Victory Capital Holdings, Inc.
For the period ended Jun 30, 2025. Filed Aug 8, 2025.
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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.
Jun 30, 2025 · Filed Aug 8, 2025
VCTR$119.24+6.1%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-09.
0000950170-25-067558
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-08.
0000950170-25-105496
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 119 previous paragraphs and 147 current paragraphs.
74 unchanged; 34 reworded; 37 added; 11 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 16 previous and 19 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 (37)
Current report
Pioneer Investments
Current report
On July 8, 2024, the Company, Amundi Asset Management S.A.S ("Amundi'), and, solely for certain provisions thereof, Amundi S.A., (“Amundi Parent,” and together with Amundi, the “Amundi Parties”) entered into the Contribution Agreement (the “Contribution Agreement”) to combine Amundi’s U.S. business into the Company. The addition of Amundi U.S. as the Company's largest Investment Franchise meaningfully enhances the Company's scale, expands its global client base and further diversifies its investment capabilities.
Current report
Amundi U.S., based in Boston, Massachusetts, was a wholly owned subsidiary of Amundi, and specializes in providing and distributing investment solutions to a wide range of clients and investors, including institutional investors, corporations, central banks, sovereign wealth funds, and individual investors.
Current report
On April 1, 2025, the Company completed the transactions contemplated by the Contribution Agreement (the “Contribution”) and reintroduced the brand Pioneer Investments ("Pioneer" or "Pioneer Investments") for the acquired business and investment products. In exchange for the contribution of all the shares of the Amundi US to the Company, the Company issued to Amundi (a) 3,293,471 newly issued shares of Common Stock, representing 4.9% of the number of issued and outstanding shares of Common Stock after giving effect to such issuance, and (b) 19,742,300 newly issued shares of Preferred Stock, which, together with the shares of Common Stock issued to Amundi represented in the aggregate 26.1% of the Company’s fully diluted shares after giving effect to such share issuances. The Preferred Stock issued to Amundi includes 14,305,982 shares issued on April 1, 2025 and 5,436,318 shares issued on May 23, 2025 as a true up payment in respect of client consents obtained in the 30 days following the Closing. Closing consideration due to Amundi is subject to a customary post-closing adjustment, which has not yet been determined. VCM serves as the investment adviser and provides mutual fund administration services for the Pioneer mutual funds under Victory Portfolio IV and Victory Variable Insurance Funds II. VCS serves as the distributor to Victory Portfolios IV and Victory Variable Insurance Funds II. The sequential results reflect include Pioneer Investments as of April 1, 2025, which significantly impacted our financial results for the three and six months ended June 30, 2025 when compared to the comparable periods. Refer to Note 4, Acquisitions, for further details related to the acquisition.
Current report
AUM at June 30, 2025 increased by $131.1 billion, or 78.3%, to $298.6 billion from $167.5 billion at March 31, 2025, due to the combination of $114 billion of AUM acquired from Pioneer Investments as well as $20.2 billion of market appreciation partially offset by $0.8 billion of net outflows.
Current report
AUM at June 30, 2025 and 2024 was $298.6 billion and $168.7 billion, respectively. We generated $15.7 billion in gross flows and $0.8 billion in net outflows for the three months ended June 30, 2025 compared to $6.1 billion in gross flows and $1.7 billion in net outflows for the same period in 2024.
Current report
AUM at June 30, 2025 and 2024 was $298.6 billion and $168.7 billion, respectively. We generated $25.2 billion in gross flows and $2.1 billion in net outflows for the six months ended June 30, 2025 compared to $13.3 billion in gross flows and $2.9 billion in net outflows for the same period in 2024. Net flows for the six months ended June 30, 2025 were comprised of $1.9 billion and $0.2 billion of net long-term and short-term outflows, respectively.
Current report
Net income was $58.7 million for the three months ended June 30, 2025 compared to $74.3 million for the same period in 2024. For the six months ended June 30, 2025 and 2024, net income was $120.7 million and $129.9 million, respectively.
Current report
(4) The Company includes participating securities in its computation of adjusted earnings per diluted share, including 19.7 million shares of Series A Non-Voting Convertible Preferred Stock.
Current report
(2) Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets.
Current report
(3) Includes the impact of the Pioneer Investments as of April 1, 2025, increasing the Company's AUM by $114 billion.
Current report
(2) Includes the impact of the Pioneer Investments as of April 1, 2025, increasing the Company's AUM by $114 billion.
Current report
(4) Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets.
Current report
(5) Includes the impact of Pioneer Investments as of April 1, 2025, increasing the Company's AUM by $114 billion.
