EQUITY AND REDEEMABLE INTEREST

12 Months Ended

Dec. 31, 2025

Stockholders' Equity Note [Abstract]

EQUITY AND REDEEMABLE INTEREST

14. EQUITY AND REDEEMABLE INTEREST

Common Stock

The Company’s common stock consists of Class A, Class B, Class C and non-voting common stock, each $0.01 par value per share. The non-voting common stock has the same economic rights as the Class A common stock. Sumitomo Mitsui Banking Corporation (“SMBC”) is the sole holder of the non-voting common stock. The Class B common stock and Class C common stock are non-economic and holders are not entitled to dividends from the Company or to receive any assets of the Company in the event of any dissolution, liquidation or winding up of the Company. Ares Management GP LLC is the sole holder of the Class B common stock and Ares Voting LLC (“Ares Voting”) is the sole holder of the Class C common stock.

Except as otherwise expressly provided in the Company’s Certificate of Incorporation (the “Certificate of Incorporation”), the Company’s common stockholders are entitled to vote on all matters on which stockholders of a corporation are generally entitled to vote under the Delaware General Corporation Law (the “DGCL”), including the election of the Company’s board of directors. Holders of shares of the Company’s Class A common stock are entitled to one vote per share of the Company’s Class A common stock. On any date on which the Ares Ownership Condition (as defined in the Certificate of Incorporation) is satisfied, holders of shares of the Company’s Class B common stock are, in the aggregate, entitled to a number of votes equal to (x) four times the aggregate number of votes attributable to the Company’s Class A common stock minus (y) the aggregate number of votes attributable to the Company’s Class C common stock. On any date on which the Ares Ownership Condition is not satisfied, holders of shares of the Company’s Class B common stock are not entitled to vote on any matter submitted to a vote of the Company’s stockholders. The holder of shares of the Company’s Class C common stock is generally entitled to a number of votes equal to the number of AOG Units (as defined in the Certificate of Incorporation) held of record by each Ares Operating Group Limited Partner (as defined in the Certificate of Incorporation) other than the Company and its subsidiaries. Changes in Class C common stock are directly proportional to changes in Ares Owners Holdings L.P.’s ownership interest in the AOG entities.

The Company has a stock repurchase program that allows for the repurchase of up to $750.0 million of shares of Class A common stock. Under the program, shares may be repurchased from time to time in open market purchases, privately negotiated transactions or otherwise, including in reliance on Rule 10b5-1 of the Securities Act. The renewal of the program is

subject to authorization by the Company’s board of directors on an annual basis. As of December 31, 2025, the program was scheduled to expire in March 2026. In February 2026, the renewal of the program was authorized by the Company’s board of directors and will expire in March 2027. Repurchases under the program, if any, will depend on the prevailing market conditions and other factors. During the years ended December 31, 2025, 2024 and 2023, the Company did not repurchase any shares as part of the stock repurchase program.

The following table presents the changes in each class of common stock:

	Class A Common Stock	Non-Voting Common Stock	Class B Common Stock	Class C Common Stock	Total
Balance as of December 31, 2024	199,872,571	3,489,911	1,000	109,806,689	313,170,171
Issuance of common stock, net of shares retired for tax	10,471,054	—	—	303,500	10,774,554
Exchanges of AOG Units	5,031,068	—	—	(5,031,068)	—
Vesting of restricted unit awards, net of shares withheld for tax	3,090,736	—	—	—	3,090,736
Balance as of December 31, 2025	218,465,429	3,489,911	1,000	105,079,121	327,035,461

The following table presents each partner’s AOG Units and corresponding ownership interest in each of the AOG entities, as well as its daily average ownership of AOG Units in each of the AOG entities:

					Daily Average Ownership
	As of December 31, 2025		As of December 31, 2024			Year ended December 31,
	AOG Units	Direct Ownership Interest	AOG Units	Direct Ownership Interest		2025	2024	2023
Ares Management Corporation	221,955,340	67.87%	203,362,482	64.94%		66.95%	63.61%	60.83%
Ares Owners Holdings L.P.	105,079,121	32.13	109,806,689	35.06		33.05	36.39	39.17
Total	327,034,461	100.00%	313,169,171	100.00%

The Company’s ownership percentage of the AOG Units will continue to change upon: (i) the vesting of restricted units that were granted under the Equity Incentive Plan; (ii) the exchange of AOG Units for shares of Class A common stock; (iii) the cancellation of AOG Units in connection with certain individuals’ forfeiture of AOG Units upon termination of employment; and (iv) the issuance of new AOG Units, including in connection with acquisitions, among other strategic reasons. Holders of the AOG Units, subject to any applicable transfer restrictions, may up to four times each year (subject to the terms of the exchange agreement) exchange their AOG Units for shares of Class A common stock on a one-for-one basis. Equity is reallocated among partners upon a change in ownership to ensure each partners’ capital account properly reflects their respective claim on the residual value of the Company. This change is reflected as either a reallocation of interest or as dilution within the Consolidated Statements of Changes in Equity.

Preferred Stock

As of December 31, 2025 and 2024, the Company had 30,000,000 shares of Series B mandatory convertible preferred stock outstanding. When, as and if declared by the Company’s board of directors, dividends on the Series B mandatory convertible preferred stock are payable quarterly at a rate per annum equal to 6.75%. Dividends on Series B mandatory convertible preferred stock are cumulative and the Series B mandatory convertible preferred stock, unless previously converted or redeemed, will automatically convert into the Company’s Class A common stock on October 1, 2027. Unless converted earlier in accordance with its terms, each share of Series B mandatory convertible preferred stock will automatically convert on the mandatory conversion date into between 0.2717 and 0.3260 shares of the Company’s Class A common stock, in each case, subject to customary anti-dilution adjustments. The conversion rate that will apply to mandatory conversions will be determined based on the average of the daily volume-weighted average prices over the 20 consecutive trading days beginning on, and including, the 21st scheduled trading day immediately before October 1, 2027.

Holders of shares of Series B mandatory convertible preferred stock have the option to convert all or any portion of their shares of Series B mandatory convertible preferred stock at any time. The conversion rate applicable to any early conversion may in certain circumstances be increased to compensate holders of the Series B mandatory convertible preferred stock for certain unpaid accumulated dividends.

Redeemable Interest

Redeemable interest in AOG entities represents third-party ownership interests in certain investments and is presented at the redemption amount within mezzanine equity within the Consolidated Statements of Financial Condition.

As of December 31, 2024, 50,000,000 of AAC II (as defined below) Class A ordinary shares were presented at the redemption amount within mezzanine equity within the Consolidated Statements of Financial Condition.

In September 2025, Kodiak AI, Inc. (Nasdaq: KDK) (f/k/a Ares Acquisition Corporation II, or “AAC II”) completed a business combination with Kodiak Robotics, Inc. In connection with the transaction, AAC II was renamed KDK, and the Company’s investments in AAC II were converted into various interests in KDK, including KDK common shares and warrants, as well as unvested KDK common shares and the potential to receive additional KDK common shares, each subject to certain performance conditions. These investments represent non-controlling financial interests and are presented within investments within the Consolidated Statements of Financial Condition. Following the business combination, the Company no longer held a controlling financial interest in AAC II, resulting in the deconsolidation of AAC II.

For the year ended December 31, 2025, changes in value of the Company’s investments in KDK included: (i) $68.3 million of unrealized performance income related to KDK common shares; and (ii) $49.8 million of unrealized performance income related to KDK common shares subject to vesting upon achievement of certain performance conditions. These investments were received in exchange for previously held AAC II Class A ordinary shares with a nominal cost basis, and the changes in value are presented within carried interest allocation within the Consolidated Statements of Operations.

Additionally, for the year ended December 31, 2025, the Company recognized net unrealized gains of $27.8 million related to the remainder of its investments in KDK, presented within net realized and unrealized gains on investments within the Consolidated Statements of Operations.

The Company’s investments in KDK common shares and warrants are classified as Level I in the fair value hierarchy. The Company’s investments in unvested KDK common shares and the potential to receive additional KDK common shares, each subject to performance conditions, are classified as Level III, with fair value determined using a Monte Carlo simulation.

The following table summarizes the activities associated with the redeemable interest in AOG entities:

	Total
Balance as of December 31, 2022	$	93,129
Changes in ownership interests and related tax benefits	(66,507)
Distributions	(2,883)
Net income	226
Currency translation adjustment, net of tax	(41)
Equity compensation	174
Balance as of December 31, 2023	24,098
Distributions	(302)
Net income	103
Currency translation adjustment, net of tax	(403)
Balance as of December 31, 2024	23,496
Distributions	(300)
Net income	1,349
Currency translation adjustment, net of tax	751
Balance as of December 31, 2025	$	25,296

The following table summarizes the activities associated with the redeemable interest in Consolidated Funds:

	Total
Balance as of December 31, 2022	$	1,013,282
Gross proceeds from the initial public offering of AAC II	500,000
Change in redemption value	55,530
Redemptions from Class A ordinary shares of Ares Acquisition Corporation (formerly NYSE: AAC)	(1,045,874)
Balance as of December 31, 2023	522,938
Change in redemption value	27,762
Balance as of December 31, 2024	550,700
Redemptions from Class A ordinary shares of AAC II	(509,503)
Change in redemption value	21,707
Deconsolidation of AAC II	(62,904)
Balance as of December 31, 2025	$	—