Marcus & Millichap, Inc.
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
View on SEC.govAbout 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.
Jun 30, 2026 · Filed Aug 6, 2026
MMI$27.75-3.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001628280-26-032300
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001628280-26-054439
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 133 previous paragraphs and 147 current paragraphs.
89 unchanged; 32 reworded; 19 added; 11 removed; 1 previous and 7 current paragraphs rearranged.
Tables are not compared: 6 previous and 8 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 (19)
Current report
•the failure to maintain the security of our information and technology networks, including personally identifiable and client information;
Current report
Despite numerous economic headwinds, the U.S. economy is proving to be durable and resilient. Following the implementation of tariffs in May 2025, job creation stalled, resulting in a net loss of 62,000 positions in the nine months ending in February 2026. However, the employment market has since positively shifted, creating 548,000 new jobs from March through June. This shift in momentum aligned with an increase of the Institute for Supply Management (ISM) manufacturing and services indexes and strengthening retail sales activity. The improved economic momentum of the second quarter translated into positive space demand across all major commercial property types.
Current report
Although underlying economic momentum improved during the second quarter, several developments emerging after quarter-end have introduced new risks that could temper growth in the second half of the year. The brief respite offered by the temporary ceasefire in the Middle East conflict that allowed oil shipments to resume through the Strait of Hormuz helped alleviate energy-driven headline CPI inflation which peaked in May at 4.2%. Nonetheless, after inflation fell to 3.5% in June, the hostilities reignited and the Strait of Hormuz has since reclosed. As a result, crude oil and gasoline prices have begun to rise. Should inflation remain elevated, the Federal Reserve could face continued pressure to keep interest rates higher for longer. Interest rate futures indicate that market participants broadly expect the Federal Reserve to raise the federal funds target rate by at least 25 basis points by year-end. Prior to the conflict in the Middle East, it was widely believed the Federal Reserve would cut rates in 2026, and this inversion of expectations has pushed the 10-year Treasury yield approximately 70 basis points higher, into the mid-4% range. As the interest rate climb flowed through to commercial real estate borrowing costs, it widened the buyer/seller expectation gap and impacted investor sentiment. Despite rising interest rates, investor motivation to transact remains strong, with many property owners facing impending debt maturities choosing to sell rather than wait for rates to fall.
Current report
Tariffs could also impact inflation and interest rates this year. Following the U.S. Supreme Court’s invalidation of the tariffs applied using the International Emergency Economic Powers Act, President Trump relied on Section 122 of the Trade Act of 1974, to apply 10% universal tariffs. These tariffs expired on July 24, 2026, and on July 23, 2026 the Administration announced new tariffs under Section 301 of the Trade Act of 1974. Under this authority, an additional duty of 10% or 12.5% applies to goods from specific countries. In addition, the U.S. declined to commit to extending the USMCA trade agreement beyond its scheduled review period with America’s two largest trade partners, Mexico and
Current report
Canada. Under the agreement, any party may withdraw with six months written notice. The USMCA generally eliminates tariffs on many goods traded among the three countries and an exit from the agreement could lead to increased tariffs on imports from the two countries that collectively account for about 28% of U.S. imports. If additional tariffs are imposed on Canada and Mexico, and if tariffs on other countries are increased under the Section 301 rule, it could potentially place additional upward pressure on inflation, pushing the Federal Reserve to keep interest rates elevated.
Current report
While the Middle East conflict, tariffs and other policies have increased uncertainty and could potentially drive inflation higher, the U.S. economy remains fundamentally resilient. U.S. GDP grew by 2.1% in the first quarter of 2026 and economists forecast second quarter growth ranging from 1.5% to 2.1%. Consumer sentiment remains low, but headline retail sales were up by 6.7% on a year-over-year basis as of June 2026. In conjunction with the recent pace of positive job creation, the broader U.S. economy appears to remain healthy. While new headwinds could emerge, economic momentum entered the second half of the year on a positive trajectory.
Current report
Multifamily housing demand strengthened in the second quarter of 2026, building on the gains of the first quarter. Improved job creation helped fuel household formation following the lackluster hiring in the second half of 2025. The slowing pace of new multifamily completions, which were nearly 30% lower in the first half of 2026 compared to the same period last year, helped fuel a substantive reduction in vacancy from 5.2% at year-end 2025 to 4.5% in the second quarter. While rent growth varies dramatically by region, with Sun Belt metros still facing a meaningful supply overhang and negative rent growth in several metros, the broader trend remains positive. With multifamily completions expected to decline further in the second half of the year and into 2027, the prospect of strengthening property performance offers investors an improving outlook. Although demand could be restrained if the economy, job creation or household formation weakens, the current outlook remains cautiously optimistic.
Current report
The retail and industrial sectors remain encumbered by tariffs, economic uncertainty and elevated shipping and transportation costs, but space demand remained positive in the second quarter of 2026. Space absorption balanced with new supply in the second quarter to keep the vacancy rates of both retail and industrial stable. Record low retail space completions for the year should help restrain vacancy rates and sustain a competitive leasing climate. Likewise, industrial space additions for the year are forecast to be their lowest since 2014. While the conflict in the Middle East may sustain elevated inflation including higher shipping and trucking costs, retail sales in the second quarter remained strong. On a year-over-year basis, retail sales were up by 6.7% in June, and on an inflation adjusted basis they were 3.1% ahead of last year, indicating that consumption remains healthy. Barring a sizable negative economic shock or a significant rise in the cost of debt capital, investment activity in both property types remains positioned to sustain momentum through the second half of the year.
Current report
Real estate brokerage commissions. Revenue from real estate brokerage commissions increased to $167.0 million for the three months ended June 30, 2026 from $141.4 million for the same period in 2025, an increase of $25.6 million, or 18.1%. The increase was primarily attributed to an 18.4% increase in total sales volume as the average commission rate was constant. The Larger Transaction Market revenue increased by 43.2%, and the Private Client Market revenue increased by 13.6%.