Current report
June 30, 2025 AUM compared to March 31, 2025 AUM. At June 30, 2025, our total AUM was $298.6 billion, an increase of $131.1 billion, or 78.3%, from $167.5 billion at March 31, 2025, driven by the combination of $114 billion of AUM acquired relating to Pioneer Investments as well as $20.2 billion of market appreciation partially offset by $0.8 billion of net outflows.
Current report
June 30, 2025 AUM compared to December 31, 2024 AUM. Total AUM increased by $126.6 billion, or 73.7%, to $298.6 billion at June 30, 2025 compared to $171.9 billion at December 31, 2024. The increase in AUM was due to the combination of $114 billion of AUM acquired relating to Pioneer Investments as well as $17.1 billion of market appreciation partially offset by $2.1 billion of net outflows.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. Investment management fees increased by $112.7 million, or 32.9%, to $455.6 million for the six months ended June 30, 2025 from $342.9 million due to the same factors discussed above in the quarterly section.
Current report
Three months ended June 30, 2025 compared to June 30, 2024. Fund administration and distribution fees increased by $22.4 million, or 48.3%, to $68.9 million for the three months ended June 30, 2025 compared to $46.5 million for the same period in 2024 due primarily to higher mutual fund average net assets.
Current report
(3) Acquisition and transaction-related compensation costs for the three and six months ended June 30, 2025 primarily consists of vesting of certain Amundi US deferred compensation awards for former Amundi US employees.
Current report
Three months ended June 30, 2025 compared to June 30, 2024. Personnel compensation and benefits were $108.9 million for the three months ended June 30, 2025, an increase of $53.3 million, or 95.7%, from $55.7 million for the same period in 2024 mostly attributable to an increase in salaries, payroll related taxes and employee benefits as well as an increase in acquisition and transaction-related compensation of $20.2 million and $12.6 million, respectively. Excluding the impact of salaries, payroll taxes and employee benefits and acquisition and transaction-related compensation over the comparable period, personnel compensation and benefits increased $20.5 million, or 36.8%, due to an increase in variable costs such as incentive and sales-based compensation and equity awards granted. Incentive compensation, sales-based compensation, and equity awards granted to employees and directors were $38.1 million, $10.6 million, and $5.7 million, respectively, for the three months ended June 30, 2025, compared to $24.5 million, $5.6 million, and $3.8 million, respectively, for the same period in 2024.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. Personnel compensation and benefits increased by $49.9 million, or 43.4%, to $165.1 million for the six months ended June 30, 2025 from $115.1 million for the same period in 2024 due to an increase in salaries, payroll related taxes and employee benefits as well as an increase in acquisition and transaction-related compensation of $17.4 million and $11.6 million, respectively. Excluding the impact of salaries, payroll taxes and employee benefits and acquisition and transaction-related compensation over the comparable period, personnel compensation and benefits increased $20.9 million, or 18.2%, due to an increase in variable costs such as incentive and sales-based compensation and equity awards granted. Incentive compensation, sales-based compensation, and equity awards granted to employees and directors were $61.8 million, $17.8 million, and $9.2 million, respectively, for the six months ended June 30, 2025, compared to $48.4 million, $11.7 million, and $7.7 million, respectively, for the same period in 2024.
Current report
Three months ended June 30, 2025 compared to June 30, 2024. Distribution and other asset-based expenses are primarily based on AUM. For the three months ended June 30, 2025, distribution and other asset-based expenses were $62.0 million, an increase of $25.6 million, or 70.1%, from $36.5 million for the same period in 2024. The increase is primarily due to higher broker-dealer and platform distribution fees over the comparable period.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. For the six months ended June 30, 2025 and 2024, general and administrative expenses were $37.7 million and $28.4 million, respectively, for a year over year increase of $9.3 million, or 32.8%. The increase was primarily due to the same factors as discussed above in the quarterly section.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. Depreciation and amortization increased by $14.1 million, or 92.9%, to $29.2 million for the six months ended June 30, 2025 from $15.2 million for the same period in 2024 due to the same factors as discussed above in the quarterly section.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. The change in value of consideration payable for acquisition of business increased $0.5 million due the change in the fair value of the contingent consideration associated with the WestEnd Acquisition increasing $4.5 million for the six months ended June 30, 2025 compared to a $4.0 million increase for the six months ended June 30, 2024. Refer to Note 4, Acquisitions, for further details on the fair value of contingent consideration payable.
Current report
Three months ended June 30, 2025 compared to June 30, 2024. Acquisition-related costs were $25.8 million and $3.0 million for the three months ended June 30, 2025 and 2024, respectively. The acquisition-related costs for the three months ended June 30, 2025 and 2024 related to legal and professional fees, associated with the Amundi US acquisition.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. Acquisition-related costs were $34.5 million and $4.1 million for the six months ended June 30, 2025 and 2024, respectively. The acquisition-related costs for the six months ended June 30, 2025 and 2024 were related to the same factors discussed above in the quarterly section.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. Restructuring and integration costs were $15.2 million and $0.6 million for the six months ended June 30, 2025 and 2024, respectively. The restructuring and integration costs for the six months ended June 30, 2025 were related to the same factors discussed above in the quarterly section.
