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 June 30, 2026, our assets under management increased by 3.6% from $35.7 billion to $37.0 billion. During the six months ended June 30, 2026, our assets under management remained flat at $37.0 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 and nine months ended September 30, 2026, our assets under management decreased by 2.2% from $37.0 billion to $36.2 billion.

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 35.0% partnership interest in Silvercrest L.P. as of June 30, 2026 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 34% partnership interest in Silvercrest L.P. as of September 30, 2026 are reflected in non-controlling interests in our Condensed Consolidated Financial Statements.

Previous wording

EBITDA, a non-GAAP measure of earnings, represents net income before provision for income taxes, interest income, interest expense, depreciation and amortization. We define Adjusted EBITDA as EBITDA without giving effect to items including, but not limited to, professional fees associated with acquisitions or financing transactions, gains on extinguishment of debt or other obligations related to acquisitions, losses on disposals or abandonment of assets and leaseholds, severance and other similar expenses, but including partner incentive allocations, prior to our initial public offering, as an expense. We use this non-GAAP financial measure to assess the strength of our business. These adjustments and the non-GAAP financial measures that are derived from them provide supplemental information to analyze our business from period to period. Investors should consider these non-GAAP financial measures in addition to, and not as a substitute for, financial measures in accordance with GAAP. See “Supplemental Non-GAAP Financial Information” for a reconciliation of non-GAAP financial measures.

Current wording

EBITDA, a non-GAAP measure of earnings, represents net income before provision for income taxes, interest income, interest expense, depreciation and amortization. We define Adjusted EBITDA as EBITDA without giving effect to items including, but not limited to, the Delaware franchise tax, equity-based compensation, professional fees associated with acquisitions or financing transactions, gains on extinguishment of debt or other obligations related to acquisitions, impairment charges and losses on disposals or abandonment of assets and leaseholds, client reimbursements and fund redemption costs, severance and other similar expenses. We use this non-GAAP financial measure to assess the strength of our business. These adjustments and the non-GAAP financial measures that are derived from them provide supplemental information to analyze our business from period to period. Investors should consider these non-GAAP financial measures in addition to, and not as a substitute for, financial measures in accordance with GAAP. See “Supplemental Non-GAAP Financial Information” for a reconciliation of non-GAAP financial measures.

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% for the three months ended June 30, 2026 and 2025. Our average annual management fee was 0.34% for the six months ended June 30, 2026 and 2025. 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 six months ended June 30, 2026 and 2025. 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 related to average total assets under management was 0.36% and 0.34% for the three months ended September 30, 2026 and 2025, respectively. Our average annual management fee related to average total assets under management was 0.35% and 0.34% for the nine months ended September 30, 2026 and 2025, respectively. Our average annual management fee related to average discretionary assets under management was 0.54% and 0.52% for the three months ended September 30, 2026 and 2025, respectively. Our average annual management fee related to average discretionary assets under management was 0.53% and 0.52% for the nine months ended September 30, 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 and nine months ended September 30, 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 six months ended June 30, 2026 and 2025 are as follows:

Current wording

The components of our compensation expense for the three and nine months ended September 30, 2026 and 2025 are as follows:

Previous wording

For the three months ended June 30, 2026 and 2025, $7,389 and $6,826, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations. For the six months ended June 30, 2026 and 2025, $14,599 and $13,353, 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 September 30, 2026 and 2025, $7,900 and $7,775, 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, 2026 and 2025, $22,499 and $21,128, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations.

