AlTi Global, Inc.

Previous wording

AlTi is a global wealth and investment partner to families, foundations and institutions, helping clients activate capital with clarity, bring structure to complexity, and plan with purpose across borders and generations. AlTi combines the breadth of a global firm with the service offering of a family office to deliver solutions designed to meet the full complexity of wealth and capital. We manage or advise approximately $96.0 billion in combined assets as of June 30, 2026. We have approximately 465 professionals operating in 19 cities in nine countries across three continents as of June 30, 2026. We provide holistic solutions for our UHNW and institutional clients through an array of services, including discretionary investment management services, non-discretionary investment advisory services, estate and wealth planning, trust and fiduciary, governance and education, philanthropy and purposeful giving, and family office services. We also provide our clients with access to alternative investment opportunities, including investments in strategies and asset classes to which they would otherwise likely not be able to gain exposure.

Current wording

AlTi is a global wealth and investment partner to families, foundations and institutions, helping clients activate capital with clarity, bring structure to complexity, and plan with purpose across borders and generations. AlTi combines the breadth of a global firm with the service offering of a family office to deliver solutions designed to meet the full complexity of wealth and capital. We manage or advise approximately $94.5 billion in combined assets as of September 30, 2026. We have approximately 449 professionals operating in 19 cities in nine countries across three continents as of September 30, 2026. We provide holistic solutions for our UHNW and institutional clients through an array of services, including discretionary investment management services, non-discretionary investment advisory services, estate and wealth planning, trust and fiduciary, governance and education, philanthropy and purposeful giving, and family office services. We also provide our clients with access to alternative investment opportunities, including investments in strategies and asset classes to which they would otherwise likely not be able to gain exposure.

Previous wording

The U.S. economy demonstrated expansion in the first half of 2026. According to the Bureau of Economic Analysis’ advance estimate released on July 30, 2026, real gross domestic product (“GDP”) increased at an annual rate of 1.5% during the second quarter of 2026, compared with 2.1% during the first quarter. Contributors to second quarter real GDP growth were consumer spending and business investment, which were partially offset by reduced government spending and higher imports.

Current wording

The U.S. economy demonstrated expansion in the first nine months of 2026. According to the Bureau of Economic Analysis’ (“BEA”) estimate released on October 29, 2026, real gross domestic product (“GDP”) increased at an annual rate of 3.4% in the second quarter of 2026, compared with 2.2% during the second quarter. Contributors to third quarter real GDP growth were business investment, consumer spending, and government spending, which were partially offset by a decrease in exports.

Previous wording

Inflation remained above the Federal Reserve's long-term 2% target during the second quarter of 2026, with policymakers noting in June that this was due in part to supply shocks that led to price increases in energy and other sectors. The Personal Consumption Expenditures (“PCE”) Price Index increased 3.8%, 4.1% and 3.7% year-over-year in April, May and June 2026, respectively. The core PCE Price Index Excluding Food and Energy increased 3.3%, 3.4% and 3.3% year-over-year in April, May and June 2026, respectively. Although headline and core inflation moderated modestly by quarter end, inflation remained elevated and continued to influence expectations for monetary policy and financial market conditions during the second quarter of 2026.

Current wording

Inflation remained above the Federal Reserve's long-term 2% target during the third quarter of 2026, with policymakers noting in October that inflation had been running above the Committee's objective for nearly six years and that the Fed’s focus has mainly been on the price-stability side of its mandate. According to BEA data released on October 29, 2026, the Personal Consumption Expenditures (“PCE”) Price Index increased 3.4%, 3.4%, and 3.6% year-over-year in July, August, and September 2026, respectively. The core PCE Price Index Excluding Food and Energy increased 3.0%, 3.0% and 3.1% year-over-year in July, August, and September 2026, respectively, according to BEA data on October 29, 2026. Although headline and core inflation moderated modestly from higher levels reported in second quarter of 2026, inflation remained elevated and continued to influence expectations for monetary policy and financial market conditions.

