What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-05-07 compared with 2023-11-08 · 512 added, 630 removed, 954 unchanged (54% of the section changed)

4 unchanged sentences

(In Thousands, Except Per Share Amounts)

September 30,

Current assets:

Cash and cash equivalents (Note 3)

Financial instruments owned, at fair value (including $ 54,259 and $ 25,283 invested in WisdomTree products at September 30, 2023 and December 31, 2022, respectively) (Note 5)

Accounts receivable (including $ 32,315 and $ 24,139 due from related parties at September 30, 2023 and December 31, 2022, respectively)

Cash, cash equivalents and restricted cash (including $ 5,061 and $ 5,007 invested in the WisdomTree Government Money Market Digital Fund at March 31, 2024 and December 31, 2023, respectively) (Note 3)

Financial instruments owned, at fair value (including $ 48,353 and $ 47,559 invested in WisdomTree products at March 31, 2024 and December 31, 2023, respectively) (Note 5)

Accounts receivable (including $31,178 and $28,511 due from related parties at March 31, 2024 and December 31, 2023, respectively)

Prepaid expenses

2 unchanged sentences

Fixed assets, net

Indemnification receivable (Note 20)

Securities held-to-maturity

9 unchanged sentences

Compensation and benefits payable

Payable to Gold Bullion Holdings (Jersey) Limited (“GBH”) (Note 12)

Income taxes payable

Operating lease liabilities (Note 13)

Convertible notes—current (Note 10)

Deferred consideration—gold payments

Accounts payable and other liabilities

1 unchanged sentence

Convertible notes (Note 10)

Deferred consideration—gold payments

Operating lease liabilities (Note 12)

Other noncurrent liabilities

Payable to GBH (Note 12)

Total liabilities

1 unchanged sentence

14.750 shares authorized, issued and outstanding;

redemption value of $ 105,090 and $ 77,969 at September 30, 2023 and December 31, 2022, respectively) (Note 11)

redemption value of $ 123,108 and $ 96,869 at March 31, 2024 and December 31, 2023, respectively) (Note 11)

Contingencies (Note 14)

2 unchanged sentences

2,000 shares authorized

Preferred stock—Series C Non-Voting Convertible, par value $ 0.01 ;

13.087 shares authorized, issued and outstanding

Common stock, par value $ 0.01 ;

1 unchanged sentence

issued and outstanding:

150,335 and 146,517 at September 30, 2023 and December 31, 2022, respectively

151,819 and 150,330 at March 31, 2024 and December 31, 2023, respectively

Additional paid-in capital

3 unchanged sentences

Total liabilities and stockholders’ equity

The accompanying notes are an integral

part of these consolidated financial statements

The accompanying notes are an integral part

of these consolidated financial statements.

WisdomTree, Inc.

and Subsidiaries

2 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Operating Revenues:

15 unchanged sentences

Interest expense

Gain on revaluation/termination of deferred

consideration—gold

payments (Note 9)

Gain on revaluation/termination of deferred consideration—gold payments (Note 9)

Interest income

Impairments (Note 25)

Loss on extinguishment of convertible notes

Other losses, net

Loss on extinguishment of convertible notes (Note 10)

Other gains and losses, net

Income before income taxes

Income tax expense/(benefit)

Income tax expense

Earnings per share—basic

3 unchanged sentences

Cash dividends declared per common share

The accompanying notes are an integral

part of these consolidated financial statements

The accompanying notes are an integral part

of these consolidated financial statements.

WisdomTree, Inc.

3 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Other comprehensive loss

Other comprehensive (loss)/income

Foreign currency translation adjustment, net of income taxes

Other comprehensive loss

Other comprehensive (loss)/income

Comprehensive income

The accompanying notes are an integral

part of these consolidated financial statements

WisdomTree, Inc.

and Subsidiaries

Consolidated Statements of Changes in Stockholders’

(In Thousands)

For the Three Months Ended September 30, 2023

Preferred Stock

Comprehensive

Balance—July 1, 2023

Shares repurchased

Restricted stock issued and vesting of restricted stock units, net

Stock-based compensation

Other comprehensive loss

Balance—September 30, 2023

For the Three Months Ended September 30, 2022

Series C Preferred

Comprehensive

Deficit)/Retained

Balance—July 1, 2022

Restricted stock

issued and vesting of restricted stock units, net

Shares repurchased

Stock-based compensation

Other comprehensive loss

Balance—September 30, 2022

The accompanying notes are an integral

part of these consolidated financial statements

The accompanying notes are an integral part

of these consolidated financial statements.

WisdomTree, Inc.

1 unchanged sentence

Consolidated Statements of Changes in Stockholders’

Equity (Continued)

(In Thousands)

For the Nine Months Ended September 30, 2023

Three Months Ended March 31, 2024

Comprehensive

Balance—January 1, 2024

Shares issued in connection with termination

of the deferred consideration—gold payments obligation, net of issuance costs (Note 9)

Restricted stock issued and vesting of restricted stock units, net

Shares issued in connection with convertible

notes that matured on June 15, 2023 (Note 11)

Shares repurchased

1 unchanged sentence

Other comprehensive loss

Balance—September 30, 2023

For the Nine Months Ended September 30, 2022

Balance—March 31, 2024

Three Months Ended March 31, 2023

Comprehensive

Income/(Loss)

Deficit)/Retained

Balance—January 1, 2023

2 unchanged sentences

Stock-based compensation

Other comprehensive loss

Balance—September 30, 2022

The accompanying notes are an integral

part of these consolidated financial statements

Other comprehensive income

Balance—March 31, 2023

The accompanying notes are an integral part

of these consolidated financial statements.

WisdomTree, Inc.

2 unchanged sentences

(In Thousands)

Nine Months Ended

September 30,

flows from operating activities:

Adjustments to

reconcile net income to net cash provided by operating activities:

Gain on revaluation/termination of deferred consideration—gold payments

Three Months Ended

Cash flows from operating activities:

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

Advisory and license fees paid in gold, other precious metals and cryptocurrency

Deferred income taxes

Stock-based compensation

Loss on extinguishment of convertible notes

Contractual gold payments

Gains on financial instruments owned, at fair value

Imputed interest on payable to GBH

Depreciation and amortization

Amortization of issuance costs—convertible notes

Deferred income taxes

Losses on investments

Losses on financial instruments owned, at fair value

Amortization of right of use asset

Depreciation and amortization

Changes in operating

assets and liabilities:

Gains on investments

Gain on revaluation/termination of deferred consideration—gold payments

Loss on extinguishment of convertible notes

Contractual gold payments

Changes in operating assets and liabilities:

Accounts receivable

1 unchanged sentence

Gold and other precious metals

Intangibles—software development

Fund management and administration payable

3 unchanged sentences

Accounts payable and other liabilities

Net cash provided by operating activities

flows from investing activities:

Net cash used in operating activities

Cash flows from investing activities:

Purchase of financial instruments owned, at fair value

Purchase of investments

Acquisition of Securrency Transfers, Inc.

(net of cash acquired)

Cash paid—software development

Purchase of fixed assets

Proceeds from the sale of financial instruments owned, at fair value

Receipt of contingent consideration – Sale of Canadian ETF business

Proceeds from held-to-maturity securities maturing or called prior to maturity

Net cash provided by/(used in) investing activities

flows from financing activities:

Repurchase and maturity of convertible notes

Termination of deferred consideration—gold payments

Cash flows from financing activities:

Dividends paid

Shares repurchased

Repurchase of convertible notes (Note 10)

Issuance costs—convertible notes

Issuance costs—Series C Preferred Stock

Proceeds from the issuance

of convertible notes (Note 10)

Proceeds from the issuance of convertible notes (Note 10)

Net cash used in financing activities

Decrease in cash flow due to changes in foreign exchange rate

Net decrease in cash and cash equivalents

Cash and cash equivalents—beginning of year

Cash and cash equivalents—end of period

disclosure of cash flow information:

(Decrease)/increase in cash flow due to changes in foreign exchange rate

Net decrease in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash—beginning of year

Cash, cash equivalents and restricted cash—end of period

Supplemental disclosure of cash flow information:

Cash paid for income taxes

Cash paid for interest

NON-CASH INVESTING AND FINANCING ACTIVITIES

On May 10, 2023, the Company issued

13.087 shares of Series C Non-Voting Convertible Preferred Stock (valued at $86,898) in connection with the termination of its deferred

consideration—gold payments obligation.

See Notes 9 and 11

for additional information.

On June 15, 2023, the Company issued

1,037 shares of common stock (as the conversion option was in the money) in connection with the maturity of $60,000 aggregate principal

amount of 4.25% Convertible Senior Notes.

The accompanying notes are an integral

part of these consolidated financial statements

The accompanying notes

are an integral part of these consolidated financial statements.

WisdomTree, Inc.

5 unchanged sentences

(collectively, “WisdomTree” or the “Company”), is a global financial innovator, offering a well-diversified suite

of exchange-traded products (“ETPs”), models and solutions.

Building on its heritage of innovation, the Company is also developing

and has recently launched next-generation digital products and structures, including digital or blockchain-enabled mutual funds (“Digital

Funds”) and tokenized assets, as well as its blockchain-native digital wallet, WisdomTree Prime™.

The Company has the following

wholly-owned operating subsidiaries:

of exchange-traded products (“ETPs”), models, solutions and products leveraging blockchain technology.

Building on its heritage

of innovation, the Company is also developing and has launched next-generation digital products, services and structures, including digital

or blockchain-enabled mutual funds (“Digital Funds”) and tokenized assets, as well as its blockchain-native digital wallet,

WisdomTree Prime.

The Company has the following wholly-owned operating subsidiaries:

● WisdomTree Asset Management, Inc.

26 unchanged sentences

to ManJer, WTMAML and WML.

