GCM Grosvenor Inc.
For the period ended Jun 30, 2025. Filed Aug 7, 2025.
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, 2025 · Filed Aug 7, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-08.
0001819796-25-000012
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-07.
0001819796-25-000018
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 195 previous paragraphs and 213 current paragraphs.
125 unchanged; 62 reworded; 18 added; 7 removed; 1 previous and 8 current paragraphs rearranged.
Tables are not compared: 12 previous and 12 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 (18)
Current report
For example, on July 4, 2025, H.R. 1, the “One Big Beautiful Bill Act” (the “OBBBA”) was signed into law in the United States. Among other changes, the OBBBA modifies key business tax provisions, including the restoration of 100% bonus depreciation under Section 168(k) of the United States Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), the restoration of the immediate deduction of U.S. domestic research and experimental expenditures under Section 174A of the Internal Revenue Code, the restoration of the EBITDA-based business interest expense limitation under
Current report
Section 163(j) of the Internal Revenue Code, and changes to the computation of taxes related to international operations. As the OBBBA was passed after June 30, 2025, there is no impact on our financial statements for the three and six months ended June 30, 2025, but we are currently evaluating the impact that OBBBA may have on our future financial condition and results of operations. Regulations and other United States Internal Revenue Service guidance implementing the OBBBA may give rise to new issues that we did not foresee, and further changes to tax laws may be implemented.
Current report
Employee compensation and benefits increased $6.9 million, or 10%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The overall increase was primarily driven by an increase in partnership interest-based compensation and carried interest compensation. Partnership interest-based compensation increased $4.7 million, or 41%, primarily due to award modifications during the second quarter of 2025. This was partially offset by lower expense of the Holdings Awards that were granted in 2023 and were fully expensed during the year ended December 31, 2024, and the GCMH Equityholders Awards that were granted in 2022 and were fully expensed during the six months ended June 30, 2025.
Current report
General, administrative and other decreased$2.6 million, or 9%, to$25.5 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily driven by a decrease in professional fees of $2.5 million and rent expense of $1.2 million, partially offset by an increase travel related costs of$0.9 million.
Current report
General, administrative and other increased$0.5 million, or 1%, to$53.8 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024, primarily due to increases in travel related costs of $1.3 million and depreciation expense of$0.9 million, partially offset by a decrease inoccupancy expenses of $2.1 million.
Current report
Interest expense of$11.6 million for the six months ended June 30, 2025 was generally consistent with the interest expense of$12.1 million for the six months ended June 30, 2024.
Current report
FPAUM increased$2.7 billion, or 4%, to$69.1 billion during the three months ended June 30, 2025 due to $2.0 billion of contributions and a $1.1 billion increase in market value, respectively, partially offset by $0.6 billion of distributions.
Current report
CNYFPAUM increased$0.5 billion, or 6%, to $8.7 billion during the three months ended June 30, 2025 due to the closing of new commitments during the period, net of reductions for CNYFPAUM that became FPAUM during the period.
Current report
Six Months Ended June 30, 2025
Current report
FPAUM increased $4.3 billion, or 7%, to $69.1 billion during the six months ended June 30, 2025, primarily due to $4.7 billion of contributions and a $1.1 billion increase in market value, offset by $0.6 billion and $1.1 billion of withdrawals and distributions, respectively.
Current report
•Private markets strategies FPAUM increased $2.7 billion, or 6%, to $45.5 billion during the six months ended June 30, 2025, primarily due to $3.7 billion of contributions, partially offset by $1.0 billion of distributions.
Current report
•Absolute return strategies FPAUM increased $1.6 billion, or 7%, to $23.6 billion during the six months ended June 30, 2025, primarily due to a $1.1 billion increase in market value and $1.0 billion of contributions, respectively, partially offset by $0.5 billion of withdrawals.
Current report
CNYFPAUM increased$0.5 billion, or 7%, to $8.7 billion during the six months ended June 30, 2025 due to the closing of new commitments during the period, net of reductions for CNYFPAUM that became FPAUM during the period.
Current report
AUM increased $5.9 billion, or 7%, to $85.9 billion during the six months ended June 30, 2025, primarily driven by a $4.3 billion increase in FPAUM and a $0.5 billion increase in CNYFPAUM, as well as mark to market increases that do not impact FPAUM.
Current report
(1)Excludes fund expense reimbursement revenue, net of $3.2 million and $3.3 million, for the three months ended June 30, 2025 and 2024, respectively, and $7.8 million and $7.3 million for the six months ended June 30, 2025 and 2024, respectively, and excludes net revenue of noncontrolling interests of $0.2 million and $0.3 million in a consolidated subsidiary for the three and six months ended June 30, 2025, respectively. There was no net revenue of noncontrolling interests in a consolidated subsidiary for each of the three and six months ended June 30, 2024.
Current report
•the settlement of equity-based compensation to satisfy withholding tax requirements of $(15.4) million and $(10.3) million during thesix months ended June 30, 2025 and 2024, respectively; and
Current report
•proceeds from the Term Loan Facility amendment of $50.0 million during thesix months ended June 30, 2024;
Current report
•proceeds from the Share Purchase Agreement, net of $49.8 million during thesix months ended June 30, 2025.
Removed paragraphs (7)
Previous report
General, administrative and other increased$3.1 million, or 12%, to$28.3 million for the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily driven by an increase in professional fees and travel related costs.
Previous report
•Absolute return strategies FPAUM remained consistent at $22.0 billion during the three months ended March 31, 2025, primarily due to $0.4 billion of withdrawals, partially offset by $0.3 billion of contributions.
Previous report
CNYFPAUM remained generally consistent at $8.2 billion during the three months ended March 31, 2025.
Previous report
(1)Excludes fund reimbursement revenue, net of $4.5 million and $3.9 million and excludes net revenue of noncontrolling interests of $0.1 million and $0.0 million in a consolidated subsidiary for thethree months ended March 31, 2025 and 2024, respectively.
Previous report
In April 2025, the Company repurchased 1,299,364 shares for RSUs that were settled in cash, including amounts withheld in connection with the payment of tax withholding obligations, for $16.4 million, or an average of $12.61 per share. On May 1, 2025, the Company repurchased 168,600 shares for RSUs that were released, including amounts withheld in connection with the payment of tax withholding obligations, for $2.1 million, or an average of $12.59 per share. As of May 1, 2025, the Company had $63.2 million remaining under the stock repurchase plan.
Previous report
Recent Updates
Previous report
On April 14, 2025, the Company entered into a share purchase agreement (the "Purchase Agreement”) with Sumitomo Mitsui Trust Bank, Limited (“SuMi TRUST”) for the issuance and sale in a registered direct offering of 3,752,965 shares of the Company’s Class A common stock to SuMi Trust at an offering price of $13.322799 per share, which represents the 10-day volume-weighted average price of our Class A common stock ending March 31, 2025, for net proceeds of approximately $49.8 million. The transaction was closed on April 22, 2025.
Reworded paragraphs (62)
Previous wording
As a global alternative asset manager, our results of operations are impacted by a variety of factors, including conditions in the global financial markets and economic and political environments, particularly in the United States, Europe, Asia-Pacific, Latin America and the Middle East. While economic factors, such as interest rates, can make alternative investments more or less attractive relative to other asset classes, investors have increasingly gravitated towards the returns generated by alternative investments in order to meet their return objectives. In addition, increased equity market volatility can also contribute to increased investor demand for alternative strategies. Finally, the opportunities in private markets continue to expand as firms raise new funds and launch new vehicles and products to access private markets across the globe.
Current wording
As a global alternative asset manager, our results of operations are impacted by a variety of factors, including conditions in the global financial markets and economic and political environments, particularly in the United States, Europe, Asia-Pacific, Latin America and the Middle East. While economic factors, such as interest rates, can make alternative investments more or less attractive relative to other asset classes, investors have increasingly gravitated towards the returns generated by alternative investments in order to meet their return objectives. In addition, increased equity market volatility can also contribute to increased investor demand for alternative strategies. We have observed such volatility in the first half of 2025 in the United States, driven by elevated inflation, economic slowdown and potential implications of U.S. trade tariffs. Finally, the opportunities in private markets continue to expand as firms raise new funds and launch new vehicles and products to access private markets across the globe.
Previous wording
(2)Percentage of combined voting power represents voting power with respect to all shares of Class A common stock and Class C common stock, voting together as a single class. Each holder of Class A common stock is entitled to one vote per share, and each holder of Class C common stock is entitled to the lesser of (i) 10 votes per share and (ii) the Class C Share Voting Amount on all matters submitted to stockholders for their vote or approval. From and after the Sunset Date, holders of Class C Common Stock will be entitled to one vote per share. Class C common stock does not have any of the economic rights (including rights to dividends and distributions upon liquidation) associated with Class A common stock.
Current wording
(2)Percentage of combined voting power represents voting power with respect to all shares of Class A common stock and Class C common stock, voting together as a single class. Each holder of Class A common stock is entitled to one vote per share, and each holder of Class C common stock is entitled to the lesser of (i) 10 votes per share and (ii) the Class C Share Voting Amount on all matters submitted to stockholders for their vote or approval.
Previous wording
(5)As of May 6, 2025, there were 49,994,434 shares of Class A common stock outstanding and 144,235,246 common units of GCMH (“Common Units”) outstanding held by the GCMH Equityholders, which may be exchanged for shares of Class A common stock on a one-to-one basis, or, at the Company’s election, for cash, pursuant to and subject to the restrictions set forth in the Fifth Amended and Restated Limited Liability Limited Partnership Agreement of GCMH. As of May 6, 2025, GCM V held 144,235,246 shares of Class C common stock, which corresponds to the number of Common Units held by the GCMH Equityholders.
Current wording
(5)As of August 4, 2025, there were 53,220,319 shares of Class A common stock outstanding and 141,665,831 common units of GCMH (“Common Units”) outstanding held by the GCMH Equityholders, which may be exchanged for shares of Class A common stock on a one-to-one basis, or, at the Company’s election, for cash, pursuant to and subject to the restrictions set forth in the Fifth Amended and Restated Limited Liability Limited Partnership Agreement of GCMH. As of August 4, 2025, GCM V held 141,665,831 shares of Class C common stock, which corresponds to the number of Common Units held by the GCMH Equityholders.
Previous wording
We provided investment management / advisory services on assets of $82.0 billion and $80.1 billion as of March 31, 2025 and December 31, 2024, respectively.
Current wording
We provided investment management / advisory services on assets of $85.9 billion and $80.1 billion as of June 30, 2025 and December 31, 2024, respectively.
Previous wording
Agreements generally include a clawback provision that, if triggered, would require us to return up to the cumulative amount of carried interest distributed, typically net of tax, upon liquidation of those funds, if the aggregate amount paid as carried interest exceeds the amount actually due based upon the aggregate performance of each fund. We have defined the portion to be deferred as the amount of carried interest, typically net of tax, that we would be required to return if all remaining investments had no value as of the end of each reporting period. As of March 31, 2025, deferred revenue relating to constrained realized carried interest was approximately $5.3 million.
Current wording
Agreements generally include a clawback provision that, if triggered, would require us to return up to the cumulative amount of carried interest distributed, typically net of tax, upon liquidation of those funds, if the aggregate amount paid as carried interest exceeds the amount actually due based upon the aggregate performance of each fund. We have defined the portion to be deferred as the amount of carried interest, typically net of tax, that we would be required to return if all remaining investments had no value as of the end of each reporting period. As of June 30, 2025, deferred revenue relating to constrained realized carried interest was approximately $6.1 million.
Previous wording
Assets under management that are subject to carried interest, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $45.9 billion as of March 31, 2025.
Current wording
Assets under management that are subject to carried interest, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $47.4 billion as of June 30, 2025.
Previous wording
Assets under management that are subject to performance fees, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $13.9 billion as of March 31, 2025.
Current wording
Assets under management that are subject to performance fees, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $14.3 billion as of June 30, 2025.
Previous wording
The following is a discussion of our consolidated results of operations for thethree months ended March 31, 2025 and 2024. This information is derived from our accompanying Condensed Consolidated Financial Statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
Current wording
The following is a discussion of our consolidated results of operations for thethree and six months ended June 30, 2025 and 2024. This information is derived from our accompanying Condensed Consolidated Financial Statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
Previous wording
Management fees increased $13.4 million, or 14%, to $109.3 million for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. Private markets strategies fees increased $11.3 million, or 20%, primarily due to a $11.1 million increase in private market strategies specialized funds fees and a$0.3 million increase in private markets strategies customized separate accounts fees, both as a result of capital raising and deployment. Absolute return strategies fees increased$1.4 million, or 4%, primarily due to higher returns for certain absolute return strategies funds. Fund expense reimbursement revenue increased $0.7 million, or 19% to $4.7 million.
Current wording
Management fees increased $2.1 million, or 2%, to $101.9 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. Private markets strategies fees increased $0.8 million, or 1%, primarily due to a $0.3 million increase in private market strategies specialized funds fees and a$0.5 million increase in private markets strategies customized separate accounts fees, both as a result of capital raising and deployment. Absolute return strategies fees increased$0.6 million, or 2%, primarily as a result of capital raising and higher returns for certain absolute return strategies funds. Fund expense reimbursement revenue increased $0.6 million, or 19% to $4.0 million.
Previous wording
Incentive fees consisted of carried interest and performance fees. Carried interest increased $7.1 million, or 172%, to $11.2 million for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This increase is primarily due to higher distributions from investments and carry realizations during three months ended March 31, 2025, as compared to the three months ended March 31, 2024. Performance fees decreased $2.2 million, or 36%, to $3.8 million, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily due to lower fees earned from one fund with a different fiscal year than us. Performance fees are generally determined at the end of the calendar year and are generally minimal in interim periods.
Current wording
Incentive fees consisted of carried interest and performance fees. Carried interest increased $3.1 million, or 27%, to $14.8 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This increase is primarily due to higher distributions from investments and tax carry realizations during three months ended June 30, 2025, as compared to the three months ended June 30, 2024. Performance fees decreased $2.9 million, or 67%, to $1.4 million, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily due to lower returns from absolute return strategies funds with a different fiscal year than us. Performance fees are generally determined at the end of the calendar year and are generally minimal in interim periods.
Previous wording
Employee compensation and benefits decreased $17.4 million, or 17%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The overall decrease was primarily driven by decreases in partnership interest-based compensation and equity-based compensation, partially offset by an increase in carried interest compensation. Partnership interest-based compensation decreased $17.8 million, or 59%, primarily due to award modifications that occurred in the first quarter of 2024 (as further described in Note 9 in the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1 of the Quarterly Report on Form 10-Q). These awards do not dilute Class A common stockholders or impact our net cash flows. Equity-based compensation decreased $5.2 million, or 20%, primarily due to less liability-classified RSUs granted during the three months ended March 31, 2025 compared to the three months ended March 31, 2024. Carried interest compensation increased$2.8 million, or 109%, primarily due to higher realized carried interest during the three months ended March 31, 2025 compared to the three months ended March 31, 2024.
Current wording
Employee compensation and benefits decreased $10.5 million, or 6%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. The overall decrease was primarily driven by decreases in partnership interest-based compensation partially offset by an increase in carried interest compensation. Partnership interest-based compensation decreased $13.0 million, or 31%, primarily due to award modifications that occurred in the first quarter of 2024 and expenses recorded for the Holdings Awards and GCMH Equityholders Awards for the six months ended June 30, 2024. Holdings Awards did not have any expense recorded for the six months ended June 30, 2025 as they were fully expensed during the year ended December 31, 2024. GCMH Equityholders Awards were fully expensed during the six months ended June 30, 2025. Holdings Awards and GCMH Equityholders Awards are further described in Note 9 in the Notes to Condensed Consolidated Financial Statements included in Part I, Item 2 of the Quarterly Report on Form 10-Q. These awards do not dilute Class A common stockholders or impact our net cash flows. Carried interest compensation increased$5.2 million, or 55%, primarily due tohigher realized carried interest during thesix months ended June 30, 2025.
Previous wording
Investment income was $0.8 million for the three months ended March 31, 2025 compared to $5.7 million for thethree months ended March 31, 2024, the change was primarily due to the change in value of private and public market investments.
Current wording
Investment income was $5.8 million for the three months ended June 30, 2025 compared to $1.3 million for thethree months ended June 30, 2024, the change was primarily due to the change in value of private and public market investments.
Previous wording
Interest expense was$5.7 million for the three months ended March 31, 2025, which was generally consistent with interest expense of$5.9 million for the three months ended March 31, 2024.
Current wording
Interest expense was$5.9 million for the three months ended June 30, 2025, which was generally consistent with interest expense of$6.1 million for the three months ended June 30, 2024.
Previous wording
Other income was$0.8 million for the three months ended March 31, 2025, which was generally consistent with other income of $0.6 million for the three months ended March 31, 2024 and consisted primarily of interest income in each period.
Current wording
Other income was$1.2 million for the three months ended June 30, 2025, compared to other income of $0.4 million for the three months ended June 30, 2024, and consisted primarily of interest income in each period.
Previous wording
Change in fair value of warrant liabilities of $8.8 million for the three months ended March 31, 2025 was due to an increase in the fair value of the warrants from December 31, 2024 to March 31, 2025.
Current wording
Change in fair value of warrant liabilities of $19.4 million for the three months ended June 30, 2025 was due to a decrease in the fair value of the warrants from March 31, 2025 to June 30, 2025.
Previous wording
Our effective tax rate was 144% and (6)% for the three months ended March 31, 2025 and 2024, respectively. Our overall effective tax rate was greater than the statutory rate primarily due to the portion of income allocated to the noncontrolling interest holders, including profit interest expense, as well as a valuation allowance recorded against deferred tax assets and discrete tax adjustments recorded in the periods.
Current wording
Our effective tax rate was (1)% and 20% for the three months ended June 30, 2025 and 2024, respectively, and 8% and (273)% for the six months ended June 30, 2025 and 2024, respectively. Our overall effective tax rate was greater than the statutory rate primarily due to the portion of income allocated to the noncontrolling interest holders, including profit interest expense, as well as a valuation allowance recorded against deferred tax assets and discrete tax adjustments recorded in the periods.
