Silvercrest Asset Management Group Inc.

Previous wording

We are a full-service wealth management firm focused on providing financial advisory and related family office services to ultra-high net worth individuals and institutional investors. In addition to a wide range of investment capabilities, we offer a full suite of complementary and customized family office services for families seeking a comprehensive oversight of their financial affairs. During the three months ended September 30, 2025, our assets under management increased by 2.5% from $36.7 billion to $37.6 billion. During the nine months ended September 30, 2025, our assets under management increased by 3.0% from $36.5 billion to $37.6 billion.

Current wording

We are a full-service wealth management firm focused on providing financial advisory and related family office services to ultra-high net worth individuals and institutional investors. In addition to a wide range of investment capabilities, we offer a full suite of complementary and customized family office services for families seeking a comprehensive oversight of their financial affairs. During the three months ended March 31, 2026, our assets under management decreased by 3.5% from $37.0 billion to $35.7 billion.

Previous wording

The business includes the management of funds of funds, and other investment funds, collectively referred to as the “Silvercrest Funds.” As of September 30, 2025, Silvercrest L.P. has issued Restricted Stock Units exercisable for 137,100 Class B units which entitle the holders thereof to receive distributions from Silvercrest L.P. to the same extent as if the underlying Class B units were outstanding. Net profits and net losses of Silvercrest L.P. will be allocated, and distributions from Silvercrest L.P. will be made, to its current partners pro rata in accordance with their respective partnership units (and assuming the Class B units underlying all restricted stock units are outstanding).

Current wording

The business includes the management of funds of funds, and other investment funds, collectively referred to as the “Silvercrest Funds.” As of March 31, 2026, Silvercrest L.P. has issued RSUs exercisable for 137,765 Class B units which entitle the holders thereof to receive distributions from Silvercrest L.P. to the same extent as if the underlying Class B units were outstanding. Net profits and net losses of Silvercrest L.P. will be allocated, and distributions from Silvercrest L.P. will be made, to its current partners pro rata in accordance with their respective partnership units (and assuming the Class B units underlying all RSUs are outstanding).

Previous wording

The historical results of operations discussed in this Management’s Discussion and Analysis of Financial Condition and Results of Operations include those of Silvercrest L.P. and its subsidiaries. As the general partner of Silvercrest L.P., we control its business and affairs and, therefore, consolidate its financial results with ours. The interests of the limited partners’ collective 33.0% partnership interest in Silvercrest L.P. as of September 30, 2025 are reflected in non-controlling interests in our Condensed Consolidated Financial Statements.

Current wording

The historical results of operations discussed in this Management’s Discussion and Analysis of Financial Condition and Results of Operations include those of Silvercrest L.P. and its subsidiaries. As the general partner of Silvercrest L.P., we control its business and affairs and, therefore, consolidate its financial results with ours. The interests of the limited partners’ collective 35.0% partnership interest in Silvercrest L.P. as of March 31, 2026 are reflected in non-controlling interests in our Condensed Consolidated Financial Statements.

Previous wording

We generate revenue from management and advisory fees, performance fees and allocations, and family office services fees. Our management and advisory fees are generated by managing assets on behalf of separate accounts and acting as investment adviser for various investment funds. Our performance fees and allocations relate to assets managed in external investment strategies in which we have a revenue sharing arrangement and in funds in which we have no partnership interest. Our management and advisory fees and family office services fees income is recognized through the course of the period in which these services are provided. Income from performance fees and allocations is recorded at the conclusion of the contractual performance period when all contingencies are resolved. In certain arrangements, we are only entitled to receive performance fees and allocations when the return on assets under management exceeds certain benchmark returns or other performance targets.

Current wording

We generate revenue from management and advisory fees, performance fees and allocations, and family office services fees. Our management and advisory fees are earned by managing assets on behalf of separate accounts and acting as investment adviser for various investment funds. Our performance fees and allocations relate to assets managed in external investment strategies in which we have a revenue-sharing arrangement, as well as in funds in which we have no partnership interest. Our management and advisory fees and family office services fees are recognized throughout the period in which these services are provided. Income from performance fees and allocations is recorded at the conclusion of the contractual performance period when all contingencies are resolved. In certain arrangements, we are entitled to receive performance fees and allocations when the return on assets under management exceeds certain benchmark returns or other performance targets.