Current report
Interest Income and Other Income
Current report
Six months ended June 30, 2025 compared to June 30, 2024. For the six months ended June 30, 2025 and 2024, interest income and other income was income of $6.7 million and $5.1 million, respectively. The income for the six months ended June 30, 2025 and 2024 was related to interest income and an increase in the net unrealized fair value of deferred compensation plan investments.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. For the six months ended June 30, 2025 and 2024, interest expense and other financing costs were $26.4 million and $32.8 million, respectively. The year-over-year decrease is due to the same factors as discussed above in the quarterly section. Refer to Note 9, Debt, for further details on the 2019 Credit Agreement.
Current report
Six months ended June 30, 2025 compared to June 30, 2024. For the six months ended June 30, 2025 and 2024, the effective tax rate was 27.9% and 22.5%, respectively. The year-over-year increase in the effective tax rate is due to the same factors discussed in the quarterly section. Refer to Note 8, Income Taxes, for further details on the Company's income taxes.
Current report
Cash provided by operating activities during the six months ended June 30, 2024 was $148.4 million and comprised of $129.9 million and $37.8 million of net income and non-cash items, respectively, partially offset by $19.4 million in working capital source of cash.
Current report
Investing Activities –Cash provided by investing activities during the six months ended June 30, 2025 was $78.1 million and consisted of primarily of cash acquired from acquisition of $53.6 million and net trading activity of $27.0 million partially offset by purchases of property and equipment of $2.5 million.
Current report
Cash used in investing activities during the six months ended June 30, 2024 was $1.5 million and consisted of primarily of property and equipment purchases of $0.7 million and $0.8 million of net trading activity.
Current report
Financing Activities – Cash used in financing activities during the six months ended June 30, 2025 was $172.0 million and was mostly attributable to payment of consideration for acquisition, payment of dividends, repurchases of common stock, and net activity related to stock-based equity awards of $63.7 million, $73.6 million, $26.4 million, and $8.2 million, respectively.
Current report
Cash used in financing activities during the six months ended June 30, 2024 was $151.4 million and was mostly attributable to payment of consideration for acquisition, payment of dividends, repayment of long-term debt, repurchases of common stock, and net activity related to stock-based equity awards of $80.0 million, $46.4 million, $9.5 million, $5.1 million, and $9.6 million, respectively.
Removed paragraphs (11)
Previous report
AUM at March 31, 2025 decreased by $4.5 billion, or 2.6%, to $167.5 billion from $171.9 billion at December 31, 2024, driven by negative market action of $3.2 billion net outflows of $1.2 billion. Total gross flows for the first quarter were $9.5 billion, including long-term gross flows of $9.3 billion.
Previous report
AUM at March 31, 2025 and 2024 was $167.5 billion and $170.3 billion, respectively. We experienced $3.2 billion in negative market action for the three months ended March 31, 2025 compared to $10.2 billion in market appreciation for the same period in 2024. We generated $9.5 billion in gross sales, including $9.3 billion in long-term gross sales, and $1.2 billion in total net outflows for the three months ended March 31, 2025 compared to $7.2 billion in gross sales, including $7.0 billion in long-term gross sales, and $1.1 billion in total net outflows for the same period in 2024.
Previous report
Net income was $62.0 million for the three months ended March 31, 2025 compared to $55.7 million for the same period in 2024.
Previous report
March 31, 2025 AUM compared to December 31, 2024 AUM. At March 31, 2025, our total AUM was $167.5 billion, a decrease of $4.5 billion, or 2.6%, from $171.9 billion at December 31, 2024, primarily due to negative market action of $3.2 billion and net outflows of $1.2 billion.
Previous report
Three months ended March 31, 2025 compared to March 31, 2024. Personnel compensation and benefits were $56.1 million for the first quarter of 2025, a decrease of $3.4 million, or 5.6%, from $59.5 million for the same period in 2024. Salaries, payroll related taxes and employee benefits decreased $2.7 million primarily due lower unrealized gains relating to our deferred compensation plans. Acquisition and transaction-related compensation decreased $1.0 million due to lower contingent payment compensation expense.
Previous report
Three months ended March 31, 2025 compared to March 31, 2024. Acquisition-related costs were $8.8 million for the three months ended March 31, 2025, compared to $1.0 million for the same period in 2024. The increase of $7.7 million was primarily due to legal, professional, and proxy solicitation related to the Amundi US acquisition.
