Five Point Holdings, LLC

Previous wording

We generated consolidated net income of $60.6 million for the three months ended March 31, 2025, compared to net income of $6.1 million for the three months ended March 31, 2024. Our net income for the quarter was largely driven by incentive compensation revenue recognized and equity in earnings from the Great Park Venture. We also continued to focus on execution of key operating priorities, including generating revenue and positive cash flow, controlling our selling, general and administrative (“SG&A”) costs, and managing our capital spend to match near-term revenue opportunities. SG&A expenses totaled $14.8 million and $12.9 million for the three months ended March 31, 2025 and 2024, respectively. At March 31, 2025, we had $528.3 million in cash and $125.0 million available under our revolving credit facility, giving us total liquidity of $653.3 million.

Current wording

We generated consolidated net income of $8.6 million for the three months ended June 30, 2025, compared to net income of $38.2 million for the three months ended June 30, 2024. Our net income for the quarter was largely driven by incentive compensation revenue recognized and equity in earnings from the Great Park Venture. We also continued to focus on execution of key operating priorities, including generating revenue and positive cash flow, controlling our selling, general and administrative (“SG&A”) costs, managing our capital spend to match near-term revenue opportunities, and seeking growth opportunities through strategic relationships. At June 30, 2025, we had $456.6 million in cash and $125.0 million available under our revolving credit facility, giving us total liquidity of $581.6 million.

Previous wording

The following table summarizes our consolidated historical results of operations for the three months ended March 31, 2025 and 2024:

Current wording

The following table summarizes our consolidated historical results of operations for the three and six months ended June 30, 2025 and 2024:

Previous wording

Revenues. Revenues increased by $3.2 million, or 32.4%, to $13.2 million for the three months ended March 31, 2025, from $9.9 million for the three months ended March 31, 2024. The increase in revenues was primarily due to an increase in management services revenue at our Great Park segment during the three months ended March 31, 2025.

Current wording

Revenues. Revenues decreased by $43.7 million, or 85.4%, to $7.5 million for the three months ended June 30, 2025, from $51.2 million for the three months ended June 30, 2024. The decrease in revenues was primarily due to a decrease in management services revenue at our Great Park segment during the three months ended June 30, 2025.

Previous wording

Cost of management services. Cost of management services decreased by $0.8 million, or 21.4%, to $3.1 million for the three months ended March 31, 2025, from $3.9 million for the three months ended March 31, 2024. The decrease was primarily due to a decrease in intangible asset amortization expense at our Great Park segment.

Current wording

Cost of management services. Cost of management services decreased by $9.0 million, or 79.4%, to $2.3 million for the three months ended June 30, 2025, from $11.3 million for the three months ended June 30, 2024. The decrease was primarily due to a decrease in intangible asset amortization expense at our Great Park segment.

Previous wording

Selling, general, and administrative. SG&A expenses increased by $1.8 million, or 14.3%, to $14.8 million for the three months ended March 31, 2025, from $12.9 million for the three months ended March 31, 2024. The increase was mainly attributable to an increase in corporate general and administrative expenses.

Current wording

Selling, general, and administrative. SG&A expenses increased by $3.4 million, or 27.9%, to $15.6 million for the three months ended June 30, 2025, from $12.2 million for the three months ended June 30, 2024. The increase was mainly attributable to an increase in corporate general and administrative expenses including costs associated with our proposed acquisition of the Hearthstone Venture and pursuing other growth opportunities.

Previous wording

Equity in earnings from unconsolidated entities was $71.4 million for the three months ended March 31, 2025, an increase from equity in earnings of $17.6 million for the three months ended March 31, 2024. Equity in earnings for the three months ended March 31, 2025 and 2024 was primarily a result of recognizing our share of the net income generated by the Great Park Venture from land sales during each quarter.

Current wording

Equity in earnings from unconsolidated entities was $17.1 million for the three months ended June 30, 2025, an increase from equity in earnings of $15.5 million for the three months ended June 30, 2024. Equity in earnings for the three months ended June 30, 2025 and 2024 was primarily a result of recognizing our share of the net income generated by the Great Park Venture from land sales during each quarter.

