621 ) Less: management profit share (2) ( 1,246 ) ( 991 ) ( 2,395 ) ( 2,153 ) Less: professional fees, net of one-time expenses ( 3,537 ) ( 3,868 ) ( 7,808 ) ( 7,318 ) Less: general, administrative and other, net of one-time expenses ( 7,079 ) ( 6,479 ) ( 13,890 ) ( 12,224 ) Less: placement agent expenses ( 2,526 ) ( 1,811 ) ( 4,674 ) ( 2,534 ) Less: other segment items (1) ( 20,545 ) ( 18,728 ) ( 34,401 ) ( 38,421 ) Net income $ 8,485 $ 4,200 $ 18,174 $ 8,896 (1) Other segment items included in net income include (i) remeasurement of contingent consideration, amortization of intangibles, strategic alliance expense, income tax expense, interest expense, net, as well as other income, and (ii) one-time expenses excluded from the significant segment expenses. (2) M anagement profit share represents compensation expense attributable to variable compensation structures tied to the profitability of our business, paid to senior employees. The following table reconciles the components of cash compensation and benefits, net of one-time expenses to their equivalent GAAP measures, reported in the Consolidated Statements of Operations for the three and six months ended June 30, 2026 and 2025: For the three months ended June 30, For the six months ended June 30, 2026 2025 2026 2025 Compensation and benefits $ 38,743 $ 32,145 $ 77,229 $ 69,225 Adjustments: Stock-based compensation ( 9,167 ) ( 11,056 ) ( 18,012 ) ( 17,621 ) Management profit share (2) ( 1,246 ) ( 991 ) ( 2,395 ) ( 2,153 ) One-time expenses (1) ( 1 ) 5,473 ( 238 ) 1,753 Cash compensation and benefits, net of one-time expenses $ 28,329 $ 25,571 $ 56,584 $ 51,204 (1) The adjustments for one-time expenses relate primarily to (i) restructuring of the management team including signing bonus and severance; and (ii) acquisition-related expenses which reflect the actual costs incurred during the period for the acquisition of new businesses, which primarily consist of bonuses paid to employees directly related to the acquisition of new businesses. (2) Management profit share represents compensation expense attributable to variable compensation structures tied to the profitability of our business, paid to senior employees. 39 Ridgepost Capital, Inc. Notes to Consolidated Financial Statements (Unaudited, dollar amounts in tables stated in thousands, except per share amounts) The following table reconciles the components of professional fees, net of one-time expenses to their equivalent GAAP measures, reported in the Consolidated Statements of Operations for the three and six months ended June 30, 2026 and 2025: For the three months ended June 30, For the six months ended June 30, 2026 2025 2026 2025 Professional fees $ 6,078 $ 6,743 $ 11,900 $ 13,258 Adjustments: One-time expenses (1) ( 2,541 ) ( 2,875 ) ( 4,092 ) ( 5,940 ) Professional fees, net of one-time expenses $ 3,537 $ 3,868 $ 7,808 $ 7,318 (1) The adjustments for one-time expenses relate primarily to (i) restructuring of the management team including placement/search fees; (ii) acquisition-related expenses which reflect the actual costs incurred during the period for the acquisition of new businesses, which primarily consist of fees for professional services including legal, accounting, and advisory related to the acquisition; (iii) the cost of financing our business; and (iv) one-time advisory services related to technical accounting matters. The following table reconciles the components of general, administrative and other, net of one-time expenses to their equivalent GAAP measures, reported in the Consolidated Statements of Operations for the three and six months ended June 30, 2026 and 2025: For the three months ended June 30, For the six months ended June 30, 2026 2025 2026 2025 General, administrative and other $ 10,331 $ 8,824 $ 20,012 $ 15,649 Adjustments: Placement agent expenses ( 2,526 ) ( 1,811 ) ( 4,674 ) ( 2,534 ) One-time expenses (1) ( 726 ) ( 534 ) ( 1,448 ) ( 891 ) General, administrative and other, net of one-time expenses $ 7,079 $ 6,479 $ 13,890 $ 12,224 (1) The adjustments for one-time expenses relate primarily to (i) expenses that typically do not require us to pay them in cash in the current period (such as depreciation and amortization); (ii) the cost of financing our business; and (iii) acquisition-related expenses which reflect the actual costs incurred during the period for the acquisition of new businesses. Other Segment Information Interest expense is reported on the Consolidated Statements of Operations as interest expense, net. Interest income is reported on the Consolidated Statements of Operations within other income and was $ 0.3 million and $ 0.5 million for the three and six months ended June 30, 2026, respectively, and $ 0.3 million and $ 0.7 million for the three and six months ended June 30, 2025 . Note 19. Subsequent Events On August 4, 2026, the Board of Directors of the Company declared a quarterly cash dividend of $ 0.04 per share of Class A and Class B common stock, payable on September 18, 2026 , to the holders of record as of the close of business on August 31, 2026 . In accordance with ASC 855, Subsequent Events , the Company evaluated all material events or transactions that occurred after June 30, 2026 , the Consolidated Balance Sheets date, through the date the consolidated financial statements were issued, and determined there have been no additional events or transactions that would materially impact the consolidated financial statements. 40