VIRTUS INVESTMENT PARTNERS, INC.

Previous wording

▪Total revenues were $199.5 million in the first quarter of 2026, a decrease of $18.4 million, or 8.4%, compared to total revenues of $217.9 million in the first quarter of 2025.

Current wording

▪Total revenues were $201.4 million in the second quarter of 2026, a decrease of $9.2 million, or 4.4%, compared to total revenues of $210.5 million in the second quarter of 2025.

Previous wording

▪Net income per diluted share was $1.05 in the first quarter of 2026, a decrease of $3.00, or 74.1%, compared to net income per diluted share of $4.05 in the first quarter of 2025.

Current wording

▪Net income per diluted share was $6.68 in the second quarter of 2026, an increase of $0.56, or 9.2%, compared to net income per diluted share of $6.12 in the second quarter of 2025.

Previous wording

Total sales were $5.8 billion in the first quarter of 2026, a decrease of $0.5 billion, or 7.4%, from $6.2 billion in the first quarter of 2025. Net flows were $(8.4) billion in the first quarter of 2026 compared to net flows of $(3.0) billion in the first quarter of 2025.

Current wording

Total sales were $6.1 billion in the second quarter of 2026, an increase of $0.5 billion, or 8.5%, from $5.6 billion in the second quarter of 2025. Net flows were $(5.6) billion in the second quarter of 2026 compared to net flows of $(3.9) billion in the second quarter of 2025.

Previous wording

At March 31, 2026, total assets under management were $149.0 billion, representing a decrease of $18.4 billion, or 11.0%, from March 31, 2025, and a decrease of $10.5 billion, or 6.6%, from December 31, 2025. The decrease in total assets under management from March 31, 2025 primarily included $24.3 billion from net outflows partially offset by $6.1 billion from positive market performance and $2.3 billion from the addition of Keystone. The decrease in total assets under management from December 31, 2025 included $8.4 billion from net outflows and $3.9 billion from negative market performance partially offset by $2.3 billion from the addition of Keystone.

Current wording

At June 30, 2026, total assets under management were $152.2 billion, representing a decrease of $18.5 billion, or 10.9%, from June 30, 2025, and a decrease of $7.3 billion, or 4.6%, from December 31, 2025. The decrease in total assets under management from June 30, 2025 primarily included $26.0 billion from net outflows partially offset by $7.6 billion from positive market performance and $2.3 billion from the addition of Keystone. The decrease in total assets under management from December 31, 2025 included $14.1 billion from net outflows partially offset by $5.4 billion from positive market performance and $2.3 billion from the addition of Keystone.

Previous wording

The average fee rate earned increased for the three months ended March 31, 2026 compared to the same period in the prior year primarily due to higher fee rates earned on the assets under management acquired from Keystone partially offset by a shift in the asset mix in our open-end funds to certain strategies, which have a lower fee rate.

Current wording

The average fee rate earned increased for the three and six months ended June 30, 2026 compared to the same periods in the prior year primarily due to higher fee rates earned on the assets under management acquired from Keystone partially offset by a shift in the asset mix in our open-end funds to certain strategies, which have a lower fee rate.

Previous wording

In the first quarter of 2026, total revenues decreased 8.4% to $199.5 million from $217.9 million in the first quarter of 2025, primarily as a result of decreased average assets under management partially offset by the addition of Keystone. Operating income decreased by $21.1 million to $15.4 million in the first quarter of 2026 compared to $36.6 million in the first quarter of 2025, due primarily to decreased revenues as mentioned above.

Current wording

In the second quarter of 2026, total revenues decreased 4.4% to $201.4 million from $210.5 million in the second quarter of 2025, primarily as a result of decreased average assets under management, partially offset by the addition of Keystone. Operating income decreased by $17.9 million to $27.3 million in the second quarter of 2026 compared to $45.2 million in the second quarter of 2025, due primarily to an increase in amortization expenses as a result of the Keystone acquisition and decreased revenues as mentioned above.

Previous wording

Investment management fees are earned based on a percentage of assets under management and are paid pursuant to the terms of the respective investment management agreements, which generally require monthly or quarterly payments. Investment management fees decreased by $17.0 million, or 9.1%, for the three months ended March 31, 2026, compared to the same period in the prior year primarily due to decreased average assets under management partially offset by the addition of Keystone.

