PIPER SANDLER COMPANIES

Our business principally consists of providing investment banking and institutional brokerage services to corporations, private equity groups, public entities, non-profit entities and institutional investors in the U.S. and Europe. We operate through one reportable business segment in order to maximize the value we provide to clients by leveraging our diversified expertise and broad relationships of the experienced professionals across our company. Refer to our Annual Report on Form 10-K for the year ended December 31, 2024 for a full description of our business, including our business strategy.

We have taken the following important steps in the execution of our growth strategy:

•On August 1, 2025, we announced a definitive agreement to acquire G Squared Capital Partners LLC, a boutique investment bank specializing in government services and defense technology. The transaction is expected to close in the third quarter of 2025, subject to customary closing conditions.

•On August 23, 2024, we completed the acquisition of Aviditi Capital Advisors, LLC ("Aviditi Advisors"), an alternative investment bank providing full lifecycle services to financial sponsors, global alternative investment managers and limited partner investors. The transaction added private capital advisory capabilities to our platform.

Financial Highlights

(1)See "Explanation and Reconciliation of Non-GAAP Financial Measures" for a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures and a reconciliation of U.S. GAAP to adjusted, non-GAAP financial information.

External Factors Impacting Our Business

Performance in the financial services industry in which we operate is highly correlated to the overall strength of macroeconomic conditions, financial market activity and the effect of geopolitical events. Overall market conditions are a product of many factors, which are beyond our control, often unpredictable and at times inherently volatile. These factors may affect the financial decisions made by investors, including their level of participation in the financial markets. In turn, these decisions may affect our business results. With respect to financial market activity, our profitability is sensitive to a variety of factors, including the demand for investment banking services as reflected by the number and size of advisory transactions, equity and debt corporate financings, and municipal financings; the relative level of volatility of the equity and fixed income markets; changes in interest rates and credit spreads (especially rapid and extreme changes); overall market liquidity; the level and shape of various yield curves; the volume and value of trading in securities; and overall equity valuations.

Factors that differentiate our business within the financial services industry also may affect our financial results. For example, our capital markets business focuses on specific industry sectors while serving principally a middle-market clientele. If the business environment for our focus sectors is impacted adversely, our business and results of operations could reflect these impacts. In addition, our business, with its specific areas of focus and investment, may not track overall market trends. Given the variability of the capital markets and securities businesses, our earnings may fluctuate significantly from period to period, and results for any individual period should not be considered indicative of future results.

Outlook for the Remainder of 2025

During the second quarter of 2025, financial market volatility moderated and equity markets recovered after a sharp sell-off in April with major indices reaching all-time highs, which has led to a more constructive outlook and an increase in our client and business activity. Monetary policy in the U.S. remains a prevalent factor impacting the economy and financial markets. The U.S. Federal Reserve held its short-term benchmark interest rate steady in the second quarter of 2025, indicating that it will monitor the inflationary impacts of U.S. trade policy as it balances its goals of maximum employment and stable prices. The effects of changes to U.S. trade policy, and any retaliatory actions (i.e., "trade wars") by global trading partners, including China, and their potential impact on inflation, supply chains, and global trade remains difficult to predict and has led to periods of heightened volatility in financial markets. In addition, geopolitical concerns, including the conflicts in the Middle East and Eastern Europe and increased tensions with China as a result of the current trade war, could negatively impact financial market activity. A significant decrease in uncertainty, or resolutions to trade disputes and geopolitical concerns, would likely be constructive for global and U.S. economic conditions, and consequently, our client and business activity.

Our advisory services results continued to benefit from our sector and product diversification during the first half of 2025 even as the number of completed middle-market mergers and acquisitions ("M&A") transactions declined year-over-year. Although volatility early in the second quarter of 2025 impacted some deal processes, the outlook for advisory services improved in the current quarter. We have a robust pipeline of announced and in-process M&A transactions and we expect our advisory services revenues in the third quarter of 2025 to be largely consistent with the second quarter.

While certain areas of corporate financing activity are improving, other areas continued to be impacted by sector-specific factors. The economic fee pool for companies with sub-$5 billion of market cap in the first half of 2025 decreased 19 percent year-over-year, with some of our core sectors down more meaningfully. Our pipeline remains strong and diverse and our corporate financing activity for the third quarter of 2025 is off to a good start.

The equity markets experienced increased volatility and higher volumes during the second quarter of 2025. Our equity brokerage business continues to benefit from the quality of our trade execution and research product as we assist clients in navigating the heightened volatility and rapidly changing landscape. We expect our equity brokerage revenues to moderate from second quarter levels as volatility has normalized.

Our fixed income services business experienced robust activity among our depository clients during the second quarter of 2025 due to more accommodative markets. In addition, the acceleration of bank M&A activity has resulted in increased opportunities for balance sheet restructuring trades. Our non-depository client activity has been subdued as a result of spread tightening and relative value concerns. The combination of potential short-term benchmark interest rate cuts by the U.S. Federal Reserve and a steepening yield curve should continue to enhance client engagement and activity; however, given our strong second quarter results, we anticipate fixed income services revenues to soften in the third quarter of 2025.

Our municipal financing activity was robust across both our governmental and specialty sector businesses in the second quarter of 2025. Market conditions remained favorable during the quarter driven by growing infrastructure needs, relatively stable borrowing conditions and strong investor demand due to higher yields. These dynamics led issuers to more actively access the market. We have a robust pipeline yet we expect municipal financing revenues for the third quarter of 2025 to moderate from the very strong second quarter.