Previous wording

Our operations are also affected by movements in interest rates, which influence the value of our clients’ portfolios and, in turn, our revenue. Following three quarter‑point rate reductions in late 2025, the Federal Reserve held the federal funds rate steady at a target range of 3.50%–3.75% at each of its meetings in the first half of 2026. Policymakers in June 2026 continued to emphasize their commitment to returning inflation to the Federal Reserve’s long-term target, noting that productivity growth and business investment were strong, and economic expansion continued despite elevated uncertainty that it attributed in part to geopolitical tensions.

Current wording

Our operations are also affected by movements in interest rates, which influence the value of our clients’ portfolios and, in turn, our revenue. In September 2026, the Federal Reserve raised the federal funds target rate by 25 basis points to a 3.75%-4.00% range, marking its first rate increase since 2023. Policymakers in September 2026 continued to emphasize their commitment to returning inflation to the Federal Reserve’s long-term target.

Previous wording

Within the Alternatives platform, assets consist of assets managed by TIG Arbitrage (AUM $1.8 billion and $1.8 billion as of June 30, 2026 and December 31, 2025, respectively), and the External Strategic Managers (AUA $5.4 billion and $5.5 billion as of June 30, 2026 and December 31, 2025, respectively).

Current wording

Within the Alternatives platform, assets consist of assets managed by TIG Arbitrage (AUM $1.9 billion and $1.8 billion as of September 30, 2026 and December 31, 2025, respectively), and the External Strategic Managers (AUA $5.3 billion and $5.5 billion as of September 30, 2026 and December 31, 2025, respectively).

Previous wording

The tables below present the change in our total AUM/AUA by strategy and product for our alternatives platform for the three and six months ended June 30, 2026 and June 30, 2025:

Current wording

The tables below present the change in our total AUM/AUA by strategy and product for our alternatives platform for the three and nine months ended September 30, 2026 and September 30, 2025:

Previous wording

Management / advisory fees. Management and advisory fees for the three months ended June 30, 2026, increased by $5.2 million compared to the three months ended June 30, 2025. This increase was driven by higher fees due to increases in our AUM largely attributable to our acquisition of Kontora in the second quarter of 2025, positive net client flows, and strong portfolio performance.

Current wording

Management / advisory fees. Management and advisory fees for the three months ended September 30, 2026, increased by $3.6 million compared to the three months ended September 30, 2025. This increase was driven by higher fees due to increases in our AUM largely attributable to strong portfolio performance.

Previous wording

Incentive fees. For the three months ended June 30, 2026, incentive fees decreased by $0.4 million compared to the three months ended June 30, 2025. This decrease is attributable to less fund redemptions resulting in lower crystallized incentive fees in the TIG Arbitrage strategy for the current year as well as fee true-ups occurring in the first quarter, which led to lower crystallized incentive fees in the current period.

Current wording

Incentive fees. For the three months ended September 30, 2026, incentive fees decreased by $2.4 million compared to the three months ended September 30, 2025. This decrease is attributable to fewer fund redemptions resulting in lower crystallized incentive fees in the TIG Arbitrage strategy for the current year.

Previous wording

Distributions from investments. Distributions from investments for the three months ended June 30, 2026 increased by $0.8 million compared to the three months ended June 30, 2025. This increase was primarily due to higher distributions related to management fees in the European Equities strategy and the Real Estate Bridge Lending Strategy.

Current wording

Distributions from investments. Distributions from investments for the three months ended September 30, 2026 decreased by $0.5 million compared to the three months ended September 30, 2025. This decrease was primarily due to lower distributions related to management fees in the Real Estate Bridge Lending Strategy.

Previous wording

Non-compensation expense. Non-compensation expenses for the three months ended June 30, 2026 decreased by $6.9 million as compared to the three months ended June 30, 2025, primarily driven by a $6.1 million decrease in professional fees resulting from the realization of our expense initiative savings taking hold in the income statement and supported by smaller decreases in the systems, technology, and telephone and general, administrative, and other financial statement line items.

Current wording

Non-compensation expense. Non-compensation expenses for the three months ended September 30, 2026 decreased by $19.4 million as compared to the three months ended September 30, 2025, primarily driven by the absence of prior year non-recurring bad debt and redress provisions and lower professional fees driven by lower one-time costs in realization of our expense initiative savings.

Previous wording

The Company’s effective tax rate was 0.2% for the three months ended June 30, 2026 compared to 15.4% for three months ended June 30, 2025. The effective tax rate for the three months ended June 30, 2026 differed from the statutory U.S. corporate tax rate primarily due to the portion of income allocated to noncontrolling interest, state and local taxes, and the impact of a full valuation allowance on many of the Company’s deferred tax assets, including those generated at the Company, in certain of the Company’s U.S. and non-U.S. subsidiaries and its investment in Umbrella. The effective tax rate for the three months ended June 30, 2025 differed from the statutory U.S. corporate tax rate primarily due to the tax impact of mark-to-market losses associated with contingent liabilities, equity consideration in the Business Combination, and nondeductible professional fees incurred in connection with the Business Combination.

Current wording

The Company’s effective tax rate was (8.3)% for the three months ended September 30, 2026 compared to (39.1)% for three months ended September 30, 2025. The effective tax rate for the three months ended September 30, 2026 differed from the statutory U.S. corporate tax rate primarily due to the portion of income allocated to noncontrolling interests, state and local taxes, and the impact of a full valuation allowance on many of the Company’s deferred tax assets, including those generated at the Company, in certain of the Company’s U.S. and non-U.S. subsidiaries and its investment in Umbrella. The effective tax rate for the three months ended September 30, 2025 differed from the statutory U.S. corporate tax rate primarily due to the tax impact of mark-to-market losses associated with contingent liabilities, equity consideration in the Business Combination, and nondeductible professional fees incurred in connection with the Business Combination.

Previous wording

Management / advisory fees. Management and advisory fees for the six months ended June 30, 2026, increased by $12.3 million compared to the six months ended June 30, 2025. This increase was driven by higher fees due to increases in our AUM largely attributable to our acquisition of Kontora in the second quarter of 2025, positive net client flows, and strong portfolio performance.

Current wording

Management / advisory fees. Management and advisory fees for the nine months ended September 30, 2026, increased by $15.9 million compared to the nine months ended September 30, 2025. This increase was driven by higher fees due to increases in our AUM largely attributable to strong portfolio performance, as well as a full period of fees from Kontora, which we acquired in the second quarter of 2025.

Previous wording

Incentive fees. For the six months ended June 30, 2026, incentive fees decreased by $0.6 million compared to the six months ended June 30, 2025. This decrease is attributable to less fund redemptions resulting in lower crystallized incentive fees in the TIG Arbitrage strategy for the current year as well as fee true-ups occurring in the first quarter, which led to lower crystallized incentive fees in the current period.

Current wording

Incentive fees. For the nine months ended September 30, 2026, incentive fees decreased by $3.0 million compared to the nine months ended September 30, 2025. This decrease is attributable to fewer fund redemptions resulting in lower crystallized incentive fees in the TIG Arbitrage strategy for the current year.

Previous wording

Distributions from investments. Distributions from investments for the six months ended June 30, 2026 increased by $9.8 million compared to the six months ended June 30, 2025. This increase was due to higher distributions related to management and incentive fees in the External Strategic Managers strategies in the current period resulting from stronger performance of these strategies compared to the prior year.

Current wording

Distributions from investments. Distributions from investments for the nine months ended September 30, 2026 increased by $9.3 million compared to the nine months ended September 30, 2025. This increase was due to higher distributions related to management and incentive fees in the External Strategic Managers strategies in the current period resulting from stronger performance of these strategies compared to the prior year.

Previous wording

Compensation expense. Compensation expense for the six months ended June 30, 2026 increased by $13.7 million compared to the six months ended June 30, 2025. This increase was primarily due to higher compensation costs tied to acquisition-driven compensation and benefits, acquisition-related earn-outs, new equity grants, and management restructuring expenses.

Current wording

Compensation expense. Compensation expense for the nine months ended September 30, 2026 increased by $11.3 million compared to the nine months ended September 30, 2025. This increase was primarily due to higher variable compensation, including revenue sharing and incentive compensation, consistent with year-over-year revenue growth, as well as higher equity-based compensation from new grants and management restructuring expenses, partially offset by lower acquisition-related compensation, including earn-outs.

