UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

Commission File Number: 001-36869

 

PJT Partners Inc.

(Exact name of registrant as specified in its charter)

Delaware	36-4797143
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

280 Park Avenue

New York, New York 10017

(Address of principal executive offices)(Zip Code)

(212) 364-7800

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.01 per share	PJT	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	☒	Accelerated Filer	☐
Non-Accelerated Filer	☐	Smaller Reporting Company	☐
		Emerging Growth Company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 29, 2024, there were 23,985,363 shares of Class A common stock, par value $0.01 per share, and 136 shares of Class B common stock, par value $0.01 per share, outstanding.

TABLE OF CONTENTS

		Page
PART I.	FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS	4
	Unaudited Condensed Consolidated Financial Statements — March 31, 2024 and 2023:
	Condensed Consolidated Statements of Financial Condition as of March 31, 2024 and December 31, 2023	4
	Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and 2023	5
	Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2024 and 2023	6
	Condensed Consolidated Statements of Changes in Equity for the Three Months Ended March 31, 2024 and 2023	7
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023	8
	Notes to Condensed Consolidated Financial Statements	9
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	22
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	29
ITEM 4.	CONTROLS AND PROCEDURES	30
PART II.	OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	31
ITEM 1A.	RISK FACTORS	31
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	31
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	32
ITEM 4.	MINE SAFETY DISCLOSURES	32
ITEM 5.	OTHER INFORMATION	32
ITEM 6.	EXHIBITS	33
SIGNATURES		34

PJT Partners Inc. was formed in connection with certain merger and spin-off transactions whereby the financial and strategic advisory services, restructuring and reorganization advisory services and Park Hill Group businesses of Blackstone Inc. (“Blackstone” or our “former Parent”) were combined with PJT Capital LP, a financial advisory firm founded by Paul J. Taubman in 2013 (together with its then affiliates, “PJT Capital”), and the combined business was distributed to Blackstone’s unitholders to create PJT Partners Inc., a stand-alone, independent publicly traded company. Throughout this Quarterly Report on Form 10-Q, we refer to this transaction as the “spin-off.” PJT Partners Inc. is a holding company and its only material asset is its controlling equity interest in PJT Partners Holdings LP, a holding partnership that holds the Company’s operating subsidiaries, and certain cash and cash equivalents it may hold from time to time. As the sole general partner of PJT Partners Holdings LP, PJT Partners Inc. operates and controls all of the business and affairs and consolidates the financial results of PJT Partners Holdings LP and its operating subsidiaries.

In this Quarterly Report on Form 10-Q, unless the context requires otherwise, the words “PJT Partners Inc.” refers to PJT Partners Inc., and “PJT Partners,” the “Company,” “we,” “us” and “our” refer to PJT Partners Inc., together with its consolidated subsidiaries, including PJT Partners Holdings LP and its operating subsidiaries.

Forward-Looking Statements

Certain material presented herein contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements include certain information concerning future results of operations, business strategies, acquisitions, financing plans, competitive position, potential growth opportunities, potential operating performance improvements, the effects of competition and the effects of future legislation or regulations. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believe,” “expect,” “opportunity,” “plan,” “intend,” “anticipate,” “estimate,” “predict,” “potential,” “continue,” “may,” “might,” “should,” “could” or the negative of these terms or similar expressions.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict, many of which are outside our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not place undue reliance upon any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (a) changes in governmental regulations and policies; (b) cyber attacks, security vulnerabilities and internet disruptions, including breaches of data security and privacy leaks, data loss and business interruptions; (c) failures of our computer systems or communication systems, including as a result of a catastrophic event and the use of remote work environments and virtual platforms; (d) the impact of catastrophic events, including business disruptions, pandemics, reductions in employment and an increase in business failures on (1) the U.S. and the global economy and (2) our employees and our ability to provide services to our clients and respond to their needs; (e) the failure of third-party service providers to perform their functions; and (f) volatility in the political and economic environment, including as a result of inflation, elevated interest rates and geopolitical and military conflicts.

2

Any of these factors, as well as such other factors discussed in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the United States Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our periodic filings with the SEC, accessible on the SEC’s website at www.sec.gov, could cause our results to differ materially from those expressed in forward-looking statements. There may be other risks and uncertainties that we are unable to predict at this time or that are not currently expected to have a material adverse effect on our business. Any such risks could cause our results to differ materially from those expressed in forward-looking statements.