Previous report
Interest Income and Other Income (Expense)
Previous report
Fifth Amendment
Previous report
On July 1, 2024, the Company executed an agency succession agreement, by and among Barclays Bank PLC as the resigning administrative agent and collateral agent under the 2019 Credit Agreement and Royal Bank of Canada, as the successor administrative agent and collateral agent.
Previous report
Investing Activities –Cash used in investing activities during the three months ended March 31, 2025 was $1.7 million and consisted of net trading activity of $0.1 million and $1.6 million of property and equipment purchases. The nature of our trading activities is further described in Note 2, Significant Accounting Policies, to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024.
Previous report
Financing Activities – Cash used in financing activities during the three months ended March 31, 2025 was $30.7 million, compared to $111.3 million of cash used in financing activities for the same period in 2024. The $80.6 million decrease was primarily due to timing of payment relating to WestEnd contingent consideration.
Reworded paragraphs (34)
Previous wording
The objective of this section of the Quarterly Report on Form 10-Q is intended to provide a discussion and analysis, from management’s perspective, of the key performance indicators and material information necessary to assess our financial condition and results of operations for the three months ended March 31, 2025 and 2024 and cash flows for the three months ended March 31, 2025 and 2024. In addition, we also discuss the Company’s contractual and off-balance sheet arrangements. This discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and with our Annual Report on Form 10-K for the year ended December 31, 2024. This discussion and analysis contains forward-looking statements and should also be read in conjunction with the disclosures and information contained in “Forward-Looking Statements” included elsewhere in this Quarterly Report on Form 10-Q and in “Item 1A. Risk Factors” included in the Annual Report on Form 10-K for the year ended December 31, 2024.
Current wording
The objective of this section of the Quarterly Report on Form 10-Q is intended to provide a discussion and analysis, from management’s perspective, of the key performance indicators and material information necessary to assess our financial condition and results of operations for the three and six months ended June 30, 2025 and 2024 and cash flows for the six months ended June 30, 2025 and 2024. In addition, we also discuss the Company’s contractual and off-balance sheet arrangements. This discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and with our Annual Report on Form 10-K for the year ended December 31, 2024. This discussion and analysis contains forward-looking statements and should also be read in conjunction with the disclosures and information contained in “Forward-Looking Statements” included elsewhere in this Quarterly Report on Form 10-Q and in “Item 1A. Risk Factors” included in the Annual Report on Form 10-K for the year ended December 31, 2024.
Previous wording
Our Business –Victory is a diversified global asset management firm with total client assets of $171.4 billion, assets under management of $167.5 billion and other assets of $4.0 billion as of March 31, 2025. The Company operates a next-generation business model combining boutique investment qualities with the benefits of an integrated, centralized operating and distribution platform.
Current wording
Our Business –Victory is a diversified global asset management firm with total client assets of $301.6 billion, assets under management of $298.6 billion and other assets of $3.0 billion as of June 30, 2025. The Company operates a next-generation business model combining boutique investment qualities with the benefits of an integrated, centralized operating and distribution platform.
Previous wording
The Company provides specialized investment strategies to institutions, intermediaries, retirement platforms and individual investors with 11 autonomous Investment Franchises and a Solutions Platform. Victory Capital offers a wide array of investment products, including actively and passively managed mutual funds, rules-based and active exchange traded funds (“ETFs”), institutional separate accounts, variable insurance products (“VIPs”), alternative investments, private closed end funds, and a 529 Education Savings Plan. Victory Capital’s strategies are also offered through third-party investment products, including mutual funds, third-party ETF model strategies, retail separately managed accounts (“SMAs”) and unified managed accounts (“UMAs”) through wrap account programs, Collective Investment Trusts (“CITs”), and undertakings for the collective investment in transferable securities (“UCITs”). As of March 31, 2025, our Franchises and our Solutions Platform collectively managed a diversified set of 125 investment strategies for a wide range of institutional and retail clients and direct investors.
Current wording
The Company provides specialized investment strategies to institutions, intermediaries, retirement platforms and individual investors with multiple autonomous Investment Franchises and a Solutions Platform. Victory Capital offers a wide array of investment products, including actively and passively managed mutual funds, rules-based and active exchange traded funds (“ETFs”), institutional separate accounts, variable insurance products (“VIPs”), alternative investments, private closed end funds, and a 529 Education Savings Plan. Victory Capital’s strategies are also offered through third-party investment products, including mutual funds, third-party ETF model strategies, retail separately managed accounts (“SMAs”) and unified managed accounts (“UMAs”) through wrap account programs, Collective Investment Trusts (“CITs”), and undertakings for the collective investment in transferable securities (“UCITS”) and other pooled funds. As of June 30, 2025, our Franchises and our Solutions Platform collectively managed a diversified set of 196 investment strategies for a wide range of institutional and retail clients and direct investors.
