NEWMARK GROUP, INC.

Previous wording

This discussion summarizes the significant factors affecting our results of operations and financial condition during the three and six months ended June 30, 2025 and 2024. We operate in one reportable segment, real estate services. This discussion is provided to increase the understanding of, and should be read in conjunction with, our accompanying unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

This discussion summarizes the significant factors affecting our results of operations and financial condition during the three and nine months ended September 30, 2025 and 2024. We operate in one reportable segment, real estate services. This discussion is provided to increase the understanding of, and should be read in conjunction with, our accompanying unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q.

Previous wording

Attracting and Retaining Revenue-Generating Headcount. During 2024 and the first half of 2025, we continued to solidify what we believe is our position as the platform of choice for many of the real estate industry’s top professionals. In the U.S., U.K., France, Germany, Singapore, and other locations, we attracted some of the most prolific and experienced revenue-generating employees. We believe that these additions further demonstrate the strength of our global brand, and the value of our substantial investments in data, analytics, and talent. Furthermore, our revenue-generating headcount was flat or up modestly year-on-year at the end of each of the five quarters ended June 30, 2024 through June 30, 2025. Therefore, productivity gains were the primary driver of our revenue growth, as well as increased fees across Capital Markets, Leasing, and V&A. Newly added revenue-generating professionals typically take 6 to 18 months to produce meaningful fees, although we generally record related expenses beginning in their first quarter with the Company. As more of Newmark’s recently hired team members ramp up, we expect to further improve our productivity and earnings over time, all else equal.

Current wording

Attracting and Retaining Revenue-Generating Headcount. During 2024 and the first nine months of 2025, we continued to solidify what we believe is our position as the platform of choice for many of the real estate industry’s top professionals. In the U.S., U.K., France, Germany, Singapore, and other locations, we attracted some of the most prolific and experienced commission-based revenue-generating employees. We believe that these additions further demonstrate the strength of our global brand, and the value of our substantial investments in data, analytics, and talent. Our revenue-generating headcount across Capital Markets, Leasing and Other Commissions, and V&A in the U.S. was flat or up modestly year-on-year on a net basis at the end of each of the five quarters ended September 30, 2024, through September 30, 2025. Therefore, productivity gains were the primary driver of our strong quarterly and year-to-date U.S. commission-based revenue growth. We increased both the number of non-U.S. offices and our international commission-based revenue-generating headcount by double-digit percentages year-on-year in the most recent quarter, albeit from smaller bases. As with nearly all recently hired professionals, these international additions are expected to take at least 6 to 18 months to produce meaningful fees, although we generally record related expenses beginning in their first quarter with the Company. As more of Newmark’s recently hired team members ramp up, we expect to further improve our productivity and earnings over time, all else equal.

Previous wording

Continued Trends with Respect to Management Services, Servicing Fees and Other. Many of our Management Services offerings continue to benefit from increased outsourcing by corporations and other occupiers, owners of real estate, lenders, and investment funds. We expect these outsourcing trends to continue for the foreseeable future, which should benefit our recurring revenue businesses as we continue to invest in areas including property management, facilities management, underwriting and due diligence, outsourced lease administration, and property accounting.

Current wording

Continued Trends with Respect to Management Services, Servicing Fees and Other. Many of our Management Services offerings continue to benefit from increased outsourcing by corporations and other occupiers, owners of real estate, lenders, and investment funds. We expect these outsourcing trends to continue for the foreseeable future, which should benefit our recurring revenue businesses as we continue to invest in areas including property management, facilities management, consulting, underwriting and due diligence, outsourced lease administration, and property accounting. Our most recent investments in Management Services, Servicing Fees and Other businesses include the Company’s acquisition of RealFoundations and the launch of our property and facilities management businesses in India, both in October 2025, as well as the launch of our new fund administration business in September 2025. We believe these newest Management Services, Servicing Fees and Other offerings will help drive future revenue and earnings growth over time.

Previous wording

Additionally, we operate a high margin and growing loan servicing and asset management business focused on GSE/FHA loans, as well as on bank, private credit, and commercial mortgage-backed securities clients. We expect this business to benefit as the overall amount of commercial and multifamily debt outstanding increases, and as Newmark continues to gain origination market share. As of June 30, 2025, our loan servicing and asset management portfolio was $182.0 billion (of which 60.9% was limited servicing and asset management, 38.2% was higher margin primary servicing, and 0.9% was special servicing). We expect our overall portfolio to continue providing a steady stream of income and cash flow over the life of the serviced loans.