Website Disclosure

We use our website (www.pjtpartners.com) as a channel of distribution of Company information. The information we post may be deemed material. Accordingly, investors should monitor the website, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive e-mail alerts and other information about PJT Partners when you enroll your e-mail address by visiting the “Investor Relations” page of our website at ir.pjtpartners.com. Although we refer to our website in this report, the contents of our website are not included or incorporated by reference into this report. All references to our website in this report are intended to be inactive textual references only.

3

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

PJT Partners Inc.

Condensed Consolidated Statements of Financial Condition (Unaudited)

(Dollars in Thousands, Except Share and Per Share Data)

	March 31, 2024			December 31, 2023
Assets
Cash and Cash Equivalents	$	215,525		$	355,543
Investments (at fair value)		20,071			81,382
Accounts Receivable (net of allowance for credit losses of $3,217 and    $2,391 at March 31, 2024 and December 31, 2023, respectively)		324,959			263,529
Intangible Assets, Net		11,730			12,960
Goodwill		172,725			172,725
Furniture, Equipment and Leasehold Improvements, Net		24,006			25,901
Operating Lease Right-of-Use Assets		294,955			299,200
Other Assets		163,171			151,278
Deferred Tax Asset, Net		74,688			72,460
Total Assets	$	1,301,830		$	1,434,978
Liabilities and Equity
Accrued Compensation and Benefits	$	77,930		$	174,402
Accounts Payable, Accrued Expenses and Other Liabilities		23,576			22,302
Operating Lease Liabilities		327,450			330,600
Amount Due Pursuant to Tax Receivable Agreement		31,222			29,672
Taxes Payable		5,147			6,573
Deferred Revenue		8,314			10,265
Total Liabilities		473,639			573,814
Commitments and Contingencies
Equity
Class A Common Stock, par value $0.01 per share (3,000,000,000    shares authorized; 33,641,330 and 32,356,489 issued at    March 31, 2024 and December 31, 2023, respectively; 24,390,702    and 24,185,439 outstanding at March 31, 2024 and December 31, 2023,    respectively)		336			324
Class B Common Stock, par value $0.01 per share (1,000,000    shares authorized; 136 issued and outstanding at March 31, 2024;    144 issued and outstanding at December 31, 2023)		—			—
Additional Paid-In Capital		630,335			619,702
Retained Earnings		144,728			118,332
Accumulated Other Comprehensive Loss		(991	)		(467	)
Treasury Stock at Cost (9,250,628 and 8,171,050 shares at March 31,     2024 and December 31, 2023, respectively)		(599,803	)		(493,222	)
Total PJT Partners Inc. Equity		174,605			244,669
Non-Controlling Interests		653,586			616,495
Total Equity		828,191			861,164
Total Liabilities and Equity	$	1,301,830		$	1,434,978

See notes to condensed consolidated financial statements.

4

PJT Partners Inc.

Condensed Consolidated Statements of Operations (Unaudited)

(Dollars in Thousands, Except Share and Per Share Data)

	Three Months Ended March 31,
	2024		2023
Revenues
Advisory Fees	$	288,681	$	168,090
Placement Fees		34,489		27,585
Interest Income and Other		6,223		4,313
Total Revenues		329,393		199,988
Expenses
Compensation and Benefits		228,928		133,043
Occupancy and Related		12,161		10,011
Travel and Related		9,101		6,972
Professional Fees		8,349		6,927
Communications and Information Services		4,778		4,077
Depreciation and Amortization		3,498		3,443
Other Expenses		8,675		6,322
Total Expenses		275,490		170,795
Income Before Provision for Taxes		53,903		29,193
Provision for Taxes		531		1,207
Net Income		53,372		27,986
Net Income Attributable to    Non-Controlling Interests		20,749		10,650
Net Income Attributable to PJT Partners Inc.	$	32,623	$	17,336
Net Income Per Share of Class A Common Stock
Basic	$	1.27	$	0.69
Diluted	$	1.22	$	0.67
Weighted-Average Shares of Class A Common    Stock Outstanding
Basic		25,690,530		25,231,815
Diluted		28,168,504		26,918,511

See notes to condensed consolidated financial statements.

5

PJT Partners Inc.