Previous wording

The discretionary investment management agreements for our separately managed accounts do not have a specified term. Rather, each agreement may be terminated by either party at any time, unless otherwise agreed with the client, upon written notice of termination to the other party. The investment management agreements for our private funds are generally in effect from year to year, and may be terminated at the end of any year (or, in certain cases, on the anniversary of execution of the agreement) (i) by us upon 30 or 90 days’ prior written notice and (ii) after receiving the affirmative vote of a specified percentage of the investors in the private fund that are not affiliated with us, by the private fund on 60 or 90 days’ prior written notice. The investment management agreements for our private funds may also generally be terminated effective immediately by either party where the non-terminating party (i) commits a material breach of the terms subject, in certain cases, to a cure period, (ii) is found to have committed fraud, gross negligence or willful misconduct or (iii) terminates, becomes bankrupt, becomes insolvent or dissolves. Each of our investment management agreements contains customary indemnification obligations from us to our clients. The tables below set forth the amount of assets under management, the percentage of management and advisory fees revenues, the amount of revenue recognized, and the average assets under management for discretionary managed accounts and for private funds for each period presented.

Current wording

The discretionary investment management agreements for our separately managed accounts do not have a specified term. Instead, each agreement may be terminated by either party at any time, unless otherwise agreed with the client, upon written notice of termination to the other party. The investment management agreements for our private funds are generally in effect from year to year, and may be terminated at the end of any year (or, in certain cases, on the anniversary of execution of the agreement); (i) by us upon 30 or 90 days’ prior written notice; and (ii) by the private fund, after receiving the affirmative vote of a specified percentage of the investors in the private fund that are not affiliated with us, upon 60 or 90 days’ prior written notice. The investment management agreements for our private funds may also generally be terminated effective immediately by either party if the non-terminating party (i) commits a material breach of the terms, subject in certain cases, to a cure period, (ii) is found to have committed fraud, gross negligence or willful misconduct or (iii) terminates, becomes bankrupt, becomes insolvent or dissolves. Each of our investment management agreements contains customary indemnification obligations from us to our clients. The tables below set forth the amount of assets under management, the percentage of management and advisory fees revenues, the amount of revenue recognized, and the average assets under management for discretionary managed accounts and for private funds for each period presented.

Previous wording

Average annual management fee is calculated by dividing our actual annualized revenue earned over a period by our average assets under management during the same period (which is calculated by averaging quarter-end assets under management for the applicable period). Our average annual management fee was 0.34% and 0.36% for the three months ended September 30, 2025 and 2024, respectively. Our average annual management fee was 0.34% and 0.36% for the nine months ended September 30, 2025 and 2024, respectively. Changes in our total average management fee rates are typically the result of changes in the mix of our assets under management and the concentration in our equities strategies whose fee rates are higher than those of other investment strategies. Management and advisory fees are also adjusted for any cash flows into or out of a portfolio, where the cash flow represents greater than 10% of the previous quarter-end market value of the portfolio. These cash flow-related adjustments were insignificant for the three and nine months ended September 30, 2025 and 2024. Silvercrest L.P. has authority to take fees directly from external custodian accounts of its separately managed accounts.

Current wording

Average annual management fee is calculated by dividing our actual annualized revenue earned over a period by our average assets under management during the same period (which is calculated by averaging quarter-end assets under management for the applicable period). Our average annual management fee was 0.35% and 0.35% for the three months ended March 31, 2026 and 2025, respectively. Changes in our total average management fee rates are typically the result of changes in the mix of our assets under management and the concentration in our equities strategies whose fee rates are higher than those of other investment strategies. Management and advisory fees are also adjusted for any cash flows into or out of a portfolio, where the cash flow represents greater than 10% of the previous quarter-end market value of the portfolio. These cash flow-related adjustments were insignificant for the three months ended March 31, 2026 and 2025. Silvercrest L.P. has authority to take fees directly from external custodian accounts of its separately managed accounts.

Previous wording

The components of our compensation expense for the three and nine months ended September 30, 2025 and 2024 are as follows:

Current wording

The components of our compensation expense for the three months ended March 31, 2026 and 2025 are as follows:

Previous wording

For the three months ended September 30, 2025 and 2024, $7,775 and $7,222, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations. For the nine months ended September 30, 2025 and 2024, $21,128 and $21,713, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations.