Current wording

Additionally, we operate a high margin and growing loan servicing and asset management business focused on GSE/FHA loans, as well as on bank, private credit, and commercial mortgage-backed securities clients. We expect this business to benefit as the overall amount of commercial and multifamily debt outstanding increases and Newmark continues to gain origination market share and drives further cross selling between service lines. As of September 30, 2025, our loan servicing and asset management portfolio was $185.4 billion (of which 60.4% was limited servicing and asset management, 38.7% was higher margin primary servicing, and 0.9% was special servicing). We expect our overall portfolio to continue providing a steady stream of income and cash flow over the life of the serviced loans.

Previous wording

These factors, combined with our ability to cross sell between our service lines, enabled us to grow the revenues of our Management Services, Servicing Fees and Other business line by double digit CAGRs between 2017 and 2024, and to increase these recurring revenues by 13.6% year-on-year in the second quarter of 2025.

Current wording

These factors, combined with our ability to increase revenue synergies between our service lines, enabled us to grow Management Services, Servicing Fees and Other revenues by double digit CAGRs between 2017 and 2024, and to increase these recurring revenues by 12.6% and 12.2%, respectively, year-on-year for the three and nine months ended September 30, 2025.

Previous wording

Trends in GDP and Job Growth. Commercial real estate leasing activity has historically been positively correlated with job creation, particularly with respect to office-based employment, and GDP growth.

Current wording

Trends in GDP and Job Growth. Commercial real estate leasing activity has historically been positively correlated with job creation, particularly with respect to office-based employment, and with GDP growth. Unless otherwise noted, all of the following economic statistics are from Bloomberg, including consensus estimates based on the October 13, 2025 U.K. and October 24, 2025 U.S. surveys of economists. Certain economic statistics were not available as of the date of this Quarterly Report on Form 10-Q due to the currently ongoing U.S. government shutdown.

Previous wording

According to Bloomberg, U.S. GDP contracted at an annualized rate of 0.5% in the first quarter of 2025, after having expanded by 2.8% in 2024 and 2.9% in 2023. The preliminary estimate from the U.S. Bureau of Economic Analysis stated that the decline “primarily reflected an increase in imports, which are a subtraction in the calculation of GDP, and a decrease in government spending. These movements were partly offset by increases in investment, consumer spending, and exports.” Many economists attribute higher imports to stockpiling in anticipation of tariffs later imposed or announced by the current U.S. administration. This reversed itself in the second quarter of 2025, as a steep drop in imports helped drive a 3.0% expansion of U.S. GDP. This increase in GDP was partly offset by decreases in investment and exports. According to the July 14, 2025 Bloomberg survey of economists, U.K. GDP is expected to increase by 0.9% year-on-year in the second quarter of 2025, after having expanded by 1.3% in the first quarter of 2025 and by 1.1% and 0.4%, respectively, in 2024 and 2023.

Current wording

U.S. GDP contracted at an annualized rate of 0.6% in the first quarter of 2025 after having expanded by 2.8% in 2024 and 2.9% in 2023. The U.S. Bureau of Economic Analysis stated that the first quarter decline “primarily reflected an increase in imports, which are a subtraction in the calculation of GDP, and a decrease in government spending.” Many economists attributed higher imports to stockpiling in anticipation of tariffs later imposed or announced by the current U.S. administration. This reversed itself in the second quarter of 2025, as a steep drop in imports helped drive a 3.8% expansion of U.S. GDP. According to economists surveyed, U.S. GDP is believed to have increased by an annualized 1.9% in the third quarter of 2025. Economists estimate that U.K. GDP increased by 1.4% year-on-year in the third quarter of 2025, after having expanded by 1.7% and 1.4%, respectively, in the first and second quarters of 2025 and by 1.1% and 0.3% in full years 2024 and 2023.

Previous wording

According to Bloomberg, the seasonally adjusted monthly average of U.S. non-farm payroll employment increased at a slower rate versus recent averages, and increased by approximately 64,000 in the second quarter of 2025. In comparison, the monthly average grew by 111,000 in the first quarter of 2025 and by 168,000 and 216,000 in full years 2024 and 2023, respectively. The June 2025 U.S. unemployment rate (based on U-3) was 4.2% compared with 4.1% a year earlier. The comparable U.K. unemployment rate as of May 2025 (the most recent available) was 4.7% versus 4.4% a year earlier.