Previous wording

Our revenues for the three and six months ended June 30, 2026 and 2025 are set forth below:

Current wording

Our revenues for the three and nine months ended September 30, 2026 and 2025 are set forth below:

Previous wording

The growth in our assets under management during the three and six months ended June 30, 2026 and 2025 is described below:

Current wording

The growth in our assets under management during the three and nine months ended September 30, 2026 and 2025 is described below:

Previous wording

The Russell 2500 Index is a capitalization-weighted, unmanaged index that measures the 2500 smallest companies in the Russell 3000. The Russell 2500 Value Index is a capitalization-weighted, unmanaged index that includes those Russell 2000 Index companies with lower price-to-book ratios and lower expected growth values. The Russell 2500 Growth Index is a capitalization-weighted, unmanaged index that includes those Russell 2500 Index companies with higher price-to-book ratios and higher forecasted growth.

Current wording

The Russell 2500 Index is a capitalization-weighted, unmanaged index that measures the 2500 smallest companies in the Russell 3000. The Russell 2500 Value Index is a capitalization-weighted, unmanaged index that includes those Russell 2500 Index companies with lower price-to-book ratios and lower expected growth values. The Russell 2500 Growth Index is a capitalization-weighted, unmanaged index that includes those Russell 2500 Index companies with higher price-to-book ratios and higher forecasted growth.

Previous wording

Our total revenue increased by $0.1 million, or 0.4% to $30.8 million for the three months ended June 30, 2026 from $30.7 million for three months ended June 30, 2025. This increase was mainly due to market appreciation partially offset by net client outflows during the period.

Current wording

Our total revenue increased by $1.4 million, or 4.5% to $32.7 million for the three months ended September 30, 2026 from $31.3 million for three months ended September 30, 2025. This increase was mainly due to an increase in the average annual management fee.

Previous wording

Total assets under management increased by $0.3 billion, or 0.8%, to $37.0 billion at June 30, 2026 from $36.7 billion at June 30, 2025. The increase was a result of market appreciation of $3.5 billion and client inflows of $4.5 billion, partially offset by client outflows of $7.7 billion. During the three months ended June 30, 2026 as compared to March 31, 2026, there was an increase of $1.6 billion in discretionary assets under management and a decrease 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 June 30, 2026. Sub-advised fund management revenue remained flat at $0.2 million for the three months ended June 30, 2026 and June 30, 2025. Proprietary fund management revenue also remained flat at $0.7 million for the three months ended June 30, 2026 and June 30, 2025. With respect to our discretionary assets under management, equity assets increased by 10.6% during the three months ended June 30, 2026 and fixed income assets decreased by 3.9% during the same period. For the three months ended June 30, 2026, most of the increase in equity assets came from our focused innovation, small cap growth and smid growth strategies with composite returns of 52.9%, 48.9% and 33.1%, respectively. As of June 30, 2026, the composition of our assets under management was 67% in discretionary assets, which includes both separately managed accounts and proprietary and sub-advised funds, and 33% 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 decreased by $1.4 billion, or 3.7%, to $36.2 billion at September 30, 2026 from $37.6 billion at September 30, 2025. The decrease was a result of client outflows of $7.4 billion, partially offset by market appreciation of $1.1 billion and client inflows of $5.0 billion. During the three months ended September 30, 2026 as compared to June 30, 2026, there was a decrease of $0.9 billion in discretionary assets under management and an increase of $0.1 billion in non-discretionary assets under management. The decrease in assets under management was primarily due to market depreciation partially offset by net client inflows during the quarter ended September 30, 2026. Sub-advised fund management revenue remained flat at $0.2 million for the three months ended September 30, 2026 and September 30, 2025. Proprietary fund management revenue also remained flat at $0.7 million for the three months ended September 30, 2026 and September 30, 2025. With respect to our discretionary assets under management, equity assets decreased by 3.7% during the three months ended September 30, 2026 and fixed income assets decreased by 2.1% during the same period. For the three months ended September 30, 2026, most of the decrease in equity assets came from our focused opportunity, SMID cap value and small cap opportunity strategies with composite returns of (9.3%), (9.0%) and (8.1%), respectively. As of September 30, 2026, the composition of our assets under management was 66% in discretionary assets, which includes both separately managed accounts and proprietary and sub-advised funds, and 34% in non-discretionary assets which represent assets on which we provide portfolio reporting but do not have investment discretion.

