MIAMI INTERNATIONAL HOLDINGS, INC.

Previous wording

Data as of and for the three and six months ended June 30, 2026 and 2025 have been derived from our unaudited condensed consolidated financial statements appearing at the beginning of this Quarterly Report. Our historical results are not necessarily indicative of the results that may be expected in the future. Results for any interim period should not be construed as an inference of what our results would be for any full fiscal year or future period.

Current wording

Data as of and for the three and nine months ended September 30, 2026 and 2025 have been derived from our unaudited condensed consolidated financial statements appearing at the beginning of this Quarterly Report. Our historical results are not necessarily indicative of the results that may be expected in the future. Results for any interim period should not be construed as an inference of what our results would be for any full fiscal year or future period.

Previous wording

We operate markets across a diverse number of asset classes including options, futures and cash equities. Our markets include: options through MIAX Options, MIAX Pearl, MIAX Emerald, and MIAX Sapphire; U.S. equities through MIAX Pearl Equities; U.S. futures and options on futures through MIAX Futures, and international listings through BSX and TISE. We also own Dorman Trading, a FCM and a Notice Registered Broker-Dealer with the National Futures Association for purposes of facilitating transactions of security futures.

Current wording

We operate markets across a diverse number of asset classes including options, futures and cash equities. Our markets include: options through MIAX Options, MIAX Pearl, MIAX Emerald, and MIAX Sapphire; U.S. equities through MIAX Pearl Equities; U.S. futures and options on futures through MIAX Futures, and international listings through BSX and TISE. We also own Dorman Trading, an FCM and a Notice Registered Broker-Dealer with the National Futures Association for purposes of facilitating transactions of security futures.

Previous wording

We are developing a portfolio of new products. We have a ten-year exclusive license agreement with Bloomberg which allows us to list index futures, options on futures, and cash index options based on the B500, B100, and B500 Volatility indices in North and South America on any of our exchanges. We also trade and clear Hard Red Spring Wheat futures and options on MIAX Futures. Through MIAX Futures Clearing, we offer clearing services for U.S. futures and options on futures.

Current wording

We are developing a portfolio of new products. We have a ten-year exclusive license agreement with Bloomberg which allows us to list index futures, options on futures, and cash index options based on the B500, B100, and B500 Volatility indices in North and South America on any of our exchanges. We also trade and clear Hard Red Spring Wheat futures and options and physically-settled fertilizer futures on MIAX Futures. Through MIAX Futures Clearing, we offer clearing services for U.S. futures and options on futures.

Previous wording

In connection with the sale of MIAXdx, the Company received cash consideration of $59.9 million, net of cash and cash equivalents sold, and recognized a gain of $50.6 million in the condensed consolidated statement of operations for the six months ended June 30, 2026.

Current wording

In connection with the sale of MIAXdx, the Company received cash consideration of $59.9 million, net of cash and cash equivalents sold, and recognized a gain of $50.6 million in the condensed consolidated statement of operations for the nine months ended September 30, 2026.

Previous wording

In 2021, BSX entered into agreements with Pyth to begin publishing limited derived equities market data for certain symbols from MIAX Pearl Equities on the Pyth Network, a decentralized financial market data distribution platform for aggregated data. In exchange, Pyth granted BSX 500 million Pyth tokens which were locked and restricted from trading with a four year unlocking schedule commencing on May 20, 2024. We also received an additional 0.8 million locked reward Pyth tokens, which will unlock at various times through 2028. While the Pyth tokens are locked they are not in the control or possession of BSX, cannot be traded by BSX, and are held by another entity. The Pyth tokens unlock on the schedule based on the agreement under which they were issued, and do not require any further performance by BSX in order to receive the Pyth tokens as they unlock.

Current wording

In 2021, BSX entered into agreements with Pyth to begin publishing limited derived equities market data for certain symbols from MIAX Pearl Equities on the Pyth Network, a decentralized financial market data distribution platform for aggregated data. In exchange, Pyth granted BSX 500 million Pyth tokens which were locked and restricted from trading with a four year unlocking schedule commencing on May 20, 2024. We also received an additional 1.1 million locked reward Pyth tokens as of September 30, 2026, which will unlock at various times through 2028. While the Pyth tokens are locked they are not in the control or possession of BSX, cannot be traded by BSX, and are held by another entity. The Pyth tokens unlock on the schedule based on the agreement under which they were issued, and do not require any further performance by BSX in order to receive the Pyth tokens as they unlock.