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

(Dollars in Thousands)

	Three Months Ended March 31,
	2024			2023
Net Income	$	53,372		$	27,986
Other Comprehensive Income (Loss), Net of Tax —    Currency Translation Adjustment		(966	)		1,388
Comprehensive Income		52,406			29,374
Less:
Comprehensive Income Attributable to Non-    Controlling Interests		20,307			11,262
Comprehensive Income Attributable to PJT Partners Inc.	$	32,099		$	18,112

See notes to condensed consolidated financial statements.

6

PJT Partners Inc.

Condensed Consolidated Statements of Changes in Equity (Unaudited)

(Dollars in Thousands, Except Share Data)

	Three Months Ended March 31, 2024
	Shares																		Accumulated
	Class A		Class B						Class A		Class B		Additional						Other						Non-
	Common		Common			Treasury			Common		Common		Paid-In			Retained			Comprehensive			Treasury			Controlling
	Stock		Stock			Stock			Stock		Stock		Capital			Earnings			(Loss)			Stock			Interests			Total
Balance at December 31, 2023		32,356,489		144			(8,171,050	)	$	324	$	—	$	619,702		$	118,332		$	(467	)	$	(493,222	)	$	616,495		$	861,164
Net Income		—		—			—			—		—		—			32,623			—			—			20,749			53,372
Other Comprehensive Loss		—		—			—			—		—		—			—			(524	)		—			(442	)		(966	)
Dividends Declared ($0.25 Per Share of    Class A Common Stock)		—		—			—			—		—		—			(6,227	)		—			—			—			(6,227	)
Equity-Based Compensation		—		—			—			—		—		66,313			—			—			—			6,505			72,818
Net Share Settlement		—		—			—			—		—		(26,953	)		—			—			—			—			(26,953	)
Deliveries of Vested Shares of    Class A Common Stock		1,284,841		—			—			12		—		(12	)		—			—			—			—			—
Change in Ownership Interest		—		(8	)		—			—		—		(28,715	)		—			—			—			10,279			(18,436	)
Treasury Stock Purchases		—		—			(1,079,578	)		—		—		—			—			—			(106,581	)		—			(106,581	)
Balance at March 31, 2024		33,641,330		136			(9,250,628	)	$	336	$	—	$	630,335		$	144,728		$	(991	)	$	(599,803	)	$	653,586		$	828,191

	Three Months Ended March 31, 2023
	Shares																	Accumulated
	Class A		Class B					Class A		Class B		Additional						Other						Non-
	Common		Common		Treasury			Common		Common		Paid-In			Retained			Comprehensive			Treasury			Controlling
	Stock		Stock		Stock			Stock		Stock		Capital			Earnings			(Loss)			Stock			Interests			Total
Balance at December 31, 2022		31,062,575		158		(6,583,289	)	$	310	$	—	$	502,585		$	60,969		$	(2,274	)	$	(376,484	)	$	574,452		$	759,558
Net Income	—		—		—			—		—		—				17,336		—			—				10,650			27,986
Other Comprehensive Income	—		—		—			—		—		—			—				776		—				612			1,388
Dividends Declared ($0.25 Per Share of    Class A Common Stock)	—		—		—			—		—		—				(6,229	)	—			—			—				(6,229	)
Equity-Based Compensation	—		—		—			—		—			44,076		—			—			—				4,720			48,796
Net Share Settlement	—		—		—			—		—			(16,339	)	—			—			—			—				(16,339	)
Deliveries of Vested Shares of    Class A Common Stock		1,176,026	—		—				12	—			(12	)	—			—			—			—				—
Change in Ownership Interest	—			1				—		—			724		—			—			—				(11,555	)		(10,831	)
Treasury Stock Purchases	—		—			(855,118	)	—		—		—			—			—				(66,180	)	—				(66,180	)
Balance at March 31, 2023		32,238,601		159		(7,438,407	)	$	322	$	—	$	531,034		$	72,076		$	(1,498	)	$	(442,664	)	$	578,879		$	738,149

See notes to condensed consolidated financial statements.