Previous wording

Income taxes. Pre-tax income of $70.1 million for the three months ended March 31, 2025 resulted in a $9.5 million tax provision. Pre-tax income of $7.0 million for the three months ended March 31, 2024 resulted in a $1.0 million tax provision. We assessed the realization of our net deferred tax asset and the need for a valuation allowance and determined that at March 31, 2025, it was more likely than not that the net deferred tax asset would be realizable, and we had no valuation allowance recorded. Our effective tax rate for the three months ended March 31, 2025 was substantially similar to our effective tax rate for the three months ended March 31, 2024.

Current wording

Income taxes. Pre-tax income of $9.9 million for the three months ended June 30, 2025 resulted in a $1.3 million tax provision. Pre-tax income of $44.1 million for the three months ended June 30, 2024 resulted in a $5.9 million tax provision. We assessed the realization of our net deferred tax asset and the need for a valuation allowance and determined that at June 30, 2025, it was more likely than not that the net deferred tax asset would be realizable, and we had no valuation allowance recorded. Our effective tax rate for the three months ended June 30, 2025 was substantially similar to our effective tax rate for the three months ended June 30, 2024.

Previous wording

The following tables reconcile the results of operations of our segments to our consolidated results for the three months ended March 31, 2025 and 2024 (in thousands):

Current wording

The following tables reconcile the results of operations of our segments to our consolidated results for the three and six months ended June 30, 2025 and 2024 (in thousands):

Previous wording

Great Park Neighborhoods consists of approximately 2,100 acres in Orange County and is being built around the approximately 1,300 acre Orange County Great Park, a metropolitan public park that is under construction. Great Park Neighborhoods can include up to approximately 10,500 homesites and approximately 4.9 million square feet of commercial space. The actual commercial square footage and number of homesites are subject to change based on ultimate use and land planning. The Great Park Venture sold the first homesites in April 2013 and as of March 31, 2025 had sold 9,008 homesites (including 853 affordable homesites).

Current wording

Great Park Neighborhoods consists of approximately 2,100 acres in Orange County and is being built around the approximately 1,300 acre Orange County Great Park, a metropolitan public park that is under construction. Great Park Neighborhoods can include up to approximately 10,500 homesites and approximately 4.9 million square feet of commercial space. The actual commercial square footage and number of homesites are subject to change based on ultimate use and land planning. The Great Park Venture sold the first homesites in April 2013 and as of June 30, 2025 had sold 9,090 homesites (including 853 affordable homesites).

Previous wording

During the three months ended March 31, 2025, the Great Park Venture made aggregate distributions of $300.9 million to holders of percentage interests, of which we received $112.9 million for our 37.5% percentage interest.

Current wording

During the six months ended June 30, 2025, the Great Park Venture made aggregate distributions of $300.9 million to holders of percentage interests, of which we received $112.9 million for our 37.5% percentage interest.

Previous wording

During the three months ended March 31, 2025 and 2024, revenues also included changes in estimates of variable consideration, including profit participation and price participation, from those amounts previously recorded by the Great Park Venture. During the three months ended March 31, 2025 and 2024, the Great Park Venture recognized $2.4 million and $17.6 million, respectively, in profit participation revenues. During the three months ended March 31, 2025, the Great Park Venture recognized additional estimated variable consideration of $4.0 million related to prior period land sales for future price participation payments expected to be received when homes are sold to homebuyers. The increase in estimated variable consideration reflects updated pricing and absorption assumptions used to calculate expected price participation payments.

Current wording

During the three months ended June 30, 2025 and 2024, revenues also included changes in estimates of variable consideration, including profit participation and price participation, from those amounts previously recorded by the Great Park Venture. During the three months ended June 30, 2025 and 2024, the Great Park Venture recognized $4.3 million and $6.4 million, respectively, in profit participation revenues. During the three months ended June 30, 2025 and 2024, the Great Park Venture recognized additional estimated variable consideration of $4.3 million and $36.6 million, respectively, related to prior period land sales for future price participation payments expected to be received when homes are sold to homebuyers. The increase in estimated variable consideration reflects updated pricing and absorption assumptions used to calculate expected price participation payments.

Previous wording

Cost of land sales. Cost of land sales for the three months ended March 31, 2025 and 2024 were $70.2 million and $30.0 million, respectively. The cost of land sales includes both actual and estimated future capitalized costs allocated based upon relative sales values. Since this method requires the Great Park Venture to estimate future development costs and the expected sales prices for future land sales, the profit margin on subsequent parcels sold will be affected by both changes in the estimated total revenues, as well as any changes in the estimated total cost of the project.

Current wording

Cost of land sales. Cost of land sales for the three months ended June 30, 2025 and 2024 were $16.0 million and $29.0 million, respectively. The cost of land sales includes both actual and estimated future capitalized costs allocated based upon relative sales values. Since this method requires the Great Park Venture to estimate future development costs and the expected sales prices for future land sales, the profit margin on subsequent parcels sold will be affected by both changes in the estimated total revenues, as well as any changes in the estimated total cost of the project.

Previous wording

Management fee revenues. Management fee revenues are revenues generated by the management company from development management services provided to the Great Park Venture. In September 2024, the development management agreement with the Great Park Venture was renewed by mutual agreement of the parties through December 31, 2026 (the “second renewal term”). In connection with the extension under the second renewal term, the annual fixed base fee was increased to $13.5 million beginning in 2025, which reflects an increase from the $12.0 million annual fixed base fee for 2024. The incentive compensation provisions of the development management agreement remain unchanged through the second renewal term. The increase in management services related party revenue was mainly attributable to the increase in the annual fixed base fee and an increase in variable incentive compensation revenue recognized during the three months ended March 31, 2025. For the three months ended March 31, 2025 and 2024, we recognized $9.2 million and $5.6 million, respectively, attributable to variable incentive compensation, mostly as a result of changes in estimates of the amount of variable incentive compensation we expect to receive.

Current wording

Management fee revenues. Management fee revenues are revenues generated by the management company from development management services provided to the Great Park Venture. In September 2024, the development management agreement with the Great Park Venture was renewed by mutual agreement of the parties through December 31, 2026 (the “second renewal term”). In connection with the extension under the second renewal term, the annual fixed base fee was increased to $13.5 million beginning in 2025, which reflects an increase from the $12.0 million annual fixed base fee for 2024. The incentive compensation provisions of the development management agreement remain unchanged through the second renewal term. The decrease in management services related party revenue was mainly attributable to a decrease in variable incentive compensation revenue recognized during the three months ended June 30, 2025, partially offset by the increase in the annual fixed base fee that began in 2025. For the three months ended June 30, 2025 and 2024, we recognized $3.6 million and $47.2 million, respectively, attributable to variable incentive compensation. For the three months ended June 30, 2024, incentive compensation revenue reflected the recording of a cumulative catch-up that resulted from changes in the estimate of the amount of incentive compensation we expected to be entitled to receive and constraints on the estimate. The incentive compensation revenue recognized during the three months ended June 30, 2025 do not include a significant cumulative catch-up and are mainly attributed to services provided during the period.

Previous wording

Management services costs and expenses. Included within management services costs and expenses are general and administrative costs and expenses incurred by the management company’s project team that is managing the development of the Great Park Neighborhoods. We also include amortization expense related to the intangible asset attributable to the incentive compensation provisions of the development management agreement with the Great Park Venture within management services costs and expenses. Corporate and non-project team salaries and overhead are not allocated to management services costs and expenses or to our reportable segments and are reported in selling, general, and administrative costs in the condensed consolidated statements of operations. Management services costs and expenses decreased by $0.8 million, or 21.4%, to $3.1 million for the three months ended March 31, 2025, from $3.9 million for the three months ended March 31, 2024. The decrease was mainly attributable to a decrease in intangible asset amortization expense recognized during the three months ended March 31, 2025.

Current wording

Management services costs and expenses. Included within management services costs and expenses are general and administrative costs and expenses incurred by the management company’s project team that is managing the development of the Great Park Neighborhoods. We also include amortization expense related to the intangible asset attributable to the incentive compensation provisions of the development management agreement with the Great Park Venture within management services costs and expenses. Corporate and non-project team salaries and overhead are not allocated to management services costs and expenses or to our reportable segments and are reported in selling, general, and administrative costs in the condensed consolidated statements of operations. Management services costs and expenses decreased by $9.0 million, or 79.4%, to $2.3 million for the three months ended June 30, 2025, from $11.3 million for the three months ended June 30, 2024. The decrease was mainly attributable to a decrease in intangible asset amortization expense recognized during the three months ended June 30, 2025.

Previous wording

Management fees—related party. Management fees decreased by $0.3 million to $7.9 million for the three months ended March 31, 2025, from $8.2 million for the three months ended March 31, 2024. Management fees incurred by the Great Park Venture are comprised of base development management fees and incentive compensation fees. In general, incentive compensation fees will be paid based on a percentage of distributions made to holders of the Great Park Venture’s membership interests. When payments are deemed probable of being made, the Great Park Venture recognizes the expense ratably over the period services are expected to be provided. When estimates of the amount of incentive compensation probable of being paid change, the Great Park Venture records a cumulative adjustment in the period in which the estimate changes. The decrease in management fees—related party was mainly attributable to changes in the estimate of the amount of incentive compensation fees probable of being paid that resulted in a cumulative adjustment recognized during the three months ended March 31, 2025 that was lower than the cumulative adjustment recognized during the three months ended March 31, 2024, partially offset by the increase in base development management fees that began in 2025.

Current wording

Management fees—related party. Management fees decreased by $56.7 million to $7.8 million for the three months ended June 30, 2025, from $64.5 million for the three months ended June 30, 2024. Management fees incurred by the Great Park Venture are comprised of base development management fees and incentive compensation fees. In general, incentive compensation fees will be paid based on a percentage of distributions made to holders of the Great Park Venture’s membership interests. When payments are deemed probable of being made, the Great Park Venture recognizes the expense ratably over the period services are expected to be provided. When estimates of the amount of incentive compensation probable of being paid change, the Great Park Venture records a cumulative adjustment in the period in which the estimate changes. The decrease in management fees—related party was mainly attributable to changes in the estimate of the amount of incentive compensation fees probable of being paid that resulted in a cumulative adjustment recognized during the three months ended June 30, 2025 that was lower than the cumulative adjustment recognized during the three months ended June 30, 2024, partially offset by the increase in base development management fees that began in 2025.

Previous wording

Land sales and related party land sales revenues. Land sales and related party land sales revenues increased to $285.4 million for the three months ended March 31, 2025, from $92.7 million for the three months ended March 31, 2024. The increase was primarily attributable to the recognition of revenue from the sale of land at the Great Park Neighborhoods entitled for an aggregate of 325 homesites on 23.6 acres during the three months ended March 31, 2025, compared to the recognition of revenue from the sale of land at the Great Park Neighborhoods entitled for an aggregate of 82 homesites on 11.6 acres during the three months ended March 31, 2024. For the 2025 land sales, the base purchase price was $278.9 million, and 197 of the homesites were sold to an unaffiliated land banking entity whereby Lennar retained the option to acquire the homesites in the future from the land bank entity. The base purchase price was $74.6 million for the 2024 land sales.

