A-Mark Precious Metals, Inc.

The Company conducts its operations in three reportable segments: (i) Wholesale Sales & Ancillary Services, (ii) Direct-to-Consumer, and (iii) Secured Lending.

Results of Operations — Wholesale Sales & Ancillary Services Segment

The Company operates its Wholesale Sales & Ancillary Services segment directly and through its consolidated subsidiaries, A-Mark Trading AG (“AMTAG”), Transcontinental Depository Services ("TDS"), A-M Global Logistics, LLC (“AMGL” or "Logistics"), AM&ST Associates, LLC ("AMST" or the "Silver Towne Mint"), AM/LPM Ventures, LLC, which owns a majority interest in LPM Group Limited ("LPM"), Spectrum Group International, LLC, which was formed in February 2025 to acquire all of the stock of Spectrum Group International, Inc. ("SGI"), Pinehurst Coin Exchange, Inc. ("Pinehurst"), which was acquired in February 2025, and AM Precious Metals Singapore PTE, Ltd. The Wholesale Sales & Ancillary Services segment includes the consolidating eliminations of inter-segment transactions and unallocated segment adjustments.

— Wholesale Sales & Ancillary Services Segment

The operating results of our Wholesale Sales & Ancillary Services segment were as follows (in thousands, except performance metrics data):

(a)

Revenues are presented net of inter-segment transactions with the Direct-to-Consumer segment that totaled $692.3 million. This segment’s gross sales before eliminations of inter-segment activity totaled $3.509 billion.

(b)

Revenues are presented net of inter-segment transactions with the Direct-to-Consumer segment that totaled $321.0 million. This segment’s gross sales before eliminations of inter-segment activity totaled $2.548 billion.

(c)

Gross profit percentage before elimination of inter-segment sales to the Direct-to-Consumer segment was 0.612% for the period.

(d)

Gross profit percentage before elimination of inter-segment sales to the Direct-to-Consumer segment was 0.777% for the period.

(1)

Gold ounces sold represents the ounces of gold product sold and delivered to the customer during the period, excluding ounces of gold recorded on forward contracts.

(2)

Silver ounces sold represents the ounces of silver product sold and delivered to the customer during the period, excluding ounces of silver recorded on forward contracts.

(3)

Wholesales Sales ticket volume represents the total number of product orders processed.

Revenues — Wholesale Sales & Ancillary Services

(a)

Revenues are presented net of inter-segment transactions with the Direct-to-Consumer segment that totaled $692.3 million. This segment’s gross sales before eliminations of inter-segment activity totaled $3.509 billion.

(b)

Revenues are presented net of inter-segment transactions with the Direct-to-Consumer segment that totaled $321.0 million. This segment’s gross sales before eliminations of inter-segment activity totaled $2.548 billion.

Revenues for the three months ended September 30, 2025 increased $589.9 million, or 26.5%, to $2.817 billion from $2.227 billion in 2024. Excluding an increase in forward sales of $561.4 million, our revenues increased $28.5 million, which was due to higher average selling prices of gold and silver, partially offset by a decrease in gold and silver ounces sold. Revenues also increased due to the acquisition of SGI and Pinehurst in February 2025.

Gold ounces sold for the three months ended September 30, 2025 decreased 17,000 ounces, or 6.3%, to 255,000 ounces from 272,000 ounces in 2024. Silver ounces sold for the three months ended September 30, 2025 decreased 9,181,000 ounces, or 57.5%, to 6,779,000 ounces from 15,960,000 ounces in 2024. On average, the selling prices for gold increased by 41.1% and selling prices for silver increased by 36.5% during the three months ended September 30, 2025 as compared to the prior year.

The Wholesale Sales ticket volume for the three months ended September 30, 2025 increased by 3,047 tickets, or 10.3% to 32,702 tickets from 29,655 tickets in 2024.