● WisdomTree Digital Commodity Services, LLC is a New York based company that has been formed to serve as the sponsor of the

WisdomTree Bitcoin Trust and WisdomTree Ethereum Trust, each an ETF currently under review with the SEC.

● WisdomTree Digital Commodity Services, LLC is a New York based company that serves as the sponsor of the WisdomTree Bitcoin

Fund, which is currently effective with the SEC.

The WisdomTree Bitcoin Fund is an exchange-traded fund that issues common shares of beneficial

interest and is listed on the Cboe BZX Exchange, Inc.

The WisdomTree Bitcoin Fund provides exposure to the spot price of bitcoin.

● WisdomTree Digital Management, Inc.

12 unchanged sentences

WT Digital Movement has obtained and is seeking additional state money

transmitter licenses to operate a platform for the purchase, sale and exchange of tokenized assets, while also providing digital wallet

services through WisdomTree Prime™, a blockchain-native digital wallet, to facilitate such activity.

transmitter licenses to operate a platform for the purchase, sale and exchange of tokenized assets, while also providing blockchain-native

digital wallet services through WisdomTree Prime to facilitate such activity.

● WisdomTree Securities, Inc.

2 unchanged sentences

● WisdomTree Transfers, Inc.

is a New York based transfer agent registered with the SEC, providing transfer agency services

for the Digital Funds.

The transfer agent maintains the official record of share ownership in book entry form and reconciles the official

record with the secondary record of ownership of shares on one or more blockchains.

is a New York based transfer agent registered with the SEC, providing transfer agency and registrar

services for the WisdomTree Digital Funds.

The transfer agent maintains the official record of share ownership in book entry form and

reconciles the official record with the secondary record of ownership of shares on one or more blockchains.

● WisdomTree Digital Trust Company, LLC is a New York based limited liability trust company chartered by the

New York State Department of Financial Services to provide certain digital asset products and services (e.g., custody) via the WisdomTree

Prime mobile application.

Significant Accounting Policies

3 unchanged sentences

generally accepted accounting principles (“GAAP”) and in the opinion of management

reflect all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of financial condition, results

of operations, and cash flows for the periods presented.

The consolidated financial statements include the accounts of the Company’s

wholly-owned subsidiaries.

All intercompany accounts and transactions have been eliminated in consolidation.

reflect all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of the financial statements.

The consolidated financial statements include the accounts of the Company’s wholly-owned subsidiaries.

All intercompany accounts

and transactions have been eliminated in consolidation.

Consolidation

14 unchanged sentences

The Company, through its subsidiaries in the

and Europe, conducts business as a single operating segment as an ETP sponsor and asset manager which is based upon the Company’s

current organizational and management structure, as well as information used by the chief operating decision maker to allocate resources

and other factors.

and Europe, is a global financial innovator, offering a well-diversified suite of ETPs, models, solutions and products leveraging

blockchain technology.

The Company conducts business as a single operating segment as an ETP sponsor and asset manager, which is based

upon the Company’s current organizational and management structure, as well as information used by the Company’s Chief Executive

Officer (the chief operating decision maker, or CODM) to allocate resources and other factors.

Foreign Currency Translation

4 unchanged sentences

The impact of the foreign currency translation

adjustment is included in the Consolidated Statements of Comprehensive Income as a component of other comprehensive loss.

adjustment is included in the Consolidated Statements of Comprehensive Income as a component of other comprehensive (loss)/income.

Use of Estimates

11 unchanged sentences

Contractual Gold Payments

Contractual gold payments are measured and paid

monthly based upon the average daily spot price of gold (Note 9).

The Company’s obligation

to continue making these payments terminated on May 10, 2023.

Contractual gold payments were measured and paid

monthly based upon the average daily spot price of gold.

The Company’s obligation to continue making these payments terminated on

May 10, 2023.

Marketing and Advertising

17 unchanged sentences

fee revenues based on incremental growth in assets under management (“AUM”), subject to caps or minimums, to marketing agents

to sell WisdomTree ETFs and for including WisdomTree ETFs on third-party customer platforms and recognizes these expenses as incurred.

Cash and Cash Equivalents

The Company considers all highly liquid investments

with an original maturity of 90 days or less at the time of purchase to be classified as cash equivalents.

The Company maintains

deposits with financial institutions in an amount that is in excess of federally insured limits.

to sell WisdomTree ETPs and for including WisdomTree ETPs on third-party customer platforms and recognizes these expenses as incurred.

Cash, Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with an original

maturity of 90 days or less at the time of purchase to be classified as cash equivalents.

The Company maintains deposits with financial

institutions in an amount that is in excess of federally insured limits.

Restricted cash is required to be maintained in a separate account

with withdrawal and usage restrictions.

Accounts Receivable

114 unchanged sentences

recognition requirements are not applied to short-term leases, which are those with a lease term of 12 months or less.

Instead, lease payments

associated with short-term leases are recognized as an expense on a straight-line basis over the lease term.

Instead, lease

payments associated with short-term leases are recognized as an expense on a straight-line basis over the lease term.

ASC 842 also provides a practical expedient

5 unchanged sentences

on the CMX exchange, a selected discount rate and perpetual growth rate (Note 9).

in the fair value of this obligation were reported as gain on revaluation/termination of deferred consideration—gold payments in

the Consolidated Statements of Operations.

Changes in the fair value of this obligation were reported

as gain on revaluation/termination of deferred consideration—gold payments in the Consolidated Statements of Operations.

Convertible Notes

19 unchanged sentences

Net income available to common stockholders represents net income of the Company reduced by an allocation of earnings to participating

The Series A non-voting convertible preferred stock and Series C non-voting convertible preferred stock (Note 11)

and unvested stock-based equity awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid)

are participating securities and are included in the computation of EPS pursuant to the two-class method.

Stock-based equity awards that

do not contain such rights are not deemed participating securities and are included in diluted shares outstanding (if dilutive).

The Series A non-voting convertible preferred stock (Note 11) and unvested share-based payment awards that contain non-forfeitable

rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and are included in the computation

of EPS pursuant to the two-class method.

Share-based payment awards that do not contain such rights are not deemed participating securities

and are included in diluted shares outstanding (if dilutive).

Diluted EPS is calculated under the treasury

3 unchanged sentences

The treasury stock method includes the dilutive effect of potential common shares

including unvested stock-based awards, the Series A non-voting convertible preferred stock, the Series C non-voting convertible preferred

stock and the convertible notes, if any.

Potential common shares associated with the Series A non-voting convertible preferred stock,

the Series C non-voting convertible preferred stock and the convertible notes are computed under the if-converted method.

Potential common

shares associated with the conversion option embedded in the convertible notes are dilutive when the Company’s average stock price

exceeds the conversion price.

including unvested stock-based awards, the Series A non-voting convertible preferred stock and the convertible notes, if any.

common shares associated with the Series A non-voting convertible preferred stock and the convertible notes are computed under the if-converted

Potential common shares associated with the conversion option embedded in the convertible notes are dilutive when the Company’s

average stock price exceeds the conversion price.

The Company accounts for income taxes using

20 unchanged sentences

of other liabilities and other expenses.

Cash and Cash Equivalents

Of the total cash and cash equivalents of $ 89,481

and $ 132,101 at September 30, 2023 and December 31, 2022, $ 88,240 and $ 131,104 , respectively, were held at two financial institutions.

At September 30, 2023 and December 31, 2022, cash equivalents were approximately $ 329 and $ 930 , respectively.

Certain of the Company’s subsidiaries

are required to maintain a minimum level of regulatory capital, which was $ 27,844 and $ 25,988 at September 30, 2023 and December 31, 2022,

Recently Issued Accounting Pronouncements

On December 14, 2023, the Financial Accounting Standards Board (“FASB”)

issued ASU 2023-09, Improvements to Income Tax Disclosures , which establishes new income tax disclosure requirements

in addition to modifying and eliminating certain existing requirements.

Under the new guidance, entities must consistently categorize

and provide greater disaggregation of information in the rate reconciliation.

They must also further disaggregate income taxes paid.

standard is intended to benefit stockholders by providing more detailed income tax disclosures that would be useful in making capital

allocation decisions.

The guidance applies to all entities subject to income taxes and is effective for annual periods beginning after

December 15, 2024.

The guidance will be applied on a prospective basis with the option to apply the standard retrospectively.

Early adoption

is permitted.

The Company is considering early adoption of this standard in connection with the filing of its Annual Report on Form 10-K

for the year ending December 31, 2024.

Recently Adopted Accounting Pronouncements

On January 1, 2024, the Company adopted ASU

2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures , which requires public entities to provide

disclosures of significant segment expenses and other segment items.

The guidance requires public entities to provide in interim periods

all disclosures about a reportable segment’s profit or loss and assets that are currently required annually and also applies to

public entities with a single reportable segment.

Entities are permitted to disclose more than one measure of a segment’s profit

or loss if such measures are used by the CODM to allocate resources and assess performance, as long as at least one of those measures

is determined in a way that is most consistent with the measurement principles used to measure the corresponding amounts in the consolidated

financial statements.

The guidance is applied retrospectively to all periods presented in financial statements, unless it is impracticable,

and is effective for fiscal years beginning after December 15, 2023, and for interim periods beginning after December 15, 2024.

26 for additional information.

On January 1, 2024, the Company early

adopted ASU 2023-08, Accounting for and Disclosure of Crypto Assets , which contains final guidance requiring all entities to

measure certain crypto assets at fair value each reporting period and to reflect changes from remeasurement in net income.

are required to present crypto assets measured at fair value separately from other intangible assets on the balance sheet and

present changes from the remeasurement of crypto assets separately from changes in the carrying amounts of other intangible assets

in the income statement.

Entities are required to provide interim and annual disclosures about the types of crypto assets they hold

and any changes in their holdings of crypto assets.