7

PJT Partners Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(Dollars in Thousands)

	Three Months Ended March 31,
	2024			2023
Operating Activities
Net Income	$	53,372		$	27,986
Adjustments to Reconcile Net Income to Net Cash Used in    Operating Activities
Equity-Based Compensation Expense		72,818			48,796
Depreciation and Amortization Expense		3,498			3,443
Amortization of Operating Lease Right-of-Use Assets		3,941			5,667
Provision for Credit Losses		1,981			453
Other		857			231
Cash Flows Due to Changes in Operating Assets and Liabilities
Accounts Receivable		(64,034	)		(1,610	)
Other Assets		(10,565	)		(35,540	)
Accrued Compensation and Benefits		(95,842	)		(66,609	)
Accounts Payable, Accrued Expenses and Other Liabilities		(1,509	)		(5,956	)
Taxes Payable		(1,359	)		255
Deferred Revenue		(1,937	)		(105	)
Net Cash Used in Operating Activities		(38,779	)		(22,989	)
Investing Activities
Purchases of Investments		(20,000	)		(4,996	)
Proceeds from Sales and Maturities of Investments		80,221			49,801
Purchases of Furniture, Equipment and Leasehold Improvements		(439	)		(2,146	)
Net Cash Provided by Investing Activities		59,782			42,659
Financing Activities
Dividends		(6,227	)		(6,229	)
Proceeds from Revolving Credit Facility		—			15,000
Payments on Revolving Credit Facility		—			(15,000	)
Employee Taxes Paid for Shares Withheld		(26,953	)		(16,339	)
Cash-Settled Exchanges of Partnership Units		(18,743	)		(10,737	)
Treasury Stock Purchases		(106,429	)		(66,180	)
Net Cash Used in Financing Activities		(158,352	)		(99,485	)
Effect of Exchange Rate Changes on Cash and Cash Equivalents		(2,669	)		121
Net Decrease in Cash and Cash Equivalents		(140,018	)		(79,694	)
Cash and Cash Equivalents, Beginning of Period		355,543			173,235
Cash and Cash Equivalents, End of Period	$	215,525		$	93,541
Supplemental Disclosure of Cash Flows Information
Payments for Income Taxes, Net of Refunds Received	$	2,217		$	675

See notes to condensed consolidated financial statements.

8

PJT Partners Inc.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars Are in Thousands, Except Share and Per Share Data, Except Where Noted)

1.ORGANIZATION

PJT Partners Inc. and its consolidated subsidiaries (the “Company” or “PJT Partners”) offer a unique portfolio of advisory and placement services designed to help clients achieve their strategic objectives.

On October 1, 2015, Blackstone Inc. (“Blackstone” or the “former Parent”) distributed on a pro rata basis to its common unitholders all of the issued and outstanding shares of Class A common stock of PJT Partners Inc. held by it. This pro rata distribution is referred to as the “Distribution.” The separation of the PJT Partners business from Blackstone and related transactions, including the Distribution, the internal reorganization that preceded the Distribution and the acquisition by PJT Partners of PJT Capital LP (together with its general partner and their respective subsidiaries, “PJT Capital”) that occurred substantially concurrently with the Distribution, is referred to as the “spin-off.”

PJT Partners Inc. is the sole general partner of PJT Partners Holdings LP. PJT Partners Inc. owns less than 100% of the economic interest in PJT Partners Holdings LP, but has 100% of the voting power and controls the management of PJT Partners Holdings LP. As of March 31, 2024, the non-controlling interest of PJT Partners Holdings LP was 38.7%. As the sole general partner of PJT Partners Holdings LP, PJT Partners Inc. operates and controls all of the business and affairs and consolidates the financial results of PJT Partners Holdings LP and its operating subsidiaries. The Company operates through the following subsidiaries: PJT Partners LP, PJT Partners (UK) Limited, PJT Partners (HK) Limited, PJT Partners Park Hill (Spain) A.V., S.A.U., PJT Partners (Germany) GmbH, PJT Partners (France) SAS and PJT Partners Japan K.K.

2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The Company prepared the accompanying condensed consolidated financial statements in conformity with accounting principles generally accepted in the U.S. (“GAAP”) for interim financial information and the instructions to Form 10-Q. The condensed consolidated financial statements, including these notes, are unaudited and exclude some of the disclosures required in annual financial statements. Management believes it has made all necessary adjustments (consisting of only normal recurring items) so that the condensed consolidated financial statements are presented fairly and that estimates made in preparing its condensed consolidated financial statements are reasonable and prudent. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Intercompany transactions have been eliminated for all periods presented.

