StoneX Group Inc.
For the period ended Dec 31, 2025. Filed Feb 4, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2025 · Filed Feb 4, 2026
SNEX$54.31+1.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-07.
0000913760-25-000147
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-12-31; filed 2026-02-04.
0000913760-26-000017
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 278 previous paragraphs and 235 current paragraphs.
88 unchanged; 83 reworded; 60 added; 95 removed; 12 previous and 4 current paragraphs rearranged.
Tables are not compared: 27 previous and 25 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (60)
Current report
Closing of the Acquisition of Certain Assets of GEA Capital
Current report
On October 7, 2025, we acquired certain assets of GEA Capital (“GEA”) to add to our Independent Wealth businesses by delivering boutique-style services to both private and corporate clients. The purchase price consists of $5.2 million of cash consideration paid at closing and deferred consideration totaling $18.1 million. The acquired asset was a customer list asset valued at $23.3 million.
Current report
Closing of the Acquisition of Intercam Securities, Inc. and Intercam Advisors, Inc.
Current report
On October 17, 2025, we acquired all the outstanding shares of Intercam Securities, Inc. and Intercam Advisors, Inc., both U.S.-based firms providing brokerage and investment advisory services to Latin America clients. Subsequent to the acquisitions, the companies have been renamed StoneX International Securities Inc. and StoneX International Advisors, Inc.
Current report
Closing of the Acquisition of Plantureux
Current report
On October 31, 2025, one of the Company’s subsidiaries, StoneX Financial Europe GmbH, acquired all outstanding shares of Plantureux et Associés, a Paris-based brokerage firm specializing in agricultural commodities across both the physical and derivatives markets.
Current report
We achieved a strong start to our fiscal year, with record net operating revenues and net income, up 47% and 63%, respectively, as our breadth of product and geographical reach, enabled us to benefit from increased client demand and activity associated with rising prices and volatility in global metals markets, while our equity and fixed income businesses continued to capitalize on continued client demand for our products and services. In addition, this quarter represents the first full quarter that includes RJO and Benchmark, which contributed $93.0 million and $17.2 million in net operating revenues, respectively.
Current report
We experienced strong transactional volume growth in listed and OTC derivatives, securities and payments, while FX/CFD contracts declined modestly, principally driven by a decline in our Institutional segment, which was partially offset by growth in Self-Directed/Retail segment ADV.
Current report
•OTC derivatives RPC increased 48%, compared to the prior year period which had historically low spreads captured.
Current report
•a 30% decline in FX/CFD RPM, compared to a historically strong RPM in the prior year period.
Current report
Interest and fee income earned on client balances increased $66.1 million, principally driven by the acquisition of RJO, which contributed $63.8 million in interest and fee income earned on client balances on an additional $5.8 billion in average client equity contributed by RJO, helping to drive the 100% growth in average client equity.
Current report
Interest expense on corporate funding increased $11.1 million, principally due to the issuance of $625 million in aggregate principal amount of the Notes due 2032, which closed on July 8, 2025.
Current report
Operating revenues derived from OTC derivatives increased $26.5 million, principally driven by a 48% increase in the average RPC as well as a 17% increase in OTC derivative contract volumes.
Current report
The business activities of RJO added $45.0 million of increased expenses. Also, expenses were higher in our Independent Wealth Management business, principally due to increased revenues.
Current report
The increase in interest expense attributable to corporate funding was principally due to the issuance of $625 million in aggregate principal amount of the Notes due 2032, which closed on July 8, 2025.
Current report
Administrative, executive, and centralized and local operations variable compensation and benefits decreased principally due to a recovery of certain benefit liabilities established in the U.K. over the last three fiscal years.
Current report
Professional fees increased $13.8 million, principally due to higher legal fees related to our defense in various legal matters, net of recoveries, including fees related to the BTIG matter, which saw the arbitration commence during the three months ended December 31, 2025. To a lesser extent, higher audit and tax fees also contributed to the increase. Incremental cost from acquired entities completed since December 31, 2024 added $4.5 million of expense.
Current report
Occupancy and equipment rental costs increased $3.1 million, as incremental cost from acquisitions completed since December 31, 2024 added $2.3 million of expense. Additionally, we had increased office costs in Singapore and Colombia, along with an increase in property service charges, utilities and storage costs.
Current report
Travel and business development increased $3.4 million, principally due to an increase in transportation and employee and client meals and entertainment costs. Incremental cost from acquired entities completed since December 31, 2024 added $2.1 million of expense.
Current report
Depreciation and amortization increased $9.3 million, principally due to $7.1 million of incremental amortization of acquired intangibles from the acquisitions completed since December 31, 2024, and $1.7 million of incremental depreciation expense from internally developed software placed into service.
Current report
Other expenses increased $10.2 million, principally due to a proposed settlement in a Self-Directed/Retail Forex matter, accretion of the contingent consideration liability related to the Benchmark acquisition, and higher insurance costs.
Current report
Other Gains: The results of the three months ended December 31, 2025 include a $0.4 million loss on an equity investment. The results of the three months ended December 31, 2024 include nonrecurring gains of $5.7 million, resulting from proceeds received from class action settlements, reported within the Self-Directed/Retail and Institutional segments.
Current report
During the three months ended September 30, 2025, our acquisition of RJO triggered a reassessment of the financial information reviewed by management. We determined the acquired business activities of RJO were similar to our existing businesses, and the reassessment confirmed the current composition of the Company’s operating segments, except for one change resulting in the combination of all physical trading capabilities in precious metals being reported within the Commercial segment. Previously, the Self-Directed/Retail segment contained a portion of our precious metals activities. All segment information has been revised to reflect all precious metals business within the Commercial segment retroactive to October 1, 2024.
Current report
Total revenues, operating revenues and net operating revenues shown as “Corporate” primarily consist of interest income from our centralized corporate treasury function. Corporate also includes net costs not allocated to operating segments, including costs and expenses of certain shared services such as information technology, accounting and treasury, credit and risk, legal and compliance, and human resources and other activities. For additional information regarding Corporate, see Note 18 to the Condensed Consolidated Financial Statements.
Current report
As noted in the beginning of this Segment Information section, the portion of our precious metals activities previously reported in our Self-Directed/Retail segment has been moved into and combined with our precious metals activities within this segment. All segment information has been revised to reflect all precious metals business within this segment retroactive to October 1, 2024.
Current report
Operating revenues increased $192.6 million, or 82%, to $427.4 million in the three months ended December 31, 2025 compared to $234.8 million in the three months ended December 31, 2024. Net operating revenues increased $124.8 million, or 65%, to $316.3 million in the three months ended December 31, 2025 compared to $191.5 million in the three months ended December 31, 2024.
