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AFFILIATED MANAGERS GROUP, INC.

For the period ended Dec 31, 2025. Filed Feb 17, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 17, 2026

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-K

Period ended 2024-12-31; filed 2025-02-14.

0001004434-25-000010

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-K

Period ended 2025-12-31; filed 2026-02-17.

0001628280-26-008665

Item 7. 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 506 previous paragraphs and 576 current paragraphs.

228 unchanged; 165 reworded; 169 added; 106 removed; 7 previous and 14 current paragraphs rearranged.

Tables are not compared: 18 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 (169)

Current report

planning, and strategic advisory to expand their reach, diversify their businesses, and enhance their long-term success. As of

Current report

In 2025, we advanced our strategy of allocating capital to areas of durable client demand by entering into four new

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partnerships with independent firms collectively managing approximately$23 billion in alternative strategies, announcing a

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strategic partnership with Brown Brothers Harriman (“BBH”), and further expanding our U.S. wealth platform.

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our minority investment in Verition Fund Management LLC (“Verition”), a global multi-strategy investment firm.

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In the fourth quarter of 2025, we completed our minority investments in Montefiore Investment (“Montefiore”), a

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European private equity firm focused on the services sector, and Qualitas Energy, a renewables-focused global infrastructure

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manager specializing in energy transition. We also announced a strategic partnership with BBH, a privately held global

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

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focused on structured and alternative credit investment strategies. The transaction was completed in January 2026.

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respective businesses and directs the day-to-day operations.

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(“Garda”), a liquid alternatives manager specializing in fixed income relative value strategies and an Affiliate since 2019, and

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our minority investment in HighBrook Investors (“HighBrook”), a private markets manager specializing in real estate assets.

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Following the close of the transactions, our investment in Garda continues to be accounted for under the equity method and

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While Affiliates typically partner with AMG to preserve their independence and partnership culture, evolving conditions

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may lead an Affiliate to consider strategic alternatives; consistent with our partnership approach, in such instances, we

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collaborate with Affiliates to evaluate these options. When strategic transactions occur, they typically enhance our flexibility

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to execute our growth strategy and return capital to shareholders, as we deploy the resulting proceeds in accordance with our

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In the third quarter of 2025, we completed the sale of our minority equity interest in Peppertree Capital Management,

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

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Nasdaq Global Select Market (the “Peppertree Transaction”). Pursuant to the terms of the agreement with TPG, under which

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

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$253.2 million, net of transaction costs, which included$99.8 million in cash and 2.9 million TPG Class A common shares,

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all of which we have since sold. Ourgain from the transaction was$127.6 million.

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In November 2025, Comvest Partners (“Comvest”) completed the previously announced agreement to sell its private

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credit business to Manulife Financial Corporation (the “Comvest Transaction”). Pursuant to the terms of the agreement, we

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received total cash consideration of$282.0 million for our portion of Comvest’s private credit business and our gain from the

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In December 2025, we completed the sale of our minority equity interest in Montrusco Bolton Investments Inc.

Current report

(“Montrusco Bolton”)to Walter Global Asset Management Inc. (the “Montrusco Bolton Transaction”). Pursuant to the terms

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of the agreement, we received total cash consideration of$22.0 million and our gain from the transaction was$16.2 million.

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markets products generally represents total commitments or invested assets under management.

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Affiliates. In the case of our equity method Affiliates, asset- and performance-based fees are presented net of certain expense

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reimbursements paid by the underlying products. For certain of our Affiliates accounted for under the equity method, we report

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increased$105.4 billion or 15% driven by a combination of investment performance generated across our Affiliates, net client

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cash inflows, and the addition of assets associated with new partnerships with Affiliates operating in growing areas within

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alternative strategies. Client demand for alternative strategies continued in 2025, with strong net inflows into liquid alternative

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strategies and momentum in private markets fundraising, which more than offset net outflows in equity strategies—an area

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that continues to face headwinds in line with industry trends — and the removal of assets under management associated with

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2024, primarily drivenby investment performance generated across our Affiliates, partially offsetby net outflows. We

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continue to see client demand for alternative strategies (both in private markets and liquid alternatives), as evidenced by our net

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inflows in this category, but our equity strategies experienced net outflows in line with trends across the industry. As we

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continue to invest in new and existing Affiliates, we expect to further evolve our business mix and better position AMG to

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(1)Equities includes assets under management attributable to both global equities and U.S. equities.

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changes in the composition of our assets under management primarily driven by investments in new Affiliates.

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recognition of a $133.1 million pre-tax gain associated with the sale of our equity interest in Veritable, LP, one of our

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consolidated Affiliates, in the third quarter of 2023 (the “Veritable Transaction”) and a $38.3 million decrease in Investment

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interest)increased $37.4 million or 4% in 2024, primarily from investments in new Affiliates and the recognition of

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performance-based fees earned by Affiliates in which we hold a greater economic interest.

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or 2% in 2024, primarily due to a $32.8 million increase in current and other deferred taxes attributable to the controlling

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interest and a $9.5 million increase in Interest expense attributable to the controlling interest. These decreases were partially

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offset by a$37.4 million or 4% increase in Adjusted EBITDA (controlling interest).

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intangible amortization and impairments, in Equity method income (net).

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Our Consolidated revenue decreased $16.9 million or 1% in 2024, primarily due to a $20.3 million or 1% decrease from

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

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management, including the impact of the Veritable Transaction, partially offset by an increase in our consolidated Affiliate

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average assets under management, primarily in ourprivate markets strategies.

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compensation accrualsand a $6.9 million increase in Affiliate equity compensation expense. These increases were partially

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offset by a $16.0 million decrease in compensation and related expensesdue to the Veritable Transaction.

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increase in distribution and investment-related expenses, principally as a result of the increase in average assets under

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fees and a $1.6 million decrease in non-income based taxes.

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Intangible amortization and impairments decreased $19.3 million or 40% in 2024, primarily due to a $14.1 million

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senior unsecured notes issued in August 2024 (the “2034 senior notes”). These increases were partially offset by a $15.5

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services earned by our equity method Affiliates. Equity method revenue incorporates the total asset- and performance-based

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based fees, offset by a $157.1 million or 5% decrease from performance-based fees, primarily in our liquid alternative

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assets under management primarily driven by investments in new Affiliates.

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Equity method earnings increased $67.1 million or 18% in 2024, primarily due to a$186.3 million or 6% increase in equity

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method revenue. Equity method earnings increased more than equity method revenue on a percentage basis primarily due to an

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increase in earnings at certain Affiliates in which we share in revenue less agreed-upon expenses and the recognition of

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performance-based fees earned by Affiliates in which we hold a greater economic interest.

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Equity method intangible impairments increased $30.3 million in 2024. See Note 8 of our Consolidated Financial

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"BPEA Transaction"), in connection with the strategic combination of BPEA and EQT, which was completed in the fourth

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in our Annual Report on Form 10-K for the fiscal year ended December 31,2023, which was filed with the SEC on

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in our Annual Report on Form 10-K for the fiscal year ended December 31,2024, which was filed with the SEC on

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and significant equity ownership in their firm, while they leverage our strategic capabilities and insight, including growth

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and significant equity ownership in their firm, while they leverage our strategic capabilities and insight, including access to

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capital, product strategy and development, capital formation, and incentive alignment and succession planning. As of

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growth capital, product strategy and development, capital formation capabilities, incentive alignment and succession

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December 31, 2024, our aggregate assets under management were approximately$708 billion across a diverse range of

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December 31, 2025, our aggregate assets under management were approximately$813 billion across a diverse range of

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

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

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(“NorthBridge”), aprivate markets manager specializing in industrial logistics real estate assets. Following the close of the

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private markets manager specializing in industrial logistics real estate assets, and in the second quarter of 2025, we completed

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On February 6, 2025, we announced the completion of our minority investment in NorthBridge Partners, LLC

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On February 12, 2026, we announced the completion of our additional minority investment in Garda Capital Partners LP

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transaction, NorthBridge partners continue to hold a significant majority of the equity of the firm and direct its day-to-day

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Affiliate management continues to hold a majority of the equity of the respective businesses and directs the day-to-day

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operating performance measures and Consolidated Financial Statements. Average assets under management for mutual funds

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operating performance measures and Consolidated Financial Statements. Average assets under management for equities and

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and similar investment products generally represents an average of the daily net assets under management, while for

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similar investment products generally represents an average of the daily net assets under management, while for liquid

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institutional and high net worth clients, average assets under management generally represents an average of the assets at the

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alternatives and multi-asset and fixed income products, average assets under management generally represents an average of the

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beginning or end of each month during the applicable period.

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assets at the beginning or end of each month during the applicable period. Average assets under management for private

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quarter in arrears. Aggregate fees are provided in addition to, but not as a substitute for, Consolidated revenue or other GAAP

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the Affiliate’s aggregate fees one quarter in arrears. Aggregate fees are provided in addition to, but not as a substitute for,

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performance generated by their investment products. Assets under management increased duringthe year ended December 31,

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performance generated by their investment products. For the year ended December 31, 2025, assets under management

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

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

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

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(4)Other includes product transitions and reclassifications.

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Aggregate fees consist of asset- and performance-based fees of our consolidated and equity method Affiliates. Asset-based

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Aggregate fees consist of asset- and performance-based fees of our consolidated and equity method Affiliates. In the case

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fees include advisory and other fees earned by our Affiliates for services provided to their clients and are typically determined

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the underlying products. Asset-based fees include advisory and other fees earned by our Affiliates for services provided to their

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as a percentage of the value of a client’s assets under management, generally inclusive of uncalled commitments. Asset-based

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clients and are typically determined as a percentage of the value of a client’s assets under management, generally inclusive of

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fees are generally impacted by the level of average assets under management and the composition of these assets across our

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uncalled commitments. Asset-based fees are generally impacted by the level of average assets under management and the

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strategies with different asset-based fee ratios. Our asset-based fee ratio is calculated as asset-based fees divided by average

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composition of these assets across our strategies with different asset-based fee ratios. Our asset-based fee ratio is calculated as

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period because they inherently depend on investment performance. As of December 31, 2024, approximately 27% of our total

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period because they inherently depend on investment performance. As of December 31, 2025, approximately 28% of our total

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

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assets under management could potentially earn performance-based fees. These percentages were approximately 10% and 47%

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

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

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

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

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Aggregate fees were$5,236.0 million in 2024, anincrease of$169.4 million or 3% as compared to 2023. The increase in

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Aggregate fees were$6,167.5 million in 2025, anincrease of$931.5 million or 18% as compared to 2024. Theincrease in

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our aggregate fees was due to a $323.1 million or 6% increase from asset-based fees, offset by a $153.7 million or 3% decrease

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aggregate fees was due to a $660.2 million or 13% increase from asset-based fees and a $271.3 million or 5% increase from

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from performance-based fees, primarily in our liquid alternative strategies. The increase in asset-based fees was principally due

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performance-based fees, primarily in liquid alternative strategies. The increase in asset-based fees was principally due to an

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to an increase in our average assets under management, primarily in our liquid alternative and private markets strategies, and

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increase in our Affiliates’ average assets under management, primarily in liquid alternative and private markets strategies, and

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Net income (controlling interest)decreased $161.3 million or 24% in 2024. This decrease was primarily due to the

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Net income (controlling interest)increased $205.0 million or 40% in 2025. This increase was primarily due to $371.3

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improves comparability of performance between periods. Economic net income (controlling interest)decreased $16.2 million

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improves comparability of performance between periods. Economic net income (controlling interest)increased $67.7 million

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equity method Affiliates. Our consolidated Affiliates’ financial results are included in our Consolidated revenue, Consolidated

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equity method Affiliates. Our consolidated Affiliates’ financial results are included in Consolidated revenue, Consolidated

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Our Consolidated revenue is derived from our consolidated Affiliates, primarily from asset-based fees from investment

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Consolidated revenue is derived primarily from asset-based fees from investment management services earned by our

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management services. For these Affiliates, we typically use operating structures where we contractually share in the Affiliate’s

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consolidated Affiliates. For these Affiliates, we typically use operating structures where we contractually share in the

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revenue without regard to expenses. Consolidated revenue is generally determined by the level of our consolidated Affiliates’

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Affiliate’s revenue without regard to expenses. Consolidated revenue is generally determined by the level of our consolidated

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average assets under management and the composition of these assets across our consolidated Affiliates’ investment strategies

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Affiliates’ average assets under management and the composition of these assets across our consolidated Affiliates’ investment

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with different asset-based fee ratios and performance-based fees.

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strategies with different asset-based fee ratios and performance-based fees.

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Compensation and related expenses increased $7.8 million or 1% in 2024, primarily due to a $16.3 million increase in

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Compensation and related expenses increased $104.5 million or 11% in 2025, primarily due to an $83.9 million increase in

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Selling, general and administrative expenses increased $18.3 million or 5% in 2024, primarily due to a $22.4 million

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Selling, general and administrative expenses increased $32.1 million or 9% in 2025, primarily due to a $23.8 million

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management on which these expenses are incurred. This increase was partially offset by a $2.4 million decrease in professional

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Current report — wording carried from elsewhere

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

Current report — wording carried from elsewhere

Following the close of these transactions, Affiliate management continues to hold a significant majority of the equity of the

Current report — wording carried from elsewhere

Consolidated revenue or other GAAP performance measures.

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asset-based fees divided by average assets under management.

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based fees was principally due to an increase in our consolidated Affiliates’ average assets under management, primarily in

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intangible-related deferred taxes have been adjusted to eliminatenet expenses of $4.4 million related to the Peppertree and

Current report — wording carried from elsewhere

capital, general partner commitments, and other strategic investments. For the year ended December 31, 2025, the increase

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As of December 31, 2025, the weighted average maturity of our outstanding senior and junior subordinated notes is 22

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2036(the “2036 senior notes”). Interest is payable beginning August 15, 2026.

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negotiated transactions from time to time at management’s discretion.

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features similar to the applicable notes.

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(21)% to 0%, long-term revenue growth rates of 0%, and discount rates of 11.0%.

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assets. The most relevant assumptions used in these analyses were revenue growth rates over the next five years ranging from

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(34)% to 0%, long-term revenue growth rates of 0%, and discount rates of 10.5%.
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Affiliates accounted for under the equity method, we report the Affiliate’s financial results in our Consolidated Financial

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method Affiliate average assets under management and the composition of these assets across our strategies with different

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general partner commitments, and other strategic investments.

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primarily attributable to the controlling interest.

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In the first quarter of 2024, we issued$450.0 million of 2064 junior subordinated notes with a maturity date of March 30,

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interpretations occur; or at 102% of the principal amount, plus any accrued and unpaid interest, if a rating agency makes certain

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junior convertible securities in the open market or in privately negotiated transactions from time to time at management’s