What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2021-10-28 compared with 2021-07-29 · 87 added, 80 removed, 548 unchanged (23% of the section changed)

7 unchanged sentences

Assets of consolidated T.

Rowe Price investment products ($ 1,605.0 million at June 30, 2021 and $ 2,497.4 million at December 31, 2020, related to variable interest entities)

Rowe Price investment products ($ 1,837.1 million at September 30, 2021 and $ 2,497.4 million at December 31, 2020, related to variable interest entities)

2,026.7 2,695.5

6 unchanged sentences

Liabilities of consolidated T.

Rowe Price investment products ($ 30.5 million at June 30, 2021 and $ 47.7 million at December 31, 2020, related to variable interest entities)

Rowe Price investment products ($ 62.3 million at September 30, 2021 and $ 47.7 million at December 31, 2020, related to variable interest entities)

Operating lease liabilities 142.1 154.1

Accrued compensation and related costs 697.5 133.6

Dividends payable 699.8 —

Income taxes payable 60.7 85.0

6 unchanged sentences

Common stock, $ .20 par value—authorized 750,000,000 ;

issued 226,925,000 shares at June 30, 2021 and 227,965,000 at December 31, 2020

issued 226,217,000 shares at September 30, 2021 and 227,965,000 at December 31, 2020

Additional capital in excess of par value 654.6 654.6

6 unchanged sentences

(in millions, except per-share amounts)

Three months ended Six months ended

Three months ended Nine months ended

9/30/2021 9/30/2020 9/30/2021 9/30/2020

15 unchanged sentences

Other income (loss) ( 3.1 ) 5.8 ( 6.2 ) ( 7.5 )

Total non-operating income (loss) 143.9 415.1 246.0 ( 85.2 )

Total non-operating income ( 11.5 ) 191.6 234.5 106.4

Income before income taxes 984.7 920.5 3,082.0 2,096.2

1 unchanged sentence

Net income 757.4 698.6 2,364.9 1,593.7

net income (loss) attributable to redeemable non-controlling interests 27.0 125.5 42.4 ( 51.0 )

net income (loss) attributable to redeemable

non-controlling interests ( 19.8 ) 55.4 22.6 4.4

Net income attributable to T.

6 unchanged sentences

(in millions)

Three months ended Six months ended

Three months ended Nine months ended

9/30/2021 9/30/2020 9/30/2021 9/30/2020

21 unchanged sentences

(in millions)

Six months ended

Nine months ended

9/30/2021 9/30/2020

4 unchanged sentences

Stock-based compensation expense

Net (gains) losses recognized on investments ( 140.9 ) 3.4

Net gains recognized on investments ( 144.4 ) ( 75.3 )

Net (investments) redemptions in T.

14 unchanged sentences

Other investing activity 13.8 9.8

Net cash provided by investing activities 5.7 2.4

Net cash provided by (used in) investing activities 57.6 ( 53.1 )

Cash flows from financing activities

7 unchanged sentences

Rowe Price investment products

( .5 ) ( 7.4 )

Net change in cash and cash equivalents during period 1,253.6 447.9

2 unchanged sentences

2,256.5 1,858.3

Cash and cash equivalents at end of period, including $ 56.1 million at June 30, 2021, and $ 124.8 million at June 30, 2020, held by consolidated T.

Cash and cash equivalents at end of period, including $ 91.6 million at September 30, 2021, and $ 78.0 million at September 30, 2020, held by consolidated T.

Rowe Price investment products

7 unchanged sentences

Redeemable non-controlling interests

Balances at March 31, 2021 226,948 $ 45.4 $ 654.6 $ 7,338.7 $ ( 30.5 ) $ 8,008.2 $ 1,012.9

Balances at June 30, 2021 226,925 $ 45.4 $ 673.7 $ 7,202.6 $ ( 28.7 ) $ 7,893.0 $ 880.4

Net income — — — 777.2 — 777.2 ( 19.8 )

2 unchanged sentences

— — — ( 250.7 ) — ( 250.7 ) —

Special cash dividend declared ($ 3.00 per share)

— — — ( 699.5 ) — ( 699.5 ) —

Shares issued upon option exercises 321 — 9.0 — — 9.0 —

Restricted shares issued, net of shares withheld for taxes 4 — — — — — —

Net shares issued upon vesting of restricted stock units 5 — ( .5 ) — — ( .5 ) —

2 unchanged sentences

Common shares repurchased ( 1,034 ) ( .2 ) ( 80.3 ) ( 137.2 ) — ( 217.7 ) —

Net subscriptions into T.