Current report
Operating revenues derived from OTC transactions increased $26.5 million, principally resulting from a 17% increase in OTC derivative contract volumes, primarily driven by increased activity in South American and European markets as well as a 48% increase in the average rate per contract, as compared to a period of historically modest spreads in the prior year period.
Current report
Operating revenues derived from physical transactions increased $64.1 million, principally driven by a $83.9 million increase in operating revenues in our physical precious metals business, which was partially offset by a $19.8 million decline in our physical agricultural and energy business. The record performance in our precious metals business was primarily driven by an increase in macro volatility, driving a strong increase in client demand, combined with our expansive global footprint allowing us to benefit from regional differences in premiums. Precious metals related operating revenues were unfavorably impacted by $3.0 million unrealized losses on derivative positions related to physical inventories carried at the lower of cost or net realizable value, while the prior year period was favorably impacted by realized gains of $4.7 million on the sale of physical inventories carried at the lower of costs or net realizable value, for which losses on related derivative positions were recognized in prior periods.
Current report
Interest and fee income earned on client balances increased $28.0 million, primarily as a result of the acquisition of RJO, which contributed $21.7 million in interest and fee income earned on client balances and helped drive a 133% increase in average client equity. This increase was partially offset by the decline in short-term interest rates.
Current report
Interest expense increased $16.5 million, principally related to an $11.8 million increase in interest paid to clients, primarily driven by the acquisition of RJO, as well as increase in interest expense in our physical businesses due to heightened client activity.
Current report
Segment income increased $75.0 million, primarily related to the increase in operating revenues noted above, which were partially offset by a $38.6 million increase in introducing broker commissions and a $12.7 million increase in transaction-based clearing expenses, each of which was principally driven by the acquisition of RJO. In addition, the operating revenue growth was also partially offset by the increase in interest expense noted above, a $37.4 million increase in variable compensation and an $12.4 million increase in non-variable direct expenses, of which $5.4 million was attributable to the RJO business.
Current report
Operating revenues increased $326.4 million, or 60%, to $866.0 million in the three months ended December 31, 2025 compared to $539.6 million in the three months ended December 31, 2024. Net operating revenues increased $150.2 million, or 86%, to $324.2 million in the three months ended December 31, 2025 compared to $174.0 million in the three months ended December 31, 2024.
Current report
Operating revenues derived from listed derivatives increased $85.6 million, principally driven by a 57% increase in contract volumes, primarily as a result of the acquisition of RJO, as well as a 47% increase in the average rate per contract. The acquired RJO business contributed $80.5 million in operating revenues derived from listed derivatives.
Current report
Segment income increased $61.2 million, principally driven by the increase in net operating revenues noted above, which was partially offset by a $36.6 million increase in non-variable direct expenses, with $13.7 million of this increase attributable to the acquisition of RJO. Excluding the acquired RJO business, non-variable direct expenses increased $20.2 million, primarily related to a $4.3 million increase in fixed compensation and benefits, a $1.2 million increase in trading systems and market information, an $8.2 million increase in professional fees and a $1.8 million increase in contingent acquisition revaluation expense. The increase in fixed compensation and benefits, market information, and contingent acquisition revaluation expense was primarily related to the acquisition of The Benchmark Company and Octo Finances, while the increase in professional fees was related to the BTIG matter, which saw arbitration commence during the three months ended December 31, 2025. Segment income in the three months ended December 31, 2024, was favorably impacted by a nonrecurring gain related to proceeds received of $1.3 million resulting from a foreign exchange class action settlement.
Current report
As noted in the beginning of this Segment Information section, the portion of our precious metals activities previously reported in this segment have been moved into and combined with our precious metals activities within our Commercial segment. All segment information has been revised to reflect all precious metals business within the Commercial segment retroactive to October 1, 2024.
Current report
The tables below reflect a disaggregation of operating revenues and select operating data and metrics used by management in evaluating performance of our Self-Directed/Retail segment for the periods indicated.
Current report
Operating revenues decreased $27.2 million, or 22%, to $94.4 million in the three months ended December 31, 2025 compared to $121.6 million in the three months ended December 31, 2024. Net operating revenues decreased $31.0 million to $61.3 million in the three months ended December 31, 2025 compared to $92.3 million in the three months ended December 31, 2024.
Current report
Interest and fee income earned on client balances decreased $0.2 million versus the prior year, primarily due to a decline in short-term interest rates.
Current report
Variable expenses, excluding interest, expressed as a percentage of operating revenues increased to 38% in the three months ended December 31, 2025 compared to 25% in the three months ended December 31, 2024, primarily as a result of the decline in FX/CFD operating revenues, which have a relatively low component of associated variable expenses.
Current report
Non-variable direct expenses declined $1.0 million, with the $5.9 million increase in other expenses, which was principally driven by a $6.2 million proposed settlement of a matter that was outstanding prior to the acquisition of Gain Capital Holdings, Inc. in 2020, being more than offset by declines in other non-variable direct expenses noted above. Segment income decreased $36.7 million, principally due to the decline in net operating revenues noted above. Segment income in the three months ended December 31, 2024 was favorably impacted by a $4.4 million class action settlement received.
Showing the first 40 of 60 passages. Open the source sections for the rest.
Removed paragraphs (95)
Previous report
Closing of the Acquisition of R.J. O’Brien
Previous report
On July 31, 2025, we closed on our previously announced acquisition of R.J. O’Brien (“RJO”). The purchase price consideration was paid in a combination of cash of approximately $610.6 million and the issuance of 3,085,554 shares of the Company’s common stock. At closing, we assumed approximately $125.7 million of RJO debt. We believe the acquisition significantly strengthens our position as a leading FCM and enhances our role as an essential part of the global financial market structure, offering institutional grade execution, clearing, custody, and prime brokerage across all asset classes. The acquisition is expected to expand our client float and add many introducing brokers to our network, while RJO’s clients benefit from our extensive range of markets, products, and services.
Previous report
Closing of the Acquisition of Benchmark
Previous report
On July 31, 2025, we closed on our previously announced acquisition of The Benchmark Company, LLC (“Benchmark”). Benchmark is a full-service investment banking firm offering a robust sales and trading platform, award-winning equity research, and a highly experienced investment banking team. We believe this acquisition will strengthen our offerings in equity and debt capital markets, with significant enhancements in equity research and investment banking. The purchase price consideration includes cash of approximately $57.1 million and four annual contingent payments, each capped at $7.0 million, plus a final contingent payment for any excess above the annual caps over the four year period following the close, aggregating to an estimated undiscounted amount of $35.0 million.
