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WESTWOOD HOLDINGS GROUP INC

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About 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.

Sep 30, 2026 · Filed Nov 5, 2026

WHG$18.63+0.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-06.

0001165002-26-000049

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-05.

0001165002-26-000060

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 104 previous paragraphs and 109 current paragraphs.

81 unchanged; 18 reworded; 9 added; 5 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 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 (9)

Current report

Net change in unrealized appreciation on private investments

Current report

The change in AUM for the three months ended September 30, 2026 was due to market depreciation of $0.6 billion and net outflows of $0.3 billion. Net outflows were primarily related to our SmallCap Value strategy.

Current report

The change in AUM for the three months ended September 30, 2025 was due to market appreciation of $0.7 billion offset by net outflows of $0.7 billion. Net outflows were primarily related to our LargeCap Value strategy.

Current report

Nine months ended September 30, 2026 compared to the nine months ended September 30, 2025

Current report

Net change in unrealized appreciation on private investments. Net change in unrealized appreciation on private investments for the three months ended September 30, 2026 increased compared to the three months ended September 30, 2025 primarily due to a $2.6 million gain on our investment in TXSE in 2026, compared with a $2.0 million gain in 2025.

Current report

Nine months ended September 30, 2026 compared to nine months ended September 30, 2025

Current report

Net change in unrealized appreciation on private investments. Net change in unrealized appreciation on private investments for the nine months ended September 30, 2026 increased compared to the nine months ended September 30, 2025 primarily due to a $2.6 million gain on our investment in TXSE in 2026, compared with a $2.0 million gain in 2025.

Current report

Other income (expense). Other income (expense) for the nine months ended September 30, 2026 decreased compared to the nine months ended September 30, 2025 due to the expiration of multiple sublease agreements in the fourth quarter of 2025.
Removed paragraphs (5)

Previous report

Net change in unrealized depreciation on private investments

Previous report

The change in AUM for the three months ended June 30, 2025 was due to market appreciation of $0.6 billion offset by net outflows of $0.2 billion.

Previous report

Six months ended June 30, 2026 compared to the six months ended June 30, 2025

Previous report

The change in AUM for the six months ended June 30, 2026 was due to market appreciation of $2.0 billion offset by net outflows of $1.6 billion. Net outflows were primarily related to our LargeCap Value and SmallCap Value strategies.

Previous report

Six months ended June 30, 2026 compared to six months ended June 30, 2025
Reworded paragraphs (18)

Previous wording

Our revenues are generally derived from fees based on a percentage of AUM and AUA, and Westwood Management and Westwood Trust collectively had AUM of approximately $17.0 billion and AUA of approximately $1.0 billion at June 30, 2026. We have established a track record of delivering competitive, risk-adjusted returns for our clients.

Current wording

Our revenues are generally derived from fees based on a percentage of AUM and AUA, and Westwood Management and Westwood Trust collectively had AUM of approximately $16.1 billion and AUA of approximately $1.0 billion at September 30, 2026. We have established a track record of delivering competitive, risk-adjusted returns for our clients.

Previous wording

Net change in unrealized depreciation on private investments includes changes in the value of our privately held investments.

Current wording

Net change in unrealized appreciation on private investments includes changes in the value of our privately held investments.

Previous wording

Firm-wide assets under management of $17.9 billion at June 30, 2026 consisted of $17.0 billion of AUM and $1.0 billion of AUA.

Current wording

Firm-wide assets under management of $17.1 billion at September 30, 2026 consisted of $16.1 billion of AUM and $1.0 billion of AUA.

Previous wording

AUM decreased $0.3 billion to $17.0 billion at June 30, 2026 compared with $17.3 billion at June 30, 2025. The average of beginning and ending AUM ("average AUM") for the second quarter of 2026 was $17.1 billion compared to $17.2 billion for the second quarter of 2025.