Current wording

Economists estimate that the seasonally adjusted monthly average of U.S. non-farm payroll employment increased by approximately 47,000 in the third quarter of 2025. In comparison, the monthly average grew by 111,000 and 55,000, respectively, in the first and second quarters of 2025 and by 168,000 and 216,000 in full years 2024 and 2023. Economists believe that the September 2025 U.S. unemployment rate (based on U-3) was 4.3% compared with 4.1% a year earlier. The comparable U.K. unemployment rate as of August 2025 (the most recent available) was 4.8% versus 4.1% a year earlier.

Previous wording

The ten-year U.S. Treasury yield decreased by approximately 17 basis points quarter on quarter and year-on-year to 4.2% as of June 30, 2025. The ten-year U.K. Gilt yield decreased by approximately 19 basis points quarter on quarter and increased by 32 basis points year-on-year to 4.5% as of June 30, 2025. Subsequent to the end of the second quarter, ten-year U.S. Treasury yields remained largely unchanged as of August 4, 2025, following the announcement of new tariffs by the U.S. and stronger than expected second quarter U.S. GDP growth. There has also been a decline in interest rate volatility and credit spreads to below long term averages (as measured by the ICE BofA MOVE Index, the Bloomberg U.S. Corp BBB/Baa - Treasury 10 Year Spread, and equivalent metrics for the U.K.). For context, ten-year U.S. Treasury and ten-year U.K. Gilt yields still remain below their 50-year average through December 31, 2024 of approximately 5.9% and 6.8%, respectively.

Current wording

The ten-year U.S. Treasury yield decreased by approximately 8 basis points quarter-on-quarter and increased by 37 basis points year-on-year to 4.2% as of September 30, 2025. The ten-year U.K. Gilt yield increased by approximately 210 basis points quarter on quarter and by 700 basis points year-on-year to 4.7% over the same timeframe. For context, ten-year U.S. Treasury and ten-year U.K. Gilt yields still remain below their 50-year average through December 31, 2024 of approximately 5.9% and 6.8%, respectively.

Previous wording

As of June 30, 2025, the most commonly cited U.S. and U.K. inflation measures were up 2.7% and 4.4%, respectively, versus a year earlier. They remain higher than the 2% targets set by both the FOMC and MPC. Most economists surveyed by Bloomberg expect inflation to remain above these targets for the next two years. Concerns about the impact of the recently passed U.S. tax bill, stricter immigration policies, and increased tariffs and elevated inflation, partially offset by the expected slowing of GDP growth, have reduced clarity in terms of how fast the FOMC and/or MPC will lower short term rates. As a result, short-term yields are expected to be higher compared with most of the period from the end of 2008 through early 2022.

Current wording

As of September 30, 2025, the most commonly cited U.S. and U.K. inflation measures were up 2.9% and 3.8%, respectively, versus a year earlier. They remain higher than the 2% targets set by both the FOMC and MPC. The surveyed economists expect inflation to remain above these targets for at least the next two calendar years. Concerns about the impact of the recently passed U.S. tax bill, stricter immigration policies, and increased tariffs and elevated inflation, partially offset by the expected slowing of GDP growth, have reduced clarity in terms of how fast the FOMC and/or MPC will lower short term rates. As a result, short-term yields are expected to be higher for the foreseeable future compared with most of the period from the fourth quarter of 2008 through the first quarter of 2022.

Previous wording

Industry Leasing Activity. While industrial and retail have increased as a percentage of leasing revenues since 2019, office remains the majority of activity for Newmark and the industry. According to data from Newmark Research and CoStar, U.S. office leasing activity, as measured by the percentage of inventory leased in a given quarter, increased by low single digit percentages year-on-year in the second quarter of 2025, but remained below the quarterly average for 2015 through 2019. CoStar states that second quarter 2025 U.K. office leasing activity was up 17% to just under 11 million square feet. While U.K. activity is still below pre-pandemic averages, the second quarter of 2025 was the strongest three-month period for office leasing for the U.K. since the third quarter of 2019. With the pipeline of new office construction expected to drop off dramatically after 2025, the ongoing enhancement of Class B office product, and the conversion of obsolete space into multifamily and other uses, we expect office fundamentals to continue to gradually improve.

Current wording

Industry Leasing Activity. While industrial and retail have increased as a percentage of leasing revenues since 2019, office remains the majority of activity for Newmark and the industry. According to data from Newmark Research and/or CoStar, more square feet of U.S. office space was occupied than given up in the third quarter of 2025, making this the first positive quarter of net absorption since late 2021. It was also the largest total since the second quarter of 2019. This recovery was relatively uneven, with New York City and Dallas driving a disproportionate amount of this national improvement. Compared with the quarterly average for 2015 through 2019, activity was above the pre-pandemic average in Boston, Miami, and Manhattan in the third quarter of 2025, but still below it in most cities and nationally (as measured by the percentage of inventory leased). With respect to the U.K., third quarter 2025 office leasing activity was up by 24% to approximately 11 million square feet. While U.K. activity was still below pre-pandemic averages, the year ended September 30, 2025 was the strongest 12 month period for office leasing since 2019. With the pipeline of new office construction expected to drop off dramatically after 2025 in our key markets, the ongoing enhancement of Class B office properties, and the conversion of obsolete space into multifamily and other uses, we expect office fundamentals to continue to gradually improve.

Previous wording

We expect demand for office space to be driven by the reset in values due to near-term debt maturities. We also continue to see increased need for high quality office space in an increasing number of markets, led by ongoing return-to-work plans, as well as new demand driven by companies in technology including AI as well as financial services. Placer.ai data for June 2025 indicates that in-person attendance in the U.S. increased to an average of 72.6% of June 2019 pre-pandemic levels versus 67.1% a year earlier. This represented a year-on-year improvement in attendance of 8.2%. Our Management Services, Servicing Fees and Other, Leasing, and Other Commissions, and Capital Markets professionals continue to actively collaborate with clients to repurpose underutilized spaces and assets, including with respect to conversion of obsolete office or retail properties.

Current wording

We expect demand for office space to continue to be driven by the reset in values due to near-term debt maturities. We also continue to see increased need for high quality office space in an increasing number of markets, led by new demand driven by companies in technology, including AI, as well as financial services, as well as ongoing return-to-workplace plans. Placer.ai data for September 2025 indicates that in-person attendance in the U.S. increased to an average of 73.7% of September 2019 pre-pandemic levels versus 65.2% a year earlier. This represented a year-on-year improvement in attendance of 13.0%, led by San Francisco and Atlanta among major markets. Placer.ai also notes that even when adjusting for the number of working days, September and July 2025 ranked as the two of the three busiest in-office months in the U.S. since the onset of the pandemic.

Previous wording

Based on data from Newmark Research and/or CoStar, new U.S. industrial leasing activity improved by less than 1% in the second quarter of 2025 ahead of tariff escalations, although vacancy continued to increase. In the U.K., the industrial leasing availability rate hit its highest level in over a decade. U.S. retail leasing activity declined by over 25% in the second quarter of 2025, partially due to a rise in retail bankruptcies. Retail availability rose by just 0.1% to 5.3%, however, and remained 130 basis points below the long-term average. Against this market backdrop, Newmark’s revenues from Leasing and Other Commissions increased by 13.8% for the quarter ended June 30, 2025.

Current wording

Against this improving market backdrop, Newmark’s revenues from Leasing and Other Commissions increased by 13.7% year-on-year for the quarter ended September 30, 2025.

Previous wording

Industry Capital Markets Activity. We believe that we once again gained share in Capital Markets as overall industry volumes continued to generally improve. For example, based on their analysis of the most recently available data from MSCI and/or the MBA, Newmark Research estimates that U.S. notional investment sales volumes were up by approximately 11% in the U.S. in the second quarter of 2025 compared with a year earlier and that U.S. commercial and multifamily originations increased by 38%. Preliminary MSCI data indicates that European investment sales volumes declined by 10% for the same period, although this source often revises such figures upwards at a later date. In comparison, Newmark’s second quarter 2025 Total Debt and investment sales volumes were up year-on-year by approximately 135% and 26%, respectively.

Current wording

Industry Capital Markets Activity. We believe that we once again gained meaningful share in Capital Markets even as overall industry volumes continued to improve. For example, based on their analysis of the most recently available data from MSCI and/or the MBA, Newmark Research estimates that U.S. notional investment sales volumes were up by approximately 25% year-on-year in the U.S. in the third quarter of 2025 and that U.S. commercial and multifamily originations increased by 52%. Preliminary MSCI data indicates that European investment sales volumes grew by at least 7% for the same period, although this source often revises such figures upwards at a later date. In comparison, Newmark’s third quarter 2025 Total Debt and investment sales volumes were up year-on-year by approximately 129% and 67%, respectively.

Previous wording

We have gained considerable Capital Markets share over the past several years. According to data or estimates from MSCI, the MBA, and/or Newmark Research, our U.S. Total Debt volumes were 9.4% of total U.S. commercial and multifamily mortgage originations over the twelve months ended June 30, 2025, up approximately 250 basis points year-on-year and by over six times compared with 1.5% of such originations in 2015. Newmark’s U.S. investment sales volumes were 9.9% of overall U.S. MSCI volumes over the twelve months ended June 30, 2025, which was an increase of approximately 100 basis points versus the year-earlier period and three times our 3.3% share of U.S. MSCI volumes in 2015.

Current wording

We have gained considerable Capital Markets share over the past several years. According to data or estimates from MSCI, the MBA, and/or Newmark Research, our U.S. Total Debt volumes were 10.3% of total U.S. commercial and multifamily mortgage originations over the twelve months ended September 30, 2025, up approximately 280 basis points year-on-year and by over six times compared with 1.5% of such originations in 2015. Newmark’s U.S. investment sales volumes were 10.7% of overall U.S. MSCI volumes over the twelve months ended September 30, 2025, which was an increase of approximately 230 basis points versus the year-earlier period and more than 3 times our 3.3% share of U.S. MSCI volumes in 2015.

Previous wording

Commercial And Multifamily Mortgage Maturities and Other Drivers. We continue to benefit from the ongoing need for our clients to both refinance existing properties owned by them and to finance investments in properties they seek to own. We expect the record amounts of medium-term commercial and multifamily mortgage maturities and interest rate stabilization to together lead to continued improvement in industry debt volumes, as well as increased investment sales activity. For example, the MBA expects a record $957 billion of U.S. mortgage maturities in 2025 alone, and approximately $2.1 trillion between 2025 and 2027.

Current wording

Commercial And Multifamily Mortgage Maturities and Other Drivers. We continue to benefit from the ongoing need for our clients to both refinance existing properties owned by them and to finance investments in properties they seek to own. We expect record amounts of medium-term commercial and multifamily mortgage maturities and interest rate stabilization to together lead to continued improvement in industry debt volumes, as well as increased investment sales activity. For example, the MBA expects a record $957 billion of U.S. commercial and multifamily mortgage maturities in 2025 alone, and approximately $2.1 trillion between 2025 and 2027.

Previous wording

Fees are generally earned when a lease is signed. In many cases, landlords are responsible for paying the fees. In capital markets, fees are earned and recognized when the sale of a property closes, and title passes from seller to buyer for investment sales and when debt or equity is funded to a vehicle for debt and equity transactions. Loan originations related fees and sales premiums, net, are recognized when a derivative asset is recorded upon the commitment to originate a loan with a borrower and sell the loan to an investor. The derivative is recorded at fair value and includes loan origination fees, sales premiums and the estimated fair value of the expected net servicing cash flows. Loan originations related fees and sales premiums, net, are recognized net of related fees and commissions to affiliates or third-party brokers. For loans we broker, revenues are recognized when the loan is closed.

Current wording

Fees for real estate lease brokerage transactions are generally earned when a lease is signed. In many cases, landlords are responsible for paying the fees. In capital markets, fees are earned and recognized when the sale of a property closes, and title passes from seller to buyer for investment sales and when debt or equity is funded to a vehicle for debt and equity transactions. Loan originations related fees and sales premiums, net, are recognized when a derivative asset is recorded upon the commitment to originate a loan with a borrower and sell the loan to an investor. The derivative is recorded at fair value and includes loan origination fees, sales premiums and the estimated fair value of the expected net servicing cash flows. Loan originations related fees and sales premiums, net, are recognized net of related fees and commissions to affiliates or third-party brokers. For loans we broker, revenues are recognized when the loan is closed.

Previous wording

Certain limited partnership units are granted exchangeability into Class A common stock or may be redeemed in connection with the grant of shares of Class A common stock. At the time exchangeability is granted, or the shares are issued, Newmark recognizes an expense based on the fair value of the award on that date, which is included in “Equity-based compensation and allocations of net income to limited partnership units and FPUs” in our accompanying unaudited condensed consolidated statements of operations.

Current wording

Certain limited partnership units are granted exchangeability into Newmark Class A common stock or may be redeemed in connection with the grant of shares of Newmark Class A common stock. At the time exchangeability is granted, or the shares are issued, Newmark recognizes an expense based on the fair value of the award on that date, which is included in “Equity-based compensation and allocations of net income to limited partnership units and FPUs” in our accompanying unaudited condensed consolidated statements of operations.

Previous wording

Other income (loss), net is comprised of gains (losses) on equity method investments which represent our pro rata share of the net gains (losses) on investments over which we have significant influence but which we do not control, and the mark-to-market gains or losses on marketable and non-marketable investments.

Current wording

Other income (loss), net is comprised of gains (losses) on equity method investments which represent our pro rata share of the net gains (losses) on investments over which we have significant influence but which we do not control, mark-to-market gains or losses on marketable and non-marketable investments, and settlements from litigation unrelated to our operations.

Previous wording

We incur income tax expenses based on the location, legal structure, and jurisdictional taxing authorities of each of our subsidiaries. Certain of the Company’s entities are taxed as U.S. partnerships and are subject to primarily the UBT in New York City. U.S. federal and state income tax liability or benefit related to the partnership income or loss, with the exception of the UBT, rests with the partners rather than the partnership entity (see Note 2 — “Limited Partnership Interests in Newmark Holdings and BGC Holdings” to our accompanying unaudited condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q). Our accompanying unaudited condensed consolidated financial statements include U.S. federal, state and local income taxes on Newmark’s allocable share of the U.S. results of operations. Outside of the U.S., we operate principally through subsidiary corporations subject to local income taxes.

Current wording

We incur income tax expenses based on the location, legal structure, and jurisdictional taxing authorities of each of our subsidiaries. Certain of the Company’s entities are taxed as U.S. partnerships and are primarily subject to the UBT in New York City. U.S. federal and state income tax liability or benefit related to the partnership income or loss, with the exception of the UBT, rests with the partners rather than the partnership entity. See Note 2 — “Limited Partnership Interests in Newmark Holdings and BGC Holdings” to our accompanying unaudited condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q. Our accompanying unaudited condensed consolidated financial statements include U.S. federal, state and local income taxes on Newmark’s allocable share of the U.S. results of operations. Outside of the U.S., we operate principally through subsidiary corporations subject to local income taxes.

Previous wording

Leasing and Other Commission revenues increased by $28.7 million, or 13.8%, to $237.3 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024, which was driven by strong growth in retail and office transactions in key gateway markets.

Current wording

Leasing and Other Commission revenues increased by $29.4 million, or 13.7%, to $244.0 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, which was driven by notable clients in categories including advanced manufacturing, life sciences, and technology, which drove strong activity in office and industrial.

Previous wording

Capital Markets revenues increased by $61.4 million, or 37.9%, to $223.5 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The increase was driven by an approximately 135% and 26% improvement in Total Debt and investment sales volumes, respectively. These results reflected significant activity for data centers, as well as for office and multifamily. For comparison to the industry at large, based on their analysis of the most recently available data from MSCI and/or the MBA, Newmark Research estimates that industry notional investment sales volumes were up by approximately 11% in the U.S. in the second quarter of 2025 compared with a year earlier and that U.S. commercial and multifamily originations increased by 38%.

Current wording

Capital Markets revenues increased by $112.6 million, or 59.7%, to $301.3 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was driven by 129.1% and 67.3% improvement in Total Debt and investment sales volumes, respectively. These results reflected significant client activity across multifamily, office, data centers, and retail. In comparison, U.S. commercial and multifamily originations were up by approximately 52%, while U.S. and European investment sales volumes across the industry were up 25% and 7%, respectively, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024.

Previous wording

Compensation and employee benefits expense increased by $77.5 million, or 20.5%, to $455.0 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The increase reflects higher commission-based revenues and other costs related to Newmark’s growth initiatives.

Current wording

Compensation and employee benefits expense increased by $117.9 million, or 30.1%, to $510.2 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase reflects higher commission-based revenues and costs related to growth initiatives.

Previous wording

Operating, administrative and other expenses increased by $3.3 million, or 2.2%, to $151.0 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 due to higher pass through costs and other items related to increased revenues, partially offset by lease credits related to liquidated entities.

Current wording

Operating, administrative and other expenses increased by $23.4 million, or 15.4%, to $175.3 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 due to higher pass through costs and other items related to increased revenues. Additionally, there was a $6.6 million increase in expense related to CECL, primarily related to a 90.7% increase in origination volumes in our Fannie Mae business.

Previous wording

Fees to related parties increased by $1.1 million, or 16.9%, to $7.8 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

Current wording

Fees to related parties increased by $0.5 million, or 7.2%, to $8.2 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024.

Previous wording

Depreciation and amortization for the three months ended June 30, 2025 increased by $1.7 million, or 4.2%, to $42.6 million compared to the three months ended June 30, 2024 due to a $1.2 million increase in fixed asset depreciation related to terminated leases and a $0.9 million increase in expenses related to MSR valuation allowance.

Current wording

Depreciation and amortization for the three months ended September 30, 2025 increased by $0.9 million, or 2.0%, to $45.5 million compared to the three months ended September 30, 2024.

Previous wording

Interest expense, net increased by $0.8 million, or 9.3%, to $9.0 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 primarily due to additional borrowing on the revolving Credit Facility.

Current wording

Interest expense, net increased by $0.1 million, or 1.4%, to $8.0 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024.

Previous wording

Provision for income taxes decreased by$4.8 million, or 53.5%, to$4.2 million for thethree months ended June 30, 2025 compared to thethree months ended June 30, 2024. In general, our consolidated effective tax rate can vary from period to period depending on, among other factors, the level, geographic and business mix of our earnings.

Current wording

Provision for income taxes increased by$9.9 million, or 111.7%, to$18.7 million for thethree months ended September 30, 2025 compared to thethree months ended September 30, 2024 primarily due to higher pre-tax earnings. In general, our consolidated effective tax rate can vary from period to period depending on, among other factors, the level, geographic and business mix of our earnings.

Previous wording

Net income attributable to noncontrolling interests decreased by $0.4 million, or 4.8%, to $8.7 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

Current wording

Net income attributable to noncontrolling interests increased by $5.8 million, or 87.9%, to $12.3 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This increase was primarily driven by higher pre-tax income.

Previous wording

Leasing and Other Commission revenues increased by $78.0 million, or 21.2%, to $445.3 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024 which was driven by strong growth in office and retail transactions.

Current wording

Leasing and Other Commission revenues increased by $107.4 million, or 18.5%, to $689.3 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 which was driven by strong activity in office and industrial.

Previous wording

Capital Markets revenues increased by $104.2 million, or 35.6%, to $397.0 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. The increase reflects a 22.7% improvement in investment sales fees and a 66.8% increase in commercial mortgage origination, net, both of which reflected significant volume improvement across every major property type.

Current wording

Capital Markets revenues increased by $216.8 million, or 45.0%, to $698.3 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase reflects a 37.3% improvement in investment sales fees and a 63.9% increase in commercial mortgage origination, net, both of which reflected significant volume improvement across every major property type.

Previous wording

Compensation and employee benefits expense increased by $148.8 million, or 21.1%, to $854.6 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. The increase reflects higher commission-based revenues and other costs related to Newmark’s growth initiatives.

Current wording

Compensation and employee benefits expense increased by $266.8 million, or 24.3%, to $1,364.8 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase reflects higher commission-based revenues and other costs related to Newmark’s growth initiatives.

Previous wording

Equity-based compensation and allocations of net income to limited partnership units and FPUs increased by $57.6 million, or 74.8%, to $134.5 million, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This increase is due to the timing of certain grants of exchangeability, including with respect to contract renewals, as well as $21.1 million of charges related to the exchange and redemption of the remaining limited partnership units held by Newmark’s former Executive Chairman, Mr. Lutnick, in the first quarter of 2025.

Current wording

Equity-based compensation and allocations of net income to limited partnership units and FPUs increased by $89.9 million, or 71.6%, to $215.6 million, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This increase is due to the timing of certain grants of exchangeability, including with respect to contract renewals, which were also impacted by the approximately 21% year-on-year rise in Newmark’s average closing year-to-date stock price. Additionally, there was an $8.9 million increase in allocations of net income to limited partnership units due to higher pre-tax income. Furthermore, there was $21.1 million of charges related to the exchange and redemption of the remaining limited partnership units then held by Newmark’s former Executive Chairman, Mr. Howard W. Lutnick, in the first quarter of 2025.

