Credit Agreement and Short-term Financing

6 Months Ended

Jun. 30, 2026

Debt Disclosure [Abstract]

Credit Agreement and Short-term Financing

11. Credit Agreement and Short-term Financing

Credit Agreement

On February 4, 2026, the Company entered into an amended and restated three-year revolving credit facility (the “Credit Agreement”) provided by a syndicate of lenders and JPMorgan Chase Bank, N.A. (“JPMorgan”), as administrative agent. The Credit Agreement provides for aggregate commitments totaling $750.0 million (the “Credit Facility”), consisting of a revolving credit facility, a $5.0 million letter of credit sub-limit for standby letters of credit and a $380.0 million sub-limit for swingline loans, and matures on February 2, 2029, with the Company’s option to request up to two additional 364-day extensions at the discretion of each lender and subject to customary conditions. Subject to satisfaction of certain specified conditions, the Company may upsize the Credit Facility by up to $375.0 million in total. The incremental facility is uncommitted, and it is possible that the Company may not be successful in obtaining such commitments from existing or new lenders in the amount desired or at all. The Credit Agreement requires that the Company satisfy certain covenants, including a requirement not to exceed a maximum consolidated total leverage ratio.

Borrowings under the Credit Agreement bear interest at a rate per annum equal to an alternate base rate or the adjusted term SOFR rate, plus an applicable margin that varies with the Company’s consolidated total leverage ratio. During the six months ended June 30, 2026, the Company repaid $108.0 million of borrowings under the Credit Agreement. Additionally, the Company incurred $1.7 million and $4.4 million of interest expense during the three and six months ended June 30, 2026 and had no repayments and incurred no interest expense during the three and six months ended June 30, 2025.

As of June 30, 2026, the Company had $112.0 million of borrowings and $0.1 million in letters of credit outstanding and $637.9 million in available borrowing capacity under the Credit Agreement.

Uncommitted Collateralized Agreements

In connection with their self-clearing operations, certain of the Company’s U.S. and U.K. operating subsidiaries maintain agreements with a settlement bank to allow the subsidiaries to borrow in the aggregate of up to $500.0 million on an uncommitted basis, collateralized by eligible securities pledged by the subsidiaries to the settlement bank, subject to certain haircuts. Borrowings under these agreements will bear interest at a base rate per annum equal to 1.00% plus the higher of (i) the upper range of the Federal Funds Rate, (ii) one-month SOFR plus an applicable margin or (iii) 0.25%.

The Company incurred $0.1 million of interest expense on borrowings under such agreements during the six months ended June 30, 2026. No interest expense was incurred under such agreements during the three months ended June 30, 2026 and the three and six months ended June 30, 2025. As of June 30, 2026, the Company had no borrowings outstanding and up to $500.0 million in available uncommitted borrowing capacity under such agreements.

Short-term Financing

Under arrangements with their settlement banks, certain of the Company’s U.S. and U.K. operating subsidiaries may receive overnight financing in the form of bank overdrafts. The Company incurred interest expense on such overnight financing of $0.2 million and $0.1 million during the three months ended June 30, 2026 and 2025, respectively, and $0.3 million during each of the six months ended June 30, 2026 and 2025. As of June 30, 2026, the Company had $3.9 million of overdrafts payable outstanding which is classified as borrowings on the consolidated statement of financial condition.