Previous report
We achieved modest growth in net operating revenues in the third quarter of fiscal 2025, up 4%, with diminished commodity volatility generally as well as heightened interest expense and logistical charges in our precious metals activities leading to declines in our Commercial segment net operating revenues, partially offsetting growth across all of our other business segments. In addition, the three months ended June 30, 2025 includes $6.5 million of bridge loan financing fees and $2.4 million of professional fees related to merger and acquisition activity.
Previous report
We experienced an increase in transaction volumes across all of our product offerings, as well as growth in average client equity and average money market/FDIC sweep client balances as compared to the prior year.
Previous report
•OTC derivatives RPC declined 16%, with diminished commodity volatility leading to lower spreads captured.
Previous report
•Flat FX/CFD RPM.
Previous report
Interest and fee income earned on client balances decreased $13.0 million due to declines in short term interest rates, which was partially offset by increases in both average client equity and money market/FDIC client balances.
Previous report
Overall segment income decreased $6.8 million, as our Commercial segment decreased $45.5 million, partially offset by increases in our Institutional and Self-Directed/Retail segments of $25.2 million and $13.6 million, respectively. Segment income in our Payments segment decreased $0.1 million.
Previous report
The three months ended June 30, 2025 include a $2.3 million loss on the disposal of certain capitalized hardware expenditures, partially offset by a gain of $1.0 million related to a class action settlement. The results of the three months ended June 30, 2024 included a gain of $1.8 million related to a class action settlement received.
Previous report
Operating revenues derived from listed derivatives decreased $4.1 million, with our Commercial segment down $5.9 million, partially offset by a $1.8 million increase in our Institutional segment.
Previous report
Operating revenues derived from OTC derivatives decreased $7.3 million, principally resulting from a 16% decrease in OTC average rate per contract, partially offset by a 6% increase in OTC derivative volumes.
Previous report
Operating revenues increased $408.5 million, or 16%, to $2,924.6 million in the nine months ended June 30, 2025 compared to $2,516.1 million in the nine months ended June 30, 2024.
Previous report
Operating revenues in OTC derivatives declined $7.9 million, principally driven by a 11% decline in the average rate per contract, which was partially offset by a 7% increase in OTC contract volumes.
Previous report
Operating revenues from FX/CFD contracts increased $25.5 million, with increases of $24.9 million and $0.6 million in our Self-Directed/Retail and Institutional segments, respectively.
Previous report
Operating revenues from payments increased by $0.5 million, principally driven by a 17% increase in the ADV, which was partially offset by a 13% decline in payments RPM.
Previous report
Operating revenues from physical contracts increased $56.5 million, driven by increases of $21.7 million and $34.8 million in our physical agricultural and energy and precious metals businesses, respectively. Precious metals related operating revenues were unfavorably impacted by $0.2 million and $2.3 million in the nine months ended June 30, 2025 and 2024, respectively, by unrealized losses on derivative positions related to physical inventories carried at the lower of cost or net realizable value.
Previous report
Expenses were higher in our Independent Wealth Management and Self-Directed/Retail Forex businesses, principally due to increased revenues and higher payouts, as well as in our Financial Ag and Energy and LME businesses, principally due to increased volume and client mix traded. These increases were partially offset by lower introducing broker commissions in our Exchange-Traded Futures & Options business.
Previous report
During the three months ended June 30, 2025, interest expense attributable to corporate funding included $3.1 million of bridge loan financing fees related to the amendment of our corporate revolving credit facility, with the entirety of the estimated term of the bridge financing contained within the quarter. In addition, the quarter included interest expense attributable to corporate funding of $3.4 million, related to bridge loan financing fees for the issuance of the Notes due 2032, which closed on July 8, 2025. In addition to the $3.4 million in the current quarter, $1.3 million of unamortized bridge loan financing fees will be amortized in the three months ended September 30, 2025.
Previous report
During the three months ended June 30, 2024, interest expense attributable to corporate funding included incremental interest from our March 1, 2024 issuance of the Senior Secured Notes due 2031 (the “Notes due 2031”). While funds from the issuance of the Notes due 2031 were used to redeem the Senior Secured Notes due 2025 (the “Notes due 2025”), the redemption did not occur until June 17, 2024, in order to allow us to redeem those notes at par. At the redemption of the Notes due 2025, we recognized a $3.7 million loss on the extinguishment of debt related to the write-off of unamortized original issue discount and deferred financing costs.
Previous report
Transaction-based clearing expenses
Previous report
Expenses were higher in the Equity and Debt Capital Markets businesses, principally related to the increased ADV, along with an increase in ADR conversion fees. Additionally, expenses were higher in our Financial Ag and Energy and Exchange-Traded Futures & Options businesses, principally related to the increase in contracts traded, and within our Correspondent Clearing business.
Previous report
Introducing broker commissions
Previous report
Expenses were higher in our Independent Wealth Management and Self-Directed/Retail Forex businesses, principally due to increased revenues and higher payouts, as well as in our Financial Ag and Energy and LME businesses, principally due to increased volume and client mix traded. These increases were partially offset by lower introducing broker commissions in our Exchange-Traded Futures & Options business.
Previous report
Interest expense
Previous report
During the nine months ended June 30, 2025, interest expense attributable to corporate funding included $3.1 million of bridge loan financing fees related to the amendment of our revolving credit facility. In addition, the period included interest expense attributable to corporate funding of $3.4 million, related to bridge loan financing fees for the issuance of the Notes due 2032, which closed on July 8, 2025. In addition to the $3.4 million in the current quarter, $1.3 million of unamortized bridge loan financing fees will be amortized in the three months ended September 30, 2025.
Previous report
During the nine months ended June 30, 2024, interest expense attributable to corporate funding included incremental interest from our March 1, 2024 issuance of the Notes due 2031. While funds from the issuance of the Notes due 2031 were used to redeem the Notes due 2025, the redemption did not occur until June 17, 2024, in order to allow us to redeem those notes at par. At the redemption of the Notes due 2025, we recognized a $3.7 million loss on the extinguishment of debt related to the write-off of unamortized original issue discount and deferred financing costs.
Previous report
Severance during the three months ended June 30, 2024 included an amount related to the departure of an executive officer.
Previous report
Professional fees increased $3.9 million, principally due to higher legal fees related to acquisitions and matters in which we are defendants.
Previous report
Depreciation and amortization increased $2.6 million, principally due to incremental depreciation expense from internally developed software placed into service, partially offset by lower amortization, as certain intangibles, recognized as part the acquisition of Gain Capital Holdings, Inc. in fiscal 2020, became fully amortized during fiscal 2024.