Previous wording

Our total revenue increased by $0.1 million, or 0.2% to $62.2 million for the six months ended June 30, 2026 from $62.1 million for six months ended June 30, 2025. This increase was mainly due to market appreciation partially offset by net client outflows during the period.

Current wording

Our total revenue increased by $1.5 million, or 1.6% to $94.9 million for the nine months ended September 30, 2026 from $93.4 million for nine months ended September 30, 2025. This increase was mainly due to an increase in the average annual management fee.

Previous wording

Total assets under management increased by $0.3 billion, or 0.8%, to $37.0 billion at June 30, 2026 from $36.7 billion at June 30, 2025. The increase was a result of market appreciation of $3.5 billion and client inflows of $4.5 billion, partially offset by client outflows of $7.7 billion. During the six months ended June 30, 2026 as compared to December 31, 2025, total assets under management remained flat at $37.0 billion. There was an increase of $0.7 billion in discretionary assets under management and a decrease of $0.7 billion in non-discretionary assets under management. Sub-advised fund management revenue remained flat at $0.4 million for the six months ended June 30, 2026 and June 30, 2025. Proprietary fund management revenue also remained flat at $1.4 million for the six months ended June 30, 2026 and June 30, 2025. With respect to our discretionary assets under management, equity assets increased by 6.2% during the six months ended June 30, 2026 and fixed income assets decreased by 4.8% during the same period. For the six months ended June 30, 2026, most of the increase in equity assets came from our small cap growth, focused innovation and smid growth strategies with composite returns of 47.9%, 44.4% and 31.2%, respectively. As of June 30, 2026, the composition of our assets under management was 67% in discretionary assets, which includes both separately managed accounts and proprietary and sub-advised funds, and 33% 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 decreased by $1.4 billion, or 3.7%, to $36.2 billion at September 30, 2026 from $37.6 billion at September 30, 2025. The decrease was a result of client outflows of $7.4 billion, partially offset by market appreciation of $1.1 billion and client inflows of $5.0 billion. During the nine months ended September 30, 2026 as compared to December 31, 2025, total assets under management decreased by $0.8 billion, or 2.2%. There was a decrease of $0.2 billion in discretionary assets under management and a decrease of $0.6 billion in non-discretionary assets under management. Sub-advised fund management revenue increased by $0.1 million to $0.7 million for the nine months ended September 30, 2026 from $0.6 million for the nine months ended September 30, 2025. Proprietary fund management revenue decreased by $0.1 million to $2.0 million for the nine months ended September 30, 2026 from $2.1 million for the nine months ended September 30, 2025. With respect to our discretionary assets under management, equity assets increased by 2.2% during the nine months ended September 30, 2026 and fixed income assets decreased by 6.7% during the same period. For the nine months ended September 30, 2026, most of the increase in equity assets came from our small cap growth, focused innovation and energy infrastructure strategies with composite returns of 38.4%, 37.0% and 25.1%, respectively. As of September 30, 2026, the composition of our assets under management was 66% in discretionary assets, which includes both separately managed accounts and proprietary and sub-advised funds, and 34% in non-discretionary assets which represent assets on which we provide portfolio reporting but do not have investment discretion.

Previous wording

The following table represents a further breakdown of our assets under management as of the six months ended June 30, 2026 and 2025:

Current wording

The following table represents a further breakdown of our assets under management as of the nine months ended September 30, 2026 and 2025:

Previous wording

Our expenses for the three and six months ended June 30, 2026 and 2025 are set forth below:

Current wording

Our expenses for the three and nine months ended September 30, 2026 and 2025 are set forth below:

Previous wording

For the three months ended June 30, 2026 and 2025, $7,389 and $6,826, respectively, of partner incentive payments were included in cash compensation and benefits expense in the Condensed Consolidated Statements of Operations. For the six months ended June 30, 2026 and 2025, $14,599 and $13,353, 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 September 30, 2026 and 2025, $7,900 and $7,775, 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, 2026 and 2025, $22,499 and $21,128, 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 six months ended June 30, 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.

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 and nine months ended September 30, 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 $6.8 million, or 12.8%, to $60.0 million for the six months ended June 30, 2026 from $53.2 million for the six months ended June 30, 2025. This increase was attributable to increases in compensation and benefits expense of $3.9 million and general, administrative and other expenses of $2.8 million.

Current wording

Total expenses increased by $0.8 million, or 2.9%, to $30.8 million for the three months ended September 30, 2026 from $30.0 million for the three months ended September 30, 2025. This was attributable to a decrease in compensation and benefits expense of $0.5 million and an increase in general, administrative and other expenses of $1.3 million.

Previous wording

Compensation and benefits expense increased by $1.7 million, or 8.9% to $20.5 million for the three months ended June 30, 2026 from $18.8 million for the three months ended June 30, 2025. The increase was primarily attributable to increases in salaries and benefits of $0.4 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 $1.1 million, and equity-based compensation of $0.2 million.

Current wording

Compensation and benefits expense decreased by $0.5 million, or 2.1% to $21.2 million for the three months ended September 30, 2026 from $21.7 million for the three months ended September 30, 2025. The decrease was primarily attributable to decreases in the accrual for bonuses of $0.9 million and severance of $0.1 million, partially offset by increases in salaries and benefits of $0.2 million primarily as a result of merit-based increases and newly-hired staff, including our new staff in Ireland and in equity-based compensation of $0.3 million.

Previous wording

General and administrative expenses increased by $2.8 million, or 18.3%, to $18.3 million for the six months ended June 30, 2026 from $15.5 million for the six months ended June 30, 2025. This was primarily attributable to increases in professional fees of $1.6 million, occupancy and related costs of $0.3 million primarily related to new office space in Singapore, travel and entertainment expenses of $0.5 million, portfolio and systems expense of $0.5 million and depreciation and amortization of $0.1 million, partially offset by a decrease in recruiting costs of $0.1 million.

Current wording

General and administrative expenses increased by $1.3 million, or 16.0%, to $9.6 million for the three months ended September 30, 2026 from $8.3 million for the three months ended September 30, 2025. This was primarily attributable to increases in professional fees of $0.1 million, occupancy and related costs of $0.1 million primarily related to new office space in Singapore, travel and entertainment expenses of $0.5 million, portfolio and systems expense of $0.4 million, charitable donations of $0.1 million, business taxes of $0.1 million and depreciation and amortization of $0.1 million, partially offset by a decrease in recruiting costs of $0.1 million.

Previous wording

Total expenses increased by $3.2 million, or 12.0%, to $29.8 million for the three months ended June 30, 2026 from $26.6 million for the three months ended June 30, 2025. This increase was attributable to increases in compensation and benefits expense of $1.7 million and general, administrative and other expenses of $1.5 million.

Current wording

Total expenses increased by $7.6 million, or 9.2%, to $90.8 million for the nine months ended September 30, 2026 from $83.2 million for the nine months ended September 30, 2025. This increase was attributable to increases in compensation and benefits expense of $3.5 million and general, administrative and other expenses of $4.1 million.

Previous wording

Compensation and benefits expense increased by $3.9 million, or 10.5% to $41.6 million for the six months ended June 30, 2026 from $37.7 million for the six months ended June 30, 2025. The increase was primarily attributable to increases in salaries and benefits of $1.0 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 $2.3 million, equity-based compensation of $0.2 million and severance of $0.4 million.

Current wording

Compensation and benefits expense increased by $3.5 million, or 5.9% to $62.9 million for the nine months ended September 30, 2026 from $59.4 million for the nine months ended September 30, 2025. The increase was primarily attributable to increases in salaries and benefits of $1.2 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 $1.5 million, equity-based compensation of $0.5 million and severance of $0.3 million.