Current wording

Investment management fees are earned based on a percentage of assets under management and are paid pursuant to the terms of the respective investment management agreements, which generally require monthly or quarterly payments. Investment management fees decreased by $8.6 million, or 4.8%, and $25.6 million, or 7.0%, for the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year primarily due to decreased average assets under management.

Previous wording

Administration and shareholder service fees represent fees earned for fund administration and shareholder services from our U.S. retail funds, ETFs and traditional closed-end funds. Fund administration and shareholder service fees decreased $0.7 million, or 3.9% during the three months ended March 31, 2026 compared to the same period in the prior year primarily due to the decrease in average assets under management of our U.S. retail funds partially offset by increased closed-end fund administration fees.

Current wording

Administration and shareholder service fees represent fees earned for fund administration and shareholder services from our U.S. retail funds, ETFs and traditional closed-end funds. Fund administration and shareholder service fees decreased $0.7 million, or 3.9%, and $1.4 million, or 3.9%, during the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year primarily due to the decrease in average assets under management of our U.S. retail funds partially offset by increased closed-end fund administration fees.

Previous wording

Distribution and service fees are sales- and asset-based fees earned from open-end funds for marketing and distribution services. Distribution and service fees decreased by $1.1 million, or 8.8%, for the three months ended March 31, 2026, compared to the same period in the prior year primarily due to lower sales and average assets under management for open-end funds in share classes that have sales- and asset-based distribution and service fees.

Current wording

Distribution and service fees are sales- and asset-based fees earned from open-end funds for marketing and distribution services. Distribution and service fees remained consistent and decreased by $1.3 million, or 5.4%, for the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year. The decrease during the six month period is primarily due to lower sales and average assets under management for open-end funds in share classes that have sales- and asset-based distribution and service fees.

Previous wording

Other income and fees primarily represent fees related to other fee-earning assets and marketing fees earned on certain ETFs. Other income and fees increased $0.4 million, or 34.9%, for the three months ended March 31, 2026, compared to the same period in the prior year primarily due to increased marketing fees earned on ETFs during the current year period.

Current wording

Other income and fees primarily represent fees related to other fee-earning assets and marketing fees earned on certain ETFs. Other income and fees increased $0.4 million, or 36.9%, and $0.8 million, or 35.9%, for the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year primarily due to increased marketing fees earned on ETFs during the current year periods.

Previous wording

Employment expenses consist of fixed and variable compensation and related employee benefit costs. Employment expenses decreased by $3.9 million, or 3.6%, for the three months ended March 31, 2026, primarily due to a decrease in profit- and sales-based compensation and stock-based compensation expense partially offset by the addition of Keystone.

Current wording

Employment expenses consist of fixed and variable compensation and related employee benefit costs. Employment expenses increased by $4.4 million, or 4.5%, and $0.6 million, or 0.3%, for the three and six months ended June 30, 2026, respectively, primarily due to the addition of Keystone employees and an increase in stock-based compensation expense partially offset by a decrease in incentive compensation.

Previous wording

Distribution and other asset-based expenses consist primarily of payments to third-party client intermediaries for providing services to investors in sponsored investment products. These payments are primarily based on assets under management. Distribution and other asset-based expenses decreased $2.4 million, or 10.3%, for the three months ended March 31, 2026, primarily due to decreases in assets under management in share classes that have asset-based distribution and other asset-based expenses.

Current wording

Distribution and other asset-based expenses consist primarily of payments to third-party client intermediaries for providing services to investors in sponsored investment products. These payments are primarily based on assets under management. Distribution and other asset-based expenses decreased $1.7 million, or 7.7%, and $4.1 million, or 9.0%, for the three and six months ended June 30, 2026, respectively, primarily due to decreases in assets under management in share classes that have asset-based distribution and other asset-based expenses.

Previous wording

Other operating expenses consist primarily of investment research and technology costs, software application and development expenses, professional fees, travel and distribution-related costs, rent and occupancy expenses, and other business costs. Other operating expenses increased $3.1 million, or 9.5%, for the three months ended March 31, 2026 compared to the same period in the prior year primarily due to transaction costs related to the Keystone acquisition.