Previous report
Other expenses during the three months ended June 30, 2024 included an accrual of $3.5 million related to the settlement of a post-acquisition commitment contingency.
Previous report
Other (Loss) Gains, net: The results of the three months ended June 30, 2025 included a $2.3 million loss on the disposal of certain capitalized hardware expenditures, partially offset by a gain of $1.0 million related to a class action settlement. The results of the three months ended June 30, 2024 included a gain of $1.8 million related to a class action settlement.
Previous report
Compensation and Other Expenses: Compensation and other expenses increased $107.4 million, or 10%, to $1,172.5 million in the nine months ended June 30, 2025 compared to $1,065.1 million in the nine months ended June 30, 2024.
Previous report
Compensation and Benefits:
Previous report
Other Expenses: Other non-compensation expenses increased $30.5 million, or 9%, to $385.6 million in the nine months ended June 30, 2025 compared to $355.1 million in the nine months ended June 30, 2024.
Previous report
Occupancy and equipment rental costs increased $5.6 million, principally due to the nine months ended June 30, 2024 including a partial refund of property rates covering prior years in London. The increase is also due to additional office space acquired in London, as we consolidate office space in order to support our current and anticipated future growth, as well as higher costs in India and the U.S.
Previous report
Depreciation and amortization increased $10.4 million, principally due to incremental depreciation expense from internally developed software placed into service, partially offset by lower amortization, as certain intangibles, recognized as part the acquisition of Gain Capital Holdings, Inc. in fiscal 2020, became fully amortized during fiscal 2024.
Previous report
During the nine months ended June 30, 2025, we recorded bad debts, net of recoveries of $2.3 million, principally related to bad debt expense from client trading deficits in our Self-Directed/Retail segment and Financial Ag & Energy business of our Commercial segment of $1.5 million and $1.1 million, respectively, which were partially offset by $0.3 million of recoveries within the LME business of our Commercial segment and our Institutional segment. During the nine months ended June 30, 2024, we recorded net recoveries of bad debts of $0.2 million, principally related to recoveries within our Institutional segment of $1.8 million, which were partially offset by bad debt expense of $1.0 million of client receivables in the Payments segment and $0.6 million within the Self-Directed/Retail segment.
Previous report
Other (Loss) Gains, net: The results of the nine months ended June 30, 2025 include gains of $6.7 million, resulting from proceeds received from class action settlements, partially offset by a $2.3 million loss on the disposal of certain capitalized hardware expenditures. The results of the nine months ended June 30, 2024 included gains of $8.7 million resulting from proceeds received from class action settlements.
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Reworded paragraphs (83)
Previous wording
The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and notes thereto appearing elsewhere in this report. This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” and similar expressions are intended to identify forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the control of the Company, including statements about the benefits of our acquisition of RJO, including expected synergies and future financial and operating results, the plans, objectives, expectations and intentions of StoneX after the acquisition, adverse changes in economic, political and market conditions, including losses from our market-making and trading activities arising from counterparty failures, global trade policies and tariffs, the loss of key personnel, the impact of increasing competition, the impact of changes in government regulation, uncertainty concerning fiscal or monetary policies established by central banks and financial regulators, the possibility of liabilities arising from violations of foreign, United States (“U.S.”) federal and U.S. state securities laws, the impact of changes in technology in the securities and commodities trading industries, and other risks discussed in our filings with the SEC, including Part I, Item 1A of our Annual Report on Form 10-K for the year ended September 30, 2024. Although we believe that our forward-looking statements are based upon reasonable assumptions regarding our business and future market conditions, there can be no assurances that our actual results will not differ materially from any results expressed or implied by our forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. We caution readers that any forward-looking statements are not guarantees of future performance.
Current wording
The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and notes thereto appearing elsewhere in this report. This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words “believe,”, “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” and similar expressions are intended to identify forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the control of the Company, including statements about the benefits of our acquisition of RJO, expected synergies and future financial and operating results, the plans, objectives, expectations and intentions of StoneX with respect to the acquisition, adverse changes in economic, political and market conditions, including losses from our market-making and trading activities arising from counterparty failures, global trade policies and tariffs, the loss of key personnel, the impact of increasing competition, the impact of changes in government regulation, uncertainty concerning fiscal or monetary policies established by central banks and financial regulators, the possibility of liabilities arising from violations of foreign, United States (“U.S.”) federal and U.S. state securities laws, the impact of changes in technology in the securities and commodities trading industries, and other risks discussed in our filings with the SEC, including Part I, Item 1A of our Annual Report on Form 10-K for the year ended September 30, 2025. Although we believe that our forward-looking statements are based upon reasonable assumptions regarding our business and future market conditions, there can be no assurances that our actual results will not differ materially from any results expressed or implied by our forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. We caution readers that any forward-looking statements are not guarantees of future performance.
Previous wording
We operate a global financial services network that connects companies, organizations, traders and investors to the global market ecosystem through a unique blend of digital platforms, end-to-end clearing and execution services, high touch service and deep expertise. We strive to be the one trusted partner to our clients, providing our network, products and services to allow them to pursue trading opportunities, manage their market risks, make investments and improve their business performance. Our businesses are supported by our global infrastructure of regulated operating subsidiaries, our advanced technology platforms and our team of more than 4,700 employees as of June 30, 2025. We believe our client-first approach differentiates us from large banking institutions, engenders trust and enables us to establish market leading positions in a number of complex fields in financial markets around the world. For additional information, see Overview of Business and Strategy within “Item 1. Business” in our Annual Report on Form 10-K for the fiscal year ended September 30, 2024.
Current wording
We operate a global financial services network that connects companies, organizations, traders and investors to the global market ecosystem through a unique blend of digital platforms, end-to-end clearing and execution services, high touch service and deep expertise. We strive to be the one trusted partner to our clients, providing our network, products and services to allow them to pursue trading opportunities, manage their market risks, make investments and improve their business performance. Our businesses are supported by our global infrastructure of regulated operating subsidiaries, our advanced technology platforms and our team of more than 5,400 employees as of December 31, 2025. We believe our client-first approach differentiates us from large banking institutions, engenders trust and has enabled us to establish market leading positions in a number of complex fields in financial markets around the world. For additional information, see Overview of Business and Strategy within “Item 1. Business” in our Annual Report on Form 10-K for the fiscal year ended September 30, 2025.
Previous wording
We report three of our operating segments based primarily on the nature of the clients we serve (commercial, institutional, and self-directed/retail), and a fourth operating segment, our payments business. See Segment Information below for a listing of business activities performed within our reportable segments.