Current wording

For the three months ended March 31, 2026 and 2025, $7,210 and $6,527, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations.

Previous wording

Other income is derived primarily from investment income arising from our investments in various private investment funds that were established as part of our investment strategies. We expect the investment components of other income, in the aggregate, to fluctuate based on market conditions and the success of our investment strategies. Performance fees and allocations earned from those investment funds in which we have a partnership interest have been earned over the past few years as a result of the achievement of various high-water marks depending on the investment fund. These performance fees and allocations are recorded based on the equity method of accounting. The majority of our performance fees and allocations over the past few years have been earned from our fixed income-related funds.

Current wording

Other income is derived primarily from investment income arising from a seed investment in an Australian trust and our investments in various private investment funds that were established as part of our investment strategies. We expect the investment components of other income, in the aggregate, to fluctuate based on market conditions and the success of our investment strategies. Performance fees and allocations earned from those investment funds in which we have a partnership interest have been earned over the past few years as a result of the achievement of various high-water marks depending on the investment fund. These performance fees and allocations are recorded based on the equity method of accounting. The performance fees and allocations can be earned from our fixed income-related funds and the Jefferson funds.

Previous wording

Our revenues for the three and nine months ended September 30, 2025 and 2024 are set forth below:

Current wording

Our revenues for the three months ended March 31, 2026 and 2025 are set forth below:

Previous wording

The growth in our assets under management during the three and nine months ended September 30, 2025 and 2024 is described below:

Current wording

The growth in our assets under management during the three months ended March 31, 2026 and 2025 is described below:

Previous wording

Total assets under management increased by $2.5 billion, or 7.1%, to $37.6 billion at September 30, 2025 from $35.1 billion at September 30, 2024. The increase was a result of market appreciation of $2.3 billion, client inflows of $5.6 billion and client outflows of $5.4 billion. During the three months ended September 30, 2025 as compared to June 30, 2025, there was an increase of $0.6 billion in discretionary assets under management and an increase of $0.3 billion in non-discretionary assets under management. The increase in assets under management was primarily due to market appreciation, partially offset by net client outflows during the quarter ended September 30, 2025. Sub-advised fund management revenue decreased to $0.2 million for the three months ended September 30, 2025 from $0.3 million for the three months ended September 30, 2024. Proprietary fund management revenue remained flat at $0.7 million for the three months ended September 30, 2025 and September 30, 2024. With respect to our discretionary assets under management, equity assets increased by 3.9% during the three months ended September 30, 2025 and fixed income assets decreased by 1.9% during the same period. For the three months ended September 30, 2025, most of the increase in equity assets came from our small cap growth, emerging markets American Depository Receipts and international value opportunity strategies with composite returns of 12.0%, 11.5% and 11.0%, respectively. As of September 30, 2025, the composition of our assets under management was 65% in discretionary assets, which includes both separately managed accounts and proprietary and sub-advised funds, and 35% in non-discretionary assets which represent assets on which we provide portfolio reporting but do not have investment discretion.

Current wording

Total assets under management increased by $0.4 billion, or 1.1%, to $35.7 billion at March 31, 2026 from $35.3 billion at March 31, 2025. The increase was a result of market appreciation of $2.8 billion and client inflows of $4.4 billion, partially offset by client outflows of $6.8 billion. During the three months ended March 31, 2026 as compared to December 31, 2025, there was an decrease of $0.9 billion in discretionary assets under management and a decrease of $0.4 billion in non-discretionary assets under management. The decrease in assets under management was primarily due to market depreciation and net client outflows during the quarter ended March 31, 2026. Sub-advised fund management revenue remained flat at $0.2 million for the three months ended March 31, 2026 and March 31, 2025. Proprietary fund management revenue also remained flat at $0.7 million for the three months ended March 31, 2026 and March 31, 2025. With respect to our discretionary assets under management, equity assets decreased by 4.0% during the three months ended March 31, 2026 and fixed income assets decreased by 0.9% during the same period. For the three months ended March 31, 2026, most of the decrease in equity assets came from our multi cap growth, large cap growth and focused innovation strategies with composite returns of (10.6%), (8.7%) and (5.6%), respectively. As of March 31, 2026, the composition of our assets under management was 65% in discretionary assets, which includes both separately managed accounts and proprietary and sub-advised funds, and 35% in non-discretionary assets which represent assets on which we provide portfolio reporting but do not have investment discretion.