The guidance is effective for fiscal years beginning after December 15, 2024,

including interim periods within those fiscal years.

The adoption of this standard did not have a material impact on the

Company’s financial statements.

Cash, Cash Equivalents and Restricted Cash

Of the total cash, cash equivalents and

restricted cash of $ 116,926

and $ 129,305

at March 31, 2024 and December 31, 2023, respectively, $ 107,956

and $ 116,895

were held at three financial institutions.

At March 31, 2024 and December 31, 2023, cash equivalents were approximately

and $ 50,226 ,

respectively.

These requirements are generally satisfied by cash on hand.

Certain of the Company’s

subsidiaries are required to maintain a minimum level of regulatory capital, generally satisfied by cash on hand, which was $ 42,058

at March 31, 2024 and December 31, 2023, respectively.

Of these amounts, $ 13,083 and $ 0 , at March 31, 2024 and December 31, 2023, respectively, was restricted cash,

which is required to be maintained in a separate account with withdrawal and usage restrictions in compliance with regulatory obligations.

Fair Value Measurements

31 unchanged sentences

of the Company’s assets and liabilities measured at fair value.

During the three and nine months ended September 30, 2023 and 2022,

there were no transfers between Levels 2 and 3.

September 30, 2023

During the three months ended March 31, 2024 and 2023, there were

no transfers between Levels 2 and 3.

Recurring fair value measurements:

3 unchanged sentences

Other assets—seed capital (WisdomTree Digital Funds):

Investments in Convertible Notes (Note 7):

Securrency, Inc.—convertible note

Securrency, Inc.—secured convertible note

Fnality International Limited—convertible note

Non-recurring fair value measurements:

Securrency, Inc.—Series A convertible preferred stock (1)

Securrency, Inc.—Series B convertible preferred stock (1)

Other investments (1 )

_____________________________

(1) Fair value determined

on September 30, 2023.

December 31, 2023

3 unchanged sentences

Pass-through GSEs

Corporate bonds

Other assets—seed capital (WisdomTree Digital Funds)

Investments in Convertible Notes (Note 7)

Securrency, Inc.—convertible note

Fnality International Limited—convertible note

Non-recurring fair value measurements:

Other investments (1)

Recurring fair value measurements:

Deferred consideration—gold payments

Fnality International Limited—Series B-1 Preference

Shares 0F (1 )

Other investments ( 1F1F 2 )

_____________________________

(1) Fair value determined

on May 10, 2022.

Fair value determined on October 31, 2023

Fair value determined on September 30, 2023

Recurring Fair Value Measurements – Methodology

6 unchanged sentences

treasuries, equities and fixed income.

treasuries and equities are generally traded in active, quoted and highly liquid markets and are therefore classified as Level 1 in the

fair value hierarchy.

Pricing of pass-through GSEs and fixed income includes consideration given to collateral characteristics

and market assumptions related to yields, credit risk and timing of prepayments and are therefore generally classified as Level 2.

GSE positions invested in through a fund structure with a quoted market price on an exchange are generally classified as Level 1.

Fair Value Measurements classified as Level

3 – The following table presents a reconciliation of beginning and ending balances of recurring fair value measurements classified

Three Months Ended

September 30,

Nine Months Ended

September 30,

Investments in Convertible Notes (Note 7)

Beginning balance

Net unrealized gains (1)

Ending balance

Deferred Consideration (Note 9)

Beginning balance

Net realized losses (2)

Net unrealized gains (3)

Ending balance

_____________________________

(1) Recorded in impairments and other losses,

net in the Consolidated Statements of Operations.

(2) Recorded as contractual

gold payments expense in the Consolidated Statements of Operations.

(3) Recorded as gain

on revaluation/termination of deferred consideration — gold payments in the Consolidated Statements

of Operations.

ETFs and equities

are generally traded in active, quoted and highly liquid markets and are therefore classified as Level 1 in the fair value hierarchy.

Pricing of U.S.

treasuries, pass-through GSEs and fixed income includes consideration given to date of issuance, collateral characteristics

and market assumptions related to yields, credit risk and timing of prepayments and may be classified as either Level 1 or Level 2.

Financial instruments owned

3 unchanged sentences

Other assets—seed capital (WisdomTree Digital Funds)

The Company recognized net trading losses on

financial instruments owned that were still held at the reporting dates of $ 1,958 and $ 6,010 during the three months ended September 30,

2023 and 2022, respectively, and $ 648 and $ 13,922 during the nine months ended September 30, 2023 and 2022, respectively, which were recorded

in other losses, net, in the Consolidated Statements of Operations.

The Company recognized net trading gains on

financial instruments owned that were still held at the reporting dates of $ 1,904 and $ 4,722 during the three months ended March 31, 2024

and 2023, respectively, which were recorded in other gains and losses, net, in the Consolidated Statements of Operations.

Securities Held-to-Maturity

1 unchanged sentence

securities held-to-maturity:

September 30,

Debt instruments:

Pass-through GSEs (amortized cost)

During the nine months ended September 30,

2023 and 2022, the Company received proceeds of $ 22 and $ 38 , respectively, from held-to-maturity securities maturing or being called

prior to maturity.

During each of the three months ended

March 31, 2024 and 2023, the Company received proceeds of $ 6

from held-to-maturity securities maturing or being called prior to maturity.

The following table summarizes unrealized losses,

gains and fair value (classified as Level 2 within the fair value hierarchy) of securities held-to-maturity:

September 30,

Cost/amortized cost

7 unchanged sentences

however, these securities may be called prior to the maturity date:

September 30,

Due within one year

3 unchanged sentences

The following table sets forth the Company’s

September 30, 2023

March 31, 2024

December 31, 2023

1 unchanged sentence

Carrying Value

Securrency, Inc.—Series A convertible preferred stock

Securrency, Inc.—Series B convertible preferred stock

Securrency, Inc.—secured convertible note

Securrency, Inc.—convertible note

Subtotal—Securrency, Inc.

Fnality International Limited—convertible note

Other investments

Securrency, Inc.

On October 19, 2023, it was announced that

Securrency, Inc.

(“Securrency”) entered into an agreement to be acquired by an unrelated third party, which will result in

the Company’s exit from this investment.

The Company used the market approach to mark its investment in Securrency to the estimated

realizable value, which resulted in a net impairment charge of $ 2,391

recognized during the three months ended September 30, 2023.

During the nine months ended September 30, 2023, the Company recognized

a net impairment charge on its investment in Securrency totaling $ 7,291

and additional losses of $ 1,777 , recorded in other losses, net.

Fnality International Limited—Series B-1 Preference Shares

Fnality International Limited

In February 2022, the Company participated in a convertible note financing,

making an investment of £ 5,000 ($ 6,863 ) in convertible notes of Fnality International Limited (“Fnality”),

a company incorporated in England and Wales and focused on creating a peer-to-peer digital wholesale settlement ecosystem comprised of

a consortium of financial institutions, offering real time cross-border payments from a single pool of liquidity.

In consideration for

its investment, the Company was issued a 5 % Convertible Unsecured Loan Note maturing on December 31, 2023 .

The note is convertible into equity shares in

the event of a future qualified equity financing of Fnality.

The note will convert at a conversion price equal to the lower of (i) a discount

of 20 % to the lowest price paid per equity share issued pursuant to such future financing round and (ii) an amount paid per share subject

to a pre-money valuation cap.

Mandatory conversion may occur on or after the maturity date or, if earlier, in the event a future financing

round has not been completed within a specified time from an initial closing of such financing round (“Long Stop Date”), upon

the approval of holders of at least 75 % of the outstanding notes.

The note is also convertible, at the option of the Company, following

the earlier of the maturity date or such Long Stop Date.

The note is redeemable upon the occurrence of

a change of control for an amount which is the greater of (i) the principal amount and all accrued interest and (ii) the amount that would

be received had the note been converted to equity shares immediately prior to the occurrence of the change of control.

Redemption may

also occur on or after maturity or prior to maturity upon approval by holders of at least 50 % and 75 %, respectively, of the outstanding

notes, or in connection with bankruptcy or other liquidation events.

The note is accounted for at fair value.

value is determined by the Company using the PWERM and is also remeasured for changes in the British pound and U.S.

The Company owns approximately 5.4 % (or 4.8 %

on a fully-diluted basis) of capital stock of Fnality International Limited (“Fnality”), a company incorporated in England

and Wales and focused on creating a peer-to-peer digital wholesale settlement ecosystem comprised of a consortium of financial institutions,

offering real time cross-border payments from a single pool of liquidity.

The Company’s ownership interest is represented by 2,340,378

Series B-1 Preference Shares, resulting from the conversion of its investment of £ 6,000 ($ 8,091 ) in convertible notes upon

Fnality’s qualified equity financing which occurred in October 2023.

The Series B-1 Preference Shares carry a 1.0x liquidation

preference, are convertible into ordinary shares at the option of the Company and contain various rights and protections.

This investment is accounted for under the measurement

alternative prescribed in ASC 321, as it does not have a readily determinable fair value and is otherwise not subject to the equity method

of accounting.

The investment is assessed for impairment and similar observable transactions on a quarterly basis.

During the three months

ended March 31, 2024, the Company recognized a loss of $ 78 due to changes in the British pound to U.S.

dollar exchange rate.

During the three and nine months ended September 30, 2023, the Company recognized a loss of ($ 426 ) and a gain of $ 532 , respectively, when

remeasuring the notes to fair value.

The table below presents the probability ascribed

to potential outcomes used in the PWERM (classified as Level 3 in the fair value hierarchy) and the time to exit:

September 30,

Conversion of note upon a future financing round

Redemption of note upon a change of control

Time to potential outcome (in years)

Other Investments

During the three and nine months ended September

30, 2023, the Company recognized an impairment of $ 312 on its other investments.

impairment recognized on this investment during the three months ended March 31, 2024 based upon a qualitative assessment.

During the three months ended March 31, 2023,

the Company recognized a gain of $ 530 when re-measuring its previously held convertible notes to fair value.

Fixed Assets, net

The following table summarizes fixed assets:

September 30,

accumulated depreciation

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Under the terms of the transaction, GBH received approximately $ 4,371 in cash and 13,087 shares of Series C Non-Voting Convertible

Preferred Stock of the Company, $ 0.01 par value per share convertible into 13,087,000 shares of the Company’s common stock, and

RIL received approximately $ 45,634 in cash.

The Company determined the present value of

the deferred consideration—gold payments of $ 0 and $ 200,290 at September 30, 2023 and December 31, 2022 using the following assumptions:

September 30,

Forward-looking gold price (low) — per ounce

Forward-looking gold price (high) — per ounce

Forward-looking gold price (weighted average) — per ounce

Discount rate

Perpetual growth rate

During the three and nine months ended September

30, 2023 and 2022, the Company recognized the following in respect of deferred

consideration—gold payments:

Preferred Stock of the Company, $ 0.01 par value per share convertible into 13,087,000 shares of the Company’s common stock (see

Note 12 for additional information), and RIL received approximately $ 45,634 in cash.

During the three months ended March 31, 2024

and 2023, the Company recognized the following in respect of deferred consideration—gold payments:

Three Months Ended

September 30,

Nine Months Ended

September 30,

Contractual gold payments

Contractual gold payments — gold ounces paid

Gain on revaluation/termination of deferred consideration — gold

Gain on revaluation/termination of deferred consideration — gold payments

Convertible Notes

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As a result of this repurchase, the Company recognized

a loss on extinguishment of approximately $ 9,721 during the nine months ended September 30, 2023.

a loss on extinguishment of approximately $ 9,721 during the three months ended March 31, 2023.

The remainder of the 2020 Notes matured

on June 15, 2023 and were settled for $ 59,955 in cash and 1,037,288 shares of common stock, as the conversion option was in the money.

After the repurchase and maturity of the 2020

Notes and the issuance of the 2023 Notes (and together with the 2021 Notes, the “Convertible Notes”), the Company had $ 280,000

After the repurchase and settlement

at maturity of the 2020 Notes and the issuance of the 2023 Notes (and together with the 2021 Notes, the “Convertible

Notes”), the Company had $ 280,000

in aggregate principal amount of Convertible Notes outstanding.

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● Interest rate:

Payable semiannually in arrears on February 15 and August 15 of each year for the 2023 Notes (beginning on August

15, 2023) and on June 15 and December 15 of each year for the 2021 Notes.

Payable semiannually in arrears on February 15 and August 15 of each year for the 2023 Notes and on June 15

and December 15 of each year for the 2021 Notes.

● Conversion price:

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In certain circumstances, conversions in connection with a “make-whole

fundamental change” (as defined in the indentures) or conversions of Convertible Notes called (or deemed called) for redemption

may result in an increase to the conversion rate, provided that the conversion rate will not exceed 167.7853 shares and 144.9275 shares

of the Company’s common stock per $ 1,000 principal amount of the 2023 Notes and the 2021 Notes, respectively (the equivalent of

fundamental change” (as defined in the indentures) or conversions of Convertible Notes called (or deemed called) for redemption may

result in an increase to the conversion rate, provided that the conversion rate will not exceed 167.7853 shares and 144.9275 shares of

the Company’s common stock per $ 1,000 principal amount of the 2023 Notes and the 2021 Notes, respectively (the equivalent of 43,551,214

shares of the Company’s common stock), subject to adjustment.

● Seniority and Security:

The Convertible Notes rank equal in right of payment, and are the Company’s senior unsecured

The 2023 Notes and 2021 Notes rank equal in right of payment, and are the Company’s senior unsecured

obligations, but are subordinated in right of payment to the Company’s obligations to make certain redemption payments (if and when

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The following table provides a summary of the

Convertible Notes at September 30, 2023 and December 31, 2022:

September 30, 2023

Convertible Notes at March 31, 2024 and December 31, 2023:

March 31, 2024

December 31, 2023

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Carrying amount

Effective interest rate (1)

Effective interest rate ( 5F 1 )

_____________________________

Includes amortization of the issuance costs and premium.

Interest expense on the Convertible Notes was

$ 3,461 and $ 11,484 during the three and nine months ended September 30, 2023 and $ 3,734 and $ 11,199 , respectively, during the comparable

periods in 2022.

Interest payable of $ 2,391 and $ 621 at September 30, 2023 and December 31, 2022, respectively, is included in accounts

payable and other liabilities on the Consolidated Balance Sheets.

Interest expense on the Convertible Notes during

the three months ended March 31, 2024 and 2023 was $ 3,462 and $ 4,002 , respectively.

Interest payable of $ 2,391 and $ 3,041 at March 31,

2024 and December 31, 2023, respectively, is included in accounts payable and other liabilities on the Consolidated Balance Sheets.

The fair value of the Convertible Notes (classified

as Level 2 in the fair value hierarchy) was $ 282,486 and $ 320,513 at September 30, 2023 and December 31, 2022, respectively.

as Level 2 in the fair value hierarchy) was $ 308,487 and $ 281,897 at March 31, 2024 and December 31, 2023, respectively.

The if-converted

value of the Convertible Notes did not exceed the principal amount at September 30, 2023 and December 31, 2022.

Preferred Stock

Series A Non-Voting Convertible Preferred Stock

On April 10, 2018, the Company filed a

Certificate of Designations of Series A Non-Voting Convertible Preferred Stock (the “Series A Certificate of Designations”)

with the Delaware Secretary of State establishing the rights, preferences, privileges, qualifications, restrictions, and limitations relating

to the Series A Preferred Stock (defined below).

The Series A Preferred Stock is intended to provide ETFS Capital with economic rights

equivalent to the Company’s common stock on an as-converted basis.

The Series A Preferred Stock has no voting rights, is not transferable

and has the same priority with regard to dividends, distributions and payments as the common stock.

As described in the Series A Certificate of

Designations, the Company will not issue, and ETFS Capital does not have the right to require the Company to issue, any shares of common

stock upon conversion of the Series A Preferred Stock, if, as a result of such conversion, ETFS Capital (together with certain attributable

parties) would beneficially own more than 9.99 % of the Company’s outstanding common stock immediately after giving effect to such

value of the Convertible Notes did not exceed the principal amount at March 31, 2024 and December 31, 2023.

Series A Preferred Stock

On April 10, 2018, the Company filed a Certificate of Designations

of Series A Non-Voting Convertible Preferred Stock (the “Series A Certificate of Designations”) with the Secretary of State

of the State of Delaware establishing the rights, preferences, privileges, qualifications, restrictions, and limitations relating to the

Series A Preferred Stock (defined below).

The Series A Preferred Stock is intended to provide ETFS Capital with economic rights equivalent

to the Company’s common stock on an as-converted basis.

The Series A Preferred Stock has no voting rights, is not transferable and

has the same priority with regard to dividends, distributions and payments as the common stock.

As described in the Series A Certificate

of Designations, the Company will not issue, and ETFS Capital does not have the right to require the Company to issue, any shares of

common stock upon conversion of the Series A Preferred Stock, if, as a result of such conversion, ETFS Capital (together with

certain attribution parties) would beneficially own more than 9.99 %

of the Company’s outstanding common stock immediately after giving effect to such conversion.

In connection with the completion of the acquisition

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Stock balance:

September 30,

Issuance of Series A Preferred Stock

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Cash dividends declared per share (quarterly)

Temporary equity classification is required

for redeemable instruments for which redemption triggers are outside of the issuer’s control.

ETFS Capital has the right to redeem

all the Series A Preferred Stock specified to be converted during the period of time specified in the Series A Certificate of Designations

in the event that:

(a) the number of shares of the Company’s common stock authorized by its certificate of incorporation is

insufficient to permit the Company to convert all of the Series A Preferred Stock requested by ETFS Capital to be converted;

Capital does not, upon completion of a change of control of the Company, receive the same amount per Series A Preferred Stock as it would

have received had each outstanding Series A Preferred Stock been converted into common stock immediately prior to the change of control.

However, the Company will not be obligated to make any such redemption payments to the extent such payments would be a breach of any covenant

or obligation the Company owes to any of its secured creditors or is otherwise prohibited by applicable law.

Any such redemption will be at a price per Series

A Preferred Stock equal to the dollar volume-weighted average price for a share of common stock for the 30-trading day period ending on

the date of such attempted conversion or change of control, as applicable, multiplied by 1,000.

Such redemption payment will be made in

one payment no later than 10 business days following the last day of the Company’s first fiscal quarter that begins on a date following

the date ETFS Capital exercises such redemption right.

The redemption value of the Series A Preferred Stock was $ 105,090 and $ 77,969 at

September 30, 2023 and December 31, 2022, respectively.

Temporary equity classification is required for redeemable instruments

for which redemption triggers are outside of the issuer’s control.

ETFS Capital has the right to redeem all the Series A Preferred

Stock specified to be converted during the period of time specified in the Series A Certificate of Designations in the event that:

number of shares of the Company’s common stock authorized by its certificate of incorporation is insufficient to permit the Company

to convert all of the Series A Preferred Stock requested by ETFS Capital to be converted;

or (b) ETFS Capital does not, upon completion

of a change of control of the Company, receive the same amount per share of Series A Preferred Stock as it would have received had each

outstanding share of Series A Preferred Stock been converted into common stock immediately prior to the change of control.

Company will not be obligated to make any such redemption payments to the extent such payments would be a breach of any covenant or obligation

the Company owes to any of its secured creditors or is otherwise prohibited by applicable law.

Any such redemption will be at a price per share of Series A Preferred

Stock equal to the dollar volume-weighted average price for a share of common stock for the 30-trading day period ending on the date of

such attempted conversion or change of control, as applicable, multiplied by 1,000.

Such redemption payment will be made in one payment

no later than 10 business days following the last day of the Company’s first fiscal quarter that begins on a date following the

date ETFS Capital exercises such redemption right.

The redemption value of the Series A Preferred Stock was $ 123,108 and $ 96,869 at March

31, 2024 and December 31, 2023, respectively.

The carrying amount of the Series A Preferred

Stock was not adjusted as it was not probable that the Series A Preferred Stock would become redeemable.

Series C Non-Voting Convertible Preferred Stock

On May 10, 2023, the Company filed a Certificate

of Designations of Series C Non-Voting Convertible Preferred Stock (the “Series C Certificate of Designations”) with the Delaware

Secretary of State establishing the rights, preferences, privileges, qualifications, restrictions, and limitations relating to the Series

C Preferred Stock (defined below).

The Series C Preferred Stock is intended to provide GBH with economic rights equivalent to the Company’s

common stock on an as-converted basis.

The Series C Preferred Stock has no voting rights, is not transferable, contains registration rights

and has the same priority with regard to dividends, distributions and payments as the common stock.

As described in the Series C Certificate of

Designations, the Company will not issue, and GBH does not have the right to require the Company to issue, any shares of common stock

upon conversion of the Series C Preferred Stock, if, as a result of such conversion, GBH (together with certain attributable parties)

would beneficially own more than 4.99 % of the Company’s outstanding common stock immediately after giving effect to such conversion.

Further, as described in the Series C Certificate of Designations, the Company will no t issue any shares of common stock upon conversion

of the Series C Preferred Stock if the issuance would exceed the aggregate number of shares of common stock that the Company may issue

without breaching its obligations under the rules of the New York Stock Exchange, unless the Company obtains stockholder approval for

the issuance of the Company’s common stock upon conversion of the Series C Preferred Stock in excess of such amount.

Each share of Series C Preferred Stock is convertible

only in connection with the sale of all or any portion of the Company’s common stock on an arms-length basis to a bona fide third-party

purchaser, pursuant to (i) an effective registration statement under the Securities Act of 1933, as amended (“Securities Act”)

or (ii) an exemption from registration under the Securities Act, provided any such sale is conditioned on the terms set forth in the Investor

Rights Agreement, dated May 10, 2023, between the Company and GBH.

Pursuant to the Investor Rights Agreement, GBH

is subject to restrictions on the manner in which the Conversion Shares (defined below) can be sold and has agreed not to distribute or

sell any Conversion Shares to any person that would knowingly result in that person, together with such person’s affiliates and

associates, owning, controlling or otherwise having any beneficial ownership interest representing in the aggregate 5 % or more of the

then outstanding shares of the Company’s common stock.

GBH has also agreed not to distribute or sell any Conversion Shares to ETFS

Capital, GT or any of their affiliates, associates or any Group (as that term is used in Section 13(d) of the Securities Exchange Act

of 1934, as amended (the “Exchange Act”), and as defined in Rule 13d-5 thereunder) formed by the foregoing persons.

In accordance with the SPA Agreement, the Company

issued 13,087 shares of Series C Non-Voting Convertible Preferred Stock (the “Series C Preferred Stock”), which are convertible

into an aggregate of 13,087,000 shares of common stock (“Conversion Shares”).

The fair value of this consideration was $ 86,898 ,

based on the closing price of the Company’s common stock on May 9, 2023 of $ 6.64 per share, the trading day prior to the closing

of the acquisition.

GBH has no redemption rights associated with

the Series C Preferred Stock and therefore the instrument has been classified as a component of stockholders’ equity, with the excess

over par value of $ 86,801 (net of issuance costs of $ 97 ) recorded to additional paid in capital.

Stock was not adjusted as it was not probable that such shares would become redeemable.

Payable to Gold Bullion Holdings (Jersey) Limited (“GBH”)

On November 20, 2023, the Company repurchased

its Series C Non-Voting Convertible Preferred Stock, par value $ 0.01 per share (the “Series C Preferred Stock”) which was

convertible into 13,087,000 shares of the Company’s common stock, from GBH, a subsidiary of WGC, for aggregate cash consideration

of approximately $ 84,411 .

Under the terms of the transaction, the Company paid GBH $ 40,000 on the closing date, with the remainder of

the purchase price payable in equal, interest-free installments on the first, second and third anniversaries of the closing date.

implied price per share was $ 6.02 when considering the interest-free financing element of the transaction.

The investor rights agreement

that the Company and GBH entered into in May 2023 in connection with the issuance of the Series C Preferred Stock, which provided GBH

with certain rights and obligations with respect to the shares, including registration rights, was terminated in this transaction.

GAAP, the obligation was recorded

at its present value utilizing a market rate of interest on the closing date of 7.0 % and the corresponding discount is being amortized

as interest expense pursuant to the effective interest method of accounting over the life of the obligation.

The aggregate consideration

payable was valued at $ 38,835 on the closing date and the carrying value of this obligation is as follows:

Interest expense recognized during the

three months ended March 31, 2024 and 2023 was $ 666

respectively, and is included as a component of total interest expense recognized on the Consolidated Statements of Operations.

The Company has entered into operating leases

4 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Operating lease cost

2 unchanged sentences

Other information

Cash paid for amounts included in the measurement of operating liabilities (operating leases)

Right-of-use assets obtained in exchange for new operating lease liabilities

Cash paid for amounts included in the measurement of operating

liabilities (operating leases)

Right-of-use assets obtained in exchange for new operating lease

Weighted-average remaining lease term (in years) — operating leases

4 unchanged sentences

The following table discloses future minimum

lease payments at September 30, 2023 with respect to the Company’s operating lease liabilities:

lease payments at March 31, 2024 with respect to the Company’s operating lease liabilities:

Remainder of 2024

2 unchanged sentences

The following table reconciles the future minimum

lease payments (disclosed above) at September 30, 2023 to the operating lease liabilities recognized in the Company’s Consolidated

Balance Sheets:

lease payments (disclosed above) at March 31, 2024 to the operating lease liabilities recognized in the Company’s Consolidated Balance

Amounts recognized in the Company’s Consolidated Balance Sheets

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respect of one of these claims.

Total damages sought by all investors related

to these claims are approximately € 15,200 ($ 16,723 ) at September 30, 2023.

In March 2024, the Court of Milan ruled in the Company’s favor

and rejected the claim brought against WTMAI, WTMAML, WTUK and WT Ireland in December 2020 for total damages of € 9,300 ($ 10,039 ) (the “Rejected Claim”).

The Rejected Claim remains subject to an appeal.

Total damages sought by all investors related to the claims described

above, including the Rejected Claim, were approximately € 15,200 ($ 16,408 ) at March 31, 2024.

Additionally, in July 2023, WT Ireland received

6 unchanged sentences

less a $ 500 deductible.

An accrual has not been made with respect to these matters at September 30, 2023 and December 31, 2022.

An accrual has not been made with respect to these matters at March 31, 2024 and December 31, 2023.

Variable Interest Entities

18 unchanged sentences

the Company’s variable interests in non-consolidated VIEs:

September 30,

Carrying Amount—Assets (Securrency):

Preferred stock—Securrency Series A Shares

Preferred stock—Securrency Series B Shares

Secured convertible note

Convertible note

Subtotal — Securrency

Carrying Amount — Assets (Fnality):

Convertible note

Carrying Amount — Assets (Other investments):

Total (Note 7)

Carrying Amount — Assets:

Fnality Series B-1 Preference Shares (Note 7)

Maximum exposure to loss

3 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Revenues from contracts with customers:

10 unchanged sentences

from contracts with customers are derived primarily from investment advisory agreements with related parties (Note 17).

These advisory fees are recognized over time, are earned from the Company’s ETPs and are calculated based on a percentage of the

ETPs’ average daily net assets.

There is no significant judgment in calculating amounts due which are invoiced monthly in arrears

and are not subject to any potential reversal.

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.

There are no contract assets or liabilities that

arise in connection with the recognition of advisory fee revenues.

In addition, there are no costs incurred to obtain or fulfill the contracts

with customers, all of which are investment advisory agreements with related parties.

These advisory

fees are recognized over time, are earned from the Company’s ETPs and are calculated based on a percentage of the ETPs’ average

daily net assets.

There is no significant judgment in calculating amounts due which are invoiced monthly in arrears and are not subject

to any potential reversal.

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.

There are no contract assets or liabilities

that arise in connection with the recognition of advisory fee revenue.

In addition, there are no costs incurred to obtain or fulfill the

contracts with customers, all of which are investment advisory agreements with related parties.

Other income includes revenues the Company earns

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Three Months Ended

September 30,

Nine Months Ended

September 30,

Revenues from contracts with customers:

3 unchanged sentences

Investment Advisory Agreements

The Company’s revenues are derived

primarily from investment advisory agreements with related parties.

Under these agreements, the Company has licensed to related

parties the use of certain of its own indexes for the U.S.

The Company’s revenues are derived primarily

from investment advisory agreements with related parties.

Under these agreements, the Company has licensed to related parties the use

of certain of its own indexes for the U.S.

WisdomTree ETFs, WisdomTree Digital Funds and WisdomTree UCITS ETFs.

Boards of Trustees and Boards of Directors (including certain officers of the Company) of the related parties are primarily

responsible for overseeing the management and affairs of the entities for the benefit of their stakeholders and have contracted with

the Company to provide for general management and administration services.

The Company is also responsible for certain expenses of

the related parties, including the cost of transfer agency, custody, fund administration and accounting, legal, audit, and other

non-distribution services, excluding extraordinary expenses, taxes and certain other expenses, which are included in fund management

and administration in the Consolidated Statements of Operations.

In exchange, the Company receives fees based on a percentage of the

ETPs’ and the Digital Funds’ average daily net assets.

A majority of the independent members of the respective Board of

Trustees are required to initially and annually (after the first two years) approve the advisory agreements of the U.S.

ETFs and the Digital Funds and these agreements may be terminated by such Board of Trustees upon notice.

The relevant boards of

trustees or boards of directors (including certain officers of the Company) of each of the related parties is primarily responsible for

overseeing the management and affairs of the entities for the benefit of their respective stakeholders and have contracted with the Company

to provide for general management and administration services.

The Company is also responsible for certain expenses of the related parties,

including the cost of transfer agency, custody, fund administration and accounting, legal, audit, and other non-distribution services,

excluding extraordinary expenses, taxes and certain other expenses, which are included in fund management and administration in the Consolidated

Statements of Operations.

In exchange, the Company receives fees based on a percentage of the ETPs’ and the Digital Funds’

average daily net assets.

A majority of the independent members of the respective board of trustees or board of directors are required

to initially and annually (after the first two years) approve the advisory agreements of the U.S.

WisdomTree ETFs and the WisdomTree Digital

Funds and these agreements may be terminated by such board of trustees or board of directors upon notice.

The following table summarizes accounts receivable

from related parties which are included as a component of accounts receivable in the Consolidated Balance Sheets:

September 30,

Receivable from WTT

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Three Months Ended

September 30,

Nine Months Ended

September 30,

Advisory services provided to WTT

2 unchanged sentences

Investments in WisdomTree Products

The Company also has investments in certain WisdomTree products of

approximately $ 54,259 and $ 25,283 at September 30, 2023 and December 31, 2022, respectively.

The Company also has investments in certain

WisdomTree products of approximately $ 53,414 and $ 52,566 at March 31, 2024 and December 31, 2023, respectively.

This includes $ 19,356

and $ 1,765 , respectively, of investments in certain consolidated affiliated Digital

Funds advised by WT Digital Management, referred to herein as “other assets–seed capital.” Net unrealized and realized

(losses)/gains related to trading WisdomTree products were ($ 591 ) and $ 250 , respectively, during the three and nine months ended September 30, 2023 and ($ 489 ) and ($ 1,608 ), respectively, during

the comparable periods in 2022.

Such gains and losses are recorded in other gains and losses, net on the Consolidated Statements of Operations.

Deferred Consideration—Gold Payments – Termination

On May 10, 2023, the Company terminated its

contractual gold payments obligation to ETFS Capital, which included the payment of $ 45,634

to an entity controlled by GT, a stockholder of the Company.

See Note 9 for additional information.

and $ 18,308 , respectively, of investments in certain affiliated Digital Funds advised by WT Digital Management, referred to herein as

“other assets–seed capital.” Net unrealized and realized gains related to trading WisdomTree products were $ 1,945 and

$ 422 , respectively, during the three months ended March 31, 2024 and 2023.

Such gains are recorded in other gains and losses, net on the

Consolidated Statements of Operations.

Stock-Based Awards

On July 15, 2022, the Company’s

stockholders approved the 2022 Equity Plan under which the Company may issue up to 16,000,000

shares of common stock (less one share for every share granted under the 2016 Equity Plan after March 31, 2022 and inclusive of

shares available under the 2016 Equity Plan as of March 31, 2022) in the form of stock options and other stock-based

On July 15, 2022, the Company’s stockholders

approved the 2022 Equity Plan under which the Company may issue up to 16,000,000 shares of common stock (less one share for every share

granted under the 2016 Equity Plan since March 31, 2022 and inclusive of shares available under the 2016 Equity Plan as of March 31, 2022)

in the form of stock options and other stock-based awards.

The Company grants equity awards to employees

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Stock-based compensation expense was $ 5,163

and $ 12,422 , respectively during the three and nine months ended September 30, 2023 and $ 2,454 and $ 7,822 , respectively, during the comparable

periods in 2022.

and $ 4,536 , respectively, during the three months ended March 31, 2024 and 2023.

A summary of unrecognized stock-based compensation

expense and average remaining vesting period is as follows:

September 30, 2023

Unrecognized Stock-Based

Weighted-Average Remaining

Vesting Period (Years)

March 31, 2024

Weighted-Average

Remaining Vesting

Period (Years)

Employees and directors

A summary of stock-based compensation award

activity (shares) during the three months ended September 30, 2023 is as follows:

Balance at July 1, 2023

Stock dividends

Balance at September 30, 2023

activity (shares) during the three months ended March 31, 2024 is as follows:

Balance at January 1, 2024

727,238 (1) ‍

Includes 77,774 deferred RSUs that have vested.

( 2,123,830 )

Balance at March 31, 2024

227,451 (3) ‍

_____________________________

Represents the target number of PRSUs granted and outstanding.

The number of PRSUs that ultimately vest ranges from 0 % to 200 % of this

A Monte-Carlo simulation was used to value these awards using the following assumptions for the Company and the peer group:

beginning 90-day average stock prices;

(ii) valuation date stock prices;

(iii) historical stock price volatilities ranging from 27.57 %

to 37.91 % (average 33.53 %);

(iv) correlation coefficients based upon the price data used to calculate the historical volatilities;

a risk free interest rate of 4.08 %;

and (vi) an expected dividend yield of 0.00 %.

The payout on PRSUs vesting in January 2024 was 200 %.

(3) Includes 58,012 deferred

RSUs that have vested.

Stockholder Rights Plan

On March 17, 2023, the Board of Directors of

the Company adopted a stockholder rights plan, as set forth in the Stockholder Rights Agreement, dated March 17, 2023, between the Company

and Continental Stock Transfer & Trust Company, as Rights Agent, as amended by Amendment No.

1 thereto, dated May 4, 2023 (“Amendment

1”), and by Amendment No.

On March 17, 2023, the Board of Directors of the Company adopted a stockholder

rights plan, as set forth in the Stockholder Rights Agreement, dated March 17, 2023, between the Company and Continental Stock Transfer

& Trust Company, as Rights Agent, as amended by Amendment No.

1 thereto, dated May 4, 2023 (“Amendment No.

2”) (as amended, the “Stockholder

Rights Agreement”).

1”), Amendment

2 thereto, dated May 10, 2023 (“Amendment No.

2”), Amendment No.

3 thereto, dated March 18, 2024 (“Amendment No.

3”), and Amendment No.

4 thereto, dated March 25, 2024 (“Amendment No.

4”) (as amended, the “Stockholder Rights

At the Company’s 2023 annual meeting of stockholders held on June 16, 2023, the Company’s stockholders

ratified the adoption by the Board of Directors of the Stockholder Rights Agreement.

ratified the adoption by the Board of Directors of the original Stockholder Rights Agreement, as amended by Amendment No.

1 and Amendment

On March 18, 2024, the Company entered into Amendment No.

which extends the Stockholder Rights Agreement, such that the Rights will now expire on the close of business on March 17, 2025;

that if the Company’s stockholders have not ratified the extension of the Stockholder Rights Agreement by the close of business

on the first day after the Company’s 2024 annual meeting of stockholders (including any adjournments or postponements thereof),

the Rights will expire at such time, in each case, unless previously redeemed or exchanged by the Company.

Amendment No.

3 also changes

the definition of “Exercise Price” in the Stockholder Rights Agreement from $ 32.00 to $ 45.00 per Unit (as defined below) to

account for the difference in share price between when the Stockholder Rights Agreement was originally adopted and when it was extended.

Pursuant to the terms of the Stockholder Rights

Agreement, the Board of Directors declared a dividend distribution of (i) one Right (as defined below) for each outstanding share of common

stock, par value $ 0.01 per share, of the Company’s common stock and (ii) 1,000 Rights for each outstanding share of Series A Preferred

Stock, to stockholders of record as of the close of business on March 28, 2023 (the “Record Date”).

In addition, one Right

will automatically attach to each share of common stock and 1,000 Rights will automatically attach to each share of Series A Preferred

Stock, in each case, issued between the Record Date and the earlier of the Distribution Date (as defined below) and the expiration date

of the Rights.

Each “Right” entitles the registered holder thereof to purchase from the Company a unit consisting of one ten-thousandth

of a share (a “Unit”) of Series B Junior Participating Cumulative Preferred Stock, par value $ 0.01 per share, of the Company

(the “Series B Preferred Stock”) at a cash exercise price of $ 32.00 per Unit (the “Exercise Price”), subject to

adjustment, under certain conditions specified in the Stockholder Rights Agreement and summarized below.

stock, par value $ 0.01 per share, of the Company’s common stock and (ii) 1,000 Rights for each outstanding share of the Company’s

Series A Preferred Stock, to stockholders of record as of the close of

business on March 28, 2023 (the “Record Date”).

In addition, one Right will automatically attach to each share of common stock

and 1,000 Rights will automatically attach to each share of Series A Preferred Stock, in each case, issued between the Record Date and

the earlier of the Distribution Date (as defined below) and the expiration date of the Rights.

Each “Right” entitles the registered

holder thereof to purchase from the Company a unit consisting of one ten-thousandth of a share (a “Unit”) of Series B Junior

Participating Cumulative Preferred Stock, par value $ 0.01 per share, of the Company (the “Series B Preferred Stock”) at a

cash exercise price of $ 45.00 per Unit (the “Exercise Price”), subject to adjustment, under certain conditions specified in

the Stockholder Rights Agreement and summarized below.