Current wording
We report our operating segments based primarily on the nature of the clients we serve (commercial, institutional, and self-directed/retail), and a fourth operating segment, our payments business. This structure allows us to efficiently serve clients in more than 180 countries and manage our large global footprint. See Segment Information, below, for a listing of business activities performed within our reportable segments.
Previous wording
Unless noted otherwise, comparisons in the following discussions relate to the three months ended June 30, 2025 as compared to the same quarter in the prior fiscal year.
Current wording
Unless noted otherwise, comparisons in the following discussions relate to the three months ended December 31, 2025 as compared to the same three-month period in the prior fiscal year.
Previous wording
Potential Impacts of New Tariffs or Changes to Existing Tariffs
Current wording
Potential Impacts of Global Instability, New Tariffs or Changes to Existing Tariffs
Previous wording
A number of significant structural, political, and monetary issues, and global conflicts continue to confront the global economy, and instability could continue, resulting in changes to the level of inflation, market volatility, potential recession, supply chain constraints and costs, diminished trading volumes, uncertainty, increased operating expenses, and increased costs due to potential new tariffs or changes to existing tariffs. The impact of these events and other factors on our financial position and results of operations is difficult to predict, could affect the comparability of our results of operations from period to period, and may have an adverse effect on our financial results.
Current wording
A number of significant structural, political, and monetary issues, and geopolitical conflicts continue to confront the global economy, and instability could continue, resulting in changes to the level of inflation, market volatility, potential recession, supply chain constraints and costs, diminished trading volumes, uncertainty, increased operating expenses, and increased costs or restrictions due to potential new tariffs or changes to existing tariffs. The impacts of these events and other factors on our financial position and results of operations is difficult to predict, could affect the comparability of our results of operations from period to period, and may have an adverse effect on our financial results.
Previous wording
On March 21, 2025, we completed a three-for-two split of our common stock, effected as a stock dividend entitling each shareholder of record to receive one additional share of common stock for every two shares owned. Additional shares issued as a result of the stock dividend were distributed after close of trading on March 21, 2025, to stockholders of record at the close of business on March 11, 2025. Cash was distributed in lieu of fractional shares based on the opening price of a share of common stock on March 12, 2025. All share and per share amounts contained herein have been retroactively adjusted for this stock split.
Current wording
On February 3, 2026, the Company’s Board of Directors approved a three-for-two split of its common stock to make stock ownership more accessible to employees and investors. The stock split will be effected as a stock dividend entitling each stockholder of record to receive one additional share of common stock for every two shares owned. Additional shares issued as a result of the stock dividend will be distributed after close of trading on March 20, 2026, to stockholders of record at the close of business on March 10, 2026. Cash will be distributed in lieu of fractional shares based on the opening price of a share of common stock on March 11, 2026. Trading is expected to begin on a stock split-adjusted basis at market open on March 23, 2026. All share and per share amounts contained herein have not been retroactively adjusted for this subsequent stock split.
Previous wording
In terms of revenue capture on our transactional volumes as compared to the prior fiscal year quarter, we experienced:
Current wording
In terms of revenue capture on our transactional volumes as compared to the prior fiscal year, we experienced:
Previous wording
•Rate per contract (“RPC”) on listed derivatives decreased 11%, due to client mix and decline from heightened spreads in the prior year in LME base metal markets.
Current wording
•Rate per contract (“RPC”) on listed derivatives increased 40%, due to client mix as well as the acquisition of RJO.
Previous wording
•15% growth in securities rate per million (“RPM”), primarily due to improved performance in global equity markets.
Current wording
•35% growth in securities rate per million (“RPM”), primarily due to improved performance in both global equity and fixed income markets.
Previous wording
•6% decline in payments RPM due to generally lower FX spreads in certain markets, most notably in Africa.
Current wording
•a 10% decline in payments RPM due to generally lower FX spreads in certain markets, most notably in Africa.
Previous wording
expenses. Variable expenses were 53% of total expenses in the three months ended June 30, 2025 as compared to 52% in the three months ended June 30, 2024. Non-variable expenses, excluding bad debts, increased $15.9 million, principally due to higher fixed compensation and benefits, professional fees, depreciation and amortization, and non-trading technology.
Current wording
On the expense side, we continued to focus on maintaining our variable cost model and limiting the growth of our non-variable expenses. Variable expenses were 58% of total expenses in the three months ended December 31, 2025 as compared to 52% in the three months ended December 31, 2024. Non-variable expenses, excluding bad debts, increased $76.2 million, including $44.3 million in the acquired RJO and Benchmark businesses.
Previous wording
Net income increased $1.5 million to $63.4 million in the three months ended June 30, 2025. Diluted earnings per share was $1.22 for the three months ended June 30, 2025 compared to $1.25 in the three months ended June 30, 2024.
Current wording
Net income increased $53.9 million to $139.0 million in the three months ended December 31, 2025. Diluted earnings per share was $2.50 for the three months ended December 31, 2025 compared to $1.69 in the three months ended December 31, 2024.
Previous wording
Our total revenues, as reported, combine gross revenues for the physical commodities business and net revenues for all other businesses. Management believes that operating revenues, which deduct the cost of sales of physical commodities from total revenues, is a more useful financial measure with which to assess our results of operations. The table below sets forth our operating revenues, as well as other key financial measures, for the periods indicated.
Current wording
Our total revenues, as reported, combine gross revenues for the physical commodities business and net revenues for all other businesses. Management believes that operating revenues, which deduct the cost of sales of physical commodities from total revenues, are a more useful financial measure with which to assess our results of operations. The table below sets forth our operating revenues, as well as other key financial measures, for the periods indicated.
Previous wording
Operating revenues increased $110.6 million, or 12%, to $1,024.3 million in the three months ended June 30, 2025 compared to $913.7 million in the three months ended June 30, 2024. The table above displays operating revenues disaggregated across the key products we provide to our clients.
Current wording
Operating revenues increased $493.9 million, or 52%, to $1,438.2 million in the three months ended December 31, 2025 compared to $944.3 million in the three months ended December 31, 2024. The acquisition of RJO, which was effective July 31, 2025, contributed $201.0 million in operating revenue in the three months ended December 31, 2025. The table above displays operating revenues disaggregated across the key products we provide to our clients.
Previous wording
Operating revenues from listed derivatives increased $15.2 million, with our Commercial and Institutional segments up $13.3 million and $1.9 million, respectively.
Current wording
Operating revenues derived from listed derivatives increased $157.3 million, with our Commercial and Institutional segments up $71.7 million and $85.6 million, respectively.