Gross Profit — Wholesale Sales & Ancillary Services

(c)

Gross profit percentage before elimination of inter-segment sales to the Direct-to-Consumer segment was 0.612% for the period.

(d)

Gross profit percentage before elimination of inter-segment sales to the Direct-to-Consumer segment was 0.777% for the period.

Gross profit for the three months ended September 30, 2025 increased $1.3 million, or 6.3%, to $21.2 million from $20.0 million in 2024. The gross profit increase was primarily due to higher premium spreads, partially offset by lower trading profits.

This segment’s profit margin percentage decreased by 14.4 basis points to 0.754% from 0.898% in 2024. The decrease in gross margin percentage was mainly attributable to the impact of increased forward sales and higher premium spreads, partially offset by lower trading profits.

Excluding forward sales that had a negligible impact to the amount of gross profit, this segment's gross margin percentage for the three months ended September 30, 2025 increased by 6.7 basis points to 2.109% from 2.042% in the prior year. Forward sales increase revenues but are associated with negligible gross profit. The Company enters into forward contracts to hedge its precious metals price risk exposure and not for speculative purposes.

Selling, General and Administrative Expenses — Wholesale Sales & Ancillary Services

Selling, general, and administrative expenses for the three months ended September 30, 2025 increased $9.3 million, or 73.2%, to $22.1 million from $12.7 million in 2024. The change was primarily due to: (i) an increase in compensation expense of $4.7 million, (ii) higher consulting and professional fees of $1.8 million, (iii) an increase in advertising costs of $1.2 million, and (iv) an increase in facilities expense of $0.6 million. Selling, general, and administrative expenses for the three months ended September 30, 2025 include expenses incurred by SGI and Pinehurst which were not included in the same year-ago period, as these were not consolidated subsidiaries.

Depreciation and Amortization Expense — Wholesale Sales & Ancillary Services

Depreciation and amortization expense for the three months ended September 30, 2025 increased $0.8 million, or 102.7%, to $1.6 million from $0.8 million in 2024 primarily due to an increase in depreciation expense of $0.7 million due to an increase in capital expenditures.

Interest Income — Wholesale Sales & Ancillary Services

Interest income for the three months ended September 30, 2025 decreased $1.0 million, or 25.1%, to $3.0 million from $4.0 million in 2024. The overall decrease was primarily due to: (i) a decrease in interest earned from repurchase arrangements with customers of $1.0 million and (ii) a decrease in interest income earned from spot deferred trade orders of $0.8 million, partially offset by (iii) a $0.8 million increase in interest income earned from margin orders.

Interest Expense — Wholesale Sales & Ancillary Services

Interest expense for the three months ended September 30, 2025 increased $3.3 million, or 44.5%, to $10.8 million from $7.5 million in 2024. The overall increase was primarily due to: (i) an increase of $1.3 million from precious metals leases driven by higher overall borrowings and an increase in weighted-average interest rates, (ii) an increase of $1.2 million in connection with our Trading Credit Facility due to an increase in borrowings, (iii) higher interest and fees from product financing arrangements of $0.6 million due to higher interest rates partially offset by reduced borrowings.

Earnings (Losses) from Equity Method Investments— Wholesale Sales & Ancillary Services

Earnings (losses) from equity method investments for the three months ended September 30, 2025 decreased $1.5 million, or 271.3%, to a loss of $0.9 million from earnings of $0.6 million in 2024 due to decreased earnings of our equity method investees.

Results of Operations — Direct-to-Consumer Segment

The Company operates its Direct-to-Consumer segment through its wholly-owned subsidiaries JM Bullion, Inc. (“JMB”), Goldline, Inc. (“Goldline”), Spectrum Group International, LLC ("SGI"), Pinehurst Coin Exchange, Inc. ("Pinehurst"), AMS Holding, LLC ("AMS"), through its investment in Silver Gold Bull, Inc. ("SGB"), and through its subsidiaries Precious Metals Purchasing Partners, LLC ("PMPP") and AM LPM Singapore PTE Ltd.