Current wording

Land sales and related party land sales revenues. Land sales and related party land sales revenues increased to $357.6 million for the six months ended June 30, 2025, from $232.1 million for the six months ended June 30, 2024. The increase was primarily attributable to the recognition of revenue from the sale of land at the Great Park Neighborhoods entitled for an aggregate of 407 homesites on 29.3 acres during the six months ended June 30, 2025, compared to the recognition of revenue from the sale of land at the Great Park Neighborhoods entitled for an aggregate of 187 homesites on 23.9 acres during the six months ended June 30, 2024. For the 2025 land sales, the base purchase price was $342.6 million, and 197 of the homesites were sold to an unaffiliated land banking entity whereby Lennar retained the option to acquire the homesites in the future from the land bank entity. The base purchase price was $170.7 million for the 2024 land sales.

Previous wording

The table below reconciles the Great Park segment results to the equity in earnings from our investment in the Great Park Venture that is reflected in the condensed consolidated statements of operations for the three months ended March 31, 2025 and 2024.

Current wording

The table below reconciles the Great Park segment results to the equity in earnings from our investment in the Great Park Venture that is reflected in the condensed consolidated statements of operations for the three and six months ended June 30, 2025 and 2024.

Previous wording

As of March 31, 2025, we had $528.3 million of consolidated cash and cash equivalents, compared to $430.9 million at December 31, 2024. As of March 31, 2025, no funds had been drawn on and no letters of credit were outstanding on the operating company’s $125.0 million unsecured revolving credit facility.

Current wording

As of June 30, 2025, we had $456.6 million of consolidated cash and cash equivalents, compared to $430.9 million at December 31, 2024. As of June 30, 2025, no funds had been drawn on and no letters of credit were outstanding on the operating company’s $125.0 million unsecured revolving credit facility.

Previous wording

Our short-term cash needs consist primarily of general and administrative expenses and development expenditures at Valencia and the Candlestick and The San Francisco Shipyard communities, interest payments under our senior notes and payments under a related party reimbursement obligation. Pursuant to a reimbursement deferral agreement, principal and interest payments under our related party reimbursement obligation are deferred through April 30, 2025.

Current wording

Our short-term cash needs consist primarily of general and administrative expenses and development expenditures at Valencia and the Candlestick and The San Francisco Shipyard communities, interest payments under our senior notes and payments under a related party reimbursement obligation. Pursuant to a reimbursement deferral agreement, principal and interest payments under our related party reimbursement obligation are deferred through December 31, 2025. Additionally, we expect the acquisition of the Hearthstone Venture to close in the third quarter of 2025, subject to customary closing conditions. The consideration to be paid is $56.25 million (subject to certain customary adjustments) of which up to $3.0 million may be satisfied in Class A common shares and the balance to be paid in cash.

Previous wording

We had outstanding performance bonds of $376.1 million as of March 31, 2025 predominantly related to our Valencia community.

Current wording

We had outstanding performance bonds of $390.8 million as of June 30, 2025 predominantly related to our Valencia community.

Previous wording

We are a party to a tax receivable agreement (“TRA”) with current and former holders of Class A units of the operating company and the holders of Class A units of the San Francisco Venture. The TRA provides for payments by us to such investors or their successors in aggregate amounts equal to 85% of the cash savings, if any, in income tax that we realize as a result of certain tax attributes. We expect the TRA payments to be substantial. However, the actual amount and timing of any payments under the TRA will vary depending upon a number of factors, including the timing of exchanges of Class A units of the operating company or Class A units of the San Francisco Venture, the price of our Class A common shares at the time of such exchanges, the extent to which such exchanges are taxable and our ability to use the potential tax benefits, which will depend on the amount and timing of our taxable income and the rate at which we pay income tax. As of March 31, 2025, there were no amounts expected to be payable in 2025 under the TRA. However, TRA payments associated with California state taxes may become payable between 2026 and 2028 as a result of the passage in June 2024 of California Senate Bill 167, which, in part, suspends the usage of California net operating loss deductions for tax years 2024 through 2026. The majority of TRA payments, however, are not expected to begin until after 2028.

Current wording

We are a party to a tax receivable agreement (“TRA”) with current and former holders of Class A units of the operating company and the holders of Class A units of the San Francisco Venture. The TRA provides for payments by us to such investors or their successors in aggregate amounts equal to 85% of the cash savings, if any, in income tax that we realize as a result of certain tax attributes. We expect the TRA payments to be substantial. However, the actual amount and timing of any payments under the TRA will vary depending upon a number of factors, including the timing of exchanges of Class A units of the operating company or Class A units of the San Francisco Venture, the price of our Class A common shares at the time of such exchanges, the extent to which such exchanges are taxable and our ability to use the potential tax benefits, which will depend on the amount and timing of our taxable income and the rate at which we pay income tax. As of June 30, 2025, there were no amounts expected to be payable in 2025 under the TRA. However, TRA payments associated with California state taxes may become payable between 2026 and 2028 as a result of the passage in June 2024 of California Senate Bill 167, which, in part, suspends the usage of California net operating loss deductions for tax years 2024 through 2026. The majority of TRA payments, however, are not expected to begin for the next several years.

Previous wording

The following table outlines the primary components of net cash provided by (used in) operating, investing and financing activities (in thousands):

Current wording

The following table outlines the primary components of net cash (used in) provided by operating, investing and financing activities (in thousands):

Previous wording

Cash Flows from Operating Activities. Net cash provided by operating activities was $56.7 million for the three months ended March 31, 2025, compared to $26.4 million net cash used in operating activities for the three months ended March 31, 2024.

Current wording

Cash Flows from Operating Activities. Net cash used in operating activities was $14.9 million for the six months ended June 30, 2025, compared to $49.7 million net cash used in operating activities for the six months ended June 30, 2024.

Previous wording

During the three months ended March 31, 2025, we received incentive compensation payments of $30.4 million under our development management agreement with the Great Park Venture. Additionally, we received total distributions of $112.9 million from the Great Park Venture, of which $70.9 million is reflected as a return on our investment (operating activity) in the statement of cash flows with the balance reflected as an investing activity.

Current wording

During the six months ended June 30, 2025, we received incentive compensation payments of $30.4 million under our development management agreement with the Great Park Venture. Additionally, we received total distributions of $112.9 million from the Great Park Venture, of which $70.9 million is reflected as a return on our investment (operating activity) in the statement of cash flows with the balance reflected as an investing activity.

Previous wording

During the three months ended March 31, 2024, we received incentive compensation payments of $6.4 million under our development management agreement with the Great Park Venture. Additionally, we received total distributions of $23.9 million from the Great Park Venture, of which $17.7 million is reflected as a return on our investment (operating activity) in the statement of cash flows with the balance reflected as an investing activity.

Current wording

During the six months ended June 30, 2024, we received incentive compensation payments of $12.8 million under our development management agreement with the Great Park Venture. Additionally, we received total distributions of $47.3 million from the Great Park Venture, of which $33.1 million is reflected as a return on our investment (operating activity) in the statement of cash flows with the balance reflected as an investing activity.

Previous wording

Major components of operating cash used in both periods consist of our continued investment in horizontal development at our communities and SG&A costs. During the three months ended March 31, 2024, we paid $8.3 million for interest accrued through the settlement date on our existing 7.875% senior notes due November 2025 that were exchanged. The exchange of $523.5 million of our existing senior notes for new senior notes was accounted for as a debt modification under ASC 470-50. Under debt modification accounting, third party costs are expensed as incurred and reported as operating cash flows. Included in operating cash outflows during the three months ended March 31, 2024 is $7.6 million in third party transaction and advisory costs incurred in connection with the senior notes exchange.

Current wording

Major components of operating cash used in both periods consist of our continued investment in horizontal development at our communities and SG&A costs. During the six months ended June 30, 2025, we paid $27.5 million for interest due on our existing 7.875% senior notes due November 2025 and new 10.500% initial rate senior notes due January 2028. During the six months ended June 30, 2024, we made interest payments totaling $26.5 million for interest accrued through the settlement date on our existing 7.875% senior notes due November 2025 that were exchanged, in addition to interest incurred after the settlement date on our new 10.500% initial rate senior notes due January 2028. The exchange of $523.5 million of our existing senior notes for new senior notes was accounted for as a debt modification under ASC 470-50. Under debt modification accounting, third party costs are expensed as incurred and reported as operating cash flows. Included in operating cash outflows during the six months ended June 30, 2024 is $7.7 million in third party transaction and advisory costs incurred in connection with the senior notes exchange.

Previous wording

Cash Flows from Investing Activities. Net cash provided by investing activities was $42.5 million for the three months ended March 31, 2025, compared to $6.2 million net cash provided by investing activities for the three months ended March 31, 2024.

Current wording

Cash Flows from Investing Activities. Net cash provided by investing activities was $42.4 million for the six months ended June 30, 2025, compared to $14.5 million net cash provided by investing activities for the six months ended June 30, 2024.

Previous wording

During the three months ended March 31, 2025, we received total distributions of $112.9 million from the Great Park Venture, of which $42.0 million is reflected as a return of our investment (investing activity) in the statement of cash flows with the balance reflected as an operating activity. During the three months ended March 31, 2024, we received total distributions of $23.9 million from the Great Park Venture, of which $6.2 million is reflected as a return of our investment (investing activity) in the statement of cash flows with the balance reflected as an operating activity.

Current wording

During the six months ended June 30, 2025, we received total distributions of $112.9 million from the Great Park Venture, of which $42.0 million is reflected as a return of our investment (investing activity) in the statement of cash flows with the balance reflected as an operating activity. During the six months ended June 30, 2024, we received total distributions of $47.3 million from the Great Park Venture, of which $14.2 million is reflected as a return of our investment (investing activity) in the statement of cash flows with the balance reflected as an operating activity.

Previous wording

Cash Flows from Financing Activities. Net cash used in financing activities was $1.8 million for the three months ended March 31, 2025, compared to $100.9 million net cash used in financing activities for the three months ended March 31, 2024.

Current wording

Cash Flows from Financing Activities. Net cash used in financing activities was $1.8 million for the six months ended June 30, 2025, compared to $101.3 million net cash used in financing activities for the six months ended June 30, 2024.

Previous wording

During the three months ended March 31, 2025 and 2024, we used $1.8 million and $0.8 million, respectively, to net settle share-based compensation awards with employees for tax withholding purposes. We also repaid $100.0 million of our existing 7.875% senior notes due November 2025 in connection with our exchange transaction during the three months ended March 31, 2024.

Current wording

During the six months ended June 30, 2025 and 2024, we used $1.8 million and $0.8 million, respectively, to net settle share-based compensation awards with employees for tax withholding purposes. We also repaid $100.0 million of our existing 7.875% senior notes due November 2025 in connection with our exchange transaction during the six months ended June 30, 2024.

Previous wording

During the three months ended March 31, 2025, our 62.8% ownership percentage in the operating company increased slightly primarily due to our issuance of shared-based compensation in the form of 0.1 million restricted Class A common shares and 0.7 million restricted share units that were settled for Class A common shares, partially offset by our reacquisition of approximately 0.3 million restricted Class A common shares from employees for income tax withholding purposes upon vesting. The issuances and settlements resulted in the operating company issuing to us an equal number of Class A units of the operating company or retiring an equal number of Class A units of the operating company that we previously held.

Current wording

During the six months ended June 30, 2025, our 62.8% ownership percentage in the operating company increased slightly primarily due to our issuance of shared-based compensation in the form of 0.1 million restricted Class A common shares and 0.7 million restricted share units that were settled for Class A common shares, partially offset by our reacquisition of approximately 0.3 million of such Class A common shares from employees for income tax withholding purposes upon vesting. The issuances and settlements resulted in the operating company issuing to us an equal number of Class A units of the operating company or retiring an equal number of Class A units of the operating company that we previously held.

Previous wording

There have been no significant changes to our critical accounting estimates during the three months ended March 31, 2025 as compared to those disclosed in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

Current wording

There have been no significant changes to our critical accounting estimates during the six months ended June 30, 2025 as compared to those disclosed in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.