Previous wording

General and administrative expenses increased by $1.5 million, or 19.3%, to $9.3 million for the three months ended June 30, 2026 from $7.8 million for the three months ended June 30, 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 $0.2 million, portfolio and systems expense of $0.5 million and depreciation and amortization of $0.1 million, partially offset by a decrease in recruiting costs of $0.2 million.

Current wording

General and administrative expenses increased by $4.1 million, or 17.2%, to $27.8 million for the nine months ended September 30, 2026 from $23.7 million for the nine months ended September 30, 2025. This was primarily attributable to increases in professional fees of $1.7 million, occupancy and related costs of $0.4 million primarily related to new office space in Singapore, travel and entertainment expenses of $1.0 million, portfolio and systems expense of $0.9 million, business taxes of $0.1 million and depreciation and amortization of $0.2 million, partially offset by a decrease in recruiting costs of $0.2 million.

Previous wording

Total other income (expense) net decreased to other income of $0.1 million for the three months ended June 30, 2026 from other income of $0.2 million for the three months ended June 30, 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 gain on investments relates to our seed investment in an Australian trust.

Current wording

Total other income (expense) net decreased to other expense of $31 thousand for the three months ended September 30, 2026 from other income of $0.1 million for the three months ended September 30, 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 gain on investments relates to our seed investment in an Australian trust.

Previous wording

Total other income (expense) net decreased to other expense of $0.2 million for the six months ended June 30, 2026 from other income of $0.4 million for the six months ended June 30, 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 gain on investments relates to our seed investment in an Australian trust.

Current wording

Total other income (expense) net decreased to other expense of $0.2 million for the nine months ended September 30, 2026 from other income of $0.6 million for the nine months ended September 30, 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 gain on investments relates to our seed investment in an Australian trust.

Previous wording

The provision for income taxes was $0.5 million and $1.1 million for the three months ended June 30, 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 June 30, 2026 and 2025 was 53.9% and 25.2%, respectively.

Current wording

The provision for income taxes was $0.6 million and $0.4 million for the three months ended September 30, 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 September 30, 2026 and 2025 was 35.0% and 26.4%, respectively.

Previous wording

The provision for income taxes was $1.1 million and $2.2 million for the six months ended June 30, 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 six months ended June 30, 2026 and 2025 was 51.5% and 24.0%, respectively.

Current wording

The provision for income taxes was $1.7 million and $2.6 million for the nine months ended September 30, 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 nine months ended September 30, 2026 and 2025 was 43.7% and 24.3%, respectively.

Previous wording

We define Adjusted EBITDA as EBITDA without giving effect to the Delaware franchise tax, professional fees associated with acquisitions or financing transactions, gains on extinguishment of debt or other obligations related to acquisitions, impairment charges and losses on disposals or abandonment of assets and leaseholds, client reimbursements and fund redemption costs, severance and other similar expenses, but including partner incentive allocations, prior to our initial public offering, as an expense. We believe that it is important to management and investors to supplement our Condensed Consolidated Financial Statements presented on a GAAP basis with Adjusted EBITDA, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring earnings of the Company, taking into account earnings attributable to both Class A and Class B stockholders.

Current wording

We define Adjusted EBITDA as EBITDA without giving effect to the Delaware franchise tax, equity-based compensation, professional fees associated with acquisitions or financing transactions, gains on extinguishment of debt or other obligations related to acquisitions, impairment charges and losses on disposals or abandonment of assets and leaseholds, client reimbursements and fund redemption costs, severance and other similar expenses. We believe that it is important to management and investors to supplement our Condensed Consolidated Financial Statements presented on a GAAP basis with Adjusted EBITDA, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring earnings of the Company, taking into account earnings attributable to both Class A and Class B stockholders.