Previous wording
Professionals within our institutional and retail distribution channels, direct investor business and marketing organization sell our products through our centralized distribution model. Our institutional sales team focuses on cultivating relationships with institutional consultants, who account for the majority of the institutional market, as well as asset allocators seeking sub-advisers. Our retail sales team offers intermediary and retirement platform clients, including broker-dealers, retirement platforms and RIA networks, mutual funds and ETFs as well as SMAs through wrap fee programs and access to our investment models through UMAs. Our direct investor business serves the investment needs of individual clients.
Current wording
We have clients spanning 60 countries and manage approximately $50 billion in AUM for non-US investors. Through our exclusive global distribution agreement with Amundi, we have access to 35 countries and 1,000 third-party distributors in 20 countries. Professionals within our institutional and retail distribution channels, direct investor business and marketing organization sell our products through our centralized distribution model. Our institutional sales team focuses on cultivating relationships with institutional consultants, who account for the majority of the institutional market, as well as asset allocators seeking sub-advisers. Our retail sales team offers intermediary and retirement platform clients, including broker-dealers, retirement platforms and RIA networks, mutual funds and ETFs as well as SMAs through wrap fee programs and access to our investment models through UMAs. Our direct investor business serves the investment needs of individual clients.
Previous wording
We have grown our total client assets from $17.9 billion following the management-led buyout with Crestview GP in August 2013 to $171.4 billion at March 31, 2025. We attribute this growth to our success in sourcing acquisitions and evolving them into organic growers, generating strong investment returns, and developing institutional, retail, and direct investor channels with deep penetration.
Current wording
We have grown our total client assets from $17.9 billion following the management-led buyout with Crestview GP in August 2013 to $301.6 billion at June 30, 2025. We attribute this growth to our success in sourcing acquisitions and evolving them into organic growers, generating strong investment returns, and developing institutional, retail, and direct investor channels with deep penetration.
Previous wording
45 of our Victory Capital mutual funds and ETFs had overall Morningstar ratings of four or five stars and 67% of our fund and ETF AUM were rated four or five stars overall by Morningstar. 47% of our strategies by AUM had investment returns in excess of their respective benchmarks over a one-year period, 64% over a three-year period, 65% over a five-year period and 79% over a ten-year period. On an equal-weighted basis, 48% of our strategies have outperformed their benchmarks over a one-year period, 63% over a three-year period, 59% over a five-year period and 64% over a ten-year period.
Current wording
57 of our Victory Capital mutual funds and ETFs had overall Morningstar ratings of four or five stars and 64% of our fund and ETF AUM were rated four or five stars overall by Morningstar. 56% of our strategies by AUM had investment returns in excess of their respective benchmarks over a one-year period, 58% over a three-year period, 67% over a five-year period and 73% over a ten-year period. On an equal-weighted basis, 56% of our strategies have outperformed their benchmarks over a one-year period, 60% over a three-year period, 67% over a five-year period and 66% over a ten-year period.
Previous wording
Total revenue for the three months ended March 31, 2025 was $219.6 million compared to $215.9 million for the same period in 2024.
Current wording
Total revenue for the three months ended June 30, 2025 was $351.2 million compared to $219.6 million for the same period in 2024. For the six months ended June 30, 2025 and 2024, total revenue was $570.8 million and $435.5 million, respectively.
Previous wording
Adjusted EBITDA was $116.4 million for the three months ended March 31, 2025, or 53.0% of revenue, compared to $112.4 million, or 52.1% of revenue, for the same period in 2024. Refer to “Supplemental Non-GAAP Financial Information” for further information about the Adjusted EBITDA calculation and reconciliation of generally accepted accounting principles (“GAAP”) net income to Adjusted EBITDA.
Current wording
Adjusted EBITDA was $178.5 million for the three months ended June 30, 2025, or 50.8% of revenue, compared to $116.5 million, or 53.0% of revenue, for the same period in 2024. For the six months ended June 30, 2025, Adjusted EBITDA was $294.9 million, or 51.7% of revenue, compared to $228.9 million, or 52.6% of revenue, for the same period in 2024. Refer to “Supplemental Non-GAAP Financial Information” for further information about the Adjusted EBITDA calculation and reconciliation of generally accepted accounting principles (“GAAP”) net income to Adjusted EBITDA.
Previous wording
Adjusted Net Income with tax benefit was $88.1 million for the three months ended March 31, 2025 compared to $82.3 million for the three months ended March 31, 2024. Refer to “Supplemental Non-GAAP Financial Information” for further information about the Adjusted Net Income calculation and reconciliation of GAAP net income to Adjusted Net Income.
Current wording
Adjusted Net Income with tax benefit was $132.8 million for the three months ended June 30, 2025 compared to $86.6 million for the three months ended June 30, 2024. For the six months ended June 30, 2025, Adjusted Net Income with tax benefit was $220.9 million compared to $169.0 million for the same period in 2024. Refer to “Supplemental Non-GAAP Financial Information” for further information about the Adjusted Net Income calculation and reconciliation of GAAP net income to Adjusted Net Income.