Previous wording

Operating, administrative and other expenses increased by $19.3 million, or 6.8%, to $305.0 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024 largely due to costs directly tied to Newmark’s revenue growth and CECL reserves for financial guarantee liability and other receivables, partially offset by lease credits related to liquidated entities.

Current wording

Operating, administrative and other expenses increased by $42.7 million, or 9.8%, to $480.3 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 largely due to costs directly tied to Newmark’s revenue growth and other items related to increased revenues. Additionally, there was a $15.0 million increase in expense related to CECL and provisions for doubtful accounts, partially related to a 52.3% increase in origination volumes in our Fannie Mae business.

Previous wording

Fees to related parties increased by $3.2 million, or 22.2%, to $17.4 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

Current wording

Fees to related parties increased by $3.7 million, or 16.9%, to $25.5 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.

Previous wording

Depreciation and amortization for the six months ended June 30, 2025 increased by $4.1 million, or 4.8%, to $89.0 million compared to the six months ended June 30, 2024 due to a $4.3 million increase in fixed asset impairment related to terminated leases, offset by a $0.3 million change in MSR valuation allowance.

Current wording

Depreciation and amortization for the nine months ended September 30, 2025 increased by $5.0 million, or 3.9%, to $134.4 million compared to the nine months ended September 30, 2024 primarily due to a $5.2 million increase in fixed asset impairment related to terminated leases.

Previous wording

Interest expense, net increased by $2.0 million, or 13.1%, to $17.5 million during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 due to additional borrowing on the revolving Credit Facility.

Current wording

Interest expense, net increased by $2.1 million, or 9.2%, to $25.5 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 due to higher average borrowing on the revolving Credit Facility.

Previous wording

Provision (benefit) for income taxes decreased by $11.4 million, or 205.7%, to $(5.8) million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024 primarily due to revaluation of deferred tax assets, net windfall tax benefit on equity awards in 2025 and larger valuation allowance on international losses in 2024. In general, our consolidated effective tax rate can vary from period to period depending on, among other factors, the level, geographic and business mix of our earnings.

Current wording

Provision (benefit) for income taxes decreased by $1.5 million, or 10.4%, to $12.9 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to revaluation of deferred tax assets, net windfall tax benefit on equity awards in 2025 and larger valuation allowance on international losses in 2024. In general, our consolidated effective tax rate can vary from period to period depending on, among other factors, the level, geographic and business mix of our earnings.

Previous wording

Net income (loss) attributable to noncontrolling interests increased by $2.4 million, or 262.8% to $1.5 million of net income attributable to noncontrolling interests for the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

Current wording

Net income (loss) attributable to noncontrolling interests increased by $8.2 million, or 145.7% to $13.8 million of net income attributable to noncontrolling interests for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This increase was primarily driven by higher pre-tax income.

Previous wording

Our future capital requirements will depend on many factors, including our growth, the expansion of our sales and marketing activities, our expansion into other markets, our acquisitions of other companies and hiring of teams of producers, and our results of operations. To the extent that existing cash, cash from operations and credit facilities are insufficient to fund our future activities, we may need to raise additional funds through public equity or debt financing. As of June 30, 2025, our debt consisted of $600.0 million aggregate principal amount of 7.500% Senior Notes with a carrying amount of $596.2 million and $275.0 million outstanding under the Credit Facility with a carrying amount of $275.0 million, in each case exclusive of our warehouse facilities described under “—Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises.”

Current wording

Our future capital requirements will depend on many factors, including our growth, the expansion of our sales and marketing activities, our expansion into other markets, our acquisitions of other companies and hiring of teams of producers, and our results of operations. To the extent that existing cash, cash from operations and credit facilities are insufficient to fund our future activities, we may need to raise additional funds through public equity or debt financing. As of September 30, 2025, our debt consisted of $600.0 million aggregate principal amount of 7.500% Senior Notes with a carrying amount of $596.5 million and $150.0 million outstanding under the Credit Facility with a carrying amount of $150.0 million, in each case exclusive of our warehouse facilities described under “—Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises.”