Previous wording

The Company’s effective tax rate was (0.3)% for the six months ended June 30, 2026 compared to 22.5% for the six months ended June 30, 2025. The effective tax rate for the six months ended June 30, 2026 differed from the statutory U.S. corporate tax rate primarily due to the portion of income allocated to noncontrolling interests, state and local taxes, and the impact of a full valuation allowance on the Company’s deferred tax assets, including those generated in the Company’s subsidiaries in the U.S. and the U.K. and its investment in Umbrella. The effective tax rate for the six months ended June 30, 2025 differed from the statutory U.S. corporate tax rate primarily due to the tax impact of mark-to-market losses associated with contingent liabilities, equity consideration in the Business Combination, and nondeductible professional fees incurred in connection with the Business Combination.

Current wording

The Company’s effective tax rate was (2.9)% for the nine months ended September 30, 2026 compared to (20.4)% for the nine months ended September 30, 2025. The effective tax rate for the nine months ended September 30, 2026 differed from the statutory U.S. corporate tax rate primarily due to the portion of income allocated to noncontrolling interests, state and local taxes, and the impact of a full valuation allowance on the Company’s deferred tax assets, including those generated in the Company’s subsidiaries in the U.S. and the U.K. and its investment in Umbrella. The effective tax rate for the nine months ended September 30, 2025 differed from the statutory U.S. corporate tax rate primarily due to the tax impact of mark-to-market losses associated with contingent liabilities, equity consideration in the Business Combination, and nondeductible professional fees incurred in connection with the Business Combination.

Previous wording

On March 19, 2026, the Company and certain of its affiliates on the one hand and the International Real Estate Businesses and the Administrators on the other hand entered into a binding settlement and intercompany loan deed memorializing the terms of the settlement. The settlement amount of £11.2 million ($15.0 million) is noninterest bearing and paid in installments through November 2027. As of June 30, 2026, the outstanding balance of the settlement was $12.3 million.

Current wording

On March 19, 2026, the Company and certain of its affiliates on the one hand and the International Real Estate Businesses and the Administrators on the other hand entered into a binding settlement and intercompany loan deed memorializing the terms of the settlement. The settlement amount of £11.2 million ($15.0 million) is non-interest bearing and paid in installments through November 2027. As of September 30, 2026, the outstanding balance of the settlement was $10.4 million.

Previous wording

On April 30, 2025, the Company acquired Kontora. See Note 4 (Business Combinations) in our accompanying condensed consolidated financial statements. Kontora has a term loan with HypoVereinsbank. Throughout the period of the term loan Kontora Family Office GmbH, as a standalone entity, is required to maintain economic equity of the higher of $1.8 million or 30% of the total assets of this standalone entity. At June 30, 2026, the term loan had an outstanding principal amount of $0.3 million. In addition, Kontora has a revolving line of credit, with an aggregate borrowing facility of $0.9 million with HypoVereinsbank, which expires on July 25, 2029. The funded amounts under this revolving line of credit bear no restrictions on its use. At June 30, 2026, there was $0.4 million outstanding borrowings under the revolving line of credit.

Current wording

On April 30, 2025, the Company acquired Kontora. See Note 4 (Business Combinations) in our accompanying condensed consolidated financial statements. Kontora has a term loan with HypoVereinsbank. Throughout the period of the term loan Kontora Family Office GmbH, as a standalone entity, is required to maintain economic equity of the higher of $1.8 million or 30% of the total assets of this standalone entity. At September 30, 2026, the term loan had an outstanding principal amount of $0.2 million. In addition, Kontora has a revolving line of credit, with an aggregate borrowing facility of $0.9 million with HypoVereinsbank, which expires on July 25, 2029. The funded amounts under this revolving line of credit bear no restrictions on its use. At September 30, 2026, there was $0.7 million outstanding borrowings under the revolving line of credit.

Previous wording

On May 13, 2025, Allianz exercised the Allianz Tranche Right (as defined above) to purchase an additional 18,471 shares of Series A Preferred Stockat $1,000 per share for $18.5 million.

Current wording

On May 13, 2025, Allianz exercised the Allianz Tranche Right (as defined above) to purchase an additional 18,471 shares of Series A Preferred Stock at $1,000 per share for $18.5 million.

Previous wording

Cash and cash equivalents decreased by $10.0 million during the six months ended June 30, 2026 primarily due to the Company’s net financing activities during the period, partially offset by the Company’s net operating activities during the period.

Current wording

Cash and cash equivalents decreased by $6.2 million during the nine months ended September 30, 2026 primarily due to the Company’s net financing activities during the period, partially offset by the Company’s net operating activities during the period.

Previous wording

Our cash inflows from operating activities are comprised of cash collected through management and advisory fees, incentive fees, distributions from investments, and other income/fees. Cash outflows primarily include operating expenses, with the most significant components being compensation and benefits and professional fees. Our net operating cash inflow of $2.9 million for the six months ended June 30, 2026, was primarily driven by a decrease in Fees receivable of $29.7 million resulting from fee collections and offset by a decrease in Accrued compensation and profit sharing of $28.3 million resulting from payments to employees.

Current wording

Our cash inflows from operating activities are comprised of cash collected through management and advisory fees, incentive fees, distributions from investments, and other income/fees. Cash outflows primarily include operating expenses, with the most significant components being compensation and benefits and professional fees. Our net operating cash inflow of $9.4 million for the nine months ended September 30, 2026, was primarily driven by a decrease in Fees receivable of $30.4 million resulting from fee collections and offset by a decrease in Accrued compensation and profit sharing of $22.0 million resulting from payments to employees.

Previous wording

Our net operating cash outflow of $50.6 million for the six months ended June 30, 2025, was primarily driven by the Company’s net operating loss from continuing operations for the period, as operating expenses exceeded revenues, as well as a decrease in Accrued compensation and profit sharing of $21.2 million.

Current wording

Our net operating cash outflow of $53.5 million for the nine months ended September 30, 2025, was primarily driven by the Company’s net operating loss from continuing operations for the period, as operating expenses exceeded revenues, as well as a decrease in Accrued compensation and profit sharing of $14.8 million.

Previous wording

There was an immaterial movement in cash provided by or used in investing activities during the six months ended June 30, 2026.

Current wording

There was an immaterial movement in cash provided by or used in investing activities during the nine months ended September 30, 2026.

Previous wording

Net cash provided by investing activities of $13.2 million during the six months ended June 30, 2025, was driven primarily by the proceeds received of $20.4 million from the sale of an equity method investment. This was partially offset by the acquisition of Kontora in the second quarter of 2025.

Current wording

Net cash provided by investing activities of $13.2 million during the nine months ended September 30, 2025, was driven primarily by the proceeds received of $20.4 million from the sale of an equity method investment. This was partially offset by the acquisition of Kontora in the second quarter of 2025.

Previous wording

Net cash used in financing activities of $12.1 million during the six months ended June 30, 2026, resulting from the cash payment of the EEA earn-out liability of $3.7 million, the repurchase of Class A Common Stock of $5.7 million, and payments on term loans and lines of credit of $2.8 million.

Current wording

Net cash used in financing activities of $16.0 million during the nine months ended September 30, 2026, resulting from the cash payment of the EEA earn-out liability of $5.8 million, the repurchase of Class A Common Stock of $5.7 million, and payments on term loans and lines of credit of $4.5 million.

Previous wording

Net cash provided by financing activities of $12.0 million for the six months ended June 30, 2025, primarily resulted from proceeds from issuance of preferred stock and constellation warrants of $18.5 million and partially offset by the payment of earn-out and earn-in liabilities.

Current wording

Net cash provided by financing activities of $9.5 million for the nine months ended September 30, 2025, primarily resulted from proceeds from issuance of preferred stock and constellation warrants of $18.5 million and partially offset by the payment of earn-out and earn-in liabilities.

Previous wording

As of June 30, 2026 and December 31, 2025, the liability associated with the TRA was approximately $30.3 million and $25.7 million, respectively. Payments under the TRA that are on account of liabilities arising in connection with the Business Combination will be revalued at the end of each reporting period with the gain or loss recognized in earnings. As of June 30, 2026 and December 31, 2025, the Company carried $8.4 million and $8.8 million, respectively, of its TRA liability at fair value, as it is contingent consideration from the Business Combination. The remaining portion of the TRA liability is carried at a value equal to the expected future payments under the TRA.

Current wording

As of September 30, 2026 and December 31, 2025, the liability associated with the TRA was approximately $32.3 million and $25.7 million, respectively. Payments under the TRA that are on account of liabilities arising in connection with the Business Combination will be revalued at the end of each reporting period with the gain or loss recognized in earnings. As of September 30, 2026 and December 31, 2025, the Company carried $8.2 million and $8.8 million, respectively, of its TRA liability at fair value, as it is contingent consideration from the Business Combination. The remaining portion of the TRA liability is carried at a value equal to the expected future payments under the TRA.

Previous wording

As of June 30, 2026, holders of Class B Units have exchanged a total of 14,159,194 Class B Paired Interests with the Company, for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to the weighted average price of $5.21 multiplied by the total number of shares of Class A Common Stock received at the time of the transactions.

Current wording

As of September 30, 2026, holders of Class B Units have exchanged a total of 15,853,890 Class B Paired Interests with the Company, for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to the weighted average price of $5.08 multiplied by the total number of shares of Class A Common Stock received at the time of the transactions.

Previous wording

As of June 30, 2026, assuming no material changes in the relevant tax laws and that the Company generates sufficient taxable income to realize the full tax benefit of the increased amortization resulting from the increase in tax basis of certain of AlTi’s assets, we expect to pay approximately $30.3 million under the TRA. Future changes in the fair value of the TRA liability will be recognized in earnings. Any future cash savings and related payments under the TRA due to subsequent exchanges of Class B Paired Interests for shares of Class A Common Stock would be accounted for separately from the amount related to the Business Combination.

Current wording

As of September 30, 2026, assuming no material changes in the relevant tax laws and that the Company generates sufficient taxable income to realize the full tax benefit of the increased amortization resulting from the increase in tax basis of certain of AlTi’s assets, we expect to pay approximately $32.3 million under the TRA. Future changes in the fair value of the TRA liability will be recognized in earnings. Any future cash savings and related payments under the TRA due to subsequent exchanges of Class B Paired Interests for shares of Class A Common Stock would be accounted for separately from the amount related to the Business Combination.

Previous wording

Under the terms of the Business Combination, upon Closing, the Sponsor and the selling shareholders of TWMH, TIG, and Alvarium became entitled to receive earn-out shares contingent on various share price milestones. Additionally, upon a change of control of the Company, the share price milestones will be deemed to have been met and all the Business Combination Earn-out Securities will be payable to the earn-out holders. The earn-out shares are precluded from being considered indexed to the Company’s own stock and are recognized as a liability at fair value with changes in fair value recognized in earnings. As of June 30, 2026 and December 31, 2025, the fair value of the earn-out share liability was $3.7 million and $15.3 million, respectively, which is included in Earn-out liabilities, at fair value presented on the Condensed Consolidated Statements of Financial Position.

Current wording

Under the terms of the Business Combination, upon Closing, the Sponsor and the selling shareholders of TWMH, TIG, and Alvarium became entitled to receive earn-out shares contingent on various share price milestones. Additionally, upon a change of control of the Company, the share price milestones will be deemed to have been met and all the Business Combination Earn-out Securities will be payable to the earn-out holders. The earn-out shares are precluded from being considered indexed to the Company’s own stock and are recognized as a liability at fair value with changes in fair value recognized in earnings. As of September 30, 2026 and December 31, 2025, the fair value of the earn-out share liability was $2.3 million and $15.3 million, respectively, which is included in Earn-out liabilities, at fair value presented on the Condensed Consolidated Statements of Financial Position.

Previous wording

On April 1, 2024, the Company acquired all of the issued and outstanding ownership and membership interests of EEA. The EEA Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $93.1 million. Included in the total purchase consideration is estimated contingent consideration of $23.3 million, for which the Company may be required to make additional cash payments contingent on the future EBITDA performance targets between the closing date and the fifth anniversary of the closing date. As of June 30, 2026 and December 31, 2025, the fair value of the earn-out share liability was $19.5 million and $25.3 million, respectively, which is included in Earn-out liabilities, at fair value presented on the Condensed Consolidated Statements of Financial Position.

Current wording

On April 1, 2024, the Company acquired all of the issued and outstanding ownership and membership interests of EEA. The EEA Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $93.1 million. Included in the total purchase consideration is estimated contingent consideration of $23.3 million, for which the Company may be required to make additional cash payments contingent on the future EBITDA performance targets between the closing date and the fifth anniversary of the closing date. As of September 30, 2026 and December 31, 2025, the fair value of the earn-out share liability was $20.6 million and $25.3 million, respectively, which is included in Earn-out liabilities, at fair value presented on the Condensed Consolidated Statements of Financial Position.

Previous wording

On July 1, 2024, the Company acquired substantially all of the assets of Envoi pursuant to the terms of the Envoi Acquisition. The Envoi Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $34.3 million. The total purchase consideration transferred includes estimated contingent consideration totaling $9.0 million, comprised of the Envoi earn-out consideration liability and the Envoi earn-out growth consideration liability, for which the Company may be required to pay additional cash or equity consideration contingent on future revenue-based performance targets between the closing date and the fourth anniversary of the closing date. As of June 30, 2026 and December 31, 2025, the Envoi earn-out consideration liability of $8.5 million and $8.2 million, respectively, and the Envoi earn-out growth consideration liability of $1.6 million and $1.6 million, respectively, are included in Earn-out liabilities, at fair value presented on the Condensed Consolidated Statements of Financial Position.

Current wording

On July 1, 2024, the Company acquired substantially all of the assets of Envoi pursuant to the terms of the Envoi Acquisition. The Envoi Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $34.3 million. The total purchase consideration transferred includes estimated contingent consideration totaling $9.0 million, comprised of the Envoi earn-out consideration liability and the Envoi earn-out growth consideration liability, for which the Company may be required to pay additional cash or equity consideration contingent on future revenue-based performance targets between the closing date and the fourth anniversary of the closing date. As of September 30, 2026 and December 31, 2025, the Envoi earn-out consideration liability of $5.0 million and $8.2 million, respectively, and the Envoi earn-out growth consideration liability of $1.1 million and $1.6 million, respectively, are included in Earn-out liabilities, at fair value presented on the Condensed Consolidated Statements of Financial Position.

Previous wording

On April 30, 2025, the Company acquired all of the issued and outstanding ownership interests of Kontora. The Kontora Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $15.7 million. Included in the total purchase consideration is contingent consideration of $5.7 million, comprised of the Kontora earn-out liability, for which the Company may be required to make additional cash payments tied to certain revenue streams acquired in the Kontora Acquisition between the Closing Date and December 31, 2035. As of June 30, 2026 and December 31, 2025, the Kontora earn-out liability of $6.6 million and $7.0 million, respectively, is reported in the Earn-out liabilities, at fair value, in the Condensed Consolidated Statements of Financial Position.

Current wording

On April 30, 2025, the Company acquired all of the issued and outstanding ownership interests of Kontora. The Kontora Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $15.7 million. Included in the total purchase consideration is contingent consideration of $5.7 million, comprised of the Kontora earn-out liability, for which the Company may be required to make additional cash payments tied to certain revenue streams acquired in the Kontora Acquisition between the closing date and December 31, 2035. As of September 30, 2026 and December 31, 2025, the Kontora earn-out liability of $6.2 million and $7.0 million, respectively, is reported in the Earn-out liabilities, at fair value, in the Condensed Consolidated Statements of Financial Position.

Previous wording

As of June 30, 2026, a provision of $3.5 million has been recognized in relation to this potential future liability. The ultimate loss could differ from the accrued amount.

Current wording

As of September 30, 2026, a provision of $3.9 million has been recognized in relation to this potential future liability. The ultimate loss could differ from the accrued amount.