Previous wording

We received net proceeds of $16.2 million and $52.6 million in 2025 and 2024, respectively, from the sale of each of the 125 million unlocked Pyth tokens. In May 2026, BSX received an additional 125 million unlocked Pyth tokens in accordance with the distribution schedule. Upon unlocking, Pyth tokens were derecognized as derivative assets and subsequently recognized as digital assets accounted for as intangible assets measured at fair value, with changes in fair value recorded in non-operating (expense) income in the condensed consolidated statements of operations. As of June 30, 2026, the digital assets related to unlocked Pyth tokens had a fair value of $4.8 million and were included in other assets, net in the condensed consolidated balance sheet. The remaining 125 million locked tokens are expected to be distributed to BSX by the Pyth Network upon unlocking on May 20, 2027. The right to receive these Pyth tokens meets the definition of a derivative and is measured at fair value at each reporting date, with changes in fair value recognized in non-operating (expense) income in the condensed consolidated statements of operations. As of June 30, 2026, the fair value associated with the 125 million locked Pyth tokens was $3.8 million and presented as derivative assets in the condensed consolidated balance sheet.

Current wording

We received net proceeds of $16.2 million and $52.6 million in 2025 and 2024, respectively, from the sale of each of the 125 million unlocked Pyth tokens. In May 2026, BSX received an additional 125 million unlocked Pyth tokens in accordance with the distribution schedule. Upon unlocking, Pyth tokens were derecognized as derivative assets and subsequently recognized as digital assets accounted for as intangible assets measured at fair value, with changes in fair value recorded in non-operating (expense) income in the condensed consolidated statements of operations. As of September 30, 2026, the digital assets related to unlocked Pyth tokens had a fair value of $9.8 million and were included in other assets, net in the condensed consolidated balance sheet. The remaining 125 million locked tokens are expected to be distributed to BSX by the Pyth Network upon unlocking on May 20, 2027. The right to receive these Pyth tokens meets the definition of a derivative and is measured at fair value at each reporting date, with changes in fair value recognized in non-operating (expense) income in the condensed consolidated statements of operations. As of September 30, 2026, the fair value associated with the 125 million locked Pyth tokens was $8.6 million and presented as derivative assets in the condensed consolidated balance sheet.

Previous wording

•the potential introduction of new or competing financial products or services by competitors in the industry, including those enabled by new technologies; and

Current wording

•the introduction of new or competing financial products or services by competitors in the industry, including those enabled by new technologies; and

Previous wording

The following tables summarize each customer’s revenue concentration as a percentage of the Company’s total revenues during the three and six months ended June 30, 2026 and 2025:

Current wording

The following tables summarize each customer’s revenue concentration as a percentage of the Company’s total revenues during the three and nine months ended September 30, 2026 and 2025:

Previous wording

Professional fees and outside services consist primarily of consulting services, which include supplemental staff activities primarily related to legal, technology support, regulatory, audit and tax advisory services.

Current wording

Professional fees and outside services consist primarily of consulting services, which include supplemental staff activities primarily related to legal, technology support, regulatory, audit and tax advisory services. This expense category also includes costs associated with funding the CAT and provisions for uncollectible notes receivable issued to fund the CAT.

Previous wording

Income and expenses incurred through activities outside of our core operations are considered non-operating and are classified as other income (expense). These activities primarily include the change in fair value of puttable common stock, change in fair value of puttable warrants issued with debt, interest expense related to outstanding debt facilities, interest earned on the investing of excess cash, gain on sale of business, investment gain/loss, and unrealized gains and losses on derivative (right to receive Pyth tokens) and digital assets.

Current wording

Income and expenses incurred through activities outside of our core operations are considered non-operating and are classified as other income (expense). These activities primarily include the change in fair value of puttable common stock, change in fair value of puttable warrants issued with debt, interest expense related to outstanding debt facilities, interest earned on the investing of excess cash, gain on sale of business, investment gain/loss, loss on debt extinguishment, and unrealized gains and losses on derivative (right to receive Pyth tokens) and digital assets.

Previous wording

The following summarizes changes in financial performance for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025 (in thousands, except share, per share amounts and percentages):

Current wording

The following summarizes changes in financial performance for the three and nine months ended September 30, 2026, compared to the three and nine months ended September 30, 2025 (in thousands, except share, per share amounts and percentages):

Previous wording

(1)EBITDA is defined as income before interest expense and amortization of debt discount costs, interest income, income taxes and depreciation and amortization. Adjusted EBITDA is defined as EBITDA before share-based compensation, investment gain/loss, litigation costs and settlement, acquisition-related costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, gain on sale of business, unrealized loss on derivative and digital assets, loss on sale of intangible asset, and impairment charges. EBITDA and adjusted EBITDA do not represent, and should not be considered as, alternatives to net income as determined in accordance with GAAP. We have presented EBITDA and adjusted EBITDA because we consider them important supplemental measures of our performance. In addition, we use adjusted EBITDA as a measure of operating performance for preparation of our forecasts. Other companies may calculate EBITDA and adjusted EBITDA differently than we do. EBITDA and adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP.

Current wording

(1)EBITDA is defined as income before interest expense and amortization of debt discount costs, interest income, income taxes and depreciation and amortization. Adjusted EBITDA is defined as EBITDA before share-based compensation, investment gain/loss, litigation costs and settlement, acquisition-related costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, gain on sale of business, unrealized gain/loss on derivative and digital assets, loss on sale of intangible asset, warrant modification, provision for notes receivable, one time IPO payments, loss on extinguishment of debt, and impairment charges. EBITDA and adjusted EBITDA do not represent, and should not be considered as, alternatives to net income as determined in accordance with GAAP. We have presented EBITDA and adjusted EBITDA because we consider them important supplemental measures of our performance. In addition, we use adjusted EBITDA as a measure of operating performance for preparation of our forecasts. Other companies may calculate EBITDA and adjusted EBITDA differently than we do. EBITDA and adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP.

Previous wording

(3)Adjusted earnings is defined as net income adjusted for share-based compensation, investment gain/loss, litigation costs and settlement, acquisition-related costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, gain on sale of business, unrealized loss on derivative and digital assets, loss on sale of intangible asset, impairment charges, and non-GAAP tax adjustments. Adjusted earnings margin represents adjusted earnings divided by revenues less cost of revenues. Adjusted diluted earnings per share represents adjusted earnings divided by diluted weighted average shares outstanding used for adjusted diluted earnings per share (which includes the impact of anti-dilutive securities on a GAAP basis). Adjusted earnings does not represent, and should not be considered as, alternatives to net income as determined in accordance with GAAP. We have presented adjusted earnings because we consider this an important supplemental measure of our performance. In addition, we use adjusted earnings as a measure of operating performance for preparation of our forecasts. Other companies may calculate adjusted earnings differently than we do. Adjusted earnings has limitations as an analytical tool, and you should not consider it in isolation or as substitute for analysis of our results as reported under GAAP.

Current wording

(3)Adjusted earnings is defined as net income adjusted for share-based compensation, investment gain/loss, litigation costs and settlement, acquisition-related costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, gain on sale of business, unrealized gain/loss on derivative and digital assets, loss on sale of intangible asset, warrant modification, provision for notes receivable, one time IPO payments, loss on extinguishment of debt, impairment charges, and non-GAAP tax adjustments. Adjusted earnings margin represents adjusted earnings divided by revenues less cost of revenues. Adjusted diluted earnings per share represents adjusted earnings divided by diluted weighted average shares outstanding used for adjusted diluted earnings per share (which includes the impact of anti-dilutive securities on a GAAP basis). Adjusted earnings does not represent, and should not be considered as, alternatives to net income as determined in accordance with GAAP. We have presented adjusted earnings because we consider this an important supplemental measure of our performance. In addition, we use adjusted earnings as a measure of operating performance for preparation of our forecasts. Other companies may calculate adjusted earnings differently than we do. Adjusted earnings has limitations as an analytical tool, and you should not consider it in isolation or as substitute for analysis of our results as reported under GAAP.

Previous wording

(1)Futures segment includes $0.4 million related to access fees, $0.4 million related to market data fees, and $0.8 million related to other revenue. Corporate / Other segment includes $(0.1) million related to other revenue.

Current wording

(1)Futures segment includes $0.4 million related to access fees, $0.6 million related to market data fees, and $1.0 million related to other revenue. Corporate / Other segment includes $(0.4) million related to other revenue.

Previous wording

(1)Includes $0.4 million related to access fees, $0.2 million related to market data fees, and $0.6 million related to other revenue.

Current wording

(1)Includes $0.4 million related to access fees, $0.4 million related to market data fees, and $0.7 million related to other revenue.

Previous wording

(1)Futures segment includes $0.8 million related to access fees, $0.7 million related to market data fees, and $1.5 million related to other revenue. Corporate / Other segment includes $(0.2) million related to other revenue.

Current wording

(1)Futures segment includes $1.1 million related to access fees, $1.3 million related to market data fees, and $2.6 million related to other revenue. Corporate / Other segment includes $(0.5) million related to other revenue.

Previous wording

(1)Share-based compensation represents expenses associated with stock options of $2.8 million, restricted stock awards of $2.4 million, restricted stock units of $1.8 million, and warrants of less than $0.1 million that have been granted to employees, directors and service providers. The 2026 expense of $7.1 million is made up of $5.2 million to employees within compensation and benefits, $0.2 million to service providers within professional fees and outside services, and $1.6 million to directors within general, administrative, and other.

Current wording

(1)Share-based compensation represents expenses associated with stock options of $3.3 million, restricted stock awards of $1.0 million, restricted stock units of $3.3 million, and warrants of less than $0.1 million that have been granted to employees, directors and service providers. The 2026 expense of $7.5 million is made up of $6.4 million to employees within compensation and benefits, $0.2 million to service providers within professional fees and outside services, and $0.9 million to directors within general, administrative, and other.

Previous wording

(4)Reflects the aggregate unrealized loss resulting from the mark-to-market valuation of digital assets related to unlocked Pyth tokens and derivative assets related to the 125 million Pyth tokens that remain locked by the Pyth Network as of June 30, 2026.

Current wording

(4)Reflects the aggregate unrealized gain resulting from the mark-to-market valuation of digital assets related to unlocked Pyth tokens and derivative assets related to the 125 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2026.

Previous wording

(1)Share-based compensation represents expenses associated with stock options of $3.0 million, restricted stock awards of $6.2 million and warrants of $0.3 million that have been granted to employees, directors and service providers. The 2025 expense of $9.4 million is made up of $8.3 million to employees within compensation and benefits, $0.6 million to service providers within professional fees and outside services, and $0.5 million to directors within general, administrative, and other.

Current wording

(1)Share-based compensation represents expenses associated with stock options of $3.7 million, restricted stock awards of $25.1 million and warrants of $0.3 million that have been granted to employees, directors and service providers. The 2025 expense of $29.1 million is made up of $27.8 million to employees within compensation and benefits, $0.9 million to service providers within professional fees and outside services, and $0.4 million to directors within general, administrative, and other.

Previous wording

(2)Investment loss of $2.6 million represents an unrealized loss on marketable equity securities.

Current wording

(2)Investment loss of $0.2 million represents an unrealized loss on available for sale marketable equity securities.

Previous wording

(9)Reflects the unrealized loss resulting from the mark-to-market valuation of the 250 million Pyth tokens that remain locked by the Pyth Network as of June 30, 2025.

Current wording

(7)Reflects the unrealized gain resulting from the mark-to-market valuation of the 250 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2025.

Previous wording

(1)Share-based compensation represents expenses associated with stock options of $7.4 million, restricted stock awards of $6.7 million, restricted stock units of $1.8 million, and warrants of $0.1 million that have been granted to employees, directors and service providers. The 2026 expense of $16.0 million is made up of $13.4 million to employees within compensation and benefits, $0.7 million to service providers within professional fees and outside services, and $1.9 million to directors within general, administrative, and other.