For a comprehensive disclosure of the Company’s significant accounting policies, see Note 2. “Summary of Significant Accounting Policies” in the “Notes to Consolidated Financial Statements” in “Part II. Item 8. Financial Statements and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Cash, Cash Equivalents and Investments

Cash and Cash Equivalents include short-term highly liquid investments that are readily convertible to known amounts of cash and have original maturities of three months or less from the date of purchase. Cash and Cash Equivalents are maintained in U.S. and non-U.S. bank accounts and are held at six financial institutions. Also included in Cash and Cash Equivalents are amounts held in bank accounts that are subject to advance notification to withdraw, which totaled $9.1 million and $9.2 million as of March 31, 2024 and December 31, 2023, respectively.

Treasury securities with original maturities greater than three months when purchased are classified as Investments in the Condensed Consolidated Statements of Financial Condition.

9

PJT Partners Inc.

Notes to Condensed Consolidated Financial Statements – Continued (Unaudited)

(All Dollars Are in Thousands, Except Share and Per Share Data, Except Where Noted)

Income Taxes

The Organization for Economic Co-operation and Development ("OECD") Pillar Two Model Rules ("Pillar Two") set forth for a global 15% minimum tax on the income arising in each jurisdiction in which the Company operates. Many such jurisdictions have implemented or are in the process of implementing Pillar Two and it is expected to be applicable for annual periods beginning on or after December 31, 2023. The Company is continuing to assess the impact of Pillar Two and does not expect it to have a material impact on the Company’s 2024 condensed consolidated financial statements.

Recent Accounting Developments

In November 2023, the Financial Accounting Standards Board ("FASB") issued guidance on improvements to reportable segment disclosures. The guidance primarily requires enhanced disclosures about significant segment expenses. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years after December 15, 2024, with early adoption permitted. The Company is currently assessing the impact that adoption will have on its condensed consolidated financial statements.

In December 2023, the FASB issued guidance to improve its income tax disclosure requirements. The guidance enhances existing income tax disclosures related to the effective tax rate reconciliation and income taxes paid. The guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently assessing the impact that adoption will have on its condensed consolidated financial statements.

In March 2024, the FASB issued guidance which clarifies appropriate accounting for profits interest and similar awards. The guidance is effective for annual and interim periods beginning after December 15, 2024, with early adoption permitted. The Company is currently assessing the impact that adoption will have on its condensed consolidated financial statements.

3.REVENUES FROM CONTRACTS WITH CUSTOMERS

The following table provides a disaggregation of revenues recognized from contracts with customers for the three months ended March 31, 2024 and 2023:

	Three Months Ended March 31,
	2024		2023
Advisory Fees	$	288,681	$	168,090
Placement Fees		34,489		27,585
Interest Income from Placement Fees and Other		3,915		4,270
Revenues from Contracts with Customers	$	327,085	$	199,945

Remaining Performance Obligations and Revenue Recognized from Past Performance

As of March 31, 2024, the aggregate amount of the transaction price allocated to performance obligations yet to be satisfied was $46.4 million and the Company generally expects to recognize this revenue within the next twelve months. Such amounts relate to the Company’s performance obligations of providing advisory and placement services.

The Company recognized revenue of $6.9 million and $3.6 million for the three months ended March 31, 2024 and 2023, respectively, related to performance obligations that were fully satisfied in prior periods, primarily due to constraints on variable consideration in prior periods being resolved. Such amounts related primarily to the provision of corporate and fund placement services. The majority of revenues recognized by the Company during the three months ended March 31, 2024 and 2023 were predominantly related to performance obligations that were partially satisfied in prior periods.

10

PJT Partners Inc.

Notes to Condensed Consolidated Financial Statements – Continued (Unaudited)

(All Dollars Are in Thousands, Except Share and Per Share Data, Except Where Noted)

Contract Balances

There were no significant impairments related to contract balances during the three months ended March 31, 2024 and 2023.

For the three months ended March 31, 2024 and 2023, $5.7 million and $7.4 million, respectively, of revenue was recognized that was included in the beginning balance of Deferred Revenue, primarily related to the Company’s performance obligation of standing ready to perform. In certain contracts, the Company receives customer expense advances, which are also considered to be contract liabilities. The Company recorded $2.1 million and $2.0 million as of March 31, 2024 and December 31, 2023, respectively, in Accounts Payable, Accrued Expenses and Other Liabilities in the Condensed Consolidated Statements of Financial Condition primarily related to expense advances.