Current wording

AUM decreased $1.2 billion to $16.1 billion at September 30, 2026 compared with $17.3 billion at September 30, 2025. The average of beginning and ending AUM ("average AUM") for the third quarter of 2026 was $16.5 billion compared to $17.3 billion for the third quarter of 2025.

Previous wording

The change in AUM for the three months ended June 30, 2026 was due to market appreciation of $1.2 billion offset by net outflows of $1.6 billion. Net outflows were primarily related to our LargeCap Value and SmallCap Value strategies.

Current wording

The change in AUM for the nine months ended September 30, 2026 was due to market appreciation of $1.5 billion offset by net outflows of $1.9 billion. Net outflows were primarily related to our LargeCap Value and SmallCap Value strategies.

Previous wording

The $0.7 billion increase in AUM for the six months ended June 30, 2025 was due to net inflows of $0.4 billion and market appreciation of $0.3 billion. Net inflows were primarily related to our SmallCap Value strategy.

Current wording

The $0.7 billion increase in AUM for the nine months ended September 30, 2025 was due to market appreciation of $1.0 billion offset by net outflows of $0.3 billion. Net outflows were primarily related to our LargeCap Value strategy.

Previous wording

Total revenues. Total revenues for the three months ended June 30, 2026 were higher than revenues for the three months ended June 30, 2025 due to growth from our ETFs and private energy secondaries funds and gains on our seed money investments.

Current wording

Total revenues. Total revenues for the three months ended September 30, 2026 were higher than revenues for the three months ended September 30, 2025 due to approximately $1.8 million of gains on our seed money investments and private capital distributions, and approximately $1.4 million of growth from our ETFs and private energy secondaries funds.

Previous wording

Employee compensation and benefits. Employee compensation and benefits for the three months ended June 30, 2026 increased compared to the three months June 30, 2025 primarily due to higher incentive compensation costs and higher costs related to our alternatives investment team.

Current wording

Employee compensation and benefits. Employee compensation and benefits for the three months ended September 30, 2026 increased compared to the three months September 30, 2025 primarily due to $1.7 million of one-time severance-related compensation expenses in the third quarter of 2026.

Previous wording

Total revenues. Total revenues for the six months ended June 30, 2026 were higher than revenues for the six months ended June 30, 2025 due to growth from our ETFs and private energy secondaries funds and gains on our seed money investments.

Current wording

Total revenues. Total revenues for the nine months ended September 30, 2026 were higher than revenues for the nine months ended September 30, 2025 due to approximately $3.6 million of growth from our ETFs and private energy secondaries funds, and approximately $2.7 million of gains on our seed money investments and private capital distributions.

Previous wording

Employee compensation and benefits. Employee compensation and benefits for the six months ended June 30, 2026 increased compared to the six months ended June 30, 2025 primarily due to higher incentive compensation costs and higher costs related to our alternatives investment team.

Current wording

Employee compensation and benefits. Employee compensation and benefits for the nine months ended September 30, 2026 increased compared to the nine months ended September 30, 2025 primarily due to to $1.7 million of one-time severance-related compensation expenses, and costs related to increased headcount on our private capital investment team.

Previous wording

Professional services. Professional services costs for the six months ended June 30, 2026 increased compared to the six months ended June 30, 2025 primarily due to additional consulting, recruiting and legal expenses.

Current wording

Professional services. Professional services costs for the nine months ended September 30, 2026 increased compared to the nine months ended September 30, 2025 primarily due to additional consulting, recruiting and legal expenses.

Previous wording

Realized gains on private investments. Realized gains on private investments related to our first quarter 2026 sale of NBHC stock.

Current wording

Realized gains on private investments. Realized gains on private investments related to our sale of NBHC stock in the first quarter of 2026.

Previous wording

Income tax provision. Our effective income tax rate differed from the 21% statutory rate for the six months ended June 30, 2026 and June 30, 2025 due to permanent differences related to an Internal Revenue Code Section 162(m) limitation on compensation deductions and the impact of state and local taxes. In addition, a separate expansion of Section 162(m), enacted under prior law and scheduled to take effect in 2027, could further increase our effective tax rate and income tax expense, potentially materially.

Current wording

Income tax provision. Our effective income tax rate differed from the 21% statutory rate for the nine months ended September 30, 2026 and September 30, 2025 due to permanent differences related to an Internal Revenue Code Section 162(m) limitation on compensation deductions and the impact of state and local taxes. In addition, a separate expansion of Section 162(m), enacted under prior law and scheduled to take effect in 2027, could further increase our effective tax rate and income tax expense, potentially materially.

Previous wording

We had cash and investments of $56.5 million and $63.4 million as of June 30, 2026 and December 31, 2025, respectively.

Current wording

We had cash and investments of $65.0 million and $63.4 million as of September 30, 2026 and December 31, 2025, respectively.

Previous wording

During the six months ended June 30, 2026, cash flow provided by operating activities included net sales of equity investments of $6.1 million and reductions in compensation and benefits payable of $5.4 million. During the six months ended June 30, 2025, cash flow provided by operating activities was $2.4 million, which included net sales of investments of $8.0 million, reductions in compensation and benefits payable of $5.2 million and contingent consideration of $4.4 million following the final payment for the revenue retention earn-out.

Current wording

During the nine months ended September 30, 2026, cash flow provided by operating activities of $9.0 million included net sales of equity investments of $6.4 million, partially offset by a use of cash of $2.6 million from the reduction in compensation and benefits payable. During the nine months ended September 30, 2025, cash flow provided by operating activities was $10.9 million, which included net sales of equity investments of $7.8 million, reductions in compensation and benefits payable of $2.1 million and contingent consideration of $4.4 million following the final payment for the revenue retention earn-out.

Previous wording

Cash flow used in investing activities during the six months ended June 30, 2026 was related to the net purchases of investments, purchases of leasehold improvements and property and equipment, and return of capital from investments. Cash flow used in investing activities during the six months ended June 30, 2025 was related to the purchase of investments and internally developed software.

Current wording

Cash flow used in investing activities of $5.6 million during the nine months ended September 30, 2026 was related to the net purchases of investments, purchases of leasehold improvements and property and equipment, and returns of capital from private capital investments. Cash flow used in investing activities during the nine months ended September 30, 2025 was related to the purchase of investments and internally developed software.

Previous wording

Cash flows used in financing activities of $4.2 million for the six months ended June 30, 2026 reflected the payment of dividends and restricted stock returned for the payment of taxes. Cash flows used in financing activities of $4.4 million for the six months ended June 30, 2025 reflected the payment of dividends, restricted stock returned for the payment of taxes and deferred contingent consideration payments.

Current wording

Cash flows used in financing activities of $5.5 million for the nine months ended September 30, 2026 reflected the payment of dividends and restricted stock returned for the payment of taxes. Cash flows used in financing activities of $5.7 million for the nine months ended September 30, 2025 reflected the payment of dividends, restricted stock returned for the payment of taxes and deferred contingent consideration payments.

Previous wording

Westwood Trust is required to maintain cash and investments in an amount equal to the minimum restricted capital of $4.0 million, as required by the Texas Finance Code. Restricted capital is included in "Cash and cash equivalents" and "Investments, at fair value" in the accompanying Condensed Consolidated Balance Sheets. At June 30, 2026, Westwood Trust had approximately $13.7 million in excess of its minimum capital requirement.

Current wording

Westwood Trust is required to maintain cash and investments in an amount equal to the minimum restricted capital of $4.0 million, as required by the Texas Finance Code. Restricted capital is included in "Cash and cash equivalents" and "Investments, at fair value" in the accompanying Condensed Consolidated Balance Sheets. At September 30, 2026, Westwood Trust had approximately $16.5 million in excess of its minimum capital requirement.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Realized gains on private investments includes gains on the sale of our privately held investments.