Initially, the Rights are not exercisable and

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of (i) the close of business on the tenth calendar day following the first public announcement that a person or group of affiliated or

associated persons (an “Acquiring Person”) has acquired beneficial ownership of 10 % (or 20 % in the case of a person or group

which, together with all affiliates and associates of such person or group, is the beneficial owner of shares of common stock of the Company

representing less than 20 % of the shares of common stock of the Company then outstanding, and which is entitled to file, and files, a

statement on Schedule 13G pursuant to Rule 13d-1(b) or Rule 13d-1(c) of the General Rules and Regulations under the Exchange Act as in

effect at the time of the first public announcement of the declaration of the Rights dividend with respect to the shares of common stock

beneficially owned by such person or group) or more of the outstanding shares of common stock, other than as a result of repurchases of

associated persons (an “Acquiring Person”) has acquired beneficial ownership of 10 % (or 20 % in the case of passive stockholders or “13G Investors,”

as defined in the Stockholder Rights Agreement) or more of the outstanding shares of common stock, other than as a result of repurchases of

stock by the Company or certain inadvertent actions by a stockholder (the date of such announcement being referred to as the “Stock

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A person or group who beneficially

owned 10 % or more (or 20 % or more in the case of passive stockholders) of the Company’s outstanding common stock prior to the first

owned 10 % or more (or 20 % or more in the case of 13G Investors) of the Company’s outstanding common stock prior to the first

public announcement by the Company of the adoption of the Stockholder Rights Agreement will not trigger the Stockholder Rights Agreement

so long as they do not acquire beneficial ownership of any additional shares of common stock at a time when they still beneficially own

10 % or more (or 20 % or more in the case of passive stockholders) of such common stock, subject to certain exceptions as set forth in the

10 % or more (or 20 % or more in the case of 13G Investors) of such common stock, subject to certain exceptions as set forth in the

Stockholder Rights Agreement.

For purposes of the Stockholder Rights Agreement,

beneficial ownership is defined to include ownership of securities that are subject to a derivative transaction and acquired derivative

Swaps dealers unassociated with any control intent or intent to evade the purposes of the Stockholder Rights Agreement are

excepted from such imputed beneficial ownership.

For purposes of the Stockholder Rights

Agreement, beneficial ownership is defined to include ownership of securities that are subject to a derivative transaction and

acquired derivative securities.

Swaps dealers unassociated with any control intent or intent to evade the purposes of the

Stockholder Rights Agreement are excepted from such imputed beneficial ownership.

Pursuant to Amendment No.

1, beneficial ownership did not include the right to vote pursuant

to any agreement, arrangement or understanding with respect to voting on the proposal to approve and ratify the Stockholder Rights Agreement

presented to the Company’s stockholders at the Company’s 2023 annual meeting of stockholders.

1, beneficial ownership

did not include the right to vote pursuant to any agreement, arrangement or understanding with respect to voting on the proposal to

approve and ratify the Stockholder Rights Agreement presented to the Company’s stockholders at the Company’s 2023 annual

meeting of stockholders.

Pursuant to Amendment No.

the parties to the SPA Agreement are not deemed to be “Acquiring Persons” solely by virtue of, or as a result of, the parties’

entry into the SPA Agreement, the issuance of the Series C Preferred Stock to GBH, and the performance or consummation of any of the other

transactions contemplated by the SPA Agreement, among other conditions, under the terms and conditions set forth in Amendment No.

2, the parties to the SPA Agreement are not deemed to be “Acquiring

Persons” solely by virtue of, or as a result of, the parties’ entry into the SPA Agreement, the issuance of the Series C

Preferred Stock to GBH, and the performance or consummation of any of the other transactions contemplated by the SPA Agreement,

among other conditions, under the terms and conditions set forth in Amendment No.

Pursuant to Amendment No.

4, beneficial ownership excludes the right to vote pursuant to any agreement, arrangement

or understanding with respect to voting (i) arising solely from a revocable proxy or consent given in response to a public proxy or consent

solicitation, or exempt solicitation, made pursuant to a written proxy or consent solicitation statement filed with the SEC and that is

not also then reportable on Schedule 13D under the Exchange Act, or (ii) on a proposal to approve and ratify the Stockholder Rights Agreement

(as amended from time to time), including any amendment thereto or extension thereof, presented to the Company’s stockholders at

any annual or special meeting of the Company’s stockholders (including any adjournments or postponements thereof).

In the event that a Stock Acquisition Date occurs,

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other consideration or for common stock of an acquiring company.

The Rights are not exercisable until the Distribution

Date and will expire at the close of business on March 16, 2024, unless previously redeemed or exchanged by the Company.

The Stockholder Rights Agreement provides the

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Offer,” including if the consideration offered in a proposed transaction is stock of the acquiror.

Pursuant to the Stockholder Rights Agreement,

if the Company receives a Qualifying Offer and the Board of Directors has not redeemed the outstanding Rights or exempted such Qualifying

Offer from the terms of the Stockholder Rights Agreement or called a special meeting of stockholders (the “Special Meeting”)

for the purpose of voting on whether to exempt such Qualifying Offer from the terms of the Stockholder Rights Agreement, in each case

by the end of the 90 business day period following the commencement of such Qualifying Offer, provided such offer remains a Qualifying

Offer during such period, the holders of 10% of the common stock may request that the Board call a Special Meeting to vote on a resolution

authorizing the exemption of the Qualifying Offer from the terms of the Stockholder Rights Agreement.

If such a Special Meeting is not

held by the 90 th business day following the receipt of such a request from stockholders to call a Special Meeting, the Qualifying

Offer will be deemed exempt from the terms of the Stockholder Rights Agreement on the 10 th business day thereafter.

to the Stockholder Rights Agreement, if the Company receives a Qualifying Offer and the Board of Directors has not redeemed the outstanding

Rights or exempted such Qualifying Offer from the terms of the Stockholder Rights Agreement or called a special meeting of stockholders

(the “Special Meeting”) for the purpose of voting on whether to exempt such Qualifying Offer from the terms of the Stockholder

Rights Agreement, in each case by the end of the 90 business day period following the commencement of such Qualifying Offer, provided

such offer remains a Qualifying Offer during such period, the holders of 10 %

of the common stock may request that the Board call a Special Meeting to vote on a resolution authorizing the exemption of the Qualifying

Offer from the terms of the Stockholder Rights Agreement.

If such a Special Meeting is not held by the 90 th business day following

the receipt of such a request from stockholders to call a Special Meeting, the Qualifying Offer will be deemed exempt from the terms

of the Stockholder Rights Agreement on the 10 th business day thereafter.

Earnings Per Share

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Three Months Ended

September 30,

Nine Months Ended

September 30,

Basic Earnings per Share

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Three Months Ended

September 30,

Nine Months Ended

September 30,

Diluted Earnings per Share

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Dilutive effect of common stock equivalents, excluding participating securities

Weighted average diluted shares, excluding participating securities

(in thousands)

Weighted average diluted shares, excluding participating securities (in thousands)

Diluted earnings per share

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calculated using the two-class method as this method results in the lowest diluted earnings per share amount for common stock.

no antidilutive non-participating common stock equivalents for the three months ended September 30, 2023.

no antidilutive non-participating common stock equivalents for the three months ended March 31, 2024.

Total antidilutive non-participating

common stock equivalents were 2 for the nine months ended September 30, 2023 and 483 and 410 , respectively, during the comparable periods

in 2022 (shares herein are reported in thousands).

There were 627 potential common shares associated

with the conversion options embedded in the 2020 Notes included in weighted average diluted shares for the nine months ended September

Potential common shares associated with the conversion option embedded in the 2021 Notes and 2023 Notes were excluded from the

computation for the three and nine months ended September 30, 2023 and 2022, as the Company’s average stock price

during those respective periods was lower than the conversion price.

common stock equivalents were 695 for the three months ended March 31, 2023 (shares herein are reported in thousands).

There were no potential common shares associated

with the conversion options embedded in the Convertible Notes included in weighted average diluted shares for the three months ended March

31, 2024 and 2023 as the Company’s average stock price was lower than the conversion price.

The following table reconciles weighted average

diluted shares as reported on the Company’s Consolidated Statements of Operations for the three and nine months ended September

30, 2023 and 2022, which are determined pursuant to the treasury stock method, to the weighted average diluted shares used to calculate

diluted earnings/(loss) per share as disclosed in the table above:

diluted shares as reported on the Company’s Consolidated Statements of Operations for the three months ended March 31, 2024 and

2023, which are determined pursuant to the treasury stock method, to the weighted average diluted shares used to calculate diluted earnings/(loss)

per share as disclosed in the table above:

Three Months Ended

September 30,

Nine Months Ended

September 30,

Reconciliation of Weighted Average Diluted Shares (in thousands)

Weighted average diluted shares as disclosed on the Consolidated Statements of Operations

Weighted average diluted shares as disclosed on the

Consolidated Statements of Operations

Participating securities:

Weighted average shares of common stock

issuable upon conversion of the Series A Preferred Stock (Note 11)

Weighted average shares of common stock

issuable upon conversion of the Series C Preferred Stock (Note 11)

Weighted average shares of common stock issuable upon conversion of the Series A Preferred Stock (Note 11)

Potentially dilutive restricted stock awards

Weighted average diluted shares used to calculate diluted earnings per share as disclosed in the table above

Effective Income Tax Rate – Three and Nine Months Ended

September 30, 2023

Weighted average diluted shares

used to calculate diluted earnings per share as disclosed in the table above

Effective Income Tax Rate – Three months ended March

31, 2024 and 2023

The Company’s effective income tax rate

during the three months ended September 30, 2023 was 31.0 %, resulting in income tax expense of $ 5,836 .

during the three months ended March 31, 2024 was 20.5 %, resulting in income tax expense of $ 5,701 .