Previous wording
The following table presents our total AUM by asset class as of the dates indicated:
Current wording
The following table presents our AUM by asset class as of the dates indicated:
Previous wording
The following tables summarize our total AUM asset flows by asset class for the periods indicated:
Current wording
The following tables summarize our asset flows by asset class for the periods indicated:
Previous wording
The following table presents our total AUM by distribution channel as of the dates indicated:
Current wording
The following table presents our AUM by distribution channel as of the dates indicated:
Previous wording
Net outflows were driven by our global non-U.S., U.S. mid cap, U.S. small cap, and U.S. large cap equity strategies as well as our fixed income strategies and Alternative investments platform of $1.1 billion, $0.6 billion, $0.4 billion, $0.4 billion, $0.6 billion, and $0.1 billion, respectively, partially offset by net inflows from our Solutions platform of $2.0 billion.
Current wording
Net outflows were driven by our U.S. mid cap, U.S. small cap, and U.S. large cap equity strategies, our fixed income strategies, global/non-US equity strategies, and alternative investments of $1.4 billion, $0.7 billion, $1.5 billion, $0.6 billion, $1.0 billion, and $0.1 billion, respectively, partially offset by net inflows of $3.4 billion in our Solutions platform.
Previous wording
The following table presents our GAAP results of operations for the three months ended March 31, 2025 and 2024.
Current wording
The following table presents our GAAP results of operations for the three and six months ended June 30, 2025 and 2024.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. Investment management fees increased by $3.5 million, or 2.1%, to $173.3 million for the three months ended March 31, 2025 from $169.8 million for the same period in 2024 due to an increase in average AUM year over year. Average AUM was $173.8 billion for the three months ended March 31, 2025 compared to $163.5 billion for the same period in 2024.
Current wording
Three months ended June 30, 2025 compared to June 30, 2024. Investment management fees increased 63.0%, or $109.1 million, to $282.3 million for the three months ended June 30, 2025 from $173.2 million for the same comparable period in 2024 due to an increase in average AUM primarily driven by Pioneer Investments over the comparable period.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. Fund administration and distribution fees increased by $0.2 million, or 0.5%, to $46.3 million for the three months ended March 31, 2025 from $46.1 million for the same period in 2024 mostly due to an increase in fund administration fees partially offset by a decrease in transfer agent fees.
Current wording
Six months ended June 30, 2025 compared to June 30, 2024. Fund administration and distribution fees increased by $22.7 million, or 24.5%, to $115.2 million for the six months ended June 30, 2025 from $92.5 million for the same period in 2024 due to the same factors as discussed above in the quarterly section.
Previous wording
The following table presents the components of GAAP personnel compensation and benefits expense for the three months ended March 31, 2025 and 2024:
Current wording
The following table presents the components of GAAP personnel compensation and benefits expense for the three and six months ended June 30, 2025 and 2024:
Previous wording
Represents sales-based commissions paid to our distribution teams. Sales-based compensation varies based on gross and net client cash flows and revenue earned on sales.
Current wording
(1) Represents sales-based commissions paid to our distribution teams. Sales-based compensation varies based on gross client cash flows and revenue earned on sales.
Previous wording
The following table presents the components of distribution and other asset-based expenses for the three months ended March 31, 2025 and 2024:
Current wording
The following table presents the components of distribution and other asset-based expenses for the three and six months ended June 30, 2025 and 2024:
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. Distribution and other asset-based expenses were $35.5 million for the three months ended March 31, 2025, compared to $36.3 million for the same period in 2024. The decrease of $0.8 million, or 2.2% was primarily due to lower platform distribution and sub-advisory fees over the comparable period.
Current wording
Six months ended June 30, 2025 compared to June 30, 2024. Distribution and other asset-based expenses were $97.5 million for the six months ended June 30, 2025, an increase of $24.8 million, or 34.1%, from $72.7 million for the same period in 2024 primarily due to the same factors as discussed above in the quarterly section.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. General and administrative expenses were $14.3 million for the three months ended March 31, 2025 compared to $14.0 million for the same period in 2024. The increase of $0.3 million, or 2.3%, was primarily due to increases in technology related expenses.
Current wording
Three months ended June 30, 2025 compared to June 30, 2024. General and administrative expenses increased $9.0 million, or 62.5%, to $23.4 million at June 30, 2025 compared to $14.4 million for the three months ended June 30, 2024. The increase is primarily due to an increase facilities and data services and technology related expenses.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. Depreciation and amortization decreased $0.2 million, or 2.2%, to $7.4 million for the three months ended March 31, 2025 from $7.6 million for the same period in 2024, primarily due to a decrease in depreciation expense related to information technology equipment.