Previous wording

Adjusted Net Income represents recurring net income without giving effect to professional fees associated with acquisitions or financing transactions, losses on forgiveness of notes receivable from our partners, gains on extinguishment of debt or other obligations related to acquisitions, impairment charges and losses on disposals or abandonment of assets and leaseholds, client reimbursements and fund redemption costs, severance and other similar expenses. Furthermore, Adjusted Net Income includes income tax expense assuming a blended corporate rate of 26%. We believe that it is important to management and investors to supplement our Condensed Consolidated Financial Statements presented on a GAAP basis with Adjusted Net Income, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring income of the Company, taking into account income attributable to both Class A and Class B stockholders.

Current wording

Adjusted Net Income represents recurring net income without giving effect to the Delaware franchise tax, professional fees associated with acquisitions or financing transactions, losses on forgiveness of notes receivable from our partners, gains on extinguishment of debt or other obligations related to acquisitions, impairment charges and losses on disposals or abandonment of assets and leaseholds, client reimbursements and fund redemption costs, severance and other similar expenses. Furthermore, Adjusted Net Income includes income tax expense assuming a blended corporate rate of 26%. We believe that it is important to management and investors to supplement our Condensed Consolidated Financial Statements presented on a GAAP basis with Adjusted Net Income, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring income of the Company, taking into account income attributable to both Class A and Class B stockholders.

Previous wording

For the three months ended June 30, 2026, represents an ASC 842 rent adjustment of $48 related to the amortization of property lease incentives, legal and other professional fees of $274 related to international initiatives, the accrual for an earnout bonus of $344 and the add back of an unrealized gain on the Australian trust of $166. For the six months ended June 30, 2026, represents an ASC 842 rent adjustment of $96 related to the amortization of property lease incentives, legal and other professional fees of $322 related to 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 $674 and the add back of an unrealized gain on the Australian trust of $87.

Current wording

For the three months ended September 30, 2026, represents an ASC 842 rent adjustment of $48 related to the amortization of property lease incentives, legal and other professional fees of $170 related to international initiatives, the accrual for an earnout bonus of $477 and the deduction of an unrealized gain on the Australian trust of $11. For the nine months ended September 30, 2026, represents an ASC 842 rent adjustment of $144 related to the amortization of property lease incentives, legal and other professional fees of $492 related to 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 $1,151 and the deduction of an unrealized gain on the Australian trust of $98.

Previous wording

For the three months ended June 30, 2025, represents an ASC 842 rent adjustment of $48 related to the amortization of property lease incentives, legal fees of $84 related to our application for licensure in the European Union (the “EU”) and rent expense of $12. For the six months ended June 30, 2025, represents an ASC 842 rent adjustment of $96 related to the amortization of property lease incentives, legal fees of $84 related to our application for licensure in the EU, sign-on bonuses paid to certain employees of $62 and rent expense of $12.

Current 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.

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 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 18, 2025. Additionally, the quarterly installments due upon termination of the term loan commitment were revised to equal 5% of the aggregate principal amount of term loans …

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 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 18, 2025. Additionally, the quarterly installments due upon termination of the term loan commitment were revised to equal 5% of the aggregate principal amount of term loans …

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 $___ 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 $9.6 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.

Previous wording

The following table sets forth our cash flows for the six months ended June 30, 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.

Current wording

The following table sets forth our cash flows for the nine months ended September 30, 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 six months ended June 30, 2026 and 2025, operating activities used $16.7 million and $10.9 million, respectively. This difference is primarily the result of a decrease in net income of $6.1 million and changes in deferred tax expense of $0.2 million, operating lease liabilities of $0.5 million, distributions received from investment funds of $0.3 million, accounts payable and accrued expenses of $1.1 million, prepaid expenses and other assets of $0.2 million, unrealized gain on investments of $0.1 million related to our seed investment in the Australian trust and accrued compensation of $1.4 million, partially offset by changes in equity-based compensation of $0.2 million, depreciation and amortization of $0.1 million, non-cash lease expense of $0.5 million and accounts receivable and due from Silvercrest Funds of $3.2 million.