The effective income tax rate differs

from the federal statutory tax rate of 21 % primarily due to an increase in the deferred tax asset valuation allowance on losses recognized

on the Company’s investments and non-deductible executive compensation.

from the federal statutory tax rate of 21 % primarily due to the decrease in the deferred tax asset valuation allowance on losses recognized

on the Company’s financial instruments owned, tax windfalls associated with the vesting of stock-based compensation awards and a

lower tax rate on foreign earnings.

These items were partly offset by state and local income taxes.

The Company’s effective income tax rate

during the nine months ended September 30, 2023 was 11.4 %, resulting in income tax expense of $ 10,774 .

during the three months ended March 31, 2023 was 7.9 % resulting in income tax expense of $ 1,383 .

The effective income tax rate differs

from the federal statutory tax rate of 21 % primarily due to a non-taxable gain on revaluation/termination of deferred consideration—gold

payments, a $ 1,353 reduction in unrecognized tax benefits (including interest and penalties) and a lower tax rate on foreign earnings.

These items were partly offset by a non-deductible loss on extinguishment of our convertible notes, an increase in the deferred tax asset

valuation allowance on losses recognized on our investments and non-deductible executive compensation.

Effective Income Tax Rate – Three and Nine Months Ended

September 30, 2022

The Company’s effective income tax

rate during the three months ended September 30, 2022 of 3.9 %

resulted in income tax expense of $ 3,327 .

The effective income tax rate differs from the federal statutory tax rate of 21 %

primarily due to a non-taxable gain on revaluation of deferred consideration.

This was partly offset by an increase in the deferred

tax asset valuation allowance on losses recognized on financial instruments owned.

The Company’s effective income tax rate

during the nine months ended September 30, 2022 of negative 15.7 % resulted in an income tax benefit of $ 10,713 .

The effective income tax

rate differs from the federal statutory tax rate of 21 % primarily due to a $ 19,897 reduction in unrecognized tax benefits (including interest

and penalties), a non-taxable gain on revaluation of deferred consideration and a lower tax rate on foreign earnings.

These items were

partly offset by an increase in the deferred tax asset valuation allowance on losses recognized on financial instruments owned.

from the federal statutory tax rate of 21 % primarily due to a non-taxable gain on revaluation of deferred consideration and a $ 1,353 reduction

in unrecognized tax benefits (including interest and penalties).

These items were partly offset by a non-deductible loss on extinguishment

of our convertible notes and an increase in the deferred tax asset valuation allowance on losses recognized on the Company’s investments.

Deferred Tax Assets

A summary of the components of the Company’s

deferred tax assets at September 30, 2023 and December 31, 2022 is as follows:

September 30,

deferred tax assets at March 31, 2024 and December 31, 2023 is as follows:

Deferred tax assets:

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Accrued expenses

Unrealized losses

Stock-based compensation

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Operating lease liabilities

Outside basis differences

Unrealized losses

Total deferred tax assets

Deferred tax liabilities:

Unrealized gains

Fixed assets and prepaid assets

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The Company’s tax effected capital losses

at September 30, 2023 were $ 19,083 .

at March 31, 2024 were $ 22,349 .

These capital losses expire between the years 2024 and 2029.

Net Operating Losses – Europe

One of the Company’s European subsidiaries

generated NOLs outside the U.S.

These tax effected NOLs, all of which are carried forward indefinitely, were $ 1,482 at September 30, 2023.

One of the Company’s European subsidiaries generated net operating

losses (“NOLs”) outside the U.S.

These tax effected NOLs, all of which are carried forward indefinitely, were $ 1,422 at March 31, 2024.

Valuation Allowance

The Company’s valuation allowance has

been established on its net capital losses, unrealized losses and outside basis differences, as it is more-likely-than-not that these

deferred tax assets will not be realized.

The Company’s valuation allowance has been established on its

net capital losses, as it is more-likely-than-not that these deferred tax assets will not be realized.

Income Tax Examinations

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tax as well as income tax of multiple state, local and certain foreign jurisdictions.

As of September 30, 2023, with few exceptions, the

Company was no longer subject to income tax examinations by any taxing authority for the years before 2018.

As of March 31, 2024, with few exceptions, the Company

was no longer subject to income tax examinations by any taxing authority for the years before 2019.

Undistributed Earnings of Foreign Subsidiaries

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The Company repatriates earnings

of its foreign subsidiaries and therefore has recognized a deferred tax liability of $ 203 and $ 205 at September 30, 2023 and December

of its foreign subsidiaries and therefore has recognized a deferred tax liability of $ 183 and $ 186 at March 31, 2024 and December 31,

2023, respectively.

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program are returned to the status of authorized and unissued on the Company’s books and records.

The Company repurchased 4,566 and 635,653 shares

of its common stock under this program during the three and nine months ended September 30, 2023, and 4,567 and 593,261 during the comparable

periods in 2022.

The aggregate cost of the shares repurchased during the three and nine months ended September 30, 2023 was $ 30 and $ 3,570 ,

respectively, and the aggregate cost of the shares repurchased during the comparable periods in 2022 was $ 24 and $ 3,418 , respectively.

Shares repurchased under this program were returned to the status of authorized and unissued on the Company’s books and records.

As of September 30, 2023, $ 96,406 remained under

During the three months ended March 31, 2024

and 2023, the Company repurchased 1,096,278 and 604,505 shares of its common stock under this program for an aggregate cost of $ 7,820

and $ 3,384 , respectively.

Shares repurchased under this program were returned to the status of authorized and unissued on the Company’s

books and records.

As of March 31, 2024, $ 88,585 remained under

this program for future purchases.

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Balance at January 1, 2024

Balance at September 30, 2023

_____________________________

(1) On April 11,

2023, the Company acquired 100 % of the equity interests of Securrency Transfers, Inc.

(renamed WisdomTree Transfers, Inc.) for an aggregate

purchase price of $ 985 (net of cash acquired).

The acquisition has been accounted for under the acquisition method of accounting in accordance

with ASC Topic 805, Business Combinations , and resulted in all consideration being allocated to goodwill.

Of the total goodwill of $ 86,841 at September

Balance at March 31, 2024

Of the total goodwill of $ 86,841 at March 31,

2024, $ 85,042 is not deductible for tax purposes as the acquisitions that gave rise to the goodwill were structured as stock acquisitions.

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intangible assets which are tested annually for impairment on November 30 th :

Balance at September 30, 2023

Balance at March 31, 2024

ETFS Acquisition

Software development

Balance at September 30, 2023

Balance at March 31, 2024

Balance at December 31, 2023

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a useful life of three years .

During the three and nine months ended September 30, 2023, the Company recognized amortization expense on

internally-developed software of $ 249 and $ 355 , respectively.

As of September 30, 2023, expected amortization

During the three months ended March 31, 2024 and 2023, the Company recognized amortization expense on internally-developed

software of $ 327 and $ 51 , respectively.

As of March 31, 2024, expected amortization

expense for the unamortized finite-lived intangible assets for the next five years and thereafter is as follows:

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Sale of Canadian ETF Business

On February 19, 2020, the Company completed

the sale of all the outstanding shares of WisdomTree Asset Management Canada, Inc.

to CI Financial Corp.

The Company received CDN $ 3,720

(USD $ 2,774 ) in cash at closing and was paid CDN $ 3,000 (USD $ 2,360 ) and CDN $ 2,000 (USD $ 1,477 ) of additional cash consideration based

upon the achievement of certain AUM growth targets as determined on the 18-month and the 36-month anniversaries of the closing date, respectively.

A gain of $ 0 and $ 1,477 was recognized during

the three and nine months ended September 30, 2023, respectively, from remeasuring the contingent payment to its realizable value.

gain was recorded in other losses, net.

During the three months ended March 31, 2023,

the Company recognized a gain of $ 1,477 from remeasuring a contingent payment to its realizable value.

This gain was recorded in other

gains and losses, net.

During the three months ending March, 31, 2023,

the Company recognized an impairment of $ 4,900 on its investment in Securrency, Inc.

to reduce the carrying value of

its investment to fair value.

Segment Information

The Company, through its subsidiaries in the

and Europe, is a global financial innovator, offering a well-diversified suite of ETPs, models, solutions and products leveraging

blockchain technology.

The Company conducts business as a single operating segment as an ETP sponsor and asset manager, which is based

upon the Company’s current organizational and management structure, as well as information used by the CODM to allocate resources

and other factors.

The accounting policies of the segment are the same as those described in Note 2.

The key measures of segment profit or loss that

the CODM uses to allocate resources and assess performance are the Company’s consolidated adjusted operating income and adjusted

operating income margin, which are exclusive of items that are non-recurring or not core to the Company’s operating business.

table below shows a reconciliation of the Company’s operating income and operating income margin as computed under U.S.

the Company’s Non-GAAP adjusted operating income and adjusted operating income margin utilized by the CODM:

Three Months Ended

Operating revenues

Operating income

Expenses incurred in response to an activist campaign

Adjusted operating income

Operating income margin

Adjusted operating income margin

The CODM also uses net income, as reported on the Consolidated Statements

of Operations, as an additional measure when determining investments for growth initiatives and the Company’s ability to pay dividends.

Assets provided to the CODM are consistent with those reported on the Consolidated Balance Sheets with particular emphasis on the Company’s

available liquidity, including its cash, cash equivalents and restricted cash, financial instruments owned, accounts receivable and securities

held-to-maturity, reduced by current liabilities, seed capital and regulatory capital requirements.

There are no intra-entity sales or transfers and no significant expense

categories regularly provided to the CODM beyond those disclosed in the Consolidated Statements of Operations.

The CODM manages the business

using consolidated expense information, adjusted for items that are non-recurring or not core to the Company’s operating business

as disclosed in the table above, as well as regularly provided budgeted or forecasted expense information for the single operating segment.

Information related to the Company’s products

and services and geographical distribution of revenues is disclosed in Note 16.

Subsequent Events

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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