Current report
Other income, net decreased to $4.2 million for the three months ended June 30, 2026 from $5.5 million for the same period in 2025. The $1.3 million decrease is primarily due to a lower average yield on the Company's investments and a change in unrealized foreign currency gains and losses during the period compared to the same period in prior year.
Current report
Provision for Income Taxes
Current report
The provision for income taxes was $2.4 million for the three months ended June 30, 2026, compared to a provision for income taxes of $7.3 million for the same period in 2025. The effective income tax rate for the three months ended June 30, 2026 was 37.6%, compared to (194.5)% for the same period in 2025. The effective tax rate for the three months ended June 30, 2026 was determined using the estimated AETR method, whereas the effective tax rate for the same period in 2025 was determined using the discrete method. The change in method during the period ended June 30, 2025 resulted in effectively reversing a significant portion of the income tax benefit recorded during the three months ended March 31, 2025, thereby distorting the effective tax rate for the three months ended June 30, 2025. In addition to the different methodologies applied, the effective tax rate for the three months ended June 30, 2026 was also impacted by non-deductible items, state income taxes, and shortfall tax expenses, net, related to stock-based compensation. Refer to Note 10 – “Income Taxes” of our accompanying Notes to Condensed Consolidated Financial Statements for additional information.
Current report
Comparison of Six Months Ended June 30, 2026 and 2025
Current report
Revenue
Current report
Financing fees. Revenue from financing fees increased to $57.1 million for the six months ended June 30, 2026 from $44.4 million for the same period in 2025, an increase of $12.7 million, or 28.7%. The increase was primarily attributed to a 25.2% increase in the total financing volume and a five basis point increase in the average fee rate earned compared to the same period in 2025.
Current report
Total Operating Expenses
Current report
Our total operating expenses were $377.9 million for the six months ended June 30, 2026 compared to $344.1 million for the same period in 2025, an increase of $33.9 million, or 9.8%. Cost of services increased by $35.3 million, partially offset by a decrease of $1.3 million in depreciation and amortization expense as described below.
Current report
Depreciation and amortization expense. Depreciation and amortization expense decreased to $4.7 million for the six months ended June 30, 2026 from $6.0 million for the same period in 2025, a decrease of $1.3 million, or 21.0%. The decrease primarily relates to assets that were fully depreciated in 2025 and impairment of certain assets recorded in 2025.
Current report
Other income, net decreased to $8.0 million for the six months ended June 30, 2026 from $9.5 million for the same period in 2025. The $1.5 million decrease primarily relates to a lower average yield on the Company's investments and a change in unrealized foreign currency gains and losses during the period compared to the same period in prior year.
Removed paragraphs (11)
Previous report
The conflict in the Middle East and the closure of the Strait of Hormuz caused new economic headwinds compounding existing U.S. economic challenges. The conflict caused an immediate surge in fuel prices that spurred an 85 basis point increase in Consumer Price Index (“CPI”) inflation, pushing the inflation rate to 3.3%, its highest level since May 2024. The rapid inflationary rise reduced the likelihood of future interest rate reductions by the Federal Reserve, resulting in a 50 basis point increase in both the 5-year and 10-year treasury rates in the month of March. Longer-term inflationary risks driven by other commodities that rely on transit through the Strait of Hormuz could further exacerbate inflation and dampen the economic outlook. The duration of the conflict, extent of infrastructure destruction and the degree to which shipping through this region is curtailed will determine the significance of the inflationary and economic impact.
Previous report
Following the U.S. Supreme Court’s invalidation of the tariffs applied using the International Emergency Economic Powers Act, President Trump relied on Section 122 of the Trade Act of 1974, to apply 10% universal tariffs. This reduced the net effective tariffs paid by U.S. citizens from 16% to 13.7% according to the Yale Budget Lab. While the tariffs are modestly lower, they remain a headwind for economic growth with the potential to increase inflation. The combination of the tariffs, the conflict in the Middle East and elevated immigration enforcement have aligned to raise business and consumer uncertainty and impact consumer sentiment which fell to a record low in March. Nonetheless the U.S. economy continues to generate positive economic growth as consumption fuels GDP. In March, retail sales posted a strong 4.0% year-over-year gain, suggesting consumer spending persists as a positive force despite the various economic headwinds. While job creation remains subdued, with just 260,000 new jobs added in the trailing 12-months ended March 2026, the unemployment rate is still healthy at 4.3% as of March 2026.
Previous report
Although the economy remains generally sound, the initiation of the military engagement in the Middle East, together with a lack of clarity from the U.S. presidential administration regarding tariffs and trade policy has made it particularly difficult to predict the economic outlook. Recession risk remains modestly elevated, and inflation risk continues to be a concern. The Federal Reserve has adopted a cautious stance, opting to hold rates flat in March 2026 and April 2026 as expected. Risks of further U.S. military action and increased immigration enforcement have garnered national and international media attention, further exacerbating economic uncertainty. Should policy uncertainty abate, the underlying strength of the U.S. economy could support a stronger economic outlook.
Previous report
Multifamily housing demand revived in the first quarter of 2026 following the negative absorption in the fourth quarter of 2025. Although demand was moderate, it outpaced the now slowing pace of construction to deliver a 10 basis point vacancy reduction to 5.1%. The first quarter housing demand gains were broad based, with all tracked major markets delivering positive absorption. Sun Belt metro areas that still face a substantial supply overhang from the significant development over the past several years generated the strongest absorption, but metro areas outside the Sun Belt generally sustained the lowest vacancy rates and highest rent growth. With 2026 multifamily completions expected to total just 270,000 units, down by 34% from 2025 and 54% below the peak development year of 2024, multifamily performance could gain momentum this year. However, demand could be restrained by below average job creation and record low consumer sentiment. Combined, these economic forces could weigh on household formation and restrain occupancy gains.
Previous report
The combined encumbrance of tariffs and economic uncertainty weighed on both retail and industrial space demand in the first quarter of 2026. While industrial absorption was positive, it fell marginally short of new completions for the quarter. The pace of construction continued to taper, with 46 million square feet of added supply in the first quarter of 2026, a reduction of 38% compared to the same quarter in 2025. Industrial vacancy rates remained stable for the third consecutive quarter at 7.8%. The conflict in the Middle East may begin to restrain industrial space demand in coming quarters. Since the conflict began, both shipping and flatbed trucking costs have increased by more than 25%. Shipping dislocation and the elevated cost of diesel fuel may impair supply chains and logistics in the coming months if the Middle East conflict continues for an extended period. This could moderate both industrial and retail space demand. The retail sector is showing signs of economic and geopolitical headwinds as many retailers have slowed their expansion plans. Retail space demand was modestly negative in the first quarter of 2026, raising the vacancy rate by 20 basis points to 5.0%. Nonetheless, retail property construction is limited and retail sales remain healthy, suggesting that when uncertainty abates space demand could revive quickly.
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Other Income, Net
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Interest Expense
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Real estate brokerage commissions. Revenue from real estate brokerage commissions increased to $138.1 million for the three months ended March 31, 2026 from $123.6 million for the same period in 2025, an increase of $14.5 million, or
Previous report
Other Income, Net
Previous report
Other income, net decreased to $3.8 million for the three months ended March 31, 2026 from $4.0 million for the same period in 2025. The $0.2 million decrease primarily relates to a decrease in the carrying value of the assets held in the rabbi trust and an increase in the foreign currency unrealized losses.
Previous report
Interest Expense
Reworded paragraphs (32)
Previous wording
The results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2026, or for any other future period. The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q and in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 26, 2026, including the “Risk Factors” section and the consolidated financial statements and notes included therein.
Current wording
The results of operations for the six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2026, or for any other future period. The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q and in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 26, 2026, including the “Risk Factors” section and the consolidated financial statements and notes included therein.
Previous wording
We are a leading national real estate services firm specializing in commercial real estate investment sales, financing services, research, and advisory services. We have been the top commercial real estate investment broker in the United States based on the number of investment transactions for more than 15 years. As of March 31, 2026, we had 1,724 investment sales and financing professionals that are primarily exclusive independent contractors operating in more than 80 offices, who provide real estate brokerage and financing services to sellers and buyers of commercial real estate assets. During the three months ended March 31, 2026, we closed 2,022 investment sales, financing and other transactions with total sales volume of approximately $12.1 billion. During the year ended December 31, 2025, we closed 8,818 investment sales, financing and other transactions with total sales volume of approximately $50.8 billion.
Current wording
We are a leading national real estate services firm specializing in commercial real estate investment sales, financing services, research, and advisory services. We have been the top commercial real estate investment broker in the United States based on the number of investment transactions for more than 15 years. As of June 30, 2026, we had 1,677 investment sales and financing professionals that are primarily exclusive independent contractors operating in more than 80 offices, who provide real estate brokerage and financing services to sellers and buyers of commercial real estate assets. During the three and six months ended June 30, 2026, we closed 2,306 and 4,328 investment sales, financing and other transactions with total sales volume of approximately $14.1 billion and $26.2 billion, respectively. During the year ended December 31, 2025, we closed 8,818 investment sales, financing and other transactions with total sales volume of approximately $50.8 billion.
Previous wording
We generate revenue by collecting real estate brokerage commissions upon the sale, and financing fees upon the financing of commercial properties, by providing equity advisory services and loan sales, loan guarantees and providing consulting and advisory services. Real estate brokerage commissions are typically based upon the value of the property and financing fees are typically based upon the size of the loan. During the three months ended March 31, 2026, approximately 81% of our revenue was generated from real estate brokerage commissions, 15% from financing fees and 4% from other revenue, including consulting and advisory services.
Current wording
We generate revenue by collecting real estate brokerage commissions upon the sale, and financing fees upon the financing of commercial properties, by providing equity advisory services and loan sales, loan guarantees and providing consulting and advisory services. Real estate brokerage commissions are typically based upon the value of the property and financing fees are typically based upon the size of the loan. During the three months ended June 30, 2026, approximately 82% of our revenue was generated from real estate brokerage commissions, 15% from financing fees and 3% from other revenue, including consulting and advisory services.
Previous wording
We are the industry leader in serving private clients in the $1 million - $10 million private client market, which contributed approximately 64% and 63% of our real estate brokerage commissions during the three months ended March 31, 2026 and 2025, respectively. The following table sets forth the number of transactions, sales volume and revenue by each commercial real estate market for real estate brokerage:
Current wording
We are the industry leader in serving private clients in the $1 million - $10 million private client market, which contributed approximately 64% and 66% of our real estate brokerage commissions during the three months ended June 30, 2026 and 2025, respectively, and approximately 64% and 65% for the six months ended June 30, 2026 and 2025, respectively. The following table sets forth the number of transactions, sales volume and revenue by each commercial real estate market for real estate brokerage:
Previous wording
Demand for office space remains positive despite weak job creation as companies increasingly bring more of their workforce into the office. Office space absorption has been positive for eight consecutive quarters, with annual gains on par with the 10-year average prior to the pandemic. While space demand has been concentrated in Class A properties and suburban areas of primary markets, the gains have been sufficient to reduce the vacancy rate by 110 basis points from its peak of 17.2% in the second quarter of 2024. Opportunistic investors who have acquired office assets at a significant discount and who anticipate an extended office property recovery cycle have boosted office property transaction activity.
Current wording
Demand for office space remains positive as companies increasingly bring more of their workforce into the office. Office space absorption has been positive for nine consecutive quarters, with annual gains on par with the 10-year average prior to the pandemic. While space demand has been concentrated in Class A properties and suburban areas of primary markets, the gains have been sufficient to reduce the vacancy rate by 140 basis points from its peak of 17.3% in the first quarter of 2024. Opportunistic investors who have acquired office assets at a significant discount and who anticipate an extended office property recovery cycle have boosted office property transaction activity.
Previous wording
The commercial real estate space demand outlook remains difficult to discern amid the dramatic policy shifts enacted by the U.S. presidential administration. Increased uncertainty, weakened sentiment and risks of a recession and higher inflation could slow decision making, causing commercial real estate space demand to falter. If policy clarity emerges, commercial real estate space demand could be reinvigorated. Nonetheless, all commercial real estate property types aside from office properties entered the new cycle on sound footing, suggesting a durable performance outlook.
Current wording
The commercial real estate space demand outlook remains difficult to discern amid the dramatic policy shifts enacted by the U.S. presidential administration. Increased uncertainty, weakened sentiment and higher inflation could slow decision making, causing commercial real estate space demand to falter. If policy clarity emerges, commercial real estate space demand could be reinvigorated. Nonetheless, all commercial real estate property types aside from office properties entered the new cycle on sound footing, suggesting a durable performance outlook.
Previous wording
After a surge in March 2026 following the onset of the conflict in the Middle East, interest rates appear to have stabilized, with the 10-year treasury rate holding relatively steady in the low- to mid-4% range. Given the inflation risks spurred by the conflict, the Federal Reserve is currently expected to keep the Federal Funds Rate flat through the remainder of the year. However, with the Chairmanship of the Federal Reserve anticipated to pass to Kevin Warsh in the second quarter, there is a possibility that Federal Reserve policies could shift this year.
Current wording
After a surge in March 2026 following the onset of the conflict in the Middle East, interest rates appear to have stabilized, with the 10-year treasury rate holding relatively steady in the mid-4% range. Given the inflation risks spurred by the conflict, the Federal Reserve is currently expected to raise rates later this year. However, this outlook is somewhat tempered by the ascension of Kevin Warsh to the Chairmanship of the Federal Reserve. While Warsh has reiterated the Federal Reserve’s commitment to stabilizing inflation, he has launched five task forces to reevaluate Federal Reserve practices. The task forces will review communications policies, assess how the Federal Reserve measures and manages inflation, including which data sources they rely on. They will also consider U.S. worker productivity and jobs as well as the strategy for managing the Federal Reserve’s balance sheet. While the Federal Reserve’s objectives remain the same, changes in the data they use and how they make decisions could influence rate policy in the latter part of the year or in 2027.
Previous wording
While commercial real estate lender spreads widened in March 2026, they have begun to tighten again, suggesting commercial real estate lending rates could return to a range comparable with the fourth quarter of 2025. However, the rate outlook remains fluid with geopolitical forces and a new Federal Reserve Chair being key variables in the outlook. Debt capital liquidity remains healthy with all lenders actively engaging the market.
Current wording
Commercial real estate lender spreads widened following the start of the Middle East conflict, but they have since tightened modestly then stabilized. Interest rates for multifamily properties remain markedly higher than before the start of the conflict, but interest rates on commercial properties have tapered back into alignment with pre-conflict levels. However, the rate outlook remains fluid with geopolitical forces and a new Federal Reserve Chair being key variables. Debt capital liquidity remains healthy with all lenders actively engaging the market.
Previous wording
Commercial real estate transaction activity increased by 7% in the first quarter of 2026 compared to the same period in 2025, led by gains in institutional grade seniors housing and hotel property sales. For the quarter, hotel transactions priced $20 million and higher nearly quintupled to 261 transactions while seniors housing transactions in the same price tranche grew by 137% to 317 transactions. First quarter transaction velocity of all property types priced between $2.5 million and $20 million, however, remained relatively stable, gaining just 1.9% versus the same period last year. If the Middle East conflict is resolved before major inflationary and economic disruptions occur, transaction velocity could gain momentum. However, if the conflict extends through the summer, it could potentially elevate inflation and recession risks, possibly eroding investor confidence. If economic and financial market stability is disrupted by the conflict and inflation accelerates, then commercial real estate could emerge as a favored investment option due to its more durable cash flows and inflation resistance.
Current wording
Commercial real estate transaction activity increased by 3% in the second quarter of 2026 compared to the same period in 2025, led by gains in institutional grade industrial, retail and hotel property sales. In the second quarter, industrial transactions priced $20 million and higher surged to 753 transactions while retail and hotel transactions above $20 million increased by 42% and 23% respectively. Second quarter transaction velocity of property types priced between $2.5 million and $10 million edged down by 4% compared to the same quarter last year while the $10 million to $20 million segment gained 11%. The Middle East conflict remains a wildcard in the commercial real estate investment outlook. If the conflict is resolved before major inflationary and economic disruptions occur, transaction velocity could gain momentum. However, if the conflict carries into the fourth quarter, it could potentially elevate inflation and recession risks, possibly eroding investor confidence. If economic and financial market stability is disrupted by the conflict and inflation accelerates, then commercial real estate could emerge as a favored investment option due to its more durable cash flows and inflation resistance.
Previous wording
We are subject to U.S. and Canadian federal taxes and individual state and local taxes based on the income generated in the jurisdictions in which we operate. Our effective tax rate fluctuates as a result of (i) changes in our annual effective tax rate applied to current pre-tax income (loss), (ii) the change in the mix of our activities in the jurisdictions in which we operate due to differing tax rates in those jurisdictions and (iii) the impact of permanent items, including compensation charges, qualified transportation fringe benefits, uncertain tax positions, meals and entertainment and tax-exempt deferred compensation plan assets. Our provision (benefit) for income taxes includes the windfall tax benefits and shortfall expenses, net, from shares issued in connection with our Amended Plan and Amended ESPP.
Current wording
We are subject to U.S. and Canadian federal taxes and individual state and local taxes based on the income generated in the jurisdictions in which we operate. Our effective tax rate fluctuates as a result of (i) changes in our annual effective tax rate applied to current pre-tax income (loss), (ii) the change in the mix of our activities in the jurisdictions in which we operate due to differing tax rates in those jurisdictions and (iii) the impact of permanent items, including compensation charges, qualified transportation fringe benefits, uncertain tax positions, meals and entertainment and tax-exempt deferred compensation plan assets. Our provision (benefit) for income taxes includes the windfall tax benefits and shortfall tax expenses, net, from shares issued in connection with our Amended Plan and Amended ESPP.
Previous wording
The following is a discussion of our results of operations for the three months ended March 31, 2026 and 2025. The tables included in the period comparisons below provide summaries of our results of operations. The period-to-period comparisons of financial results are not necessarily indicative of future results.
Current wording
The following is a discussion of our results of operations for the three and six months ended June 30, 2026 and 2025. The tables included in the period comparisons below provide summaries of our results of operations. The period-to-period comparisons of financial results are not necessarily indicative of future results.
Previous wording
We regularly review a number of key metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections and make strategic decisions. We also believe these metrics are relevant to investors’ and others’ assessment of our financial condition and results of operations. During the three months ended March 31, 2026 and 2025, we closed 2,022 and 1,706 investment sales, financing and other transactions, respectively, with total sales volume of approximately $12.1 billion and $9.4 billion, respectively. Such key metrics for real estate brokerage and financing activities (excluding other transactions) are as follows:
Current wording
We regularly review a number of key metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections and make strategic decisions. We also believe these metrics are relevant to investors’ and others’ assessment of our financial condition and results of operations. During the three months ended June 30, 2026 and 2025, we closed 2,306 and 2,070 investment sales, financing and other transactions, respectively, with total sales volume of approximately $14.1 billion and $12.3 billion, respectively. During the six months ended June 30, 2026 and 2025, we closed 4,328 and 3,776 investment sales, financing and other transactions, respectively, with total sales volume of approximately $26.2 billion and $21.7 billion, respectively. Such key metrics for real estate brokerage and financing activities (excluding other transactions) are as follows:
Previous wording
(1)Adjusted EBITDA is not a measurement of our financial performance under U.S. GAAP and should not be considered as an alternative to net income, operating income or any other measures derived in accordance with U.S. GAAP. For a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net loss, which is the most directly comparable U.S. GAAP financial measure, see “Non-GAAP Financial Measure” below.
Current wording
(1)Adjusted EBITDA is not a measurement of our financial performance under U.S. GAAP and should not be considered as an alternative to net income (loss), operating income (loss) or any other measures derived in accordance with U.S. GAAP. For a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income (loss), which is the most directly comparable U.S. GAAP financial measure, see “Non-GAAP Financial Measure” below.
Previous wording
Our total revenue was $171.5 million for the three months ended March 31, 2026 compared to $145.0 million for the same period in 2025, an increase of $26.4 million, or 18.2%. Total revenue primarily increased as a result of increases in real estate brokerage commissions and financing fees, as described below. See the “Factors Affecting Our Business” section for additional market information.
Current wording
Our total revenue was $202.9 million for the three months ended June 30, 2026 compared to $172.3 million for the same period in 2025, an increase of $30.6 million, or 17.8%. Total revenue primarily increased as a result of increases in real estate brokerage commissions and financing fees, as described below. See the “Factors Affecting Our Business” section for additional market information.
Previous wording
Financing fees. Revenue from financing fees increased to $26.8 million for the three months ended March 31, 2026 from $18.1 million for the same period in 2025, an increase of $8.7 million, or 48.1%. The increase was primarily attributed to a 60.1% increase in the total financing volume, partially offset by a four basis point decrease in the average fee rate earned compared to the same period in 2025.
Current wording
Financing fees. Revenue from financing fees increased to $30.3 million for the three months ended June 30, 2026 from $26.3 million for the same period in 2025, an increase of $4.0 million, or 15.3%. The increase was primarily attributed to a 5.4% increase in the total financing volume and a 10 basis point increase in the average fee rate earned compared to the same period in 2025.
Previous wording
Other revenue. Other revenue increased to $6.5 million for the three months ended March 31, 2026 from $3.3 million for the same period in 2025, an increase of $3.2 million, or 98.1%. The increase was primarily driven by increases in leasing fees and consulting fees during the three months ended March 31, 2026 compared to the same period in 2025.
Current wording
Other revenue. Other revenue increased to $5.6 million for the three months ended June 30, 2026 from $4.6 million for the same period in 2025, an increase of $1.0 million, or 22.8%. The increase was primarily driven by increases in leasing fees and consulting fees during the three months ended June 30, 2026 compared to the same period in 2025.
Previous wording
Our total operating expenses were $177.2 million for the three months ended March 31, 2026 compared to $162.7 million for the same period in 2025, an increase of $14.5 million, or 8.9%. Cost of services increased by $15.3 million, partially offset by a decrease of $0.3 million in selling, general, and administrative expenses and a decrease of $0.5 million in depreciation and amortization expense as described below.
Current wording
Our total operating expenses were $200.7 million for the three months ended June 30, 2026 compared to $181.3 million for the same period in 2025, an increase of $19.4 million, or 10.7%. Cost of services increased by $20.0 million, partially offset by a decrease of $0.8 million in depreciation and amortization expense as described below.
Previous wording
Cost of services. Cost of services are variable commissions paid to our investment sales professionals and compensation-related costs in connection with our financing activities. Cost of services increased to $103.6 million for the three months ended March 31, 2026 from $88.3 million for the same period in 2025, an increase of $15.3 million, or 17.3%. The increase was primarily due to increased commission expenses driven by the related increased revenue discussed above. Cost of services as a percentage of total revenue decreased by 40 basis points to 60.5% compared to the same period in 2025 primarily due to our senior investment sales and financing professionals earning higher commissions in 2025.
Current wording
Cost of services. Cost of services are variable commissions paid to our investment sales professionals and compensation-related costs in connection with our financing activities. Cost of services increased to $126.7 million for the three months ended June 30, 2026 from $106.6 million for the same period in 2025, an increase of $20.0 million, or 18.8%. The increase was primarily due to increased commission expenses driven by the related increased revenue discussed above. Cost of services as a percentage of total revenue increased by 50 basis points to 62.4% compared to the same period in 2025 primarily due to our senior investment sales and financing professionals earning higher commissions in 2026.
Previous wording
Selling, general, and administrative expense. Selling, general and administrative expense remained relatively consistent at $71.2 million for the three months ended March 31, 2026 compared to $71.6 million for the same period in 2025.
Current wording
Selling, general, and administrative expense. Selling, general and administrative expense remained relatively consistent at $71.7 million for the three months ended June 30, 2026 compared to $71.6 million for the same period in 2025.
Previous wording
Depreciation and amortization expense. Depreciation and amortization expense decreased to $2.4 million for the three months ended March 31, 2026 from $2.8 million for the same period in 2025, a decrease of $0.5 million, or 16.1%. The decrease primarily relates to assets that were fully depreciated in 2025.
Current wording
Depreciation and amortization expense. Depreciation and amortization expense decreased to $2.3 million for the three months ended June 30, 2026 from $3.1 million for the same period in 2025, a decrease of $0.8 million, or 25.5%. The decrease primarily relates to assets that were fully depreciated in 2025 and impairment of certain assets recorded in 2025.
Previous wording
11.7%. The increase was primarily attributed to an 18.5% increase in total sales volume, partially offset by an 11 basis point decrease in the average commission rate earned compared to the same period in 2025. The decrease in the average commission rate was due to revenue shifting from the Private Client Market to the Larger Transaction Market, which generally earns lower commission rates as rates generally have an inverse relationship to transaction size. The Larger Transaction Market revenue increased by 24.9%, while the Private Client Market revenue increased by 13.4%.
Current wording
Real estate brokerage commissions. Revenue from real estate brokerage commissions increased to $305.1 million for the six months ended June 30, 2026 from $265.0 million for the same period in 2025, an increase of $40.1 million, or 15.1%. The increase was primarily attributed to an 18.5% increase in total sales volume, partially offset by a five basis point decrease in the average commission rate earned compared to the same period in 2025. The decrease in the average commission rate was primarily driven by a shift in revenue from the Private Client Market to the Larger Transaction Market, which generally earns lower commission rates. For the six months ended June 30, 2026, the Larger Transaction Market included certain transactions with sales volume exceeding $300 million individually, which more significantly reduced the average commission rate earned. The Larger Transaction Market revenue increased by 34.7%, while the Private Client Market revenue increased by 13.5%.
Previous wording
The provision for income taxes was $0.9 million for the three months ended March 31, 2026, compared to a benefit for income taxes of $9.5 million for the same period in 2025. The effective income tax rate for the three months ended March 31, 2026 was (43.1)% compared to 68.2% for the same period in 2025. The decrease in the effective tax rate for the three months ended March 31, 2026, compared to the same period in 2025, is primarily attributed to non-deductible items, state income taxes, and shortfall tax expenses, net related to stock-based compensation. Refer to Note 10 – “Income Taxes” of our accompanying Notes to Condensed Consolidated Financial Statements for additional information.
Current wording
The provision for income taxes was $3.3 million for the six months ended June 30, 2026, compared to a benefit for income taxes of $2.2 million for the same period in 2025. The effective income tax rate for the six months ended June 30, 2026 was 80.3% compared to 12.5% for the same period in 2025. The increase in the effective tax rate for the six months ended June 30, 2026, compared to the same period in 2025, primarily reflects the use of the estimated AETR methodology in 2026, compared to the discrete method in 2025. In addition, the effective tax rate for the six months ended June 30, 2026 was impacted by non-deductible items, state income taxes, and shortfall tax expenses, net, related to stock-based compensation. Refer to Note 10 – “Income Taxes” of our accompanying Notes to Condensed Consolidated Financial Statements for additional information.
Previous wording
In this Quarterly Report on Form 10-Q, we include a non-GAAP financial measure, Adjusted EBITDA. We define Adjusted EBITDA as net loss before (i) interest income and other, including interest on marketable debt securities, available-for-sale and cash, cash equivalents, and restricted cash, and net realized gains (losses) on marketable debt securities, available-for-sale, (ii) interest expense, (iii) provision (benefit) for income taxes, (iv) depreciation and amortization, and (v) stock-based compensation. We use Adjusted EBITDA in our business operations to evaluate the performance of our business, develop budgets and measure our performance against those budgets, among other things. We also believe that analysts and investors use Adjusted EBITDA as a supplemental measure to evaluate our overall operating performance. However, Adjusted EBITDA has material limitations as a supplemental metric and should not be considered in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. We find Adjusted EBITDA to be a useful management metric to assist in evaluating performance, because Adjusted EBITDA eliminates items related to capital structure, taxes and non-cash items. In light of the foregoing limitations, we do not rely solely on Adjusted EBITDA as a performance measure and also consider our U.S. GAAP results. Adjusted EBITDA is not a measurement of our financial performance under U.S. GAAP and should not be considered as an alternative to net loss, operating loss or any other measures calculated in accordance with U.S. GAAP. Because Adjusted EBITDA is not calculated in the same manner by all companies, it may not be comparable to other similarly titled measures used by other companies. A reconciliation of the most directly comparable U.S. GAAP financial measure, net loss, to Adjusted EBITDA is as follows (in thousands):
Current wording
In this Quarterly Report on Form 10-Q, we include a non-GAAP financial measure, Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) before (i) interest income and other, including interest on marketable debt securities, available-for-sale and cash, cash equivalents, and restricted cash, and net realized gains (losses) on marketable debt securities, available-for-sale, (ii) interest expense, (iii) provision (benefit) for income taxes, (iv) depreciation and amortization, and (v) stock-based compensation. We use Adjusted EBITDA in our business operations to evaluate the performance of our business, develop budgets and measure our performance against those budgets, among other things. We also believe that analysts and investors use Adjusted EBITDA as a supplemental measure to evaluate our overall operating performance. However, Adjusted EBITDA has material limitations as a supplemental metric and should not be considered in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. We find Adjusted EBITDA to be a useful management metric to assist in evaluating performance, because Adjusted EBITDA eliminates items related to capital structure, taxes and non-cash items. In light of the foregoing limitations, we do not rely solely on Adjusted EBITDA as a performance measure and also consider our U.S. GAAP results. Adjusted EBITDA is not a measurement of our financial performance under U.S. GAAP and should not be considered as an alternative to net income (loss), operating income (loss) or any other measures calculated in accordance with U.S. GAAP. Because Adjusted EBITDA is not calculated in the same manner by all companies, it may not be comparable to other similarly titled measures used by other companies. A reconciliation of the most directly comparable U.S. GAAP financial measure, net income (loss), to Adjusted EBITDA is as follows (in thousands):
Previous wording
Our total cash, cash equivalents, and restricted cash balance decreased by $25.4 million to $136.5 million at March 31, 2026, compared to $161.9 million at December 31, 2025. The following table sets forth our summary cash flows for the three months ended March 31, 2026 and 2025 (in thousands):
Current wording
Our total cash, cash equivalents, and restricted cash balance decreased by $8.4 million to $153.5 million at June 30, 2026, compared to $161.9 million at December 31, 2025. The following table sets forth our summary cash flows for the six months ended June 30, 2026 and 2025 (in thousands):
Previous wording
Cash flows used in operating activities were $27.6 million for the three months ended March 31, 2026 compared to $52.8 million for the same period in 2025. The $25.2 million decrease in cash flows used in operating activities for the three months ended March 31, 2026 compared to the same period in 2025 was primarily due to a reduction in operating losses, as discussed above, a $15.4 million decrease in change in deferred compensation and commissions and a $10.3 million decrease in net deferred taxes in the three months ended March 31, 2026 compared to the same period in 2025. The cash flows used in operating activities were also affected by the timing of certain cash receipts and payments.
Current wording
Cash flows used in operating activities were $5.4 million for the six months ended June 30, 2026 compared to $31.8 million for the same period in 2025. The $26.4 million decrease in cash flows used in operating activities for the six months ended June 30, 2026 compared to the same period in 2025 was primarily due to a reduction in net losses of $16.3 million, as discussed above and a $15.3 million decrease in change in deferred compensation and commissions in the six months ended June 30, 2026 compared to the same period in 2025. The cash flows used in operating activities were also affected by the timing of certain cash receipts and payments.
Previous wording
Cash flows provided by investing activities were $33.8 million for the three months ended March 31, 2026 compared to $57.2 million for the same period in 2025. The $23.4 million decrease in cash provided by investing activities for the three months ended March 31, 2026 compared to the same period in 2025 was primarily due to a decrease in net proceeds of $21.9 million from sales, purchases, and maturities of securities in the three months ended March 31, 2026 compared to the same period in 2025.
Current wording
Cash flows provided by investing activities were $38.5 million for the six months ended June 30, 2026 compared to cash flows used in investing activities of $10.1 million for the same period in 2025. The $48.6 million increase in cash provided by investing activities for the six months ended June 30, 2026 compared to the same period in 2025 was primarily due to an increase in net proceeds of $49.2 million from sales, purchases, and maturities of securities.
Previous wording
Cash flows used in financing activities were $31.5 million for the three months ended March 31, 2026 compared to $8.1 million for the same period in 2025. The $23.5 million increase in cash flows used in financing activities is primarily due to the $24.5 million increase in cash paid for stock repurchases in the three months ended March 31, 2026 compared to the same period in 2025.
Current wording
Cash flows used in financing activities were $41.3 million for the six months ended June 30, 2026 compared to $25.9 million for the same period in 2025. The $15.4 million increase in cash flows used in financing activities is primarily due to the $18.1 million increase in cash paid for stock repurchases in the 2026 period compared to the same period in 2025.
Previous wording
We believe that our existing balances of cash and cash equivalents, cash flows expected to be generated from our operations, and proceeds from the sale of marketable debt securities, available-for-sale will be sufficient to satisfy our operating requirements for at least the next 12 months and beyond. If we need to raise additional capital through public or private debt or equity financings, strategic relationships or other arrangements, this capital might not be available to us in a timely manner, on acceptable terms, or at all. Our failure to raise sufficient capital when needed could prevent us from funding acquisitions or otherwise financing our growth or operations. As of March 31, 2026, cash (excluding restricted cash), cash equivalents, and marketable debt securities, available-for-sale, aggregated $323.1 million.
Current wording
We believe that our existing balances of cash and cash equivalents, cash flows expected to be generated from our operations, and proceeds from the sale of marketable debt securities, available-for-sale will be sufficient to satisfy our operating requirements for at least the next 12 months and beyond. If we need to raise additional capital through public or private debt or equity financings, strategic relationships or other arrangements, this capital might not be available to us in a timely manner, on acceptable terms, or at all. Our failure to raise sufficient capital when needed could prevent us from funding acquisitions or otherwise financing our growth or operations. As of June 30, 2026, cash (excluding restricted cash), cash equivalents, and marketable debt securities, available-for-sale, aggregated $343.5 million.
Previous wording
We have a credit agreement with Wells Fargo Bank, National Association (as amended, the “Credit Agreement”) which provides for a $10 million principal amount senior secured revolving credit facility that is guaranteed by all of our domestic subsidiaries and matures on June 1, 2026. As of March 31, 2026, there were no amounts outstanding under the Credit Agreement. We monitor covenant compliance on a regular basis to ensure continued compliance with the Credit
Current wording
We have a credit agreement with Wells Fargo Bank, National Association (as amended, the “Credit Agreement”) which provides for a $10 million principal amount senior secured revolving credit facility that is guaranteed by all of our domestic subsidiaries and matures on June 1, 2027. As of June 30, 2026, there were no amounts outstanding under the Credit Agreement. We monitor covenant compliance on a regular basis to ensure continued compliance with the Credit Agreement. Our ability to borrow under the Credit Agreement is limited by our ability to comply with its covenants or obtain necessary waivers. See Note 13 – “Commitments and Contingencies” of our accompanying Notes to Condensed Consolidated Financial Statements for additional information on the Credit Agreement.
Previous wording
The Company, in connection with the Strategic Alliance with M&T Realty Capital Corporation (“MTRCC”), has agreed to provide loan opportunities that may be funded through MTRCC’s agreement with Fannie Mae, which requires MTRCC to guarantee a portion of each funded loan. On a loan-by-loan basis, the Company, at its option, can assume a portion of MTRCC’s guarantee obligation to Fannie Mae of loan opportunities presented to and closed by MTRCC. As of March 31, 2026, the Company has agreed to a maximum aggregate guarantee obligation of $477.8 million relating to loans with an unpaid balance of $2,921.3 million. The maximum guarantee obligation is not representative of the actual loss we would incur. The Company would be liable for this amount only if all of the loans for which it is providing a guarantee to MTRCC were to default and all of the collateral underlying these loans was determined to be without value at the time of settlement. The Company has recorded an allowance for losses of $207,000 as of March 31, 2026 related to these guarantee obligations. The Company is required to provide cash collateral to MTRCC for this obligation and this is reflected as $1.5 million of restricted cash as of March 31, 2026, which is included in cash, cash equivalents, and restricted cash on the condensed consolidated balance sheet.
Current wording
The Company, in connection with the Strategic Alliance with M&T Realty Capital Corporation (“MTRCC”), has agreed to provide loan opportunities that may be funded through MTRCC’s agreement with Fannie Mae, which requires MTRCC to guarantee a portion of each funded loan. On a loan-by-loan basis, the Company, at its option, can assume a portion of MTRCC’s guarantee obligation to Fannie Mae of loan opportunities presented to and closed by MTRCC. As of June 30, 2026, the Company has agreed to a maximum aggregate guarantee obligation of $489.8 million relating to loans with an unpaid balance of $2,993.0 million. The maximum guarantee obligation is not representative of the actual loss we would incur. The Company would be liable for this amount only if all of the loans for which it is providing a guarantee to MTRCC were to default and all of the collateral underlying these loans was determined to be without value at the time of settlement. The Company has recorded an allowance for losses of $194,000 as of June 30, 2026 related to these guarantee obligations. The Company is required to provide cash collateral to MTRCC for this obligation and this is reflected as $1.8 million of restricted cash as of June 30, 2026, which is included in cash, cash equivalents, and restricted cash on the condensed consolidated balance sheet.
Previous wording
There have been no material changes in our commitments under contractual obligations, as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 through the date the condensed consolidated financial statements were issued, other than for the payment on April 3, 2026 of a semi-annual regular dividend of $0.25 per share on outstanding common stock declared by our Board of Directors on February 10, 2026, aggregating $9.5 million.
Current wording
There have been no material changes in our commitments under contractual obligations, as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 through the date on which the condensed consolidated financial statements were issued, other than for the payment of $9.5 million on April 3, 2026 of a semi-annual regular dividend of $0.25 per share on outstanding common stock declared by our Board of Directors on February 10, 2026.
Previous wording
The annual CPI inflation rate in the U.S. peaked at 9.1% in June 2022, the highest annual inflation rate since November 1981. CPI inflation fell to 2.4% as of March 2025 and ended 2025 at 2.7%. In March 2026, largely due to the surge in oil and gas prices caused by the Middle East conflict, inflation increased to 3.3%. Although tariffs will likely play a role in the inflation outlook, the greater inflation risks largely center on the duration of the Middle East conflict and the amount of damage done to infrastructure. The uncertainty surrounding these variables has reduced expectations of rate reductions by the Federal Reserve this year, pushing interest rates higher. By the same token, the prospect of Kevin Warsh assuming the role of Chairman at the Federal Reserve could revive efforts to reduce the overnight rate.
Current wording
The annual CPI inflation rate in the U.S. peaked at 9.1% in June 2022, the highest annual inflation rate since November 1981. CPI inflation fell to 2.4% as of March 2025 and ended 2025 at 2.7%. In May 2026, largely due to the surge in oil and gas prices caused by the Middle East conflict, inflation increased to 4.2% before retreating to 3.5% in June as the cease fire allowed increased crude oil to navigate the Strait of Hormuz, in turn lowering energy costs. Although tariffs will likely play a role in the inflation outlook, the greater inflation risks largely center on the duration of the Middle East conflict and the amount of damage done to infrastructure. The uncertainty surrounding these variables has increased expectations of rate increases by the Federal Reserve this year.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
Below are key operating results for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 (dollars in thousands):
Current report — wording carried from elsewhere
(1)Adjusted EBITDA is not a measurement of our financial performance under U.S. generally accepted accounting principles (“U.S. GAAP”) and should not be considered as an alternative to net income (loss), operating income (loss) or any other measures derived in accordance with U.S. GAAP. For a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income (loss), which is the most directly comparable U.S. GAAP financial measure, see “Non-GAAP Financial Measure” below.
Current report — wording carried from elsewhere
Our total revenue was $374.4 million for the six months ended June 30, 2026 compared to $317.3 million for the same period in 2025, an increase of $57.1 million, or 18.0%. Total revenue primarily increased as a result of increases in real estate brokerage commissions and financing fees, as described below. See the “Factors Affecting Our Business” section for additional market information.
Current report — wording carried from elsewhere
Other revenue. Other revenue increased to $12.2 million for the six months ended June 30, 2026 from $7.9 million for the same period in 2025, an increase of $4.3 million, or 54.1%. The increase was primarily driven by increases in leasing fees and consulting fees during the six months ended June 30, 2026 compared to the same period in 2025.
Current report — wording carried from elsewhere
Cost of services. Cost of services are variable commissions paid to our investment sales professionals and compensation-related costs in connection with our financing activities. Cost of services increased to $230.3 million for the six months ended June 30, 2026 from $195.0 million for the same period in 2025, an increase of $35.3 million, or 18.1%. The increase was primarily due to increased commission expenses driven by the related increased revenue discussed above. Cost of services as a percentage of total revenue increased by 10 basis points to 61.5% compared to the same period in 2025 primarily due to our senior investment sales and financing professionals earning higher commissions in 2026.
Current report — wording carried from elsewhere
Selling, general, and administrative expense. Selling, general and administrative expense remained relatively consistent at $142.9 million for the six months ended June 30, 2026 compared to $143.1 million for the same period in 2025.
Current report — wording carried from elsewhere
Interest expense decreased by an immaterial amount for the six months ended June 30, 2026 compared to the same period in 2025, and primarily relates to interest expense on our SARs liability.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Agreement. Our ability to borrow under the Credit Agreement is limited by our ability to comply with its covenants or obtain necessary waivers. See Note 13 – “Commitments and Contingencies” of our accompanying Notes to Condensed Consolidated Financial Statements for additional information on the Credit Agreement.