4.ACCOUNTS RECEIVABLE AND ALLOWANCE FOR CREDIT LOSSES

Changes in the allowance for credit losses consist of the following:

	Three Months Ended March 31,
	2024			2023
Beginning Balance	$	2,391		$	1,945
Provision for Credit Losses		1,981			453
Write-offs		(1,155	)		(145	)
Ending Balance	$	3,217		$	2,253

Included in Accounts Receivable, Net is accrued interest of $3.9 million and $3.4 million as of March 31, 2024 and December 31, 2023, respectively, related to placement fees.

Included in Accounts Receivable, Net are long-term receivables of $84.0 million and $84.4 million as of March 31, 2024 and December 31, 2023, respectively, related to placement fees that are generally paid in installments over a period of three to four years.

The Company does not have any long-term receivables on non-accrual status. Of receivables that originated as long-term, there were $4.5 million and $1.3 million as of March 31, 2024 and December 31, 2023, respectively, that were outstanding more than 90 days. The Company’s allowance for credit losses with respect to long-term receivables was $1.0 million and $0.6 million as of March 31, 2024 and December 31, 2023, respectively.

5.INTANGIBLE ASSETS

Intangible Assets, Net consists of the following:

	March 31, 2024			December 31, 2023
Finite-Lived Intangible Assets
Customer Relationships	$	61,276		$	61,276
Trade Name		9,800			9,800
Total Intangible Assets		71,076			71,076
Accumulated Amortization
Customer Relationships		(50,401	)		(49,314	)
Trade Name		(8,945	)		(8,802	)
Total Accumulated Amortization		(59,346	)		(58,116	)
Intangible Assets, Net	$	11,730		$	12,960

Amortization expense was $1.2 million for each of the three months ended March 31, 2024 and 2023.

11

PJT Partners Inc.

Notes to Condensed Consolidated Financial Statements – Continued (Unaudited)

(All Dollars Are in Thousands, Except Share and Per Share Data, Except Where Noted)

Amortization of Intangible Assets held at March 31, 2024 is expected to be $3.7 million for the remainder of the year ending December 31, 2024; $4.8 million the year ending December 31, 2025; and $3.3 million for the year ending December 31, 2026.

6.FURNITURE, EQUIPMENT AND LEASEHOLD IMPROVEMENTS

Furniture, Equipment and Leasehold Improvements, Net consists of the following:

	March 31, 2024			December 31, 2023
Leasehold Improvements	$	56,517		$	56,456
Furniture and Fixtures		17,224			17,027
Office Equipment		6,510			6,467
Total Furniture, Equipment and Leasehold Improvements		80,251			79,950
Accumulated Depreciation		(56,245	)		(54,049	)
Furniture, Equipment and Leasehold Improvements, Net	$	24,006		$	25,901

Depreciation expense was $2.3 million and $2.2 million for the three months ended March 31, 2024 and 2023, respectively.

7.FAIR VALUE MEASUREMENTS

The following tables summarize the valuation of the Company’s investments by the fair value hierarchy:

	March 31, 2024
	Level I		Level II		Level III		Total
Treasury Securities	$	—	$	20,071	$	—	$	20,071
	December 31, 2023
	Level I		Level II		Level III		Total
Treasury Securities	$	—	$	183,514	$	—	$	183,514

Investments in Treasury securities were included in Investments at March 31, 2024 and in both Cash and Cash Equivalents and Investments at December 31, 2023 in the Condensed Consolidated Statements of Financial Condition.

8.INCOME TAXES

The following table summarizes the Company’s tax position:

	Three Months Ended March 31,
	2024			2023
Income Before Provision for Taxes	$	53,903		$	29,193
Provision for Taxes	$	531		$	1,207
Effective Income Tax Rate		1.0	%		4.1	%

The Company’s effective tax rate differed from the U.S. federal statutory tax rate for the three months ended March 31, 2024 primarily due to partnership income not being subject to U.S. corporate income taxes and permanent differences related to compensation.

The Company had no unrecognized tax benefits as of March 31, 2024.