Current wording
Three months ended June 30, 2025 compared to June 30, 2024. Depreciation and amortization increased by $14.2 million, or 188.6%, to $21.8 million for the three months ended June 30, 2025 from $7.6 million for the same period in 2024, due to the amortization of definite-lived intangible assets associated with the Amundi US acquisition in the second quarter of 2025.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. The change in value of consideration payable for acquisition of business decreased $8.8 million as a result of an increase of $3.4 million in the fair value of contingent consideration associated with the WestEnd Acquisition for the three months ended March 31, 2025 compared to an increase of $12.2 million for the three months ended March 31, 2024. Refer to Note 4, Acquisitions, for further details on the fair value of contingent consideration payable.
Current wording
Three months ended June 30, 2025 compared to June 30, 2024. The change in value of consideration payable for acquisition of business increased $9.3 million as a result of a decrease of $8.2 million in the fair value of the contingent consideration associated with the WestEnd Acquisition for the three months ended June 30, 2024, compared to an increase of $1.1 million for the WestEnd Acquisition for the three months ended June 30, 2025. Refer to Note 4, Acquisitions, for further details on the fair value of contingent consideration payable.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. Restructuring and integration costs for the three months ended March 31, 2025 and 2024 were $1.2 million and $0.5 million, respectively. Restructuring and integration costs for the three months ended March 31, 2025 and 2024 were primarily due to personnel restructuring.
Current wording
Three months ended June 30, 2025 compared to June 30, 2024. Restructuring and integration costs were $14.0 million and $0.1 million for the three months ended June 30, 2025 and 2024, respectively. The restructuring and integration costs for the three months ended June 30, 2025 were primarily related to personnel restructuring.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. Interest income and other income/(expense) was income of $0.7 million and $3.6 million for the three months ended March 31, 2025 and 2024, respectively. The decrease is primarily due to a decrease in the net unrealized fair value of deferred compensation plan investments over the comparable period.
Current wording
Three months June 30, 2025 compared to June 30, 2024. For the three months ended June 30, 2025 and 2024, interest income and other income was income of $6.0 million and $1.6 million, respectively. The increase over the comparable period is primarily due to an increase in the net unrealized fair value of deferred compensation plan investments.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. Interest expense and other financing costs decreased $3.3 million to $13.2 million for the three months ended March 31, 2025, compared to $16.5 million for the same period in 2024 as a result of a lower debt principal balance and lower average interest rate over the comparable period.
Current wording
Three months ended June 30, 2025 compared to June 30, 2024. Interest expense and other financing costs decreased by $3.0 million to $13.2 million for the three months ended June 30, 2025, compared to $16.3 million for the same period in 2024 due a decrease in the average interest rate and principal balance over the comparable period.
Previous wording
Three months ended March 31, 2025 compared to March 31, 2024. The effective tax rate for the three months ended March 31, 2025 and 2024 was 22.9% and 22.5%, respectively. The higher effective tax rate in 2025 is mainly due to lower excess tax benefits on share-based compensation when compared to the comparable period.
Current wording
Three months ended June 30, 2025 compared to June 30, 2024. The effective tax rate for the three months ended June 30, 2025 and 2024 was 32.5% and 22.5%, respectively. The effective tax rate for the three months ended June 30, 2025 was higher than the effective tax rate for the same period in 2024 due to decreased excess tax benefits on share-based compensation and increased non-deductible expenses. The increase in non-deductible expenses was primarily driven by $27.3 million of gross non-deductible transaction costs that were incurred related to the Amundi US acquisition.
Previous wording
Adding back share-based compensation associated with equity awards issued from pools created in connection with the management‑led buyout and various acquisitions and as a result of equity grants related to the IPO.
Current wording
(5) Adding back stock‑based compensation associated with equity awards issued from pools created in connection with the management‑led buyout and various acquisitions and as a result of equity grants related to the IPO.
Previous wording
The balance at March 31, 2025 represents the Company’s $99.9 million revolving credit facility and a $0.1 million standby letter of credit used as collateral for THB’s real estate location.
Current wording
(1) The balances at June 30, 2025 and December 31, 2024 represent the Company’s $99.9 million revolving credit facility and a $0.1 million standby letter of credit used as collateral for THB’s real estate location.
Previous wording
We manage our cash balances in order to fund our day-to-day operations. Our accounts receivable consists primarily of investment management fees that have been earned but not yet received from clients, income and other taxes receivable, and amounts receivable from the funds. We perform a review of our receivables on a monthly basis to assess collectability. We maintained a $100.0 million revolving credit facility at March 31, 2025 and December 31, 2024 (under the 2019 Credit Agreement) which had approximately $100.0 million undrawn as of March 31, 2025 and December 31, 2024.