Current wording

(1)Share-based compensation represents expenses associated with stock options of $10.6 million, restricted stock awards of $7.7 million, restricted stock units of $5.1 million, and warrants of $0.1 million that have been granted to employees, directors and service providers. The 2026 expense of $23.5 million is made up of $19.8 million to employees within compensation and benefits, $0.9 million to service providers within professional fees and outside services, and $2.8 million to directors within general, administrative, and other.

Previous wording

(2)Investment loss of $4.0 million represents an unrealized loss on marketable equity securities.

Current wording

(2)Investment loss of $1.6 million represents an unrealized loss on marketable equity securities.

Previous wording

(5)Represents the gain on the sale of MIAXdx in January 2026.

Current wording

(6)Represents the gain on the sale of MIAXdx in January 2026.

Previous wording

(2)Investment gain of $10.6 million represents unrealized gain of $8.6 million from the TISE acquisition, and $1.9 million of unrealized gain on available for sale marketable securities.

Current wording

(2)Investment gain of $10.3 million represents unrealized gain of $8.6 million from the TISE acquisition, and $1.7 million of unrealized gain on available for sale marketable equity securities.

Previous wording

(2)2026 represents the unrealized loss on marketable equity securities. 2025 investment gain of $10.6 million represents unrealized gain of $8.6 million from the TISE acquisition, and $1.9 million of unrealized gain on available for sale marketable securities.

Current wording

(2)2026 represents the unrealized gain or loss on marketable equity securities. 2025 represents an unrealized gain of $8.6 million from the TISE acquisition, and an unrealized gain or loss on marketable equity securities.

Previous wording

(9)Reflects the aggregate unrealized loss resulting from the mark-to-market valuation of digital assets related to unlocked Pyth tokens and derivative assets related to Pyth tokens that remain locked by the Pyth Network as of each balance sheet date.

Current wording

(9)Reflects the aggregate unrealized gain or loss resulting from the mark-to-market valuation of digital assets related to unlocked Pyth tokens and derivative assets related to Pyth tokens that remain locked by the Pyth Network as of each balance sheet date.

Previous wording

(11)The income tax effect of the adjustments takes into account the tax treatment and related tax rate(s) that apply to each adjustment in the applicable tax jurisdiction(s).

Current wording

(15)The income tax effect of the adjustments takes into account the tax treatment and related tax rate(s) that apply to each adjustment in the applicable tax jurisdiction(s).

Previous wording

(12)Removes from Adjusted earnings any one-off discrete tax adjustments that are unrelated to our core operating performance.

Current wording

(16)Removes from Adjusted earnings any one-off discrete tax adjustments that are unrelated to our core operating performance.

Previous wording

(13)Primarily relates to the removal of the permanent tax benefit for the excess tax deduction on share based compensation compared to the book expense.

Current wording

(17)Primarily relates to the removal of the permanent tax benefit for the excess tax deduction on share-based compensation compared to the book expense.

Previous wording

The following summarizes changes in certain operational and financial metrics for the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025.

Current wording

The following summarizes changes in certain operational and financial metrics for the three and nine months ended September 30, 2026 compared to the three and nine months ended September 30, 2025.

Previous wording

We believe the growth in Options Market ADV for the three months ended June 30, 2026 compared to the prior period of 26.8% is due to the continuation of several trends including heightened market volatility, growing retail participation, technological advances, increased sophistication of trading strategies, and the proliferation and adoption of new asset classes and financial products.

Current wording

We believe the growth in Options Market ADV for the three months ended September 30, 2026 compared to the prior period of 14.3% is due to the continuation of several trends including heightened market volatility, growing retail participation, technological advances, increased sophistication of trading strategies, and the proliferation and adoption of new asset classes and financial products.

Previous wording

Our Options market share for the three months ended June 30, 2026 compared to the prior period decreased to 16.5% from 16.7%. Our Options revenue per contract increased 6.0% for the three months ended June 30, 2026 compared to the prior period primarily due to changes in product mix.

Current wording

Our Options market share for the three months ended September 30, 2026 compared to the prior period increased to 17.4% from 17.2%. Our Options revenue per contract decreased 4.9% for the three months ended September 30, 2026 compared to the prior period primarily due to changes in product mix and fee changes.

Previous wording

Our U.S. Equities market share for the three months ended June 30, 2026 compared to the prior period decreased to 0.9% from 1.1%. Our Equities capture was $(0.001) per 100 shares for the three months ended June 30, 2026 compared to $(0.014) in the prior period where liquidity payments exceeded transaction revenues for both time periods. The change was primarily due to pricing changes.

Current wording

Our U.S. Equities market share for the three months ended September 30, 2026 compared to the prior period decreased to 0.7% from 1.1%. Our Equities capture was $0.011 per 100 shares for the three months ended September 30, 2026 compared to $(0.015) in the prior period where liquidity payments exceeded transaction revenues. The change was primarily due to pricing changes and changes in product and customer mix.

Previous wording

We believe the growth in Options Market ADV for the six months ended June 30, 2026 compared to the prior period of 21.8% is due to the continuation of several trends including heightened market volatility, growing retail participation, technological advances, increased sophistication of trading strategies, and the proliferation and adoption of new asset classes and financial products.

Current wording

We believe the growth in Options Market ADV for the nine months ended September 30, 2026 compared to the prior period of 19.1% is due to the continuation of several trends including heightened market volatility, growing retail participation, technological advances, increased sophistication of trading strategies, and the proliferation and adoption of new asset classes and financial products.

Previous wording

We believe the increase in U.S. Equities Market ADV for the three months ended June 30, 2026 compared to the prior period of 9.9% is due to similar trends as seen in the Options Market.

Current wording

We believe the increase in U.S. Equities Market ADV for the nine months ended September 30, 2026 compared to the prior period of 10.3% is due to similar trends as seen in the Options Market.

Previous wording

Our Options market share for the six months ended June 30, 2026 compared to the prior period increased to 16.9% from 16.4%. Our Options revenue per contract increased 4.5% for the six months ended June 30, 2026 compared to the prior period primarily due to changes in product mix.

Current wording

Our Options market share for the nine months ended September 30, 2026 compared to the prior period increased to 17.1% from 16.7%. Our Options revenue per contract increased 1.9% for the nine months ended September 30, 2026 compared to the prior period primarily due to changes in product mix, partially offset by pricing changes.

Previous wording

Our U.S. Equities market share for the six months ended June 30, 2026 compared to the prior period decreased to 0.9% from 1.1%. Our Equities capture at $0.002 per 100 shares was positive for the six months ended June 30, 2026 compared to $(0.017) in the prior period where liquidity payments exceeded transaction revenues. The change was primarily due to pricing changes.

Current wording

Our U.S. Equities market share for the nine months ended September 30, 2026 compared to the prior period decreased to 0.8% from 1.1%. Our Equities capture at $0.004 per 100 shares was positive for the nine months ended September 30, 2026 compared to $(0.016) in the prior period where liquidity payments exceeded transaction revenues. The change was primarily due to pricing changes.

Previous wording

Futures agricultural products ADV for the six months ended June 30, 2026 compared to the prior period decreased 34.2% due to lower volatility and participant migration timing to MIAX Futures Onyx. Futures agricultural revenue per contract decreased 3.0% primarily due to increased incentive payments. In May 2025, the Company introduced a program to incentivize Hard Red Spring Wheat liquidity providers during and following the migration to the MIAX Futures Onyx trading platform.

Current wording

Futures agricultural products ADV for the nine months ended September 30, 2026 compared to the prior period decreased 19.8% due to lower volatility and participant migration timing to MIAX Futures Onyx. Futures agricultural revenue per contract decreased 1.6%.

Previous wording

Total revenues for the three months ended June 30, 2026 increased $59.8 million, or 18.3%, compared to the prior period primarily due to:

Current wording

Total revenues for the three months ended September 30, 2026 increased $36.4 million, or 10.7%, compared to the prior period primarily due to: