Ridgepost Capital, Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-07.
0001193125-26-340176
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001193125-26-449297
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 141 previous paragraphs and 141 current paragraphs.
99 unchanged; 40 reworded; 2 added; 2 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 6 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (2)
Current report
For the three and nine months ended September 30, 2026 and September 30, 2025.
Current report
Compensation and benefits expense decreased by $0.2 million, or 1%, to $42.1 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This was driven by $3.0 million less of stock compensation expense recognized in the three months ended September 30, 2026 as compared to the three months ended September 30, 2026 primarily related to the 2025 grant of Additional Bonaccord Units stock compensation expense being recognized with the tranche method. This decrease was offset by a $5.1 million increase in general compensation expense in the three months ended September 30, 2026 compared to the three months ended September 30, 2025 related to an increase in headcount primarily related to the Stellus acquisition and associated benefits and merit-based compensation to retain and motivate talent across the Company. Additionally, a nonrecurring retirement transition payment was recognized in the three months ended September 30, 2025 of $2.0 million that offset the the increase in compensation in 2026 due to headcount.
Removed paragraphs (2)
Previous report
For the three and six months ended June 30, 2026 and June 30, 2025.
Previous report
Compensation and benefits expense increased by $8.0 million, or 12%, to $77.2 million, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This was driven by a $2.5 million increase in compensation expense due to the second tranche of the WTI earn-out no longer being probable of achievement in the six months ended June 30, 2025 paired with a $0.4 million increase in stock compensation, primarily driven by an increase in average outstanding unvested management stock awards. Additionally, this increase was paired with a $5.1 million increase in general compensation expense in the six months ended June 30, 2026 compared to the six months ended June 30, 2025 related to an increase in headcount and associated benefits across the Company, as well as merit-based compensation to retain and motivate talent across the Company.
Reworded paragraphs (40)
Previous wording
Private Equity Solutions (PES). Under PES, we make direct and indirect investments in middle and lower- middle market private equity across North America and Europe. PES also makes minority equity investments in a diversified portfolio of mid-sized managers across private equity, private credit, real estate and real assets. The PES investment team, which is comprised of 66 investment professionals with an average of 23+ years of experience, has deep and long-standing investor and fund manager relationships in the middle and lower-middle market which it has cultivated since inception in 2001, including over 3,800 investors, 330 fund managers, 570 private market funds and 5,600 portfolio companies. We have 71 active investment vehicles. PES occupies a differentiated position within the private markets ecosystem helping our investors access, perform due diligence, analyze and invest in what we believe are attractive middle and lower-middle market private equity opportunities. We are further differentiated by the scale, depth, diversity, and accuracy of our constantly expanding proprietary private markets database that contains comprehensive information on more than 6,700 investment firms, 11,800 funds, 52,700 individual transactions, 34,300 private companies and 556,000 financial metrics. As of June 30, 2026, PES has raised over a total of $25 billion in assets under management ("AUM"), of which $18.3 billion are Fee-Paying Assets Under Management ("FPAUM"). AUM reflects the assets that we manage, and is calculated as the sum of: (i) net asset value ("NAV") of our clients' and funds' underlying investments as of the most recently available date; (ii) drawn and undrawn debt (excluding capital call lines); (iii) uncalled capital commitments (net of deferred purchase price and not in excess of total capital commitments, as applicable) as of the NAV record date; (iv) incremental commitments raised since NAV record date. In situations where NAV data is not available, such as with certain advisory relationships, we use FPAUM.
Current wording
Private Equity Solutions (PES). Under PES, we make direct and indirect investments in middle and lower- middle market private equity across North America and Europe. PES also makes minority equity investments in a diversified portfolio of mid-sized managers across private equity, private credit, real estate and real assets. The PES investment team, which is comprised of 68 investment professionals with an average of 23+ years of experience, has deep and long-standing investor and fund manager relationships in the middle and lower-middle market which it has cultivated since inception in 2001, including over 3,800 investors, 340 fund managers, 700 private market funds and 5,600 portfolio companies. PES occupies a differentiated position within the private markets ecosystem helping our investors access, perform due diligence, analyze and invest in what we believe are attractive middle and lower-middle market private equity opportunities. We are further differentiated by the scale, depth, diversity, and accuracy of our constantly expanding proprietary private markets database that contains comprehensive information on more than 6,800 investment firms, 11,800 funds, 64,000 individual transactions, 35,300 private companies and 546,000 financial metrics. As of September 30, 2026, PES has raised over a total of $25 billion in assets under management ("AUM"), of which $18.3 billion are Fee-Paying Assets Under Management ("FPAUM"). AUM reflects the assets that we manage, and is calculated as the sum of: (i) net asset value ("NAV") of our clients' and funds' underlying investments as of the most recently available date; (ii) drawn and undrawn debt (excluding capital call lines); (iii) uncalled capital commitments (net of deferred purchase price and not in excess of total capital commitments, as applicable) as of the NAV record date; (iv) incremental commitments raised since NAV record date. In situations where NAV data is not available, such as with certain advisory relationships, we use FPAUM.
Previous wording
Venture Capital Solutions (VCS). Under VCS, we make investments in venture capital funds across North America and specialize in targeting high-performing, access-constrained opportunities. The VCS investment team, which is comprised of 15 investment professionals with an average of 19+ years of experience, has deep and long-standing investor and fund manager relationships in the venture market which it has cultivated since inception in 2007, including over 2,210 investors, 125 fund managers, 140 direct investments, 480 private market funds and 17,300 portfolio companies. We have 24 active investment vehicles. Our VCS solution is differentiated by our innovative strategic partnerships and our vantage point within the venture capital and technology ecosystems, maximizing advantages for our investors. In addition, since 2011, we have partnered with Forbes to publish the Midas List, a ranking of the top value-creating venture capitalists. As of June 30, 2026, VCS has raised over a total of $15 billion AUM, of which $8.2 billion are FPAUM.
Current wording
Venture Capital Solutions (VCS). Under VCS, we make investments in venture capital funds across North America and specialize in targeting high-performing, access-constrained opportunities. The VCS investment team, which is comprised of 14 investment professionals with an average of 19+ years of experience, has deep and long-standing investor and fund manager relationships in the venture market which it has cultivated since inception in 2007, including over 2,280 investors, 125 fund managers, 150 direct investments, 500 private market funds and 17,800 portfolio companies. Our VCS solution is differentiated by our innovative strategic partnerships and our vantage point within the venture capital and technology ecosystems, maximizing advantages for our investors. In addition, since 2011, we have partnered with Forbes to publish the Midas List, a ranking of the top value-creating venture capitalists. As of September 30, 2026, VCS has raised over a total of $17 billion AUM, of which $8.7 billion are FPAUM.
Previous wording
Private Credit Solutions (PCS). Under PCS, we primarily make debt investments across North America, targeting lower middle market companies owned by leading financial sponsors and also offer certain private equity solutions. PCS also provides loans to mid-life, growth equity, venture and other funds backed by the unrealized investments at the fund level and provides financing for companies that would otherwise require equity. The PCS investment team, which is comprised of 70 investment professionals with an average of 26+ years of experience, has deep and long-standing relationships in the private credit market which it has cultivated since inception in 1980, including over 540 investors across 57 active investment vehicles and over 1,800 portfolio companies with over $10.7 billion of capital deployed. Our PCS is differentiated by our relationship-driven sourcing approach providing capital solutions for growth-oriented companies. We are further synergistically strengthened by our PCS network of fund managers, characterized by more than 630 credit opportunities annually. We currently maintain over 170 active sponsor relationships and have over 250 platform investments. Within PCS, the Company makes investments that support historic building preservation, brownfield site remediation, and renewable energy projects, as well as provide capital to small businesses in underserved communities. These investments are differentiated in both the breadth of impact areas served, the type of capital deployed and the duration of the impact investing track record. As of June 30, 2026, PCS has raised over a total of $11 billion AUM, of which $7.8 billion are FPAUM. Of the total AUM, impact assets represent $5.0 billion invested in over 1,000 projects and businesses across 40 states, Washington DC, and Puerto Rico, not including investments made by non-impact affiliates. Investments in clean energy have generated an estimated 4,000 GWh of renewable energy from inception to December 31, 2025.
Current wording
Private Credit Solutions (PCS). Under PCS, we primarily make debt investments across North America, targeting lower middle market companies owned by leading financial sponsors and also offer certain private equity solutions. PCS also provides loans to mid-life, growth equity, venture and other funds backed by the unrealized investments at the fund level and provides financing for companies that would otherwise require equity. The PCS investment team, which is comprised of 70 investment professionals with an average of 26+ years of experience, has deep and long-standing relationships in the private credit market which it has cultivated since inception in 1980, including over 540 investors across active investment vehicles and over 1,800 portfolio companies with over $11.1 billion of capital deployed. Our PCS is differentiated by our relationship-driven sourcing approach providing capital solutions for growth-oriented companies. We are further synergistically strengthened by our PCS network of fund managers, characterized by more than 680 credit opportunities annually. We currently maintain over 170 active sponsor relationships and have over 250 platform investments. Within PCS, the Company makes investments that support historic building preservation, brownfield site remediation, and renewable energy projects, as well as provide capital to small businesses in underserved communities. These investments are differentiated in both the breadth of impact areas served, the type of capital deployed and the duration of the impact investing track record. As of September 30, 2026, PCS has raised over a total of $11 billion AUM, of which $8.1 billion are FPAUM. Of the total AUM, impact assets represent $4.8 billion invested in over 1,000 projects and businesses across 40 states, Washington DC, and Puerto Rico, not including investments made by non-impact affiliates. Investments in clean energy have generated an estimated 4,000 GWh of renewable energy from inception to December 31, 2025.
Previous wording
Primary Investment Funds. Primary investment funds refer to investment vehicles which target investments in new private markets funds, which in turn invest directly in portfolio companies. Ridgepost’s primary investment funds include both commingled investment vehicles with multiple investors as well as customizable separate accounts, which typically include one investor. Primary investments are made during a fundraising period in the form of capital commitments, which are called upon by the fund manager and utilized to finance its investments in portfolio companies during a predefined investment period. We receive a fee stream that is typically based on our investors' committed, locked-in capital, with capital commitments that typically average ten to fifteen years, though they may vary by fund and strategy. We offer primary investment funds across private equity and venture capital solutions. Often, the fees are structured such that they step down, or decrease, over the life of the fund. Our primary funds comprise approximately $16.9 billion of our FPAUM as of June 30, 2026.
Current wording
Primary Investment Funds. Primary investment funds refer to investment vehicles which target investments in new private markets funds, which in turn invest directly in portfolio companies. Ridgepost’s primary investment funds include both commingled investment vehicles with multiple investors as well as customizable separate accounts, which typically include one investor. Primary investments are made during a fundraising period in the form of capital commitments, which are called upon by the fund manager and utilized to finance its investments in portfolio companies during a predefined investment period. We receive a fee stream that is typically based on our investors' committed, locked-in capital, with capital commitments that typically average ten to fifteen years, though they may vary by fund and strategy. We offer primary investment funds across private equity and venture capital solutions. Often, the fees are structured such that they step down, or decrease, over the life of the fund. Our primary funds comprise approximately $17.2 billion of our FPAUM as of September 30, 2026.
Previous wording
Direct and Co-Investment Funds. Direct and co-investments involve acquiring an equity interest in or making a loan to an operating company, project, property, alternative asset manager, or asset, typically by co-investing alongside an investment by a fund manager or by investing directly in the underlying asset. Ridgepost’s direct and co- investment funds include both commingled investment vehicles with multiple investors as well as customizable separate accounts, which typically include one investor. Capital committed to direct investments and co-investments is typically invested immediately, thereby advancing the timing of expected returns on investment. We typically receive fees from investors based upon committed capital, with some funds receiving fees based on invested capital. Capital commitments from investors typically average ten to fifteen years, though they may vary by fund. We offer direct and co-investment funds across our private equity, venture capital, and private credit solutions. Often, the fees are structured such that they step down, or decrease, over the life of the fund. Our direct investing platform comprises approximately $14.0 billion of our FPAUM as of June 30, 2026.
Current wording
Direct and Co-Investment Funds. Direct and co-investments involve acquiring an equity interest in or making a loan to an operating company, project, property, alternative asset manager, or asset, typically by co-investing alongside an investment by a fund manager or by investing directly in the underlying asset. Ridgepost’s direct and co- investment funds include both commingled investment vehicles with multiple investors as well as customizable separate accounts, which typically include one investor. Capital committed to direct investments and co-investments is typically invested immediately, thereby advancing the timing of expected returns on investment. We typically receive fees from investors based upon committed capital, with some funds receiving fees based on invested capital. Capital commitments from investors typically average ten to fifteen years, though they may vary by fund. We offer direct and co-investment funds across our private equity, venture capital, and private credit solutions. Often, the fees are structured such that they step down, or decrease, over the life of the fund. Our direct investing platform comprises approximately $14.5 billion of our FPAUM as of September 30, 2026.
Previous wording
Secondary Investment Funds. Secondary investment funds refer to investments in existing private markets funds through the acquisition of an existing interest in a private markets fund by one investor from another in a negotiated transaction. In so doing, the buyer agrees to take on future funding obligations in exchange for future returns and distributions. Because secondary investment funds are generally made when a primary investment fund is three to seven years into its investment period and has deployed a significant portion of its capital into portfolio companies, these investments are viewed as more mature. We typically receive fees from investors on committed capital for a decade, the typical life of the fund. We currently offer secondary investment funds across our private equity solutions. Often, the fees are structured such that they step down, or decrease, over the life of the fund. Our secondary investment funds comprise approximately $3.4 billion of our FPAUM as of June 30, 2026.
Current wording
Secondary Investment Funds. Secondary investment funds refer to investments in existing private markets funds through the acquisition of an existing interest in a private markets fund by one investor from another in a negotiated transaction. In so doing, the buyer agrees to take on future funding obligations in exchange for future returns and distributions. Because secondary investment funds are generally made when a primary investment fund is three to seven years into its investment period and has deployed a significant portion of its capital into portfolio companies, these investments are viewed as more mature. We typically receive fees from investors on committed capital for a decade, the typical life of the fund. We currently offer secondary investment funds across our private equity solutions. Often, the fees are structured such that they step down, or decrease, over the life of the fund. Our secondary investment funds comprise approximately $3.5 billion of our FPAUM as of September 30, 2026.
Previous wording
Interest expense, net includes interest paid and accrued on our outstanding debt, along with the amortization of deferred financing costs. Other income includes any income/(loss) from unconsolidated subsidiaries, interest income earned from bank accounts across management companies, the loss recognized for the conversion of the right to receive 15% of net management fee earnings to a 15% equity interest in Bonaccord, remeasurement of the contingent loss related to the Clifford Guarantee, and accrued expenses related to litigation and regulatory activity as necessary, which would be discussed in Note 14 of our consolidated financial statements.
Current wording
Interest expense, net includes interest paid and accrued on our outstanding debt, along with the amortization of deferred financing costs. Other income includes any income/(loss) from unconsolidated subsidiaries, interest income earned from bank accounts across management companies, the loss recognized for the conversion of the right to receive 15% of net management fee earnings to a 15% equity interest in Bonaccord, remeasurement of the contingent loss related to the Clifford Guarantee, and accrued expenses related to dispute resolution, litigation, and regulatory activity as necessary, which would be discussed in Note 14 of our consolidated financial statements.
Previous wording
Income tax expense is comprised of current and deferred tax expense. Current income tax expense represents our estimated taxes to be paid or refunded for the current period. In accordance with ASC 740, Income Taxes, we recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount we believe is more likely than not to be realized. The Company expects to fully utilize the net operating losses and become a federal taxpayer in 2026.
Current wording
Income tax expense is comprised of current and deferred tax expense. Current income tax expense represents our estimated taxes to be paid or refunded for the current period. In accordance with ASC 740, Income Taxes, we recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount we believe is more likely than not to be realized. In anticipation of fully utilizing its net operating losses in 2026, the Company has been making federal estimated tax payments.
Previous wording
Our revenue is composed almost entirely of recurring management and advisory fees, with the vast majority of fees earned on committed capital that is typically subject to ten-to-fifteen-year lock-up agreements; therefore our average fee rates have remained stable at approximately 1% of average FPAUM for the three months ended June 30, 2026 and June 30, 2025. For the three months ended June 30, 2026 compared to the three months ended June 30, 2025, revenues increased by $8.2 million or 11% due to higher management and advisory fees across the Company.
Current wording
Our revenue is composed almost entirely of recurring management and advisory fees, with the vast majority of fees earned on committed capital that is typically subject to ten-to-fifteen-year lock-up agreements; therefore our average fee rates have remained stable at approximately 1% of average FPAUM for the three months ended September 30, 2026 and September 30, 2025. For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, revenues increased by $13.0 million or 17% due to the Stellus acquisition in June 2026 paired with higher management and advisory fees across the Company.
Previous wording
Management and advisory fees increased by $8.0 million, or 11%, to $79.5 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 primarily due to continued fundraising and deployed capital and 19% growth in average FPAUM across the Company. The acquisition of Stellus is included in the second quarter of 2026 but is nominal in impact as Stellus was only included for eight days of the quarter. Catch-up fees for the three months ended June 30, 2026 were $2.2 million. Catch-up fees are associated with the fund closings at Bonaccord, Qualitas, RCP, and TrueBridge.
Current wording
Management and advisory fees increased by $13.0 million, or 18%, to $87.3 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025 primarily due to the Stellus acquisition completed in June 2026. Catch-up fees for the three months ended September 30, 2026 were $2.5 million. Catch-up fees are associated with the fund closings at Bonaccord, Qualitas, RCP, and TrueBridge.
Previous wording
Our revenue is composed almost entirely of recurring management and advisory fees, with the vast majority of fees earned on committed capital that is typically subject to ten-to-fifteen-year lock-up agreements; therefore our average fee rates have remained stable at approximately 1% for the six months ended June 30, 2026 and June 30, 2025. For the six months ended June 30, 2026 compared to the six months ended June 30, 2025, revenues increased by $15.6 million or 11% primarily due to higher management and advisory fees across the Company.
Current wording
Our revenue is composed almost entirely of recurring management and advisory fees, with the vast majority of fees earned on committed capital that is typically subject to ten-to-fifteen-year lock-up agreements; therefore our average fee rates have remained stable at approximately 1% for the nine months ended September 30, 2026 and September 30, 2025. For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, revenues increased by $28.6 million or 13% primarily due to higher management and advisory fees across the Company as well as the Stellus acquisition completed in June 2026.
Previous wording
Management and advisory fees increased by $14.9 million, or 11%, to $153.1 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. The growth in management and advisory fees is primarily attributable to continued success in fundraising and deploying capital. Catch-up fees for the six months ended June 30, 2026 were $3.0 million associated with the fund closings at Bonaccord, Qualitas, RCP, and TrueBridge.
Current wording
Management and advisory fees increased by $27.9 million, or 13%, to $240.5 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. The growth in management and advisory fees is primarily attributable to continued success in fundraising and deploying capital. Additionally, the Stellus acquisition completed in June 2026 contributed to the increase in the Company's management and advisory fees. Catch-up fees for the nine months ended September 30, 2026 were $5.5 million associated with the fund closings at Bonaccord, Qualitas, RCP, and TrueBridge.
Previous wording
Other revenues increased by $0.7 million or 32% to $2.8 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 primarily driven by an increase of $0.5 million of income associated with ancillary services performed for certain funds in other revenue.
Current wording
Other revenues increased by $0.7 million or 18% to $4.4 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025 primarily driven by an increase of $0.6 million of income associated with ancillary services performed for certain funds in other revenue.
Previous wording
Total operating expenses increased by $8.2 million, or 15%, to $63.2 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This increase was primarily due to an increase in remeasurement of contingent consideration expense, general, administrative, and other expenses, as well as compensation and benefits expense, offset by slight decreases in professional fees and amortization of intangibles.
Current wording
Total operating expenses decreased by $1.8 million, or 3%, to $63.5 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This decrease was primarily due to a decrease in professional fees, remeasurement of contingent consideration, as well as compensation and benefits expense, offset by slight increases in general, administrative, and other as well as amortization of intangibles.
Previous wording
Professional fees decreased by $0.7 million, or 10%, to $6.1 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This was primarily driven by a decrease in legal fees associated with the Company's strategic transactions along with acquisition activity in the three months ended June 30, 2025 compared to the legal fees associated primarily with the Company's acquisition activity in the three months ended June 30, 2026.
Current wording
Professional fees decreased by $1.9 million, or 30%, to $4.6 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This was primarily driven by a decrease in legal fees associated with the Company's strategic transactions in the three months ended September 30, 2025 compared to the legal fees associated primarily with the Company's due diligence of strategic transaction activity in the three months ended September 30, 2026.
Previous wording
Remeasurement of contingent consideration expense increased by $1.1 million to $2.2 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This was primarily driven by the remeasurement of the Qualitas earnout, related to the Qualitas acquisition in April 2025.
Current wording
Remeasurement of contingent consideration expense decreased by $0.7 million to $0.5 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This was driven by the fair value remeasurement of the Qualitas earnout for the three months ended September 30, 2025 compared to the fair value remeasurement of the Qualitas and Stellus earnout for the three months ended September 30, 2026.
Previous wording
General, administrative, and other increased by $1.5 million, or 17%, to $10.3 million, due primarily to placement agent fees due to successful fundraising across the Company, as well as increases in ongoing enhancements to infrastructure, technology, and security, and additional rent expense as well as associated office maintenance.
Current wording
General, administrative, and other increased by $0.6 million, or 7%, to $9.7 million, due primarily to placement agent fees due to successful fundraising across the Company, as well as increases in ongoing enhancements to infrastructure, technology, and security, and additional rent expense as well as associated office maintenance.
Previous wording
Amortization of intangibles decreased by $0.3 million, or 5%, to $5.8 million, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. This was due to decreases at ECG, Five Points, RCP, TrueBridge, and WTI. The decrease at ECG is driven by unique syndication contracts and advisory contracts' amortization schedule, which is based on projected revenues at the time of acquisition. The decreases at Five Points, RCP, TrueBridge, and WTI are driven by asset management fee contracts' amortization schedule, which is based on projected revenues at the time of acquisition. These decreases were offset by the additional intangible asset amortization associated with the Qualitas acquisition in April 2025.
Current wording
Amortization of intangibles increased by $0.4 million, or 7%, to $6.6 million, for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. This increase was driven by the additional intangible asset amortization associated with the Stellus acquisition in June 2026. This increase was offset by decreases at ECG, Five Points, RCP, TrueBridge, and WTI. The decrease at ECG is driven by unique syndication contracts and advisory contracts' amortization schedule, which is based on projected revenues at the time of acquisition. The decreases at Five Points, RCP, TrueBridge, and WTI are driven by asset management fee contracts' amortization schedule, which is based on projected revenues at the time of acquisition.
Previous wording
Total operating expenses increased by $7.2 million, or 6%, to $118.6 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This increase was due to increases in compensation and benefits as well as general, administrative and other expense, offset by decreases in professional fees, remeasurement of contingent consideration, amortization of intangibles and strategic alliance expense.
Current wording
Total operating expenses increased by $5.4 million, or 3%, to $182.0 million for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This increase was due to increases in compensation and benefits as well as general, administrative and other expense, offset by decreases in professional fees, remeasurement of contingent consideration, and strategic alliance expense.
Previous wording
Compensation and benefits expense increased by $6.6 million, or 21%, to $38.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This was primarily driven by a $6.0 million increase in compensation expense due to the reversal of expense related to the second hurdle of the WTI earnout no longer being probable of achievement for the three months ended June 30, 2025. Additionally, this increase was paired with a $2.5 million increase in general compensation expense in the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This increase was offset by a $1.9 million decrease in stock compensation primarily related to the 2025 grant of Additional Bonaccord Units stock compensation expense being recognized with the tranche method, which had a decrease in expense in the three months ended June 30, 2026 compared to the three months ended June 30, 2025.
Current wording
Compensation and benefits expense increased by $7.8 million, or 7%, to $119.3 million, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This was driven by an additional $2.0 million in compensation expense in the current year due to the earnout reversal associated with the second tranche of the WTI earn-out no longer being probable of achievement in the nine months ended September 30, 2025 paired with an increase of $8.4 million of general compensation expense in the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The general compensation expense increase is attributable to an increase in headcount primarily related to the Stellus acquisition as well as benefits and merit-based compensation to retain and motivate talent across the Company. This increase was offset by a $2.4 million decrease in stock compensation primarily related to the 2025 grant of Additional Bonaccord Units stock compensation expense being recognized with the tranche method, which had a decrease in expense in the nine months ended September 30, 2026 compared to the nine months ended September 30, 2026.
Previous wording
Professional fees decreased by $1.4 million, or 10%, to $11.9 million. The primary driver for the decrease in professional fees for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 was a decrease in legal expenses associated with acquisition activity and other strategic transactions during the six months ended June 30, 2026 compared to the legal fees associated with the Company's acquisition activity and other strategic transactions in the three months ended June 30, 2025.
Current wording
Professional fees decreased by $3.3 million, or 17%, to $16.5 million. The primary driver for the decrease in professional fees for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025 was a decrease in legal expenses associated with acquisition activity and other strategic transactions during the nine months ended September 30, 2026 compared to the legal fees associated with the Company's acquisition activity and other strategic transactions in the nine months ended September 30, 2025.
Previous wording
Remeasurement of contingent consideration decreased by $2.9 million to a gain of $1.8 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This was primarily driven by updated assumptions associated with the Qualitas earnout.
Current wording
Remeasurement of contingent consideration decreased by $3.6 million to a gain of $1.3 million for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This was primarily driven by updated assumptions associated with the Qualitas earnout.
Previous wording
General, administrative and other increased by $4.4 million, or 28%, to $20.0 million, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This was primarily driven by placement agent fees due to successful fundraising across the Company, as well as ongoing enhancements to infrastructure, technology, and security, and additional rent expense as well as associated office maintenance.
Current wording
General, administrative and other increased by $5.0 million, or 20%, to $29.7 million, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This was primarily driven by placement agent fees due to successful fundraising across the Company, as well as ongoing enhancements to infrastructure, technology, and security, and additional rent expense as well as associated office maintenance.
Previous wording
Amortization of intangibles decreased by $0.2 million, or 2%, to $11.2 million, for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. This was due to decreases at ECG, RCP, and TrueBridge. The decrease at ECG was driven by unique syndication contracts and advisory contracts' amortization schedule, which is based on projected revenues at the time of acquisition. The decreases at RCP and TrueBridge were driven by asset management fee contracts' amortization schedules, which are based on projected revenues at the time of acquisition. These decreases were offset by the additional intangible asset amortization associated with the Qualitas acquisition.
Current wording
Amortization of intangibles increased by $0.2 million, or 1%, to $17.9 million, for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. This was primarily driven by the additional intangible asset amortization associated with the Stellus acquisition in June 2026. This increase was offset by decreases at ECG, RCP, and TrueBridge. The decrease at ECG was driven by unique syndication contracts and advisory contracts' amortization schedule, which is based on projected revenues at the time of acquisition. The decreases at RCP and TrueBridge were driven by asset management fee contracts' amortization schedules, which are based on projected revenues at the time of acquisition.
Previous wording
Strategic alliance expense decreased by $0.7 million, or 100%, to $0.0 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. This decrease was due to the conversion of the SAA to an equity interest in Bonaccord, which was effective on April 1, 2025.
Current wording
Strategic alliance expense decreased by $0.7 million, or 100%, to $0.0 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. This decrease was due to the conversion of the SAA to an equity interest in Bonaccord, which was effective on April 1, 2025.
Previous wording
Other expense decreased by $5.3 million, or 44%, to $6.8 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was driven by a $6.5 million loss recognized for the conversion of the right to receive 15% of net management earnings to a 15% equity interest in Bonaccord in the three months ended June 30, 2025 offset by a $0.9 million decrease in income from unconsolidated subsidiaries and an increase in interest expense of $0.2 million on the debt facility due to a larger outstanding debt balance for the three months ended June 30, 2026 compared to the three months ended June 30, 2025.
Current wording
Other expense increased by $1.9 million, or 28%, to $8.5 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This increase was primarily driven by a $1.1 million increase in interest expense on the debt facility due to a larger outstanding debt balance for the three months ended September 30, 2026 compared to the three months ended September 30, 2025 paired with a $0.7 million net loss related to the settlement of a contract dispute with a former placement agent in the three months ended September 30, 2026, which is included in other (losses) gains.
Previous wording
Other expense decreased by $5.7 million, or 31%, to $12.7 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was driven by a $6.5 million increase in expenses included in other gains (losses) related to a loss recognized for the conversion of the Strategic Alliance Agreement to an equity interest in Bonaccord in the three months ended June 30, 2025 offset by a $0.8 million decrease in income from unconsolidated subsidiaries, a $0.4 million decrease related to the remeasurement of the contra-revenue put option related to incremental fees for the Clifford Guarantee, and a $0.2 million increase in interest expense for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Current wording
Other expense decreased by $3.8 million, or 15%, to $21.2 million for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This decrease was driven by a $6.5 million increase in expenses included in other (losses) gains related to a loss recognized for the conversion of the Strategic Alliance Agreement to an equity interest in Bonaccord in the nine months ended September 30, 2025. This decrease was offset by a $0.9 million decrease in income from unconsolidated subsidiaries, a $0.7 million net loss related to settlements of contract disputes in the nine months ended September 30, 2026, $0.2 million decrease in interest income associated with cash sitting in interest-bearing accounts across the Company, and a $0.9 million increase in interest expense for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025.
Previous wording
Income tax expense was $2.4 million for the three months ended June 30, 2026, an increase of $1.1 million from $1.3 million for the three months ended June 30, 2025. This increase was primarily due to increased income and a decrease in windfall deduction related to the stock-based compensation in the three months ended June 30, 2026 compared to the three months ended June 30, 2025.
Current wording
Income tax expense was $4.0 million for the three months ended September 30, 2026, an increase of $3.0 million from $1.3 million for the three months ended September 30, 2025. This increase was primarily due to increased income and a decrease in the stock-based compensation-related tax benefit in the three months ended September 30, 2026 compared to the three months ended September 30, 2025.
Previous wording
Income tax expense increased by $4.8 million to $6.5 million for the six months ended June 30, 2026 compared to an expense of $1.6 million for the six months ended June 30, 2025. The increase was primarily due to increased income and a decrease in the stock-based compensation-related tax benefit in the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Current wording
Income tax expense increased by $7.8 million to $10.5 million for the nine months ended September 30, 2026 compared to an expense of $2.7 million for the nine months ended September 30, 2025. The increase was primarily due to increased income and a decrease in the stock-based compensation-related tax benefit in the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025.
Previous wording
FPAUM increased by $4.9 billion to $34.3 billion for the three months ended June 30, 2026, due to the acquisition of Stellus and an increase in capital raised and capital deployed from our private equity and private credit solutions, which was offset by a decline in fees related to scheduled fee stepdowns and expirations of fees. Our FPAUM growth and concentration across solutions and vehicles have been relatively consistent over time but can vary in particular periods due to the systematic fundraising cycles of new funds, which typically last 12-24 months. We expect to continue to expand our fundraising efforts and grow FPAUM with the launch of new specialized investment vehicles and asset class solutions.
Current wording
FPAUM increased by $0.8 billion to $35.2 billion for the three months ended September 30, 2026, due to an increase in capital raised and capital deployed from our venture capital and private credit solutions, which was offset by a decline in fees related to scheduled fee stepdowns and expirations of fees. Our FPAUM growth and concentration across solutions and vehicles have been relatively consistent over time but can vary in particular periods due to the systematic fundraising cycles of new funds, which typically last 12-24 months. We expect to continue to expand our fundraising efforts and grow FPAUM with the launch of new specialized investment vehicles and asset class solutions.
Previous wording
The cash income taxes paid during the three months ended June 30, 2026 and June 30, 2025 as well as during the six months ended June 30, 2026 and June 30, 2025 differ significantly from the net income tax expense, which is primarily comprised of deferred tax expense as described in the results of operations.
Current wording
The cash income taxes paid during the three months ended September 30, 2026 and September 30, 2025 as well as during the nine months ended September 30, 2026 and September 30, 2025 differ significantly from the net income tax expense, which is primarily comprised of deferred tax expense as described in the results of operations.
Previous wording
The $8.9 million increase in cash and cash equivalents is discussed below in the "Cash Flows" section. There was an increase in goodwill and intangible assets of $219.6 million due to the Stellus acquisition. Remaining total assets decreased in the same period by $3.7 million. The decrease was driven by the sale of allocable state tax credits and the use of right-of-use assets and deferred tax assets offset by an increase in accounts receivable and accounts receivable from related parties which was primarily due to ECG's Advisory Agreement with Enhanced PC. Accrued compensation and benefits increased by $5.2 million which was primarily driven by the accrual of merit-based compensation to retain and motivate talent across the Company. Debt obligations increased by $117.6 million, which was driven by revolver activity due to the Stellus acquisition that closed in June 2026.
Current wording
The $4.9 million increase in cash and cash equivalents is discussed below in the "Cash Flows" section. There was an increase in goodwill and intangible assets of $213.2 million primarily due to the Stellus acquisition. Remaining total assets decreased in the same period by $1.9 million. Accrued compensation and benefits increased by $14.0 million which was primarily driven by the accrual of merit-based compensation to retain and motivate talent across the Company as well as an increase in headcount related to the Stellus acquisition. Debt obligations increased by $103.9 million, which was driven by revolver activity due to the Stellus acquisition that closed in June 2026.
Previous wording
As of June 30, 2026, the Term Loan with a balance of $312.8 million is incurring interest at a weighted average Adjusted Term SOFR Rate of 6.27%. As of June 30, 2026, the New Revolving Facility is split into five tranches. The total principal outstanding is $181.0 million and the weighted average SOFR rate amongst the tranches is 6.26%. The tranches are all incurring interest at a set rate for one or three month periods and are subsequently reset at the current SOFR rate. Refer to Note 12 of our consolidated financial statements for further details provided on the debt and associated interest periods.
Current wording
As of September 30, 2026, the Term Loan with a balance of $308.8 million is incurring interest at a weighted average Adjusted Term SOFR Rate of 6.27%. As of September 30, 2026, the New Revolving Facility is split into five tranches. The total principal outstanding is $171.0 million and the weighted average SOFR rate amongst the tranches is 6.55%. The tranches are all incurring interest at a set rate for one or three month periods and are subsequently reset at the current SOFR rate. Refer to Note 12 of our consolidated financial statements for further details provided on the debt and associated interest periods.
Previous wording
The Amended and Restated Credit Agreement contains affirmative and negative covenants typical of such financing transactions, and specific financial covenants which require Ridgepost to maintain a minimum FPAUM of the sum of $16.7 million plus 70% of the aggregate amount of FPAUM acquired or not constituted as organic growth as well as a maximum leverage ratio of less than or equal to 3.50. As of June 30, 2026, Ridgepost was in compliance with its financial and other covenants required under the facility. The Company has incurred $12.2 million in interest expense for the six months ended June 30, 2026.
Current wording
The Amended and Restated Credit Agreement contains affirmative and negative covenants typical of such financing transactions, and specific financial covenants which require Ridgepost to maintain a minimum FPAUM of the sum of $16.7 million plus 70% of the aggregate amount of FPAUM acquired or not constituted as organic growth as well as a maximum leverage ratio of less than or equal to 3.50. As of September 30, 2026, Ridgepost was in compliance with its financial and other covenants required under the facility. The Company has incurred $20.0 million in interest expense for the nine months ended September 30, 2026.
Previous wording
Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025
Current wording
Nine Months Ended September 30, 2026 Compared to the Six Months Ended September 30, 2025
Previous wording
The following table reflects our cash flows for the six months ended June 30, 2026 and 2025:
Current wording
The following table reflects our cash flows for the nine months ended September 30, 2026 and 2025:
Previous wording
The Company's operating activities generally reflect the Company's earnings in the respective periods after adjusting for significant non-cash activity, including income from unconsolidated subsidiaries, stock-based compensation, depreciation, amortization, and deferred tax expense, all of which are included in net income. Cash from operating activities increased by $32.8 million to $41.4 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The change in our cash provided by operating activities was driven primarily by receipts of management fees and advisory fees as well as sales of allocable state tax credits, offset by purchases of allocable state tax credits and payment of operating expenses, which includes professional fees, compensation and benefits, as well as general, administrative and other expenses.
Current wording
The Company's operating activities generally reflect the Company's earnings in the respective periods after adjusting for significant non-cash activity, including income from unconsolidated subsidiaries, stock-based compensation, depreciation, amortization, and deferred tax expense, all of which are included in net income. Cash from operating activities increased by $75.1 million to $75.1 million for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The primary driver of the change in our cash provided by operating activities was due to a $35.0 million cash payment related to the achievement of the first EBITDA hurdle for the WTI earnout in 2025. Additionally, the change in our cash provided by operating activities was driven primarily by receipts of management fees and advisory fees as well as sales of allocable state tax credits, offset by purchases of allocable state tax credits and payment of operating expenses, which includes professional fees, compensation and benefits, as well as general, administrative and other expenses.
Previous wording
The cash used in investing activities increased by $84.7 million to $127.7 million, for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. This increase in cash used in investing activities was due to the Stellus acquisition in 2026 compared to the Qualitas acquisition in 2025.
Current wording
The cash used in investing activities increased by $86.7 million to $127.7 million, for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. This increase in cash used in investing activities was due to the Stellus acquisition in 2026 compared to the Qualitas acquisition in 2025.
Previous wording
Cash from financing activities increased by $94.0 million to $94.5 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. The change is driven by net borrowing activity on the Company's credit facilities and the change in open market Class A share repurchases during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Current wording
Cash from financing activities increased by $44.0 million to $57.7 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. The change is driven by net borrowing activity on the Company's credit facilities, cash settlement for vested Bonaccord Units, cash distributions to noncontrolling interests and the change in open market Class A share repurchases during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025.
Previous wording
The Board approved a program to repurchase shares of our Class A and Class B common stock. As of June 30, 2026, the Board has approved $157.0 million since inception of the program for repurchase under the Share Repurchase Program. These shares may be repurchased from time to time in the open market at prevailing market prices, in privately negotiated transactions, in block trades, in accordance with Rule 10b5-1 trading plans and/or through other legally permissible means. The timing and amount of any repurchases pursuant to the program will depend on various factors, including the market price of our Class A Common Stock, trading volume, ongoing assessment of our working capital needs, general market conditions, and other factors. As of June 30, 2026, $142.0 million has been spent to buy back shares and there was $15.0 million remaining for authorized repurchases under this program.
Current wording
The Board approved a program to repurchase shares of our Class A and Class B common stock. As of September 30, 2026, the Board has approved $157.0 million since inception of the program for repurchase under the Share Repurchase Program. These shares may be repurchased from time to time in the open market at prevailing market prices, in privately negotiated transactions, in block trades, in accordance with Rule 10b5-1 trading plans and/or through other legally permissible means. The timing and amount of any repurchases pursuant to the program will depend on various factors, including the market price of our Class A Common Stock, trading volume, ongoing assessment of our working capital needs, general market conditions, and other factors. For the three months ended September 30, 2026, the Company repurchased 1,781,252 shares of our Class A Common Stock for $14.9 million, inclusive of commissions paid, through open market transactions and as of September 30, 2026, $157.0 million has been spent to buy back shares and there was less than $0.1 million remaining for authorized repurchases under this program. On November 3, 2026, the Board of Directors authorized an additional $30.0 million for repurchases under the Share Repurchase program.