Current wording

Other operating expenses consist primarily of investment research and technology costs, software application and development expenses, professional fees, travel and distribution-related costs, rent and occupancy expenses, and other business costs. Other operating expenses remained consistent for the three months ended June 30, 2026 and 2025, and increased $2.8 million, or 4.2%, for the six months ended June 30, 2026 compared to the same periods in the prior year primarily due to transaction costs and ongoing costs associated with the Keystone acquisition partially offset by decreased rent associated with lease terminations in the prior year.

Previous wording

Other operating expenses of CIP increased by $1.0 million, or 101.5%, for the three months ended March 31, 2026, compared to the same period in the prior year primarily due to refinancing activities associated with one CLO in the current year.

Current wording

Other operating expenses of CIP were consistent for the three months ended June 30, 2026 and 2025, and increased by $1.1 million, or 62.5%, for the six months ended June 30, 2026, compared to the same periods in the prior year primarily due to refinancing activities associated with one CLO in the current year.

Previous wording

Contingent consideration related to the Company's acquisitions are fair valued on each reporting date incorporating changes in various estimates, including underlying performance estimates, discount rates and amount of time until the conditions of the contingent payments are achieved. The change in fair value is recorded in the current period as a gain or loss. The change in fair value of contingent consideration for the three months ended March 31, 2026 was primarily attributable to changes in underlying performance estimates and the passage of time.

Current wording

Contingent consideration related to the Company's acquisitions are fair valued on each reporting date incorporating changes in various estimates, including underlying performance estimates, discount rates and amount of time until the conditions of the contingent payments are achieved. The change in fair value is recorded in the current period as a gain or loss. The change in fair value of contingent consideration for the three and six months ended June 30, 2026 was primarily attributable to changes in underlying performance estimates and the passage of time.

Previous wording

During the three months ended March 31, 2026, the Company incurred $2.9 million in restructuring expense related to severance costs.

Current wording

During the three and six months ended June 30, 2026, the Company incurred $0.8 million and $3.7 million, respectively, in restructuring expense related to severance costs.

Previous wording

Depreciation expense consists primarily of the straight-line depreciation of furniture, equipment and leasehold improvements. Depreciation expense decreased by $0.7 million, or 28.9%, for the three months ended March 31, 2026, compared to the same period in the prior year primarily due to the prior year acceleration of depreciation on leasehold improvements associated with a terminated lease and a decrease in depreciation expense on computer equipment in the current year due to these assets becoming fully depreciated.

Current wording

Depreciation expense consists primarily of the straight-line depreciation of furniture, equipment and leasehold improvements. Depreciation expense decreased by $0.3 million, or 16.3%, for the three months ended June 30, 2026 primarily due to computer equipment in the current year becoming fully depreciated. Depreciation expense decreased $1.0 million, or 23.1%, for the six months ended June 30, 2026, compared to the same period in the prior year primarily due to the prior year acceleration of depreciation on leasehold improvements associated with a terminated lease and a decrease in depreciation expense on computer equipment in the current year due to these assets becoming fully depreciated.

Previous wording

Amortization expense consists of the amortization of definite-lived intangible assets over their estimated useful lives. Amortization expense increased by $2.2 million, or 17.2%, for the three months ended March 31, 2026, compared to the same period in the prior year, primarily due to the additional amortization associated with the Keystone acquisition.

Current wording

Amortization expense consists of the amortization of definite-lived intangible assets over their estimated useful lives. Amortization expense increased by $7.1 million, or 54.9%, and $9.3 million, or 36.1%, for the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year, primarily due to the additional amortization associated with the Keystone acquisition.

Previous wording

Realized and unrealized gain (loss) on investments, net changed during the three months ended March 31, 2026 by $1.8 million compared to the same period in the prior year. The change for the three months ended March 31, 2026 is primarily attributable to an increase in realized gains due to changes in market values of our investments.

Current wording

Realized and unrealized gain (loss) on investments, net changed during the three and six months ended June 30, 2026 by $0.6 million and $2.4 million compared to the same periods in the prior year. The change for the three and six months ended June 30, 2026 is primarily attributable to an increase in realized gains due to changes in market values of our investments.

Previous wording

Realized and unrealized gain (loss) of CIP, net changed by $(6.7) million for the three months ended March 31, 2026, compared to the same period in the prior year. The change for the three months ended March 31, 2026 consisted primarily of changes in net unrealized and realized losses of $19.5 million due to changes in market values of leveraged loans, partially offset by net unrealized gains of $12.8 million related to the value of the notes payable.

Current wording

Realized and unrealized gain (loss) of CIP, net changed by $19.6 million and $12.9 million for the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year. The change for the three months ended June 30, 2026 consisted primarily of changes in net unrealized and realized gains of $39.8 million due to changes in market values of leveraged loans, partially offset by net unrealized losses of $20.2 million related to the value of the notes payable. The change for the six months ended June 30, 2026 consisted primarily of changes in net unrealized and realized gains of $20.3 million due to changes in market values of leveraged loans, partially offset by net unrealized losses of $7.4 million related to the value of the notes payable.

Previous wording

Interest expense increased $2.2 million, or 48.3%, for the three months ended March 31, 2026, primarily due to increased average debt outstanding during the current year period.

Current wording

Interest expense increased $2.6 million, or 56.0%, and $4.8 million, or 52.1%, for the three and six months ended June 30, 2026, primarily due to increased average debt outstanding during the current year periods.

Previous wording

Interest and dividend income is earned on cash equivalents and marketable securities. Interest and dividend income remained consistent for the three months ended March 31, 2026, compared to the same period in the prior year.

Current wording

Interest and dividend income is earned on cash equivalents and marketable securities. Interest and dividend income decreased $0.7 million, or 33.2%, and $0.8 million, or 14.8%, for the three and six months ended June 30, 2026, compared to the same periods in the prior year primarily due to lower average interest rates.

Previous wording

Interest and dividend income of investments of CIP increased $1.1 million, or 2.3%, for the three months ended March 31, 2026, compared to the same period in the prior year primarily due to the addition of a CLO in the fourth quarter of 2025.

Current wording

Interest and dividend income of investments of CIP increased $0.7 million, or 1.5%, and $1.8 million, or 1.9%, for the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year, primarily due to the addition of a CLO in the fourth quarter of 2025 partially offset by lower interest rates.

Previous wording

Interest expense of CIP represents interest expense on the notes payable of CIP. Interest expense of CIP increased by $0.5 million, or 1.4%, for the three months ended March 31, 2026, compared to the same period in the prior year, primarily due to the addition of a CLO in the fourth quarter of 2025.

Current wording

Interest expense of CIP represents interest expense on the notes payable of CIP. Interest expense of CIP remained consistent and decreased by $0.5 million, or 0.7%, for the three and six months ended June 30, 2026, respectively, compared to the same periods in the prior year. The decrease during the six months ended June 30, 2026 is primarily due to lower interest rates partially offset by the addition of a CLO in the fourth quarter of 2025.

Previous wording

The provision for income taxes reflected U.S. federal, state and local taxes at an estimated effective tax rate of 53.8% and 30.6% for the three months ended March 31, 2026 and 2025, respectively. The higher estimated effective tax rate for the three months ended March 31, 2026 was primarily due to a change in valuation allowances in the current year related to the tax effects of higher realized and unrealized losses on Company investments compared to the prior year and the rate impact of lower pre-tax income.

Current wording

The provision for income taxes reflected U.S. federal, state and local taxes at an estimated effective tax rate of 23.5% and 25.9% for the six months ended June 30, 2026 and 2025, respectively. The lower estimated effective tax rate for the six months ended June 30, 2026 was primarily due to a change in valuation allowances in the current year related to the tax effects of higher realized and unrealized gains on Company investments compared to the prior year.

Previous wording

At March 31, 2026, we had $136.6 million of cash and cash equivalents and $143.1 million of investments, which included $53.5 million of investment securities, compared to $386.5 million of cash and cash equivalents and $157.5 million of investments, which included $76.5 million of investment securities, at December 31, 2025.

Current wording

At June 30, 2026, we had $176.2 million of cash and cash equivalents and $139.9 million of investments, which included $49.7 million of investment securities, compared to $386.5 million of cash and cash equivalents and $157.5 million of investments, which included $76.5 million of investment securities, at December 31, 2025.

Previous wording

Net cash provided by operating activities of $35.9 million for the three months ended March 31, 2026 changed by $39.7 million from net cash used in operating activities of $3.8 million for the same period in the prior year primarily due to an increase of $29.2 million in net sales of investments by CIP and $15.3 million in net sales of investments by us, partially offset by a $21.9 million decrease in net income in the current year period.

Current wording

Net cash provided by operating activities of $93.3 million for the six months ended June 30, 2026 increased by $21.4 million from net cash provided by operating activities of $72.0 million for the same period in the prior year primarily due to an increase of $20.4 million in net sales of investments by CIP and $20.0 million in net sales of investments by us, partially offset by a $20.0 million decrease in net income in the current year period.

Previous wording

Cash flows from investing activities consist primarily of acquisitions of businesses, capital expenditures and other investing activities related to our business operations. Net cash used in investing activities of $198.5 million for the three months ended March 31, 2026 increased by $195.5 million from net cash used in investing activities of $3.0 million for the same period in the prior year primarily due to the acquisition of Keystone.

Current wording

Cash flows from investing activities consist primarily of acquisitions of businesses, capital expenditures and other investing activities related to our business operations. Net cash used in investing activities of $199.8 million for the six months ended June 30, 2026 increased by $195.8 million from net cash used in investing activities of $4.0 million for the same period in the prior year primarily due to the acquisition of Keystone.

Previous wording

Cash flows from financing activities consist primarily of transactions related to our common shares, issuance and repayment of debt by us and CIP, payments of contingent consideration and purchases and sales of noncontrolling interests. Net cash used in financing activities of $40.9 million for the three months ended March 31, 2026 decreased by $133.6 million from net cash used of $174.5 million for the same period in the prior year primarily due to a $102.5 million increase in net borrowings of CIP and $50.0 million in borrowings on our revolver during the current year period.

Current wording

Cash flows from financing activities consist primarily of transactions related to our common shares, issuance and repayment of debt by us and CIP, payments of contingent consideration and purchases and sales of noncontrolling interests. Net cash used in financing activities of $84.4 million for the six months ended June 30, 2026 decreased by $142.1 million from net cash used of $226.5 million for the same period in the prior year primarily due to an increase of $96.1 million in net borrowings of CIP and $29.4 million in net borrowings by us, and a $29.5 million decrease in repurchases of common shares during the current year period.

Previous wording

The Company's credit agreement (the "Credit Agreement") provides for (i) a $400.0 million term loan for the Company with a seven-year term (the "Term Loan") expiring in September 2032, and (ii) a $250.0 million revolving credit facility (the "Revolver") with a five-year term expiring in September 2030. The Company borrowed $50.0 million under the Revolver during the three months ended March 31, 2026. The Company repaid $1.0 million outstanding under the Term Loan during the three months ended March 31, 2026 and had $398.0 million outstanding under the Term Loan at March 31, 2026. In accordance with ASC 835, Interest, the amounts outstanding under the Company's Term Loan are presented on the Condensed Consolidated Balance Sheets net of related debt issuance costs, which were $8.7 million as of March 31, 2026.

Current wording

The Company's credit agreement (the "Credit Agreement") provides for (i) a $400.0 million term loan for the Company with a seven-year term (the "Term Loan") expiring in September 2032, and (ii) a $250.0 million revolving credit facility (the "Revolver") with a five-year term expiring in September 2030. The Company borrowed $50.0 million under the Revolver during the six months ended June 30, 2026. During the six months ended June 30, 2026, the Company repaid $20.0 million and $2.0 million outstanding under the Revolver and Term Loan, respectively. At June 30, 2026, the Company had $30.0 million and $397.0 million outstanding under the Revolver and Term Loan, respectively. In accordance with ASC 835, Interest, the amounts outstanding under the Company's Term Loan are presented on the Condensed Consolidated Balance Sheets net of related debt issuance costs, which were $8.4 million as of June 30, 2026.