FEDERATED HERMES, INC.

Part II, Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On April 9, 2026, in connection with the closing of Federated Hermes’ acquisition of an 80% interest in FCP, Federated Hermes issued 406,150 shares of its Class B common stock, no par value, to the FCP selling parties as partial consideration for the transaction. The shares had an aggregate fair value of approximately $23.1 million on the closing date. No underwriters or placement agents were involved, and no underwriting discounts or commissions were paid, in connection with the issuance.

The issuance was not conducted through a general solicitation or advertising. The issuance of the shares was exempt from registration pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act. Each of the recipients of shares in this issuance represented to Federated Hermes that it is an “accredited investor” as defined in Rule 501(a) of Regulation D under the Securities Act, that it had adequate access to information about Federated Hermes, and that the acquired stock was acquired for each selling parties’ own account, for investment purposes only, and not with a present view towards the public sale or distribution thereof within the meaning of the Securities Act. The shares issued bear appropriate legends.

No cash proceeds were received by Federated Hermes in connection with this issuance, as the shares were issued solely as non-cash consideration for the acquisition.

The following table summarizes stock repurchases under Federated Hermes’ share repurchase program during the second quarter 2026.

1 In July 2025, the board of directors authorized a share repurchase program with no stated expiration date that allows the repurchase of up to 5.0 million shares of Class B common stock. No other program existed as of June 30, 2026. See Note (13) to the Consolidated Financial Statements for additional information.

2 In April, May, and June 2026, 21,510, 27,667 and 10,628 shares of Class B common stock with a weighted-average price per share of $2.24, $1.79 and $1.69 were repurchased as a result of employee-forfeited restricted stock.

Part II, Item 5. Other Information

INSIDER TRADING ARRANGEMENTS

While certain officers have elected in advance to satisfy tax obligations arising from the vesting of awards of periodic and bonus restricted Federated Hermes Class B Common Stock through the sale of sufficient shares of such stock necessary to satisfy such tax obligations in the open-market, no director or officer adopted, modified orterminated a Rule 10b5-1(c) or a non-Rule 10b5-1(c) trading arrangement during the fiscal quarter ended June 30, 2026.