Current wording
We manage our cash balances in order to fund our day-to-day operations. Our accounts receivable consists primarily of investment management fees that have been earned but not yet received from clients, income and other taxes receivable, and amounts receivable from the funds. We perform a review of our receivables on a monthly basis to assess collectability.
Previous wording
On June 7, 2024, the Company entered into the Fifth Amendment (the "Fifth Amendment") to the 2019 Credit Agreement, extending the maturity date of the $100.0 million senior secured first lien revolving facility from July 1, 2024 to March 31, 2026, and decreasing the drawn interest rate margin by 0.50% per annum. The revolving facility otherwise remains subject to substantially the same terms as those set forth in the 2019 Credit Agreement. The Company incurred $1.0 million in upfront fees, arranger fees and other third party costs related to the Fifth Amendment to the 2019 Credit Agreement, which were recorded to revolving credit facility debt issuance cost in other assets.
Current wording
We maintained a $100.0 million revolving credit facility at June 30, 2025 and December 31, 2024 (under the 2019 Credit Agreement) which had approximately $100.0 million undrawn as of June 30, 2025 and December 31, 2024. On June 7, 2024, the Company entered into the Fifth Amendment to the 2019 Credit Agreement, extending the maturity date of the $100.0 million senior secured first lien revolving facility from July 1, 2024 to March 31, 2026, and decreasing the drawn interest rate margin by 0.50% per annum. The revolving facility otherwise remains subject to substantially the same terms as those set forth in the 2019 Credit Agreement. The Company incurred $1.0 million in upfront fees, arranger fees and other third party costs related to the Fifth Amendment to the 2019 Credit Agreement, which were recorded to revolving credit facility debt issuance cost in other assets.
Previous wording
For the three months ended March 31, 2025 and 2024, the Company recorded $4.1 million and $4.2 million, respectively, in amortization of deferred gain on Swap monetization. As of March 31, 2025 and December 31, 2024, the unamortized deferred gain on Swap monetization was $20.8 million and $24.9 million, respectively, before tax.
Current wording
For the three months ended June 30, 2025 and 2024, the Company recorded $4.2 million, respectively, in amortization of deferred gain on Swap monetization. For the six months ended June 30, 2025 and 2024, the Company recorded $8.3 million, respectively, in amortization of deferred gain on Swap monetization. As of June 30, 2025 and December 31, 2024, the unamortized deferred gain on Swap monetization was $16.7 million and $24.9 million, respectively, before tax.
Previous wording
At March 31, 2025, the Company had $143.3 million in contingent consideration that is estimated to be payable over the next year and two years resulting from the WestEnd Acquisition. For the three months ended March 31, 2025, the Company recorded an increase of $3.4 million in the contingent payment liability associated with the WestEnd Acquisition, which is included in consideration payable for acquisition of business in the unaudited Condensed Consolidated Balance Sheets. At March 31, 2025, the estimated fair value of the WestEnd Acquisition contingent payments was $143.3 million, and a maximum of $240.0 million in contingent consideration ($80.0 million per year) is potentially payable to sellers.
Current wording
At June 30, 2025 and December 31 2024, the estimated fair value of the contingent consideration payable to the sellers was $80.7 million and $139.9 million, respectively resulting from the WestEnd Acquisition. For the three months and six months ended June 30, 2025, the Company recorded an increase of $1.1 million and $4.5 million in the contingent payment liability associated with the WestEnd Acquisition, which is included in consideration payable for acquisition of business in the unaudited Condensed Consolidated Balance Sheets. During the quarter ended June 30, 2025, the company paid $63.7 million in cash to sellers for the second earn-out period.
Previous wording
Operating Activities – Cash provided by operating activities during the three months ended March 31, 2025 was $81.1 million, compared to $68.7 million of cash provided by operating activities for the same period in 2024. The $12.4 million increase in cash provided by operating activities was primarily due to increases of $6.3 million and $12.6 million in net income and working capital items, respectively, partially offset by a decrease of $8.8 million in the change in the fair value of contingent consideration.
Current wording
Operating Activities – Cash provided by operating activities during the six months ended June 30, 2025 was $74.5 million, compared to $148.4 million of cash provided by operating activities for the same period in 2024. The $73.9 million decrease in cash provided by operating activities is due to an $88.2 million increase in working capital items and a $9.2 million decrease in net income partially offset by a $23.5 million increase in non-cash items.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
The following table presents our total AUM by region as of the dates indicated:
Current report — wording carried from elsewhere
Net outflows were driven by our U.S. mid cap, U.S. small cap, and U.S. large cap equity strategies of $0.7 billion, $0.3 billion, $1.1 billion, respectively, partially offset by net inflows of $1.4 billion and $0.1 billion in our Solutions platform and global/non-US equity strategies, respectively.