Current wording

For the nine months ended September 30, 2026 and 2025, operating activities used $4.2 million and provided $3.7 million, respectively. This difference is primarily the result of a decrease in net income of $6.0 million and changes in deferred tax expense of $0.4 million, operating lease liabilities of $1.7 million, distributions received from investment funds of $0.3 million, accounts payable and accrued expenses of $1.7 million, prepaid expenses and other assets of $0.3 million, unrealized gain on investments of $0.1 million related to our seed investment in the Australian trust and accrued compensation of $2.8 million, partially offset by changes in equity-based compensation of $0.5 million, depreciation and amortization of $0.2 million, non-cash lease expense of $1.7 million and accounts receivable and due from Silvercrest Funds of $3.0 million.

Previous wording

For the six months ended June 30, 2026 and 2025, investing activities used $3.0 million and $0.9 million, respectively. During the six months ended June 30, 2026, $1.1 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 six months ended June 30, 2025 was for the acquisition of furniture and equipment and for leasehold improvements.

Current wording

For the nine months ended September 30, 2026 and 2025, investing activities used $5.0 million and $1.7 million, respectively. During the nine months ended September 30, 2026, $3.1 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 for investing activities during the nine months ended September 30, 2025 was for the acquisition of furniture and equipment and for leasehold improvements.

Previous wording

During the six months ended June 30, 2026 and 2025, financing activities used $3.5 million and $26.8 million, respectively. During the six months ended June 30, 2026, the Company borrowed $6.0 million and repaid $0.5 million under its term credit facility with City National Bank. Distributions to partners during the six months ended June 30, 2026 and 2025 were $4.0 million and $4.2 million, respectively. During the six months ended June 30, 2026 and 2025, the Company paid dividends of $3.2 million and $3.7 million, respectively, to Class A shareholders. During the six months ended June 30, 2026 and 2025, we purchased approximately 119,000 and 1,226,000 shares of Class A common stock of Silvercrest Asset Management Group Inc., respectively, at a cost of $1.9 million and $18.9 million, respectively.

Current wording

During the nine months ended September 30, 2026 and 2025, financing activities used $6.8 million and $34.5 million, respectively. During the nine months ended September 30, 2026, the Company borrowed $6.0 million and repaid $1.0 million under its term credit facility with City National Bank. Distributions to partners during the nine months ended September 30, 2026 and 2025 were $5.2 million and $5.7 million, respectively. During the nine months ended September 30, 2026 and 2025, the Company paid dividends of $4.8 million and $5.4 million, respectively, to Class A shareholders. During the nine months ended September 30, 2026 and 2025, we purchased approximately 119,000 and 1,504,000 shares of Class A common stock of Silvercrest Asset Management Group Inc., respectively, at a cost of $1.9 million and $23.7 million, respectively.

Previous wording

As of June 30, 2026 and December 31, 2025, we had $9.5 million and $4.0 million, respectively, outstanding under the term loan with City National Bank.

Current wording

As of September 30, 2026 and December 31, 2025, we had $9.0 million and $4.0 million, respectively, outstanding under the term loan with City National Bank.

Previous wording

There have been no changes to our critical accounting policies during the six months ended June 30, 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.

Current wording

There have been no changes to our critical accounting policies during the nine months ended September 30, 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

As substantially all our assets under management are valued by independent pricing services based upon observable market prices or inputs, we believe market risk is the most significant risk underlying valuation of our assets under management, as discussed under the heading “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2025 and Item 3. “– Qualitative and Quantitative Disclosures Regarding Market Risk.”

Current wording

As substantially all our assets under management are valued by independent pricing services based upon observable market prices or inputs, we believe market risk is the most significant risk underlying valuation of our assets under management, as discussed under the heading “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2025 and Item 3. “– Qualitative and Quantitative Disclosures About Market Risk.”