Net redemptions from T.

Rowe Price investment products — — — — — — ( 292.8 )

Net deconsolidations of T.

Net consolidations of T.

Rowe Price investment products — — — — — — 531.0

Balances at June 30, 2021 226,925 $ 45.4 $ 673.7 $ 7,202.6 $ ( 28.7 ) $ 7,893.0 $ 880.4

Balances at September 30, 2021 226,217 $ 45.2 $ 654.6 $ 7,591.7 $ ( 29.4 ) $ 8,262.1 $ 1,086.6

Three months ended 9/30/2020

5 unchanged sentences

equity Redeemable non-controlling interests

Balances at March 31, 2020 227,985 $ 45.6 $ 654.6 $ 5,782.9 $ ( 49.1 ) $ 6,434.0 $ 971.0

Balances at June 30, 2020 226,990 $ 45.4 $ 654.6 $ 6,102.9 $ ( 52.2 ) $ 6,750.7 $ 1,090.1

Net income — — — 643.2 — 643.2 55.4

3 unchanged sentences

Shares issued upon option exercises 492 .1 25.9 — — 26.0 —

Restricted shares issued, net of shares withheld for taxes 8 — — — — — —

Net shares issued upon vesting of restricted stock units 17 — ( 1.6 ) — — ( 1.6 ) —

6 unchanged sentences

Rowe Price investment products — — — — — — ( 44.0 )

Balances at June 30, 2020 226,990 $ 45.4 $ 654.6 $ 6,102.9 $ ( 52.2 ) $ 6,750.7 $ 1,090.1

Balances at September 30, 2020 226,375 $ 45.3 $ 654.6 $ 6,471.3 $ ( 42.7 ) $ 7,128.5 $ 1,340.2

(1) Accumulated other comprehensive income.

3 unchanged sentences

dollars in millions)

Six months ended 6/30/2021

Nine months ended 9/30/2021

outstanding Common

21 unchanged sentences

Rowe Price investment products — — — — — — ( 483.6 )

Balances at June 30, 2021 226,925 $ 45.4 $ 673.7 $ 7,202.6 $ ( 28.7 ) $ 7,893.0 $ 880.4

Six months ended 6/30/2020

Balances at September 30, 2021 226,217 $ 45.2 $ 654.6 $ 7,591.7 $ ( 29.4 ) $ 8,262.1 $ 1,086.6

Nine months ended 9/30/2020

outstanding Common

20 unchanged sentences

Rowe Price investment products — — — — — — ( 106.9 )

Balances at June 30, 2020 226,990 $ 45.4 $ 654.6 $ 6,102.9 $ ( 52.2 ) $ 6,750.7 $ 1,090.1

Balances at September 30, 2020 226,375 $ 45.3 $ 654.6 $ 6,471.3 $ ( 42.7 ) $ 7,128.5 $ 1,340.2

(1) Accumulated other comprehensive income.

41 unchanged sentences

$ 1,813.4 $ 109.8 $ 30.9 $ 1,954.1 $ 1,469.3 $ 98.0 $ 28.5 $ 1,595.8

Six months ended 6/30/2021 Six months ended 6/30/2020

Nine months ended 9/30/2021 Nine months ended 9/30/2020

Administrative, distribution, and servicing fees

14 unchanged sentences

Total net revenues earned from our related parties, specifically T.

Rowe Price investment products, aggregate $ 1,571.9 million and $ 1,142.8 million for the three months ended June 30, 2021 and 2020, respectively.

Total net revenues earned from these products during the six months ended June 30, 2021 and 2020 aggregate $ 3,054.2 million and $ 2,350.5 million, respectively.

Accounts receivable from these products aggregate to $ 563.6 million at June 30, 2021, and $ 523.4 million at December 31, 2020.

The following table details the investment advisory fees earned from clients by their underlying asset class.

Three months ended Six months ended

Rowe Price investment products, aggregate $ 1,599.5 million and $ 1,302.3 million for the three months ended September 30, 2021 and 2020, respectively.

Total net revenues earned from these products during the nine months ended September 30, 2021 and 2020 aggregate $ 4,653.7 million and $ 3,652.8 million, respectively.

Accounts receivable from these products aggregate to $ 581.6 million at September 30, 2021 and $ 523.4 million at December 31, 2020.

The following table details the investment advisory revenues earned from clients by their underlying asset class.

Three months ended Nine months ended

(in millions) 9/30/2021 9/30/2020 9/30/2021 9/30/2020

9 unchanged sentences

Total $ 1,813.4 $ 1,469.3 $ 5,288.4 $ 4,090.9

The following table summarizes the assets under management on which we earn investment advisory fees.

Average during Average during

Three months ended Six months ended As of

The following table summarizes the assets under management on which we earn investment advisory revenues.

Average during

Three months ended Nine months ended As of

(in billions) 9/30/2021 9/30/2020 9/30/2021 9/30/2020 9/30/2021 12/31/2020

11 unchanged sentences

investment advisory clients outside the U.S.

account for 9.0 %, 8.8 % and 9.3 % of our assets under management at June 30, 2021, March 31, 2021 and December 31, 2020, respectively.

account for 8.8 %, 9.0 % and 9.3 % of our assets under management at September 30, 2021, June 30, 2021 and December 31, 2020, respectively.

NOTE 3 – INVESTMENTS.

20 unchanged sentences

The investment strategies of these partnerships include growth equity, buyout, venture capital, and real estate.

During the three- and six- months ended June 30, 2021, net gains on investments included $ 49.5 million and $ 88.3 million, respectively, of net unrealized gains related to investments held at fair value that were still held at June 30,

For the same period of 2020, net gains on investments included $ 125.5 million and $ 21.9 million, respectively, of net unrealized gains related to investments held at fair value that were still held at June 30, 2020.

During the six months ended June 30, 2021 and 2020, certain T.

During the three months ended September 30, 2021, net losses on investments included $ 4.6 million of net unrealized losses related to investments held at fair value that were still held at September 30, 2021.

During the nine months ended September 30, 2021, net gains on investments included $ 83.7 million of net unrealized gains

related to investments held at fair value that were still held at September 30, 2021.

For the three and nine months ended September 30, 2020, net gains on investments included $ 75.5 million and $ 53.6 million, respectively, of net unrealized gains related to investments held at fair value that were still held at September 30, 2020.

During the nine months ended September 30, 2021 and 2020, certain T.

Rowe Price investment products in which we provided initial seed capital at the time of formation were deconsolidated, as we no longer had a controlling interest.

1 unchanged sentence

Rowe Price investment products as either an equity method investment or an investment held at fair value.

Additionally, during the six months ended June 30, 2020, certain T.

Rowe Price investment products that were being accounted for as equity method investments were consolidated, as we regained a controlling interest.

Additionally, during the nine months ended September 30, 2021 and September 30, 2020, certain T.

Rowe Price investment products were consolidated, as we regained a controlling interest.

The net impact of these changes on our unaudited condensed consolidated balance sheets and statements of income as of the dates the portfolios were deconsolidated or reconsolidated is detailed below.

Three months ended Six months ended

Three months ended Nine months ended

(in millions) 9/30/2021 9/30/2020 9/30/2021 9/30/2020

Net decrease in assets of consolidated T.

Net increase (decrease) in assets of consolidated T.

Rowe Price investment products $ 589.7 $ ( 132.2 ) $ ( 727.6 ) $ ( 278.4 )

Net decrease in liabilities of consolidated T.

Net increase (decrease) in liabilities of consolidated T.

Rowe Price investment products $ 7.1 $ ( 4.0 ) $ ( 17.1 ) $ ( 7.6 )

Net decrease in redeemable non-controlling interests $ ( 274.7 ) $ ( 42.8 ) $ ( 1,014.6 ) $ ( 62.9 )

Net increase (decrease) in redeemable non-controlling interests $ 531.0 $ ( 44.0 ) $ ( 483.6 ) $ ( 106.9 )

Gains recognized upon deconsolidation $ — $ — $ 2.6 $ .1

2 unchanged sentences

VARIABLE INTEREST ENTITIES.

Our investments at June 30, 2021 and December 31, 2020, include interests in variable interest entities that we do not consolidate as we are not deemed the primary beneficiary.

Our investments at September 30, 2021 and December 31, 2020, include interests in variable interest entities that we do not consolidate as we are not deemed the primary beneficiary.

Our maximum risk of loss related to our involvement with these entities is as follows:

4 unchanged sentences

$ 224.3 $ 170.8

The unfunded capital commitments totaling $ 9.9 million at June 30, 2021 and $ 12.3 million at December 31, 2020 relate primarily to the investment partnerships in which we have an existing investment.

The unfunded capital commitments totaling $ 9.2 million at September 30, 2021 and $ 12.3 million at December 31, 2020 relate primarily to the investment partnerships in which we have an existing investment.

In addition to such amounts, a percentage of prior distributions may be called under certain circumstances.

9 unchanged sentences

These levels are not necessarily an indication of the risk or liquidity associated with our investments.

The following table summarizes our investments that are recognized in our unaudited condensed consolidated balance sheets using fair value measurements determined based on the differing levels of inputs.

This table excludes investments

held by the consolidated T.

The following table summarizes our investments that are recognized in our unaudited condensed consolidated balance sheets

using fair value measurements determined based on the differing levels of inputs.

This table excludes investments held by the consolidated T.

Rowe Price investment products which are presented separately on our unaudited condensed consolidated balance sheets and are detailed in Note 5.

9 unchanged sentences

The fair value hierarchy level table above does not include the investment partnerships and other investments for which fair value is estimated using their NAV per share as a practical expedient.

The carrying value of these investments as disclosed in Note 3 were $ 104.0 million at June 30, 2021, and $ 94.0 million at December 31, 2020.

The carrying value of these investments as disclosed in Note 3 were $ 107.8 million at September 30, 2021, and $ 94.0 million at December 31, 2020.

NOTE 5 – CONSOLIDATED T.

23 unchanged sentences

$ 159.8 $ 1,774.8 $ 1,934.6 $ 188.1 $ 2,449.7 $ 2,637.8

(1) Cash and cash equivalents includes $ .9 million at June 30, 2021, and $ 7.0 million at December 31, 2020, of T.

(1) Cash and cash equivalents includes $ 6.0 million at September 30, 2021, and $ 7.0 million at December 31, 2020, of T.

Rowe Price money market mutual funds.

(2) Investments include $ 31.3 million at June 30, 2021, and $ 26.9 million at December 31, 2020 of other T.

(2) Investments include $ 44.5 million at September 30, 2021, and $ 26.9 million at December 31, 2020 of other T.

Rowe Price investment products.

4 unchanged sentences

Rowe Price investment products is limited to valuation changes associated with our net interest.

We, however, are required to recognize the valuation changes associated with all underlying investments held by these products in our unaudited condensed consolidated statements of income and disclose the portion attributable to third party investors as net income attributable to redeemable non-controlling interests.

We, however, are required to recognize the valuation changes associated with all underlying

investments held by these products in our unaudited condensed consolidated statements of income and disclose the portion attributable to third party investors as net income attributable to redeemable non-controlling interests.

The operating results of the consolidated T.

Rowe Price investment products for the three- and six- months ended June 30, 2021 and 2020, are reflected in our unaudited condensed consolidated statements of income as follows:

Rowe Price investment products for the three- and nine-months ended September 30, 2021 and 2020, are reflected in our unaudited condensed consolidated statements of income as follows:

Three months ended

9 unchanged sentences

$ .6 $ ( 20.5 ) $ ( 19.9 ) $ 12.4 $ 84.4 $ 96.8

Six months ended

Nine months ended

9/30/2021 9/30/2020

10 unchanged sentences

The operating expenses of the consolidated investment products are reflected in general, administrative and other expenses.

In preparing our unaudited condensed consolidated financial statements, we eliminated operating expenses of $ 1.1 million and $ 2.1 million for the three months ended June 30, 2021 and 2020, respectively, against the investment advisory and administrative fees earned from these products.

Operating expenses eliminated for the six months ended June 30, 2021 and 2020, were $ 2.4 million and $ 4.6 million, respectively.

In preparing our unaudited condensed consolidated financial statements, we eliminated operating expenses of $ 1.6 million and $ 2.7 million for the three months ended September 30, 2021 and 2020, respectively, against the investment advisory and administrative fees earned from these products.

Operating expenses eliminated for the nine months ended September 30, 2021 and 2020, were $ 4.0 million and $ 7.3 million, respectively.

The net investment income (loss) reflected in non-operating income (loss) includes dividend and interest income as well as realized and unrealized gains and losses on the underlying securities held by the consolidated T.

Rowe Price investment products.

The table below details the impact of these consolidated investment products on the individual lines of our unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2021 and 2020.

Six months ended

The table below details the impact of these consolidated investment products on the individual lines of our unaudited condensed consolidated statements of cash flows for the nine months ended September 30, 2021 and 2020.

Nine months ended

9/30/2021 9/30/2020

6 unchanged sentences

Net cash used in investing activities ( 11.9 ) ( 3.7 ) ( 15.6 ) ( 23.4 ) ( 25.7 ) ( 49.1 )

Net cash provided by financing activities 74.6 144.3 218.9 9.9 104.0 113.9

Net cash provided by (used in) financing activities 120.1 ( 132.7 ) ( 12.6 ) 124.4 269.5 393.9

Effect of exchange rate changes on cash and cash equivalents of consolidated

7 unchanged sentences

$ 6.2 $ 85.4 $ 91.6 $ 5.2 $ 72.8 $ 78.0

The net cash provided by financing activities during the six months ended June 30, 2021 and 2020 includes $ 80.2 million and $ 26.2 million, respectively, of net subscriptions we made into the consolidated T.

The net cash provided by financing activities during the nine months ended September 30, 2021 and 2020 includes $ 35.3 million and $ 95.2 million, respectively, of net subscriptions we made into the consolidated T.

Rowe Price investment products, net of dividends received.

20 unchanged sentences

NOTE 6 – STOCKHOLDERS’ EQUITY.

Accounts payable and accrued expenses includes liabilities of $ 2.5 million at December 31, 2020 for common stock repurchases that settled during the first week of January 2021.

Accounts payable and accrued expenses includes liabilities of $ 36.0 million at September 30, 2021, and $ 2.5 million at December 31, 2020 for common stock repurchases that settled during the first week of October 2021 and January 2021, respectively.

On June 14, 2021, the Board of Directors declared a special cash dividend of $ 3.00 per common share, or $ 699.8 million, that was paid on July 7, 2021 to stockholders of record as of the close of business on June 25, 2021.

1 unchanged sentence

STOCK OPTIONS.

The following table summarizes the status of, and changes in, our stock options during the six months ended June 30, 2021.

The following table summarizes the status of, and changes in, our stock options during the nine months ended September 30, 2021.

Options Weighted-

1 unchanged sentence

Exercised ( 1,403,996 ) $ 69.20

Outstanding at June 30, 2021 3,381,875 $ 72.21

Exercisable at June 30, 2021 3,381,875 $ 72.21

Outstanding at September 30, 2021 2,975,667 $ 72.83

Exercisable at September 30, 2021 2,975,667 $ 72.83

EFFECT OF SPECIAL CASH DIVIDEND.

3 unchanged sentences

RESTRICTED SHARES AND STOCK UNITS.

The following table summarizes the status of, and changes in, our nonvested restricted shares and restricted stock units during the six months ended June 30, 2021.

The following table summarizes the status of, and changes in, our nonvested restricted shares and restricted stock units during the nine months ended September 30, 2021.

Weighted-average

4 unchanged sentences

Forfeited — ( 137,390 ) $ 118.39

Nonvested at June 30, 2021 4,336 6,255,422 $ 117.01

Nonvested at June 30, 2021, includes performance-based restricted stock units of 361,609 .

Nonvested at September 30, 2021 4,336 6,162,870 $ 117.21

Nonvested at September 30, 2021, includes performance-based restricted stock units of 335,162 .

These nonvested performance-based restricted stock units include 188,612 units for which the performance period has lapsed, and the performance threshold has been met.

FUTURE STOCK-BASED COMPENSATION EXPENSE.

The following table presents the compensation expense to be recognized over the remaining vesting periods of the stock-based awards outstanding at June 30, 2021.

The following table presents the compensation expense to be recognized over the remaining vesting periods of the stock-based awards outstanding at September 30, 2021.

Estimated future compensation expense will change to reflect future grants of restricted stock awards and units, future option grants, changes in the probability of performance thresholds being met, and adjustments for actual forfeitures.

(in millions)

Third quarter 2021 $ 57.1

Fourth quarter 2021 49.9

6 unchanged sentences

No outstanding stock options had an anti-dilutive impact on the diluted earnings per common share calculation in the periods presented.

Three months ended Six months ended

Three months ended Nine months ended

(in millions) 9/30/2021 9/30/2020 9/30/2021 9/30/2020

7 unchanged sentences

NOTE 9 – OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS.

The changes in each component of accumulated other comprehensive loss, including reclassification adjustments for the three months ended June 30, 2021 and 2020 are presented in the table below.

The changes in each component of accumulated other comprehensive loss, including reclassification adjustments for the three months ended September 30, 2021 and 2020 are presented in the table below.

Three months ended 9/30/2021 Three months ended 9/30/2020

11 unchanged sentences

Balances at end of period $ ( 40.7 ) $ 11.3 $ ( 29.4 ) $ ( 54.3 ) $ 11.6 $ ( 42.7 )

The other comprehensive income (loss) in the table above excludes $ 3.8 million and $ 10.3 million of other comprehensive income related to redeemable non-controlling interests held in our consolidated products for the three months ended June 30, 2021 and 2020, respectively.

The changes in each component of accumulated other comprehensive loss, including reclassification adjustments for the six months ended June 30, 2021 and 2020, are presented in the table below.

Six months ended 6/30/2021 Six months ended 6/30/2020

The other comprehensive income (loss) in the table above excludes $( 12.2 ) million and $ 20.8 million of other comprehensive income related to redeemable non-controlling interests held in our consolidated products for the three months ended September 30, 2021 and 2020, respectively.

The changes in each component of accumulated other comprehensive loss, including reclassification adjustments for the nine months ended September 30, 2021 and 2020, are presented in the table below.

Nine months ended 9/30/2021 Nine months ended 9/30/2020

(in millions) Equity method investments Consolidated T.

20 unchanged sentences

The matter has been certified as a class action.

The parties have reached an agreement in principle, which will be presented to the court for approval.

The parties have reached an agreement in principle for a settlement, which will be presented to the court for approval.

The proposed settlement would not be material to T.

2 unchanged sentences

In the opinion of management, after consultation with counsel, the likelihood of an adverse determination in one or more of these pending ordinary course of business claims that would have a material adverse effect on our financial position or results of operations is remote.

NOTE 11 - SUBSEQUENT EVENTS .

PENDING ACQUISITION OF OAK HILL ADVISORS, L.P.

On October 28, 2021, we entered into a definitive purchase agreement to acquire 100 % of the equity of Oak Hill Advisors, L.P.

(OHA), and certain other entities that have common ownership.

OHA is an alternative investment management firm with a focus on performing and distressed credit investments in North America, Europe and other geographies.

Under the purchase agreement, we will acquire OHA for a purchase price of up to $ 4.2 billion, with $ 3.3 billion payable at closing, approximately 74 % in cash and 26 % in T.

Rowe Price Group, Inc.

common stock, and up to an additional $ 900 million in cash upon the achievement of certain business milestones beginning in 2025.

The purchase price includes the retirement of OHA debt outstanding at closing.

The completion of the acquisition is subject to various approvals and other customary closing conditions and is expected to close in the fourth quarter of 2021.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

4 unchanged sentences

Rowe Price Group, Inc.

and subsidiaries (the “Company") as of June 30, 2021, the related condensed consolidated statements of income, comprehensive income, and stockholders’ equity for the three-month and six-month periods ended June 30, 2021 and 2020, the related condensed consolidated statements of cash flows for the six-month periods ended June 30, 2021 and 2020, and the related notes (collectively, the consolidated interim financial information).

and subsidiaries (the “Company") as of September 30, 2021, the related condensed consolidated statements of income, comprehensive income, and stockholders’ equity for the three-month and nine-month periods ended September 30, 2021 and 2020, the related condensed consolidated statements of cash flows for the nine-month periods ended September 30, 2021 and 2020, and the related notes (collectively, the consolidated interim financial information).

Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial information for it to be in conformity with U.S.

12 unchanged sentences

Baltimore, Maryland

July 29, 2021

October 28, 2021

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements