Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2026

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The Company’s financial assets and liabilities measured at fair value on a recurring basis were as follows:


	As of March 31, 2026
(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Money market investments (1)	$	—	$	7,527	$	—	$	7,527
Marketable equity securities (2)	966,719		—		—		966,719
Other current investments (3)	—		5,982		—		5,982

Total Financial Assets	$	966,719	$	13,509	$	—	$	980,228
Liabilities

Contingent consideration liabilities (4)	$	—	$	—	$	1,223	$	1,223
Interest rate swaps (5)	—		1,672		—		1,672
Mandatorily redeemable noncontrolling interest (6)	—		—		7,636		7,636
Total Financial Liabilities	$	—	$	1,672	$	8,859	$	10,531


	As of December 31, 2025
(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Money market investments (1)	$	—	$	5,251	$	—	$	5,251
Marketable equity securities (2)	1,081,938		—		—		1,081,938
Other current investments (3)	—		7,032		—		7,032


Total Financial Assets	$	1,081,938	$	12,283	$	—	$	1,094,221
Liabilities

Contingent consideration liabilities (4)	$	—	$	—	$	1,526	$	1,526
Interest rate swaps (5)	—		2,289		—		2,289

Mandatorily redeemable noncontrolling interest (6)	—		—		8,401		8,401
Total Financial Liabilities	$	—	$	2,289	$	9,927	$	12,216

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(1)			The Company’s money market investments are included in cash and cash equivalents and the value considers the liquidity of the counterparty.
(2)			The Company’s investments in marketable equity securities are held in common shares of U.S. corporations that are actively traded on U.S. stock exchanges. Price quotes for these shares are readily available.
(3)			Includes mutual funds, which are valued using a market approach based on the quoted market prices of the security or inputs that include quoted market prices for similar instruments.
(4)			Included in Current liabilities held for sale and Noncurrent liabilities held for sale as of March 31, 2026. The balances were included in Accounts payable, vehicle floor plan payable and accrued liabilities and Other Liabilities as of December 31, 2025. The Company determined the fair value of the contingent consideration liabilities using either a Monte Carlo simulation, Black-Scholes model, or probability-weighted analysis depending on the type of target included in the contingent consideration requirements (revenue, EBITDA, client retention). All analyses included estimated financial projections for the acquired businesses and acquisition-specific discount rates.
(5)			Included in Other Liabilities. The Company utilized a market approach model using the notional amount of the interest rate swaps multiplied by the observable inputs of time to maturity and market interest rates.
(6)			The fair value of the mandatorily redeemable noncontrolling interest is based on the fair value of the underlying subsidiaries owned by GHC One and GHC Two, after taking into account any debt and other noncontrolling interests of its subsidiary investments. The fair value of the owned subsidiaries is determined using enterprise value analyses which include an equal weighing between guideline public company and discounted cash flow analyses.

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

The following tables provide a reconciliation of changes in the Company’s financial liabilities measured at fair value on a recurring basis, using Level 3 inputs:


(in thousands)	Contingent consideration liabilities		Mandatorily redeemable noncontrolling interest
As of December 31, 2025	$	1,526	$	8,401

Changes in fair value (1)	—		(669)
Capital contributions	—		4
Accretion of value included in net income (1)	21		—
Settlements or distributions	(299)		(100)
Foreign currency exchange rate changes	(25)		—
As of March 31, 2026	$	1,223	$	7,636


(in thousands)	Contingent consideration liabilities		Mandatorily redeemable noncontrolling interest
As of December 31, 2024	$	1,419	$	159,548

Changes in fair value (1)	—		66,407
Capital contributions	—		80
Accretion of value included in net income (1)	46		—
Settlements or distributions	—		(205,315)
Foreign currency exchange rate changes	20		—
As of March 31, 2025	$	1,485	$	20,720

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(1)			Changes in fair value and accretion of value of contingent consideration liabilities are included in Selling, general and administrative expenses and the changes in fair value of mandatorily redeemable noncontrolling interest is included in Interest expense in the Company’s Condensed Consolidated Statements of Operations.