Skip to main content

AFFILIATED MANAGERS GROUP, INC.

For the period ended Sep 30, 2025. Filed Nov 6, 2025.

View on SEC.gov

About 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, 2025 · Filed Nov 6, 2025

AMG$362.96+3.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001004434-25-000045

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-06.

0001628280-25-050206

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 510 previous paragraphs and 520 current paragraphs.

281 unchanged; 145 reworded; 81 added; 67 removed; 17 previous and 13 current paragraphs rearranged.

Tables are not compared: 19 previous and 19 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 (81)

Current report

received total consideration of$253.2 million, net of transaction costs, which included$99.8 million in cash and 2.9 million

Current report

TPG Class A common shares, all of which we have since sold. Our gain on the transaction was$127.6 million and our after-

Current report

In October 2025, we announced an agreement with Brown Brothers Harriman (“BBH”), a privately held global financial

Current report

services firm, to acquire a minority equity interest in BBH Credit Partners, a newly formed subsidiary of BBH focused on

Current report

structured and alternative credit investment strategies. Following the close of the transaction, BBH partners will continue to

Current report

direct day-to-day operations and our ownership will be limited to a minority interest in the BBH Credit Partners subsidiary.

Current report

(2)Assets under management attributable to Peppertree as of the closing date.

Current report

million or 16% increase from asset-based fees and a $3.3 million increase from performance-based fees, primarily in our liquid

Current report

Aggregate fees were$3,789.8 million for thenine months ended September 30, 2025, anincrease of$63.0 million or 2% as

Current report

increase from asset-based fees, offset by a $243.1 million or 6% decrease from performance-based fees, primarily in our liquid

Current report

management, primarily in our liquid alternative and private markets strategies, and changes in the composition of our assets

Current report

Net income (controlling interest)increased $88.8 million or 72% for thethree months ended September 30, 2025. This

Current report

increase was primarily due to $127.6 million of Affiliate transaction gains and a $35.9 million increase in Equity method

Current report

income (net). These increases were partially offset by a $39.1 million increase in Income tax expense attributable to the

Current report

controlling interest, primarily due to Affiliate transaction gains, and a $36.7 million increase in Affiliate equity compensation

Current report

Net income (controlling interest)increased $19.5 million or 6% for thenine months ended September 30, 2025. This

Current report

increase was primarily due to $127.6 million of Affiliate transaction gains and a $41.2 million increase in Equity method

Current report

income (net). These increases were partially offset by a $75.6 million increase in Affiliate equity compensation expense

Current report

Our Adjusted EBITDA (controlling interest)increased $36.8 million or 17% for thethree months ended September 30, 2025,

Current report

primarily due to a $188.9 million or 16% increase in aggregate fees.

Current report

Adjusted EBITDA (controlling interest)increased $7.4 million or 1% for thenine months ended September 30, 2025,

Current report

primarily due to a $63.0 million or 2% increase in aggregate fees.

Current report

income (controlling interest)increased $26.5 million or 17%, primarily due to a $36.8 million or 17% increase in Adjusted

Current report

Economic net income (controlling interest)increased $1.8 million for thenine months ended September 30, 2025,

Current report

primarily due to a$7.4 million or 1% increase in Adjusted EBITDA (controlling interest).

Current report

Our Consolidated revenue increased $11.6 million or 2% for thethree months ended September 30, 2025, due to a $16.7

Current report

million or 3% increase from asset-based fees, partially offset by a $5.1 million or 1% decrease from performance-based fees,

Current report

consolidated Affiliate average assets under management, primarily in our private markets strategies, partially offset by changes

Current report

Our Consolidated revenue increased $1.2 million for thenine months ended September 30, 2025, due to a $3.3 million

Current report

increase from performance-based fees, primarily in our private markets strategies, partially offset by a $2.1 million decrease

Current report

primarily due to a $31.6 million increase in Affiliate equity compensation expense.

Current report

primarily due to a $67.8 million increase in Affiliate equity compensation expense partially attributable to a modification of the

Current report

Intangible amortization and impairments increased $74.2 million for thenine months ended September 30, 2025, primarily

Current report

Interest expense decreased $1.5 million or 4% for thethree months ended September 30, 2025, primarily due to a $2.7

Current report

of 2024, and a $2.1 million decrease due to the maturity of our 3.50% senior notes in August 2025 (the “2025 senior notes”).

Showing the first 40 of 81 passages. Open the source sections for the rest.

Removed paragraphs (67)

Previous report

$254 million which included approximately$100 million in cash and 2.9 million TPG Class A common shares, all of which

Previous report

of approximately$285 million, subject to certain closing adjustments. Comvest will continue to be included in our results

Previous report

until closing of the transaction and the portion retained will continue to be included going forward. The transaction is

Previous report

Aggregate fees were$2,443.9 million for thesix months ended June 30, 2025, adecrease of$125.8 million or 5% as

Previous report

decrease from performance-based fees, primarily in our liquid alternative strategies, partially offset by a $120.6 million or 5%

Previous report

Net income (controlling interest)increased $8.3 million or 11% for thethree months ended June 30, 2025. This increase

Previous report

was primarily due to a $47.5 million increase in Equity method income (net) and a $7.3 million decrease in Income tax expense

Previous report

Net income (controlling interest)decreased $69.2 million or 31% for thesix months ended June 30, 2025. This decrease

Previous report

and a $38.9 million increase in Affiliate equity compensation expense attributable to the controlling interest. These decreases

Previous report

to Net income (controlling interest) were partially offset by a $35.9 million decrease in Income tax expense attributable to the

Previous report

Our Adjusted EBITDA (controlling interest)increased $2.2 million or 1% in thethree months ended June 30, 2025, primarily

Previous report

due to a $75.4 million or 7% increase in aggregate fees. Adjusted EBITDA increased less than aggregate fees on a percentage

Previous report

Adjusted EBITDA (controlling interest)decreased $29.4 million or 6% for thesix months ended June 30, 2025, primarily

Previous report

due to a $125.8 million or 5% decrease in aggregate fees, resulting from a decline in performance-based fees.

Previous report

(controlling interest)increased $3.3 million or 2%, primarily due to a $2.2 million increase in Adjusted EBITDA (controlling

Previous report

Economic net income (controlling interest)decreased $24.7 million or 7% for thesix months ended June 30, 2025,

Previous report

primarily due to a$29.4 million or 6% decrease in Adjusted EBITDA (controlling interest).

Previous report

Our Consolidated revenue decreased $7.1 million or 1% for thethree months ended June 30, 2025, due to a $7.9 million or

Previous report

1% decrease from asset-based fees, partially offset by a $0.8 million increase from performance-based fees, primarily in our

Previous report

Our Consolidated revenue decreased $10.5 million or 1% for thesix months ended June 30, 2025, primarily due to an

Previous report

due to a $41.0 million increase in Affiliate equity compensation expense primarily attributable to a modification of the terms of

Previous report

to a $36.2 million increase in Affiliate equity compensation expense primarily attributable to a modification of the terms of

Previous report

primarily due to a $0.9 million decrease in amortization expense related to certain definite-lived assets being fully amortized.

Previous report

Intangible amortization and impairments increased $75.1 million for thesix months ended June 30, 2025, primarily due to

Previous report

Interest expense increased $1.0 million or 3% for thethree months ended June 30, 2025, primarily due to a $5.6 million

Previous report

Interest expense increased $5.2 million or 8% for thesix months ended June 30, 2025, primarily due to an $11.3 million

Previous report

million or 19% increase from asset-based fees, partially offset by a $33.8 million or 5% decrease from performance-based fees,

Previous report

Equity method intangible amortization increased $6.1 million or 29% for thethree months ended June 30, 2025, primarily

Previous report

relationships. These increases were partially offset by a $1.9 million decrease in amortization expense related to certain

Previous report

Ourequity method revenue, net decreased $115.3 million or 7% for thesix months ended June 30, 2025, due to a $254.8

Previous report

million or 16% decrease from performance-based fees, primarily in our liquid alternative strategies, partially offset by a $139.5

Previous report

million or 9% increase from asset-based fees. The increase in asset-based fees was principally due to an increase in our equity

Previous report

a$115.3 million or 7% decrease in equity method revenue, net. Pre-tax equity method earnings decreased more than equity

Previous report

revenue less agreed-upon expenses and hold a greater economic interest.

Previous report

relationships. These increases were partially offset by a $3.7 million decrease in amortization expense related to certain

Showing the first 40 of 67 passages. Open the source sections for the rest.

Reworded paragraphs (145)

Previous wording

June 30, 2025, our aggregate assets under management were approximately $771 billion across a diverse range of private

Current wording

September 30, 2025, our aggregate assets under management were approximately $804 billion across a diverse range of

Previous wording

markets, liquid alternative, and differentiated long-only investment strategies.

Current wording

private markets, liquid alternative, and differentiated long-only investment strategies.

Previous wording

In the first quarter of 2025, we completed a minority investment in NorthBridge Partners, LLC (“NorthBridge”), a

Current wording

In the first quarter of 2025, we completed our minority investment in NorthBridge Partners, LLC (“NorthBridge”), a

Previous wording

In July 2025, we completed the previously announced sale of our equity interest in Peppertree Capital Management, Inc.

Current wording

In July 2025, we completed the previously announced sale of our minority equity interest in Peppertree Capital

Previous wording

(“Peppertree”), as part of the announced acquisition of Peppertree by TPG Inc. (“TPG”), a public company listed on the

Current wording

Management, Inc. (“Peppertree”), as part of the announced acquisition of Peppertree by TPG Inc. (“TPG”), a public company

Previous wording

Nasdaq Global Select Market. Pursuant to the terms of the transaction agreement with TPG, under which we and each of the

Current wording

listed on the Nasdaq Global Select Market (the “Peppertree Transaction”). Pursuant to the terms of the transaction agreement

Previous wording

other owners agreed to sell our respective equity interests in Peppertree, we received total consideration of approximately

Current wording

with TPG, under which we and each of the other owners agreed to sell our respective equity interests in Peppertree, we

Previous wording

transaction is expected to close in the second half of 2025, subject to customary closing conditions.

Current wording

The transaction is expected to close in the first quarter of 2026, subject to customary closing conditions.

Previous wording

In July 2025, we entered into an agreement to acquire a minority equity interest in Montefiore Investment

Current wording

In October 2025, we completed the previously announced agreement to acquire a minority equity interest in Montefiore

Previous wording

(“Montefiore”), a European private equity firm focused on the services sector. Following the close of the transaction,

Current wording

Investment (“Montefiore”), a European private equity firm focused on the services sector. Following the close of the

Previous wording

Montefiore partners will continue to hold a majority of the equity of the business and direct its day-to-day operations. The

Current wording

transaction, Montefiore partners continue to hold a majority of the equity of the business and direct its day-to-day operations.

Previous wording

On August 6, 2025, we entered into an agreement to sell a portion of our interest in Comvest Partners (“Comvest”), our

Current wording

On November 3, 2025, we completed thepreviously announced agreement to sell a portion of our minority equity

Previous wording

Affiliate accounted for under the equity method, as part of the announced acquisition of Comvest’s private credit business by

Current wording

interest in Comvest Partners (“Comvest”), as part of the announced acquisition of Comvest’s private credit business by

Previous wording

Manulife Financial Corporation. Pursuant to the terms of the agreement, we are expected to receive total cash consideration

Current wording

Manulife Financial Corporation. Pursuant to the terms of the agreement, we received total cash consideration of

Previous wording

we have since sold. We acquired our interest in Peppertree for$140.0 million in 2022. Our gain on the transaction was

Current wording

approximately$285 million. We acquired our interest in Comvest for $125.0 million in 2020. Our gain on the transaction

Previous wording

taxable at closing. Peppertree will be included in our results through the closing date.

Current wording

was taxable at closing. Comvest will be included in our results through the closing date and the portion retained will continue

Previous wording

The following tables present changes in our assets under management by strategy for thethree andsix months ended

Current wording

The following tables present changes in our assets under management by strategy for thethree andnine months ended

Previous wording

(2)Foreign exchange reflects the impact of translating the assets under management of our Affiliates whose functional

Current wording

(3)Foreign exchange reflects the impact of translating the assets under management of our Affiliates whose functional

Previous wording

(3)Other includes assets under management attributable to product transitions and reclassifications.

Current wording

(4)Other includes assets under management attributable to product transitions and reclassifications.

Previous wording

(1)Past performance is not indicative of future results. Performance and AUM information is as of June 30, 2025 and is based

Current wording

(1)Past performance is not indicative of future results. Performance and AUM information is as of September 30, 2025 and is

Previous wording

on data available at the time of calculation. Product returns are sourced from Affiliates while benchmark returns are

Current wording

based on data available at the time of calculation. Product returns are sourced from Affiliates while benchmark returns are

Previous wording

period because they inherently depend on investment performance. As of June 30, 2025, approximately 28% of our total assets

Current wording

period because they inherently depend on investment performance. As of September 30, 2025, approximately 28% of our total

Previous wording

under management could potentially earn performance-based fees. These percentages were approximately 12% and 48% of our

Current wording

assets under management could potentially earn performance-based fees. These percentages were approximately 12% and 47%

Previous wording

assets under management for our consolidated Affiliates and Affiliates accounted for under the equity method, respectively.

Current wording

of our assets under management for our consolidated Affiliates and Affiliates accounted for under the equity method,

Previous wording

We anticipate performance-based fees will be a recurring component of our aggregate fees; however we do not anticipate these

Current wording

respectively. We anticipate performance-based fees will be a recurring component of our aggregate fees; however we do not

Previous wording

fees to be a significant component of our Consolidated revenue as these fees are predominately earned by our Affiliates

Current wording

anticipate these fees to be a significant component of our Consolidated revenue as these fees are predominately earned by our

Previous wording

Aggregate fees were$1,173.5 million for thethree months ended June 30, 2025, anincrease of$75.4 million or 7% as

Current wording

Aggregate fees were$1,346.0 million for thethree months ended September 30, 2025, anincrease of$188.9 million or

Previous wording

compared to thesix months ended June 30, 2024. The decrease in our aggregate fees was due to a $246.4 million or 10%

Current wording

16% as compared to thethree months ended September 30, 2024. The increase in our aggregate fees was due to a $185.6

Previous wording

liquid alternative strategies. The increase in asset-based fees was principally due to an increase in our average assets under

Current wording

alternative strategies. The increase in asset-based fees was principally due to an increase in our average assets under

Current wording

management, primarily in our liquid alternative and private markets strategies, and changes in the composition of our assets

Previous wording

compared to thethree months ended June 30, 2024. The increase in our aggregate fees was due to a $108.4 million or 10%

Current wording

compared to thenine months ended September 30, 2024. The increase in our aggregate fees was due to a $306.1 million or 8%

Previous wording

increase from asset-based fees. The increase in asset-based fees was principally due to an increase in our average assets under

Current wording

alternative strategies. The increase in asset-based fees was principally due to an increase in our average assets under

Previous wording

million increase in Affiliate equity compensation expense attributable to the controlling interest.

Previous wording

was primarily due to a $61.6 million increase in Intangible amortization and impairments attributable to the controlling interest

Current wording

attributable to the controlling interest and a $60.9 million increase in Intangible amortization and impairments attributable to the

Previous wording

improves comparability of performance between periods. For thethree months ended June 30, 2025, our Economic net income

Current wording

improves comparability of performance between periods. For thethree months ended September 30, 2025, our Economic net

Previous wording

management, primarily in our private markets and liquid alternative strategies, and changes in the composition of our assets

Previous wording

private markets strategies. The decrease in asset-based fees was principally due to changes in the composition of our assets

Current wording

from asset-based fees. The decrease in asset-based fees was principally due to changes in the composition of our assets under

Previous wording

under management, partially offset by an increase in our consolidated Affiliate average assets under management, primarily in

Current wording

management, partially offset by an increase in our consolidated Affiliate average assets under management, primarily in our

Previous wording

Compensation and related expenses increased $48.4 million or 22% for thethree months ended June 30, 2025, primarily

Current wording

Compensation and related expenses increased $32.7 million or 15% for thethree months ended September 30, 2025,

Previous wording

Compensation and related expenses increased $38.4 million or 8% for thesix months ended June 30, 2025, primarily due

Current wording

Compensation and related expenses increased $71.1 million or 11% for thenine months ended September 30, 2025,

Showing the first 40 of 145 pairs. Open the source sections for the rest.

Rearranged current paragraphs (13)

Current report — wording carried from elsewhere

Affiliates accounted for under the equity method.

Current report — wording carried from elsewhere

under management, including the impact of our investments in new Affiliates.

Current report — wording carried from elsewhere

under management, including the impact of our investments in new Affiliates.

Current report — wording carried from elsewhere

primarily in our private markets strategies. The increase in asset-based fees was principally due to an increase in our

Current report — wording carried from elsewhere

million increase in expenses related to changes in values of contingent payment obligations.

Current report — wording carried from elsewhere

primarily in our private markets and liquid alternative strategies. The increase in asset-based fees was principally due to an

Current report — wording carried from elsewhere

changes in the composition of our assets under management, including the impact of our investments in new Affiliates.

Current report — wording carried from elsewhere

equity method Affiliate average assets under management, primarily in our liquid alternative strategies, and changes in the

Current report — wording carried from elsewhere

interest) were partially offset by an increase in Income tax expense attributable to the controlling interest and an increase in

Current report — wording carried from elsewhere

Affiliate equity compensation expense attributable to the controlling interest.

Current report — wording carried from elsewhere

(controlling interest). See Note 14 of our Consolidated Financial Statements.

Current report — wording carried from elsewhere

As of September 30, 2025 , the weighted average maturity of our outstanding non-senior bank debt is 23 years, all of which

Current report — wording carried from elsewhere

occurred under the equity distribution program.
Rearranged previous paragraphs (17)

Previous report — wording carried elsewhere

expected to close in the fourth quarter of 2025, subject to customary closing conditions.

Previous report — wording carried elsewhere

accounted for under the equity method.

Previous report — wording carried elsewhere

management, primarily in our private markets and liquid alternative strategies.

Previous report — wording carried elsewhere

fees, primarily in our private markets strategies. The decrease in asset-based fees was principally due to changes in the

Previous report — wording carried elsewhere

composition of our assets under management, partially offset by an increase in our consolidated Affiliate average assets under

Previous report — wording carried elsewhere

certain equity awards at an Affiliate.

Previous report — wording carried elsewhere

fully repaid during the third quarter of 2024.

Previous report — wording carried elsewhere

There were no significant changes to Other expenses (net) for thethree months ended June 30, 2025.

Previous report — wording carried elsewhere

method Affiliate average assets under management, primarily in our liquid alternative strategies, and changes in the

Previous report — wording carried elsewhere

method Affiliate average assets under management, primarily in our liquid alternative strategies, and changes in the

Previous report — wording carried elsewhere

composition of our assets under management, including the impact of our investments in new Affiliates.

Previous report — wording carried elsewhere

method revenue, net on a percentage basis primarily due to a decrease in earnings at certain Affiliates in which we share in

Previous report — wording carried elsewhere

amortization expense due to an increase in actual and expected client attrition for certain definite-lived acquired client

Previous report — wording carried elsewhere

definite-lived assets being fully amortized.

Previous report — wording carried elsewhere

interest). See Note 14 of our Consolidated Financial Statements.

Previous report — wording carried elsewhere

flows were primarily attributable to the controlling interest.

Previous report — wording carried elsewhere

were primarily attributable to the controlling interest.