Previous wording
Net income attributable to noncontrolling interests in subsidiaries was $0.2 million and $1.3 million for the three months ended March 31, 2025 and 2024, respectively. The decrease for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, was primarily attributable to a decrease in income generated by our consolidated subsidiaries not wholly owned by us.
Current wording
Net income (loss) attributable to noncontrolling interests in subsidiaries was $1.0 million and $(0.9) million for the three months ended June 30, 2025 and 2024, respectively, and $1.2 million and $0.4 million for the six months ended June 30, 2025 and 2024, respectively. The increase for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, was primarily attributable to an increase in income generated by our consolidated subsidiaries not wholly owned by us.
Previous wording
Net loss attributable to noncontrolling interests in GCMH was $(1.7) million and $(22.3) million for the three months ended March 31, 2025 and 2024, respectively. The change in net loss attributable to noncontrolling interests in GCMH for the three months ended March 31, 2025, as compared to the three months March 31, 2024, was primarily attributable to a decrease in partnership-interest based compensation as described above, which was fully allocated to noncontrolling interests in GCMH and underlying performance of GCMH for the three months ended March 31, 2024.
Current wording
Net income (loss) attributable to noncontrolling interests in GCMH was $23.5 million and $9.1 million for the three months ended June 30, 2025 and 2024, respectively, and $21.7 million and $(13.3) million for the six months ended June 30, 2025 and 2024, respectively. The change in net income (loss) attributable to noncontrolling interests in GCMH for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, was primarily attributable to an increase and decrease in partnership-interest based compensation for the three and six months ended June 30, 2025, respectively, which was fully allocated to noncontrolling interest in GCMH .
Previous wording
Of the $8.2 billion CNYFPAUM as of March 31, 2025, approximately $2.7 billion is subject to an agreed upon fee ramp in schedule. The ramp in schedule will result in management fees being charged on approximately $0.7 billion, $0.8 billion and $1.2 billion of such amount in the remainder of 2025, in 2026, and in 2027 and beyond, respectively. Management fees will be charged on the remaining approximately $5.5 billion of CNYFPAUM as such capital is invested, which will depend on a number of factors, including the availability of eligible investment opportunities.
Current wording
Of the $8.7 billion CNYFPAUM as of June 30, 2025, approximately $2.3 billion is subject to an agreed upon fee ramp in schedule. The ramp in schedule will result in management fees being charged on approximately $0.3 billion, $0.8 billion and $1.2 billion of such amount in the remainder of 2025, in 2026, and in 2027 and beyond, respectively. Management fees will be charged on the remaining approximately $6.4 billion of CNYFPAUM as such capital is invested, which will depend on a number of factors, including the availability of eligible investment opportunities.
Previous wording
•Private markets strategies FPAUM increased $1.7 billion, or 4%, to $44.4 billion during the three months ended March 31, 2025, primarily due to $2.4 billion of contributions, partially offset by $0.5 billion of distributions and a $0.2 billion decrease in foreign exchange and other movements.
Current wording
•Private markets strategies FPAUM increased $1.1 billion, or 2%, to $45.5 billion during the three months ended June 30, 2025, primarily due to $1.3 billion of contributions, partially offset by $0.5 billion of distributions.
Previous wording
FPAUM increased$1.6 billion, or 3%, to$66.4 billion during the three months ended March 31, 2025 due to $2.7 billion of contributions, offset by $0.4 billion and $0.5 billion of withdrawals and distributions, respectively, and a $0.1 billion decrease in foreign exchange and other movements.
Current wording
•Absolute return strategies FPAUM increased$1.6 billion, or 7%, to$23.6 billion during the three months ended June 30, 2025, primarily due to a $1.1 billion increase in market value and $0.7 billion of contributions, respectively, and partially offset by $0.1 billion of withdrawals.
Previous wording
AUMincreased $1.9 billion, or 2%, to$82.0 billion during the three months ended March 31, 2025, primarily driven by a $1.6 billion increase in FPAUM, as well as mark to market increases that do not impact FPAUM.
Current wording
AUMincreased $4.0 billion, or 5%, to$85.9 billion during the three months ended June 30, 2025, primarily driven by a $2.7 billion increase in FPAUMand a $0.5 billion increase in CNYFPAUM, as well as mark to market increases that do not impact FPAUM.
Previous wording
(2)Excludes severance expense of $1.1 million and $0.3 million for thethree months ended March 31, 2025 and 2024, respectively.
Current wording
(2)Excludes severance expense of $1.5 million and $0.6 million for thethree months ended June 30, 2025 and 2024, respectively, and $2.6 million and $0.9 million for the six months ended June 30, 2025 and 2024, respectively.
Previous wording
(3)Excludes amortization of intangibles of $0.3 million for each of the three months ended March 31, 2025 and 2024. Also excludes $1.5 million and $0.1 million of contemplated corporate transaction related costs for the three months ended March 31, 2025 and 2024, respectively. Also excludes non-core expenses of $0.4 million and $1.2 million for the three months ended March 31, 2025 and 2024, respectively. Non-core expenses include office relocation costs of $0.9 million for the three months ended March 31, 2024. Also, excludes fund reimbursement revenue of $4.7 million and $3.9 million for thethree months ended March 31, 2025 and 2024, respectively.
Current wording
(3)Excludes amortization of intangibles of $0.3 million for each of the three months ended June 30, 2025 and 2024, and $0.7 million for each of the six months ended June 30, 2025 and 2024. Also excludes $0.1 million and $1.6 million for the three and six months ended June 30, 2025, respectively, of completed and contemplated corporate transaction related costs, and $3.1 million and $3.2 million for the three and six months ended June 30, 2024 of debt amendment and extension expenses, respectively. Also excludes other non-core expenses of $0.7 million and $1.2 million for the three months ended June 30, 2025 and 2024, respectively, and $1.1 million and $2.3 million for the six months ended June 30, 2025 and 2024, respectively. Non-core expenses include office relocation costs of $0.9 million and $1.8 million for the three andsix months ended June 30, 2024, respectively. Also, excludes fund reimbursement expenses related to general, administrative, and other of$3.2 million and $3.3 million for thethree months ended June 30, 2025 and 2024, respectively, and $7.9 million and $7.3 million for the six months ended June 30, 2025 and 2024, respectively.
Previous wording
(4)Fee-related earnings margin represents fee-related earnings as a percentage of our management fee and other operating revenue, net of fund expense reimbursements, net and net revenue of noncontrolling interests in a consolidated subsidiary.
Current wording
(4)Fee-related earnings margin represents fee-related earnings as a percentage of our fee-related revenue.
Previous wording
(5)Excludes the impact of non-cash carried interest compensation and other of $0.7 million for the three months ended March 31, 2025. The net non-cash carried interest compensation and other for the three months ended March 31, 2024 was de minimis.
Current wording
(5)Excludes the impact of non-cash carried interest compensation and other of $0.7 million and de minimis for the three and six months ended June 30, 2025. The net non-cash carried interest compensation and other for the three and six months ended June 30, 2024 was de minimis.
Previous wording
(7)Represents corporate income taxes at a blended statutory rate of 25.0% and 24.7% applied to Adjusted Pre-Tax Income for the three months ended March 31, 2025 and 2024, respectively. The 25.0% and 24.7% are based on a federal statutory rate of 21.0% and a combined state, local and foreign rate net of federal benefits of 4.0% and 3.7%, respectively.
Current wording
(7)Represents corporate income taxes at a blended statutory rate of 25.0% and 24.7% applied to Adjusted Pre-Tax Income for the three and six months ended June 30, 2025 and 2024, respectively. The 25.0% and 24.7% are based on a federal statutory rate of 21.0% and a combined state, local and foreign rate net of federal benefits of 4.0% and 3.7%, respectively.
Previous wording
Net incentive fees are used to highlight fees earned from incentive fees that are attributable to GCM Grosvenor. Net incentive fees represent incentive fees excluding (a) incentive fees contractually owed to others and (b) cash-based incentive fee related compensation. Net incentive fees are used by management in making compensation and capital allocation decisions and we believe that they provide investors useful information regarding the amount that such fees contribute to our earnings.
Current wording
Net Incentive Fees Attributable to GCM Grosvenor is a non-GAAP measure used to highlight fees earned from incentive fees that are attributable to GCM Grosvenor. Net Incentive Fees Attributable to GCM Grosvenor represent incentive fees excluding (a) incentive fees contractually owed to others and (b) cash-based incentive fee related compensation. Net incentive fees provide investors useful information regarding the amount that such fees contribute to our earnings and are used by management in making compensation and capital allocation decisions.
Previous wording
The following table shows reconciliations of incentive fees to net incentive fees attributable to GCM Grosvenor for thethree months ended March 31, 2025 and 2024:
Current wording
The following table shows reconciliations of incentive fees to Net Incentive Fees Attributable to GCM Grosvenor for thethree and six months ended June 30, 2025 and 2024:
Previous wording
(1)Firm share represents incentive fees net of contractual obligations but before discretionary cash-based incentive compensation.
Current wording
(1)Firm share of incentive fees represents incentive fees net of contractual obligations but before discretionary cash-based incentive compensation.
Previous wording
Adjusted Pre-Tax Income represents net income attributable to GCM Grosvenor Inc. including (a) net income (loss) attributable to GCMH, excluding (b) provision for income taxes, (c) changes in fair value of derivatives and warrant liabilities, (d) amortization expense, (e) partnership interest-based and non-cash compensation, (f) equity-based compensation, including cash-settled equity awards (as we view the cash settlement as a separate capital transaction), (g) unrealized investment income, (h) changes in TRA liability and (i) certain other items that we believe are not indicative of our core performance, including charges related to corporate transactions, employee severance, and office relocation costs.
Current wording
Adjusted Net Income is a non-GAAP measure that we present on a pre-tax and after-tax basis to evaluate our profitability. Adjusted Pre-Tax Income represents net income attributable to GCM Grosvenor Inc. including (a) net income (loss) attributable to GCMH, excluding (b) provision (benefit) for income taxes, (c) changes in fair value of warrant liabilities, (d) amortization expense, (e) partnership interest-based and non-cash compensation, (f) equity-based compensation, including cash-settled equity awards (as we view the cash settlement as a separate capital transaction), (g) unrealized investment income, (h) changes in tax receivable agreement liability and (i) certain other items that we believe are not indicative of our core performance, including charges related to completed and corporate transactions, employee severance, office relocation costs, and loss on extinguishment of debt. Adjusted Net Income represents Adjusted Pre-Tax Income fully taxed at each period's blended statutory tax rate.
Previous wording
Adjusted EBITDA represents Adjusted Net Income excluding (a) adjusted income taxes, (b) depreciation and amortization expense and (c) interest expense on our outstanding debt.
Current wording
Adjusted EBITDA is a non-GAAP measure which represents Adjusted Net Income excluding (a) adjusted income taxes, (b) depreciation and amortization expense and (c) interest expense on our outstanding debt.
Previous wording
The following table shows reconciliations of net income attributable to GCM Grosvenor Inc. and Adjusted Pre-Tax Income, Adjusted Net Income and Adjusted EBITDA for thethree months ended March 31, 2025 and 2024:
Current wording
The following table shows reconciliations of net income attributable to GCM Grosvenor Inc. and Adjusted Pre-Tax Income, Adjusted Net Income and Adjusted EBITDA for thethree and six months ended June 30, 2025 and 2024:
Previous wording
(1)Represents 2025 and 2024 expenses related to contemplated corporate transactions.
Current wording
(1)Represents 2025 expenses related to completed and contemplated corporate transactions, and 2024 expenses incurred related to a debt amendment and extension.
Previous wording
(2)Includes $0.9 million of office relocation costs for the three months ended March 31, 2024.
Current wording
(2)Includes $0.9 million and $1.8 million of office relocation costs for thethree and six months ended June 30, 2024, respectively.
Previous wording
(3)Represents corporate income taxes at a blended statutory rate of 25.0% and 24.7%applied to Adjusted Pre-Tax Income for the three months ended March 31, 2025 and 2024, respectively. The 25.0% and 24.7% are based on a federal statutory rate of 21.0% and a combined state, local and foreign rate net of federal benefits of 4.0% and 3.7%, respectively.
Current wording
(3)Represents corporate income taxes at a blended statutory rate of 25.0% and 24.7%applied to Adjusted Pre-Tax Income for the three and sixmonths ended June 30, 2025 and 2024, respectively. The 25.0% and 24.7% are based on a federal statutory rate of 21.0% and a combined state, local and foreign rate net of federal benefits of 4.0% and 3.7%, respectively.
Previous wording
The following table shows a reconciliation of diluted weighted-average shares of Class A common stock outstanding to adjusted shares outstanding used in the computation of adjusted net income per share for thethree months ended March 31, 2025 and 2024:
Current wording
The following table shows a reconciliation of diluted weighted-average shares of Class A common stock outstanding to adjusted shares outstanding used in the computation of adjusted net income per share for thethree and six months ended June 30, 2025 and 2024:
Previous wording
Fee-Related Revenue (“FRR”) is a non-GAAP measure used to highlight reve nues from recurring management fees and administrative fees. FRR represents total operating revenues less (1) incentive fees, (2) net revenue of noncontrolling interests in a consolidated subsidiary and (3) fund reimbursement revenue, net. We believe FRR is useful to investors because it provides additional insight into our relatively stable management fee base separate from incentive fee revenues, which tend to have greater variability.
Current wording
Fee-Related Revenue ("FRR") is a non-GAAP measure used to highlight revenues from recurring management fees and administrative fees. FRR represents total operating revenues less (a) incentive fees, (b) net revenue of noncontrolling interests in consolidated subsidiary and (c) fund expense reimbursement revenue, net. We believe FRR is useful to investors because it provides additional insight into our relatively stable management fee base separate from incentive fee revenues, which tend to have greater variability.
Previous wording
Fee-Related Earnings (“FRE”) is a non-GAAP metric used to highlight earnings from recurring management fees and administrative fees. FRE represents Adjusted EBITDA further adjusted to exclude (a) incentive fees, (b) other non-operating income, (c) depreciation expense and (d) realized investment income, net of amount attributable to noncontrolling interests in subsidiaries, and to include (a) incentive fee-related compensation and (b) carried interest attributable to other noncontrolling interest holders, net. We believe FRE is useful to investors because it provides additional insights into the management fee driven operating profitability of our business.
Current wording
Fee-Related Earnings (“FRE”) is a non-GAAP measure used to highlight earnings from recurring management fees and administrative fees. FRE represents Adjusted EBITDA further adjusted to exclude (a) incentive fees, (b) other non-operating income, (c) depreciation expense and (d) realized investment income, net of amount attributable to noncontrolling interests in subsidiaries, and to include (a) incentive fee-related compensation and (b) carried interest attributable to other noncontrolling interest holders, net. We believe FRE is useful to investors because it provides additional insights into the management fee driven operating profitability of our business.
Previous wording
The following table shows reconciliations of Total Operating Revenues to Fee-Related Revenue for thethree months ended March 31, 2025 and 2024:
Current wording
The following table shows reconciliations of Total Operating Revenues to Fee-Related Revenue for thethree and six months ended June 30, 2025 and 2024:
Showing the first 40 of 62 pairs. Open the source sections for the rest.
Rearranged current paragraphs (8)
Current report — wording carried from elsewhere
From and after the Sunset Date, holders of Class C Common Stock will be entitled to one vote per share. Class C common stock does not have any of the economic rights (including rights to dividends and distributions upon liquidation) associated with Class A common stock.
Current report — wording carried from elsewhere
Management fees increased $15.5 million, or 8%, to $211.2 million for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. Private market strategies fees increased $12.1 million, or 11%, primarily due to a $11.4 million increase in private market strategies specialized funds fees and a $0.8 million increase in private market strategies customized separate accounts fees, both as a result of capital raising and deployment. Absolute return strategies fees increased$2.0 million, or 3%, primarily as a result of capital raising and higher returns for certain absolute return strategies funds. Fund expense reimbursement revenue increased$1.4 million, or 19% to$8.7 million.
Current report — wording carried from elsewhere
Incentive fees consisted of carried interest and performance fees. Carried interest increased $10.3 million, or 65%, to $26.1 million for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, primarily due to higher distributions from investments and carry realizations and higher tax carry realizations related to 2024 taxable income during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. Performance fees decreased $5.1 million, or 49%, to $5.3 million for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, primarily due to lower fees earned from funds with a different fiscal year than us. Performance fees are generally determined at the end of the calendar year and are generally minimal in interim periods.
Current report — wording carried from elsewhere
Holdings Awards and GCMH Equityholders Awards are further described in Note 9 in the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1 of the Quarterly Report on Form 10-Q). These awards do not dilute Class A common stockholders or impact our net cash flows. Carried interest compensation increased$2.4 million, or 35%, primarily due to higher realized carried interest during the three months ended June 30, 2025 compared to the three months ended June 30, 2024.
Current report — wording carried from elsewhere
Investment income was $6.5 million for the six months ended June 30, 2025 compared to $7.0 million for the six months ended June 30, 2024, primarily due to the change in value of private and public market investments.
Current report — wording carried from elsewhere
Other income was$2.0 million for the six months ended June 30, 2025 compared to$0.9 million for the six months ended June 30, 2024, and consisted primarily of interest income in each period.
Current report — wording carried from elsewhere
Change in fair value of warrant liabilities of$10.6 million for the six months ended June 30, 2025 was due to a decrease in the fair value of the warrants from December 31, 2024 to June 30, 2025.
Current report — wording carried from elsewhere
The payment of cash dividends on shares of our Class A common stock in the future, in this amount or otherwise, will be within the discretion of GCMG’s Board of Directors at such time.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Adjusted Net Income represents Adjusted Pre-Tax Income fully taxed at each period’s blended statutory tax rate.