Previous wording
Operating revenue from securities transactions increased $283.3 million, principally due to a 28% increase in securities ADV. Carried interest on fixed income securities is a component of operating revenues, however, interest expense associated with financing these positions is not. In the calculation of securities RPM in the table above, we deduct interest expense associated with our fixed income activities from operating revenues, as well as exclude interest income related to securities lending, in order to provide a more useful measure of the financial performance of our securities business. Net operating revenues derived from securities transactions increased $77.4 million, principally driven by the increase in ADV noted above, as well as a 3% increase in RPM.
Current wording
Operating revenues derived from securities transactions increased $174.1 million, principally due to a 22% increase in ADV, driven by increases in both equity and fixed income markets. Carried interest on fixed income securities is a component of operating revenues, however interest expense associated with financing these positions is not. We deduct interest expense associated with our fixed income activities from operating revenues in the calculation of securities RPM in the table above in order to provide a more useful measure of the financial performance of our securities business. Net operating revenues derived from securities transactions increased $55.7 million, due to the increase in ADV noted above, as well as a 35% increase in the RPM.
Previous wording
Operating revenues derived from FX/CFD contracts increased $10.9 million, as a result of a $12.2 million increase in our Self-Directed/Retail segment, which was partially offset by a $1.3 million decrease in Institutional segment FX contracts operating revenues.
Current wording
Operating revenues derived from FX/CFD contracts declined $29.9 million, as a result of a $27.2 million decrease in our Self-Directed/Retail segment and a $2.7 million decrease in Institutional segment FX contracts operating revenues.
Previous wording
Operating revenues from payments increased $2.3 million, principally driven by a 16% increase in payments ADV, which was partially offset by a 6% decline in payments RPM.
Current wording
Operating revenues from payments decreased $2.2 million, principally driven by a 10% decline in payments RPM, which was partially offset by an 11% increase in payments ADV.
Previous wording
Operating revenues derived from physical contracts decreased $11.4 million, primarily as a result of a $12.9 million decline in physical agricultural and energy operating revenues, which was partially offset by a $1.5 million increase in precious metals operating revenues. Precious metals related operating revenues were unfavorably impacted by unrealized losses on derivative positions of $0.9 million in the three months ended June 30, 2025, related to physical inventories held at the lower of cost or net realizable value. Precious metals operating revenues in the three months ended June 30, 2024, were favorably impacted by realized gains of $8.5 million on the sale of physical inventories carried at the lower of costs or net realizable value, for which losses on related derivative positions were recognized in prior periods.
Current wording
Operating revenues derived from physical contracts increased $64.1 million, as a result of an $83.9 million increase in precious metals operating revenues, principally driven by an increase in macro volatility, driving a strong increase in client demand, combined with our expansive global footprint allowing us to benefit from regional differences in premiums, which was partially offset by a $19.8 million decline in physical agricultural and energy operating revenues. Precious metals related operating revenues were unfavorably impacted by $3.0 million unrealized losses on derivative positions related to physical inventories carried at the lower of cost or net realizable value, while the prior year period was favorably impacted by realized gains of $4.7 million on the sale of physical inventories carried at the lower of costs or net realizable value, for which losses on related derivative positions were recognized in prior periods.
Previous wording
Interest and fee income earned on client balances, which is associated with our listed and OTC derivative businesses, as well as our Correspondent Clearing and Independent Wealth Management businesses, declined $13.0 million, principally as a result of a decline in short term interest rates, which was partially offset by increases in average client equity and average money-market/FDIC sweep client balances of 10% and 25%, respectively.
Current wording
Interest and fee income earned on client balances, which is associated with our listed and OTC derivative businesses, as well as our Correspondent Clearing and Independent Wealth Management businesses, increased $66.1 million, principally as a result of an increase in average client equity and average money-market/FDIC sweep client balances of 100% and 5%, respectively. The acquisition of RJO, contributed $63.7 million in growth to interest and fee income earned on client balances and $5.8 billion in average client equity for the period.
Previous wording
Expenses were higher in the Equity and Debt Capital Markets businesses, principally related to the increased ADV, along with an increase in ADR conversion fees. Additionally, expenses were higher in our Financial Ag and Energy and Exchange-Traded Futures & Options businesses, principally related to the increase in contracts traded.
Current wording
The business activities of RJO added $36.3 million of increased expenses. Excluding RJO, expenses were higher in our Global Hedging (f/k/a Financial Ag & Energy) and Exchange-Traded Futures & Options businesses, principally related to the increase in contracts traded. Additionally, expenses were higher in the Global Metals business, principally related to LME activity, and Equity Capital Markets business, principally related to an increase in ADR conversion fees in equities principal market-making.
Previous wording
The increase in interest expense attributable to fixed income securities and securities borrowing was principally due to the growth in the size of the security repo and securities lending businesses. The increase in other direct interest expense attributable to operating segments principally resulted from an increase in the activities of our physical precious metals and commodities businesses.
Current wording
The increase in interest expense attributable to fixed income securities and securities borrowing was principally due to the growth in the size of the security repo and securities lending businesses. The business activities of RJO added an incremental $26.7 million of interest expense, with $24.3 million attributable to client balances.
Previous wording
Compensation and Other Expenses: Compensation and other expenses increased $19.1 million, or 5%, to $401.4 million in the three months ended June 30, 2025 compared to $382.3 million in the three months ended June 30, 2024.
Current wording
Compensation and Other Expenses: Compensation and other expenses increased $158.2 million, or 42%, to $539.1 million in the three months ended December 31, 2025 compared to $380.9 million in the three months ended December 31, 2024, principally due to the acquisitions of RJO, Benchmark and others, as discussed further below.
Previous wording
Non-variable salaries increased within the Commercial and Institutional segments, as well as within our overhead departments, principally due to the increase in headcount, as well as the impact of annual merit increases.
Current wording
Incremental cost from recent acquisitions completed since December 31, 2024 added $15.5 million of non-variable salary expense during the three months ended December 31, 2025. The additional increase of $6.3 million is principally due to growth in our business segments, as well as within our overhead departments, principally due to the increase in headcount, as well as the impact of annual merit increases that were effective at the beginning of the calendar year ended December 31, 2025.
Previous wording
Employee benefits and other compensation increased principally due to higher payroll taxes, retirement costs, and healthcare benefits principally related to the increase in headcount, as well as a decrease in employee-elected deferred incentive, which is exchanged for restricted stock that is amortized over a thirty-six month period following the grant date. The nine months ended June 30, 2025 and 2024 included $0.9 million in accelerated long-term incentive due to the departures of executive officers.
Current wording
Employee benefits and other compensation increased principally due to higher payroll taxes, retirement costs, and healthcare benefits principally related to the increase in headcount, and were partially offset by an increase in employee-elected deferred incentive. Additionally, the three months ended December 31, 2024 included $0.9 million in accelerated long-term incentive due to the departure of an executive officer.