Previous wording

Our expenses for the three and nine months ended September 30, 2025 and 2024 are set forth below:

Current wording

Our expenses for the three months ended March 31, 2026 and 2025 are set forth below:

Previous wording

For the three months ended September 30, 2025 and 2024, $7,775 and $7,222, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations. For the nine months ended September 30, 2025 and 2024, $21,128 and $21,173, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations.

Current wording

For the three months ended March 31, 2026 and 2025, $7,210 and $6,527, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations.

Previous wording

Our expenses are driven primarily by our compensation costs. The table included in “—Expenses—Compensation and Benefits Expense” describes the components of our compensation expense for the three and nine months ended September 30, 2025 and 2024.

Current wording

Our expenses are driven primarily by our compensation costs. The table included in “—Expenses—Compensation and Benefits Expense” describes the components of our compensation expense for the three months ended March 31, 2026 and 2025. Other expenses, such as rent, professional service fees, data-related costs, and sub-advisory fees incurred are included in our general and administrative expenses in the Condensed Consolidated Statements of Operations.

Previous wording

Total expenses increased by $4.0 million, or 15.4%, to $30.0 million for the three months ended September 30, 2025 from $26.0 million for the three months ended September 30, 2024. This increase was attributable to increases in compensation and benefits expense of $3.1 million and general, administrative and other expenses of $0.9 million.

Current wording

Total expenses increased by $3.6 million, or 13.5%, to $30.1 million for the three months ended March 31, 2026 from $26.6 million for the three months ended March 31, 2025. This increase was attributable to increases in compensation and benefits expense of $2.3 million and general, administrative and other expenses of $1.3 million.

Previous wording

Compensation and benefits expense increased by $3.1 million, or 16.8% to $21.7 million for the three months ended September 30, 2025 from $18.6 million for the three months ended September 30, 2024. The increase was primarily attributable to increases in salaries and benefits of $1.1 million primarily as a result of merit-based increases and newly-hired staff and in the accrual for bonuses of $2.4 million, partially offset by decreases in equity-based compensation of $0.2 million and severance of $0.1 million.

Current wording

Compensation and benefits expense increased by $2.3 million, or 12.0% to $21.1 million for the three months ended March 31, 2026 from $18.9 million for the three months ended March 31, 2025. The increase was primarily attributable to increases in salaries and benefits of $0.6 million primarily as a result of merit-based increases and newly-hired staff, including our new staff in Ireland, and in the accrual for bonuses of $1.2 million, equity-based compensation of $0.1 million and severance of $0.4 million.

Previous wording

General and administrative expenses increased by $0.9 million, or 11.9%, to $8.2 million for the three months ended September 30, 2025 from $7.4 million for the three months ended September 30, 2024. This was primarily attributable to increases in professional fees of $0.9 million, occupancy and related costs of $0.1 million primarily related to new office space in Singapore and recruiting costs of $0.2 million, partially offset by decreases in shareholder expenses of $0.1 million and trade errors of $0.3 million.

Current wording

General and administrative expenses increased by $1.3 million, or 17.3%, to $9.0 million for the three months ended March 31, 2026 from $7.7 million for the three months ended March 31, 2025. This was primarily attributable to increases in professional fees of $0.8 million, occupancy and related costs of $0.1 million primarily related to new office space in Singapore, travel and entertainment expenses of $0.3 million and depreciation and amortization of $0.1 million.

Previous wording

Total other income (expense) net decreased to other income of $0.1 million for the three months ended September 30, 2025 from other income of $0.4 million for the three months ended September 30, 2024. Interest income decreased due to lower interest rates and lower balances in interest-bearing accounts.

Current wording

Total other income (expense) net decreased to other expense of $0.2 million for the three months ended March 31, 2026 from other income of $0.3 million for the three months ended March 31, 2025. Interest income decreased due to lower interest rates and lower balances in interest-bearing accounts. Interest expense increased based on outstanding amounts under the credit facility. The unrealized loss on investments relates to our seed investment in an Australian trust.

Previous wording

The provision for income taxes was $0.4 million and $1.1 million for the three months ended September 30, 2025 and 2024, respectively. The change was primarily related to decreased profitability during the current period as compared to the prior year. Our provision for income taxes as a percentage of income before provision for income taxes for the three months ended September 30, 2025 and 2024 was 26.4% and 22.7%, respectively.