During the quarter ended March 31, 2023, the Company's holding partnership, PJT Partners Holdings LP, received a notice from the Internal Revenue Service that its Form 1065, U.S. Return of Partnership Income, was

12

PJT Partners Inc.

Notes to Condensed Consolidated Financial Statements – Continued (Unaudited)

(All Dollars Are in Thousands, Except Share and Per Share Data, Except Where Noted)

selected for examination for the tax year ended December 31, 2020. The Company currently does not expect the results of the audit to have any material impact on its condensed consolidated financial statements.

9.NET INCOME PER SHARE OF CLASS A COMMON STOCK

Basic and diluted net income per share of Class A common stock for the three months ended March 31, 2024 and 2023 is presented below:

	Three Months Ended March 31,
	2024		2023
Numerator:
Net Income Attributable to Shares of Class A    Common Stock — Basic	$	32,623	$	17,336
Incremental Net Income from Dilutive Securities		1,765		574
Net Income Attributable to Shares of Class A    Common Stock — Diluted	$	34,388	$	17,910
Denominator:
Weighted-Average Shares of Class A Common    Stock Outstanding — Basic		25,690,530		25,231,815
Weighted-Average Number of Incremental Shares from    Unvested RSUs		2,477,974		1,686,696
Weighted-Average Shares of Class A Common    Stock Outstanding — Diluted		28,168,504		26,918,511
Net Income Per Share of Class A Common Stock
Basic	$	1.27	$	0.69
Diluted	$	1.22	$	0.67

The ownership interests of holders (other than PJT Partners Inc.) of the common units of partnership interest in PJT Partners Holdings LP (“Partnership Units”) may be exchanged for PJT Partners Inc. Class A common stock on a one-for-one basis, subject to applicable vesting and transfer restrictions. If all Partnership Units were exchanged for Class A common stock, weighted-average Class A common stock outstanding would be 41,259,144 for the three months ended March 31, 2024, excluding unvested restricted stock units (“RSUs”). In computing the dilutive effect, if any, which the aforementioned exchange would have on net income per share, net income attributable to holders of Class A common stock would be adjusted due to the elimination of the non-controlling interests associated with the Partnership Units (including any tax impact). For the three months ended March 31, 2024 and 2023, there were 15,568,614 and 14,765,765 weighted-average Partnership Units, respectively, that were anti-dilutive.

Share Repurchase Program

On February 6, 2024, the Company announced that the Board authorized a $500 million Class A common stock repurchase program, which replaced the then-existing $200 million repurchase program authorized on April 25, 2022. Under the new repurchase program, which has no expiration date, shares of the Company’s Class A common stock may be repurchased from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the actual number of shares repurchased depend on a variety of factors, including legal requirements, price and economic and market conditions. The repurchase program may be suspended or discontinued at any time and does not have a specified expiration date.

During the three months ended March 31, 2024, the Company repurchased 1.1 million shares of the Company’s Class A common stock at an average price per share of $98.55, or $106.4 million in aggregate, pursuant to the share repurchase program. As of March 31, 2024, the Company’s remaining repurchase authorization was $406.3 million.

13

PJT Partners Inc.

Notes to Condensed Consolidated Financial Statements – Continued (Unaudited)

(All Dollars Are in Thousands, Except Share and Per Share Data, Except Where Noted)

10.EQUITY-BASED AND OTHER DEFERRED COMPENSATION

Overview

Further information regarding the Company’s equity-based compensation awards is described in Note 10. “Equity-Based and Other Deferred Compensation” in the “Notes to Consolidated Financial Statements” in “Part II. Item 8. Financial Statements and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

The following table represents equity-based compensation expense and the related income tax benefit for the three months ended March 31, 2024 and 2023, respectively:

	Three Months Ended March 31,
	2024		2023
Equity-Based Compensation Expense	$	72,818	$	48,796
Income Tax Benefit	$	9,877	$	6,703

Restricted Stock Units

The following table summarizes activity related to unvested RSUs for the three months ended March 31, 2024:

	Restricted Stock Units
				Weighted-
				Average
				Grant Date
	Number of			Fair Value
	Units			(in dollars)
Balance, December 31, 2023		5,362,277		$	73.23
Granted		1,998,268			98.96
Dividends Reinvested on RSUs		(34,411	)		73.75
Forfeited		(68,763	)