— Direct-to-Consumer Segment

The operating results of our Direct-to-Consumer ("DTC") segment were as follows (in thousands, except performance metrics data):

(a)

Includes $44.9 million of inter-segment sales from the Direct-to-Consumer segment to the Wholesale Sales & Ancillary Services segment.

(b)

Includes $20.4 million of inter-segment sales from the Direct-to-Consumer segment to the Wholesale Sales & Ancillary Services segment.

(1)

Gold ounces sold represents the ounces of gold product sold and delivered during the period.

(2)

Silver ounces sold represents the ounces of silver product sold and delivered during the period.

(3)

Number of new customers represents the number of customers that have registered or set up a new account or made a purchase for the first time during the period.

(4)

Number of active customers represents the number of customers that have made a purchase during any month during the period.

(5)

Number of total customers represents the aggregate number of customers that have registered or set up an account or have made a purchase in the past.

(6)

Ticket volume from new customers represents the number of product orders from new DTC customers processed during the period.

(7)

Ticket volume from pre-existing customers represents the total number of product orders from pre-existing DTC customers processed during the period.

(8)

Total ticket volume represents the total number of DTC product orders processed during the period.

(9)

Average Order Value ("AOV") represents the average dollar value of product orders (excluding accumulation program orders) delivered to the customer during the period.

Revenues — Direct-to-Consumer

Revenues for the three months ended September 30, 2025 increased $375.8 million, or 77.0%, to $863.9 million from $488.1 million in 2024. The increase in revenue was due to an increase in gold ounces sold as well as by higher average selling prices of gold and silver, partially offset by a decrease in silver ounces sold.

Gold ounces sold for the three months ended September 30, 2025 increased 58,000 ounces, or 46.0%, to 184,000 ounces from 126,000 ounces in 2024. Silver ounces sold for the three months ended September 30, 2025 decreased 877,000 ounces, or 19.5%, to 3,612,000 ounces from 4,489,000 ounces in 2024.

On average, selling prices for gold increased by 32.4% and selling prices for silver increased by 41.9% during the three months ended September 30, 2025 as compared to the prior year.

The number of new customers for the three months ended September 30, 2025 increased 14,100, or 25.5%, to 69,400 from 55,300 in 2024. The number of active customers for the three months ended September 30, 2025 increased 17,400, or 13.4% to 147,300 from 129,900 in 2024. The number of total customers as of September 30, 2025 increased 1,143,300, or 36.6% to 4,265,400 from 3,122,100 as of September 30, 2024. These changes in customer-based metrics were primarily due to the acquisition of Pinehurst in February 2025, JMB's activity, the acquisition of a controlling interest in SGB in June 2024, and the acquisitions of SGI and AMS in February 2025 and April 2025, respectively.

As of September 30, 2025, the number of total CyberMetals customers was 38,700, and CyberMetals customer assets under management were $13.8 million.

For the three months ended September 30, 2025, the Direct-to-Consumer ticket volume related to new customers increased by 13,404 tickets, or 34.8%, to 51,950 tickets from 38,546 tickets in 2024. For the three months ended September 30, 2025, Direct-to-Consumer ticket volume related to pre-existing customers increased by 45,381 tickets, or 35.4%, to 173,413 tickets from 128,032 tickets in 2024. For the three months ended September 30, 2025, the Direct-to-Consumer total ticket volume increased by 58,785 tickets, or 35.3%, to 225,363 tickets from 166,578 tickets in 2024. These changes in ticket volumes were primarily due to the acquisitions of SGI and Pinehurst in February 2025, and the acquisition of AMS in April 2025, partially offset by JMB's activity.

For the three months ended September 30, 2025, the Direct-to-Consumer average order value increased by $896, or 30.2%, to $3,863 from $2,967 in 2024.

Gross Profit — Direct-to-Consumer

Gross profit for the three months ended September 30, 2025 increased by $28.2 million, or 120.2%, to $51.7 million from $23.5 million in 2024. The increase in gross profit was primarily driven by SGB, SGI, Pinehurst, and AMS, partially offset by lower gross profits from JMB and Goldline. SGI, Pinehurst, and AMS were not included in the same year-ago period as these were not yet consolidated subsidiaries.

For the three months ended September 30, 2025, the Direct-to-Consumer segment's profit margin percentage increased by 117.4 basis points to 5.979% from 4.805% in 2024. The increase in the gross profit margin percentage was primarily due to higher gross profit margin percentages of SGI, Pinehurst, and AMS, as well as due to higher gross profit margin percentages from JMB and Goldline.

Selling, General and Administrative Expense — Direct-to-Consumer

Selling, general, and administrative expenses for the three months ended September 30, 2025 increased $23.9 million, or 175.7%, to $37.5 million from $13.6 million in 2024. The change was primarily due to: (i) an increase in compensation expense of $14.8 million, (ii) an increase in advertising costs of $4.0 million, (iii) higher consulting and professional fees of $2.2 million, (iv) an increase in bank service and credit card fees of $1.1 million, and (v) an increase in facilities expenses of $0.7 million. Selling, general and administrative expenses for the three months ended September 30, 2025 include expenses incurred by SGI, Pinehurst, and AMS which were not included in the same year-ago period as these were not consolidated subsidiaries.

Depreciation and Amortization Expense — Direct-to-Consumer

Depreciation and amortization expense for the three months ended September 30, 2025, increased $2.1 million, or 52.6%, to $6.0 million from $3.9 million in 2024 primarily due to an increase in amortization expense of $3.0 million relating to intangible assets acquired through our acquisitions of SGI and AMS and an increase in depreciation expense of $0.9 million due to an increase in capital expenditures, partially offset by a $1.9 million decrease in intangible asset amortization expense related to JMB and SGB.

Interest Expense — Direct-to-Consumer

Interest expense for the three months ended September 30, 2025 decreased $0.1 million to $0.4 million from $0.5 million in 2024. The decrease was primarily related to the DTC segment's reduced product financing activity with the Wholesale & Ancillary Services segment.

Other Income, Net— Direct-to-Consumer

Other income, net for the three months ended September 30, 2025 increased $2.3 million to $2.3 million from $0.0 million in 2024. The increase was primarily due to contingent consideration fair value adjustments related to our acquisition of AMS.

Results of Operations — Secured Lending Segment

The Company operates its Secured Lending segment through its wholly-owned subsidiaries, Collateral Finance Corporation, LLC ("CFC") and CFC Alternative Investments (“CAI”). AM Capital Funding, LLC (“AMCF”), previously a wholly-owned subsidiary of CFC, was formed for the issuance of certain notes, which were repaid in December 2023. AMCF was dissolved in June 2024.

— Secured Lending Segment

The operating results of our Secured Lending segment were as follows (in thousands, except performance metrics data):

(1)

Number of outstanding secured loans to customers at the end of the period.

Interest Income — Secured Lending

Interest income for the three months ended September 30, 2025 decreased $0.5 million, or 15.8%, to $2.5 million from $3.0 million in 2024. The decrease in interest income earned from the segment’s secured loan portfolio was primarily due to lower average monthly loan balances as well as fewer loans outstanding. The number of secured loans outstanding decreased by 138, or 24.6% to 424 from 562 as of September 30, 2024.

Interest Expense — Secured Lending

Interest expense for the three months ended September 30, 2025 decreased $0.7 million, or 32.3%, to $1.4 million from $2.0 million in 2024. The change was primarily due to a decrease of $0.6 million in connection with our Trading Credit Facility.

Selling, General and Administrative Expenses — Secured Lending

Selling, general, and administrative expenses for the three months ended September 30, 2025 increased $0.0 million, or 2.1%, to $0.3 million from $0.3 million in 2024. The change in selling, general, and administrative expenses was not significant.