Previous wording
Share-based compensation, which contains stock option and restricted stock expense, increased principally due to the issuance of additional stock option awards during the first quarter of 2024 and additional restricted stock grants, as well as from increased restricted stock amortization related to employee-elected and statutorily-required deferred incentive, which results in cash exchanged for restricted stock that is amortized over a thirty-six month period following the grant date. The nine months ended June 30, 2025 and 2024 also included $1.1 million and $0.9 million, respectively, in accelerated share-based compensation due to the departure of executive officers.
Current wording
Share-based compensation, which contains stock option and restricted stock expenses, increased principally due to the issuance of additional stock option awards and additional restricted stock grants since December 31, 2024, as well as from increased restricted stock amortization related to employee-elected and statutorily-required deferred incentive, which results in cash exchanged for restricted stock that is amortized over a thirty-six month period following the grant date. The three months ended December 31, 2024 also included $1.1 million in accelerated share-based compensation due to the departure of an executive officer.
Previous wording
During the nine months ended June 30, 2025 and 2024, severance costs included amounts related to the departure of executive officers.
Current wording
During the three months ended December 31, 2024, severance costs included amounts related to the departure of an executive officer mentioned above.
Previous wording
Other Expenses: Other non-compensation expenses increased $9.3 million, or 7%, to $134.1 million in the three months ended June 30, 2025 compared to $124.8 million in the three months ended June 30, 2024.
Current wording
Other Expenses: Other non-compensation expenses increased $54.8 million, or 43%, to $183.2 million in the three months ended December 31, 2025 compared to $128.4 million in the three months ended December 31, 2024.
Previous wording
Non-trading technology and support costs increased $8.1 million, principally due to an increase in headcount driven technology costs and compliance costs.
Current wording
Non-trading technology and support increased $6.9 million, principally due to an increase in headcount driven technology costs and compliance costs. Incremental cost from acquisitions completed since December 31, 2024 added $3.8 million of expense.
Previous wording
Provision for Taxes: The effective income tax rate was 26% and 30% in the three months ended June 30, 2025 and 2024, respectively. The effective tax rate for the three months ended June 30, 2025 and 2024 was higher than the U.S. federal statutory rate of 21% due to U.S. state and local taxes, global intangible low taxed income (“GILTI”), U.S. and foreign permanent differences, and the amount of foreign earnings taxed at higher rates.
Current wording
Provision for Taxes: The effective income tax rate was 25% and 27% in the three months ended December 31, 2025 and 2024, respectively. The effective tax rate for the three months ended December 31, 2025 and 2024 was higher than the U.S. federal statutory rate of 21% due to U.S. state and local taxes, global intangible low taxed income (“GILTI”), GloBE minimum tax, U.S. and foreign permanent differences, and the amount of foreign earnings taxed at higher rates.
Previous wording
Our operating segments are based principally on the nature of the clients we serve (commercial, institutional, and self-directed/retail), and a fourth operating segment, our payments business. We manage our business in this manner due to our large global footprint, in which we have more than 4,700 employees allowing us to serve clients in more than 180 countries.
Current wording
Our operating segments are based principally on the nature of the clients we serve (commercial, institutional, and self-directed/retail), and a fourth operating segment, our payments business. We manage our business in this manner due to our large global footprint, in which we have more than 5,400 employees allowing us to serve clients in more than 180 countries.
Previous wording
Segment income is used by our chief operating decision maker (“CODM”) as the primary measure of segment profit or loss in the evaluation for each of our operating segments. In addition, the CODM also uses ‘Segment income, less allocation of overhead costs’ as an additional segment measure of our segments’ financial performance. The allocation of overhead costs to operating segments includes costs associated with compliance, technology, and credit and risk costs. The share of allocated costs is based on resources consumed by the relevant businesses. In addition, the allocation of human resources and occupancy costs is principally based on employee costs within the relevant businesses. The measure of segment profit or loss most consistent with the corresponding amounts in the condensed consolidated financial statements is segment income.
Current wording
Segment income is used by our chief operating decision maker (“CODM”) as the primary measure of segment profit or loss in the evaluation of each of our operating segments. The CODM also uses ‘Segment income, less allocation of overhead costs’ as an additional segment measure of our segments’ financial performance. The allocation of overhead costs to operating segments includes costs associated with compliance, technology, and credit and risk costs. The share of allocated costs is based on resources consumed by the relevant businesses. In addition, the allocation of human resources and occupancy costs is principally based on employee costs within the relevant businesses. The measure of segment profit or loss most consistent with the corresponding amounts in the consolidated financial statements is segment income.
Previous wording
The following table shows summary information concerning all of our business segments combined.
Current wording
The following table shows summary information concerning all of our business segments on a combined basis, excluding Corporate, for the periods indicated.
Previous wording
Operating revenues derived from listed derivatives increased $13.3 million, principally driven by an 18% increase in listed derivative contract volumes, partially offset by a 10% decrease in the average rate per contract. The decline in the average rate per contract was primarily related to activity in LME base metals markets as compared to the prior year, as the prior year benefited from a widening of spreads related to U.S. and U.K. imposed sanctions on Russian base metals exports.
Current wording
Operating revenues derived from listed derivatives increased $71.7 million, principally driven by a 77% increase in listed derivative contract volumes and a 21% increase in the average rate per contract. The increase in contract volumes as well as the increase in rate per contract was primarily driven by the acquisition of RJO as well as increased client activity and a widening of spreads in LME base metals markets. The acquired RJO business contributed $55.2 million in operating revenues derived from listed derivatives.
Previous wording
Variable expenses, excluding interest, expressed as a percentage of operating revenues were 35% and 31% for the three months ended June 30, 2025 and 2024, respectively.
Current wording
Variable expenses, excluding interest, expressed as a percentage of operating revenues, were 38% and 31% for the three months ended December 31, 2025 and 2024, respectively. The growth was principally driven by an increase in introducing broker commissions related to the acquisition of the RJO business.
Previous wording
For the three months ended June 30, 2025, we calculated an allocation for overhead costs of $9.8 million for the Commercial segment compared to an $8.9 million allocation in the three months ended June 30, 2024.
Current wording
For the three months ended December 31, 2025, we calculated an allocation for overhead costs of $11.6 million for the Commercial segment compared to a $9.7 million allocation in the three months ended December 31, 2024.