Current wording

The provision for income taxes was $0.5 million and $1.2 million for the three months ended March 31, 2026 and 2025, respectively. The change was primarily related to decreased profitability during the current period as compared to the prior year. Our provision for income taxes as a percentage of income before provision for income taxes for the three months ended March 31, 2026 and 2025 was 49.2% and 23.0%, respectively.

Previous wording

For the three months ended September 30, 2025, represents an ASC 842 rent adjustment of $48 related to the amortization of property lease incentives, legal fees of $70 related to our application for licensure in the European Union (the “EU”), legal and other professional fees of $90 related to other international initiatives, a sign-on bonus of $5, rent expense of $24 and the accrual for an earnout bonus of $1,430. For the nine months ended September 30, 2025, represents an ASC 842 rent adjustment of $144 related to the amortization of property lease incentives, legal fees of $154 related to our application for licensure in the EU, legal and other professional fees of $90 related to other international initiatives, sign-on bonuses paid to certain employees of $67, rent expense of $36 and the accrual for an earnout bonus of $1,430. For the three months ended September 30, 2024, represents an ASC 842 rent adjustment of $48 related to the amortization of property lease incentives, data conversion costs of $14 and software implementation costs of $5. For the nine months ended September 30, 2024, represents a fair value adjustment to the Neosho contingent purchase price consideration of $12, an ASC 842 rent adjustment of $144 related to the amortization of property lease incentives, sign on bonuses paid to certain employees of $188, professional fees of $26 related to a transfer pricing project, legal fees of $46, data conversion costs of $14 and software implementation costs of $18.

Current wording

For the three months ended March 31, 2026, represents an ASC 842 rent adjustment of $48 related to the amortization of property lease incentives, legal fees of $42 related to our application for licensure in the European Union (the “EU”), legal and other professional fees of $6 related to other international initiatives, set up fees related to the establishment of a donor advised fund of $25, a sign-on bonus of $5, rent expense of $8 incurred while waiting for the build out of a lease to be completed, the accrual for an earnout bonus of $330 and the add back of an unrealized loss on the Australian trust of $79. For the three months ended March 31, 2025, represents an ASC 842 rent adjustment of $48 related to the amortization of property lease incentives and sign-on bonuses of $62.

Previous wording

Includes 23,426 and 37,109 unvested restricted stock units at September 30, 2025 and 2024, respectively.

Current wording

Includes 46,556 and 37,109 unvested restricted stock units at March 31, 2026 and 2025, respectively.

Previous wording

Includes 137,100 and 228,118 unvested restricted stock units at September 30, 2025 and 2024, respectively, and 366,293 unvested non-qualified options at September 30, 2025 and 2024.

Current wording

Includes 137,765 and 205,079 unvested restricted stock units at March 31, 2026 and 2025, respectively, and 86,764 and 366,293 unvested non-qualified options at March 31, 2026 and 2025, respectively.

Previous wording

On June 24, 2013, the subsidiaries of Silvercrest L.P. entered into a $15.0 million credit facility with City National Bank. The subsidiaries of Silvercrest L.P. are the borrowers under such facility and Silvercrest L.P. guarantees the obligations of its subsidiaries under the credit facility. The credit facility is secured by certain assets of Silvercrest L.P. and its subsidiaries. The credit facility consisted of a $7.5 million delayed draw term loan that was scheduled to mature on June 24, 2025, and a $7.5 million revolving credit facility that was scheduled to mature on June 21, 2019. Effective July 1, 2019, the credit facility was increased and consisted of a $25.5 million delayed draw term loan that was to mature on July 1, 2026, and a $10.0 million revolving credit facility with a stated maturity date of June 18, 2024 and a stated term loan draw date of July 1, 2024. On June 17, 2022, the revolving credit facility was amended to replace LIBOR terms with its successor, Secured Overnight Financing Rate (“SOFR”). The loan bears interest at either (a) the higher of the prime rate plus a margin of 0.25 percentage points and 2.5% or (b) the SOFR rate plus 2.80 percentage points, at the borrowers’ option. On February 15, 2022, the credit facility was amended and restated to reflect changes to various definitions and related clauses with respect to the Company’s subsidiaries. On February 15, 2022, the credit facility was amended to reflect changes to various definitions and related clauses with respect to the Company’s subsidiaries. The credit facility contains restrictions on, among other things, (i) incurrence of additional debt, (ii) creating liens on certain assets, (iii) making certain investments, (iv) consolidating, merging or otherwise disposing of substantially all of our assets, (v) the sale of certain assets, and (vi) entering into transactions with affiliates. In addition, the credit facility contains certain financial covenants including a test on discretionary assets under management, maximum debt to EBITDA and a fixed charge coverage ratio. The credit facility contains customary events of default, including the occurrence of a change in control which includes a person or group of persons acting together acquiring more than 30% of the total voting securities of Silvercrest. On June 18, 2024, the subsidiaries of Silvercrest L.P. and City National Bank entered into an Amendment and Restatement Agreement, which amends and restates the credit facility (as so amended and restated, the “A&R Credit Agreement”) whereby, among other items, (i) the term loan maturity date was extended until June 18, 2027, (ii) the term loan draw date was extended to June 18, 2025, (iii) the term loan commitment was decreased from $25.5 million to $10.0 million as a result of the repayment in full of the existing term loans previously borrowed under the Credit Agreement, and (iv) the $10.0 million revolving credit facility maturity date was extended until June …

Excerpt shortened here; the source contains the full paragraph.

Current wording

On June 24, 2013, the subsidiaries of Silvercrest L.P. entered into a $15.0 million credit facility with City National Bank. The subsidiaries of Silvercrest L.P. are the borrowers under such facility and Silvercrest L.P. guarantees the obligations of its subsidiaries under the credit facility. The credit facility is secured by certain assets of Silvercrest L.P. and its subsidiaries. The credit facility consisted of a $7.5 million delayed draw term loan that was scheduled to mature on June 24, 2025, and a $7.5 million revolving credit facility that was scheduled to mature on June 21, 2019. Effective July 1, 2019, the credit facility was increased and consisted of a $25.5 million delayed draw term loan that was to mature on July 1, 2026, and a $10.0 million revolving credit facility with a stated maturity date of June 18, 2024 and a stated term loan draw date of July 1, 2024. On June 17, 2022, the revolving credit facility was amended to replace LIBOR terms with its successor, Secured Overnight Financing Rate (“SOFR”). The loan bears interest at either (a) the higher of the prime rate plus a margin of 0.25 percentage points and 2.5% or (b) the SOFR rate plus 2.80 percentage points, at the borrowers’ option. On February 15, 2022, the credit facility was amended and restated to reflect changes to various definitions and related clauses with respect to the Company’s subsidiaries. On February 15, 2022, the credit facility was amended to reflect changes to various definitions and related clauses with respect to the Company’s subsidiaries. The credit facility contains restrictions on, among other things, (i) incurrence of additional debt, (ii) creating liens on certain assets, (iii) making certain investments, (iv) consolidating, merging or otherwise disposing of substantially all of our assets, (v) the sale of certain assets, and (vi) entering into transactions with affiliates. In addition, the credit facility contains certain financial covenants including a test on discretionary assets under management, maximum debt to EBITDA and a fixed charge coverage ratio. The credit facility contains customary events of default, including the occurrence of a change in control which includes a person or group of persons acting together acquiring more than 30% of the total voting securities of Silvercrest. On June 18, 2024, the subsidiaries of Silvercrest L.P. and City National Bank entered into an Amendment and Restatement Agreement, which amends and restates the credit facility (as so amended and restated, the “A&R Credit Agreement”) whereby, among other items, (i) the term loan maturity date was extended until June 18, 2027, (ii) the term loan draw date was extended to June 18, 2025, (iii) the term loan commitment was decreased from $25.5 million to $10.0 million as a result of the repayment in full of the existing term loans previously borrowed under the Credit Agreement, and (iv) the $10.0 million revolving credit facility maturity date was extended until June …

Excerpt shortened here; the source contains the full paragraph.

Previous wording

The actual increase in tax basis, as well as the amount and timing of any payments under the tax receivable agreement, will vary depending upon a number of factors, including the timing of exchanges, the price of shares of our Class A common stock at the time of the exchange, the extent to which such exchanges are taxable, the amount and timing of our income and the tax rates then applicable. Nevertheless, we expect that as a result of the size of the increases in the tax basis of our tangible and intangible assets, the payments that we may make under the tax receivable agreement likely will be substantial. Assuming no material changes in the relevant tax law and that we earn sufficient taxable income to realize the full tax benefit of the increased depreciation and amortization of our assets, we expect that future payments to the selling principals of Silvercrest L.P. in respect of our purchase of Class B units from them will aggregate approximately $10.2 million. Future payments to current principals of Silvercrest L.P. and future holders of Class B units in respect of subsequent exchanges would be in addition to these amounts and are expected to be substantial. We intend to fund required payments pursuant to the tax receivable agreement from the distributions received from Silvercrest L.P.

Current wording

The actual increase in tax basis, as well as the amount and timing of any payments under the tax receivable agreement, will vary depending upon a number of factors, including the timing of exchanges, the price of shares of our Class A common stock at the time of the exchange, the extent to which such exchanges are taxable, the amount and timing of our income and the tax rates then applicable. Nevertheless, we expect that as a result of the size of the increases in the tax basis of our tangible and intangible assets, the payments that we may make under the tax receivable agreement likely will be substantial. Assuming no material changes in the relevant tax law and that we earn sufficient taxable income to realize the full tax benefit of the increased depreciation and amortization of our assets, we expect that future payments to the selling principals of Silvercrest L.P. in respect of our purchase of Class B units from them will aggregate approximately $9.3 million. Future payments to current principals of Silvercrest L.P. and future holders of

Previous wording

The following table sets forth our cash flows for the nine months ended September 30, 2025 and 2024. Operating activities consist of net income subject to adjustments for changes in operating assets and liabilities, depreciation, and equity-based compensation expense. Investing activities consist primarily of acquiring and selling property and equipment, and cash paid as part of business acquisitions. Financing activities consist primarily of contributions from partners, distributions to partners, dividends paid on Class A common stock, the issuance and payments on partner notes, other financings, and earnout payments related to business acquisitions.

Current wording

The following table sets forth our cash flows for the three months ended March 31, 2026 and 2025. Operating activities consist of net income subject to adjustments for changes in operating assets and liabilities, depreciation, and equity-based compensation expense. Investing activities consist primarily of acquiring and selling property and equipment, and cash paid as part of business acquisitions. Financing activities consist primarily of contributions from partners, distributions to partners, dividends paid on Class A common stock, the issuance and payments on partner notes, other financings, and earnout payments related to business acquisitions.

Previous wording

For the nine months ended September 30, 2025 and 2024, operating activities provided $3.7 million and $5.2 million, respectively. This difference is primarily the result of a decrease in net income of $1.1 million, decreased non-cash lease expense of $1.3 million and a decrease in prepaid and other expenses of $0.7 million, partially offset by an increase in accounts payable and accrued expenses of $0.3 million, an increase in receivables and due from Silvercrest funds of $1.7 million, an increase in deferred tax expense of $0.7 million, an increase in accrued compensation of $8.6 million, increased operating lease liabilities of $1.0 million, an increase in equity-based compensation of $0.4 million, an increase in distributions received from investment funds of $1.2 million and an increase in depreciation and amortization of $1.1 million.

Current wording

For the three months ended March 31, 2026 and 2025, operating activities used $30.7 million and $24.7 million, respectively. This difference is primarily the result of a decrease in net income of $3.4 million and changes in deferred tax expense of $0.2 million, operating lease liabilities of $0.1 million, distributions received from investment funds of $0.3, accounts payable and accrued expenses of $1.4 million and accrued compensation of $2.4 million, partially offset by changes in equity-based compensation of $0.1 million, depreciation and amortization of $0.1 million, non-cash lease expense of $0.1 million, unrealized loss on investments of $0.1 million related to our seed investment in the Australian trust, prepaid expenses and other assets of $0.3 million and accounts receivable and due from Silvercrest Funds of $1.3 million.

Previous wording

For the nine months ended September 30, 2025 and 2024, investing activities used $1.7 million and $1.3 million, respectively. The primary use of cash during the nine months ended September 30, 2025 and 2024 was for the acquisition of furniture and equipment and for leasehold improvements.

Current wording

For the three months ended March 31, 2026 and 2025, investing activities used $2.5 million and $0.4 million, respectively. During the three months ended March 31, 2026, $0.6 million was used for the acquisition of furniture and equipment and for leasehold improvements and $1.9 million was used as a seed investment in an Australian trust. The primary use of cash during the three months ended March 31, 2025 was for the acquisition of furniture and equipment and for leasehold improvements.

Previous wording

For the nine months ended September 30, 2025 and 2024, financing activities used $34.5 million and $16.0 million, respectively. During the nine months ended September 30, 2025 and 2024, the Company repaid $0 and $2.7 million, respectively, of principal on the term loan with City National Bank. Distributions to partners during the nine months ended September 30, 2025 and 2024 were $5.7 million and $6.4 million, respectively. During the nine months ended September 30, 2025 and 2024, the Company paid dividends of $5.4 million and $5.5 million, respectively, to Class A shareholders. During the nine months ended September 30, 2025 and 2024, we made earnout payments of $0 and $0.1 million, respectively. During the nine months ended September 30, 2025 and 2024, we purchased approximately 1,504,000 and 83,000 shares of Class A common stock of Silvercrest Asset Management Group Inc., respectively, at a cost of $23.7 million and $1.4 million, respectively.

Current wording

During the three months ended March 31, 2026 and 2025, financing activities provided $0.8 million and used $7.2 million, respectively. During the three months ended March 31, 2026, the Company drew down $6.0 million under its term credit facility with City National Bank. Distributions to partners during the three months ended March 31, 2026 and 2025 were $1.9 million and $1.5 million, respectively. During the three months ended March 31, 2026 and 2025, the Company paid dividends of $1.6 million and $1.9 million, respectively, to Class A shareholders. During the three months ended March 31, 2026 and 2025, we purchased approximately 119,000 and 217,000 shares of Class A common stock of Silvercrest Asset Management Group Inc., respectively, at a cost of $1.9 million and $3.9 million, respectively.

Previous wording

As of September 30, 2025 and December 31, 2024, there was nothing outstanding under the term loan and revolving credit facility with City National Bank.

Current wording

As of March 31, 2026 and December 31, 2025, there was nothing outstanding under the revolving credit facility with City National Bank.

Previous wording

There have been no changes to our critical accounting policies during the nine months ended September 30, 2025 from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on March 6, 2025.

Current wording

There have been no changes to our critical accounting policies during the three months ended March 31, 2026 from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission on March 16, 2026.

Previous wording

The average value of our assets under management for the three and nine months ended September 30, 2025 was approximately $37.2 and $37.1 billion, respectively. Assuming a 10% increase or decrease in our average assets under management and the change being proportionately distributed over all our products, the value would increase or decrease by approximately $3.7 and $3.7 billion for the three and nine months ended September 30, 2025, respectively, which would cause an annualized increase or decrease in revenues of approximately $12.5 and $12.5 million, respectively, for the three and nine months ended September 30, 2025, at a weighted average fee rate for the three and nine months ended September 30, 2025 of 0.34% and 0.34%, respectively.

Current wording

The average value of our assets under management for the three months ended March 31, 2026 was approximately $36.4 billion. Assuming a 10% increase or decrease in our average assets under management and the change being proportionately distributed over all our products, the value would increase or decrease by approximately $3.6 billion for the three months ended March 31, 2026, which would cause an annualized increase or decrease in revenues of approximately $12.6 million for the three months ended March 31, 2026, at a weighted average fee rate for the three months ended March 31, 2026 of 0.35%.

Previous wording

The average value of our assets under management for the year ended December 31, 2024 was approximately $34.9 billion. Assuming a 10% increase or decrease in our average assets under management and the change being proportionately distributed over all our products, the value would increase or decrease by approximately $3.5 billion for the year ended December 31, 2024, which would cause an annualized increase or decrease in revenues of approximately $12.4 million for the year ended December 31, 2024, at a weighted average fee rate for the year ended December 31, 2024 of 0.35%.

Current wording

The average value of our assets under management for the year ended December 31, 2025 was approximately $36.8 billion. Assuming a 10% increase or decrease in our average assets under management and the change being proportionately distributed over all our products, the value would increase or decrease by approximately $3.7 billion for the year ended December 31, 2025, which would cause an annualized increase or decrease in revenues of approximately $12.5 million for the year ended December 31, 2025, at a weighted average fee rate for the year ended December 31, 2025 of 0.34%.