Previous wording
We provide institutional clients with a suite of equity trading services to help them find liquidity with best execution, consistent liquidity across a robust array of fixed income products, competitive and efficient clearing and execution in all major futures and securities exchanges globally as well as prime brokerage in equities and major foreign currency pairs and swap transactions. In addition, we originate, structure and place debt instruments in the international and domestic capital markets. These instruments include asset-backed securities (primarily in Argentina) and domestic municipal securities.
Current wording
We provide institutional clients with a suite of equity trading services to help them find liquidity with best execution, consistent liquidity across a robust array of fixed income products, competitive and efficient clearing and execution in all major futures and securities exchanges globally as well as prime brokerage in equities and major foreign currency pairs and swap transactions. Additionally, we operate a comprehensive investment banking platform which provides both investment banking services and equity research.
Previous wording
Operating revenues derived from securities transactions increased $271.3 million, principally driven by a 28% increase in the ADV of securities traded, primarily as a result of increased client activity in both equity and fixed income markets, as well as a 3% increase in securities RPM.
Current wording
Operating revenues derived from securities transactions increased $170.9 million, principally driven by a 22% increase in the ADV of securities traded, primarily as a result of increased client activity in both equity and fixed income markets, as well as a 35% increase in securities RPM.
Previous wording
Operating revenues derived from FX contracts increased $0.6 million, principally driven by an 11% increase in the average rate per contract, which was partially offset by a 17% decline in the ADV of FX contracts traded.
Current wording
Operating revenues derived from FX contracts declined $2.7 million, principally driven by a 36% decline in the ADV of FX contracts traded, which was partially offset by an 11% increase in the average rate per contract.
Showing the first 40 of 83 pairs. Open the source sections for the rest.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
Group, LLC and StoneX Markets LLC must maintain in relatively liquid form. Further, the rules are designed to maintain general financial integrity and liquidity.
Current report — wording carried from elsewhere
The Benchmark Company LLC is registered as a broker-dealer with the SEC and is a member of FINRA.
Current report — wording carried from elsewhere
StoneX Financial Inc., R.J. O’Brien and Associates LLC, and StoneX Financial Ltd occasionally utilize their margin line credit facilities, on a short-term basis, to meet intraday settlements with the commodity exchanges prior to collecting margin funds from their clients.
Current report — wording carried from elsewhere
On March 1, 2024, we issued $550.0 million in aggregate principal amount of the Notes due 2031, which are fully and unconditionally guaranteed, jointly and severally, on a senior secured second lien basis, by certain subsidiaries of the Company that guarantee the Company’s senior committed credit facility and certain of its domestic subsidiaries.
Rearranged previous paragraphs (12)
Previous report — wording carried elsewhere
In connection with the acquisition of RJO, on July 8, 2025, we issued $625.0 million in aggregate principal amount of Senior Secured Notes due 2032 (the “Notes due 2032”), which are fully and unconditionally guaranteed, jointly and severally, on a senior secured second lien basis, by certain existing and future subsidiaries that guarantees indebtedness under the Company’s senior secured revolving credit facility and certain other senior indebtedness. The Notes due 2032 will mature on July 15, 2032. Interest on the Notes due 2032 accrues at a rate of 6.875% per annum and is payable semiannually in arrears on January 15 and July 15 of each year, commencing on January 15, 2026. On July 31, 2025, the net proceeds from the issuance of the Notes due 2032 were used to fund the cash portion of the purchase price and to pay related fees and expenses, as described above.
Previous report — wording carried elsewhere
On the expense side, we continued to focus on maintaining our variable cost model and limiting the growth of our non-variable
Previous report — wording carried elsewhere
Operating revenues derived from securities transactions increased $111.7 million, principally due to a 25% increase in ADV. Carried interest income on fixed income securities is a component of operating revenues, however, interest expense associated with financing these positions is not. In the calculation of securities RPM in the table above, we deduct interest expense associated with our fixed income activities from operating revenues, as well as exclude interest income related to securities lending, in order to provide a more useful measure of the financial performance of our securities business. Net operating revenues derived from securities transactions increased $39.3 million, principally due to the increase in ADV noted above as well as a 15% increase in the securities RPM primarily as a result of improved performance in equity capital markets.
Previous report — wording carried elsewhere
Interest and fee income earned on client balances, which is associated with our listed and OTC derivative businesses, as well as our Correspondent Clearing and Independent Wealth Management businesses, declined $6.3 million, principally as a result of lower short term interest rates which were partially offset by increases of 9% and 20% in average client equity and average money-market/FDIC sweep client balances, respectively.
Previous report — wording carried elsewhere
The increase in interest expense attributable to fixed income securities and securities borrowing was principally due to the growth in the size of the security repo and securities lending businesses. The increase in other direct interest expense attributable to operating segments principally resulted from an increase in our physical precious metals business activities and our equity securities trading activities.
Previous report — wording carried elsewhere
Employee benefits and other compensation during the three months ended June 30, 2024 included $0.9 million in accelerated long-term incentive due to the departure of an executive officer.
Previous report — wording carried elsewhere
Share-based compensation, which contains stock option and restricted stock expense, increased principally due to additional restricted stock grants and the increase in the value of previously granted restricted stock awards related to employee-elected and statutorily-required deferred incentive, which is exchanged for restricted stock that is amortized over a thirty-six month period following the grant date. The three months ended June 30, 2024 also included $0.9 million in accelerated share-based compensation due to the departure of the executive officer.
Previous report — wording carried elsewhere
Non-variable salaries increased within the Commercial and Institutional segments, as well as within our overhead departments, principally due to the increase in headcount, as well as the impact of annual merit increases.
Previous report — wording carried elsewhere
Provision for Taxes: Our effective income tax rate was 27% and 28% for nine months ended June 30, 2025 and 2024, respectively. The effective income tax rate was higher than the U.S. federal statutory rate of 21% due to U.S. state and local taxes, changes in valuation allowances, U.K. bank tax, U.S. permanent differences, GILTI, and the amount of foreign earnings taxed at higher tax rates.
Previous report — wording carried elsewhere
The increase in non-variable compensation was partially related to a reorganization of certain IT personnel, including the move of certain development teams out of discrete business lines and into centralized shared services, resulting in increased compensation expense in overhead, and lower compensation expense in the discrete business lines, which were partially offset with non-variable charges to the business lines based on use of IT resources. Additionally, the increase in non-variable compensation was partially a result of hiring among our support departments, principally due to company growth. Average administrative headcount increased 25%.
Previous report — wording carried elsewhere
Non-trading technology and support increased $7.5 million, principally due to higher non-trading software maintenance and support costs related to various IT systems technologies, driven by increased headcount.
Previous report — wording carried elsewhere
The regulations discussed above limit funds available for dividends to us. As a result, we may be unable to access our operating subsidiaries’ funds when we need them.