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Fair Value Disclosures

9 Months Ended

Sep. 30, 2025

The Company classifies its fair value measurements using a three-tiered fair value hierarchy. The basis of the tiers is dependent upon the various “inputs” used to determine the fair value of the Company’s assets and liabilities. Fair value is considered the value using the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s assumptions about the inputs market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The inputs are summarized in the three broad levels listed below:

•Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

•Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

•Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

Level 3 Valuation Techniques

In the absence of observable market prices, the Company values financial instruments using valuation methodologies applied on a consistent basis. For some investments little market activity may exist; management’s determination of fair value is then based on the best information available in the circumstances and may incorporate management’s own assumptions and involves a significant degree of judgment, taking into consideration a combination of internal and external factors. Financial instruments for which market prices are not observable include:

•Business Combination Earn-Out Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future share prices and the implied earn-out payment discounted using the risk-free rate.

•TRA Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future taxable income, share prices, and the implied TRA payments discounted using the liability discount rate which is estimated based on the Company’s credit rating.

•AWMS Earn-Out Liability - In connection with the deferred cash consideration related to its acquisition of the remaining 70% of the issued and outstanding ownership and membership interests of AlTi Wealth Management (Switzerland) SA, (“AWMS”), increasing its interest in AWMS from 30% to 100%, on August 2, 2023, the Company’s valuation approach utilized a Monte Carlo simulation to estimate future revenue and the implied earn out payment discounted using the liability discount rate which is estimated based on the Company’s credit rating. As of September 30, 2024, the settlement amount became known, which was based on actual revenues received, and the use of the Level 3 valuation technique was discontinued. Additionally, during the fourth quarter of 2024, the AWMS earn-out liability was fully paid.

•EEA Earn-Out Liability - The Company’s valuation approach utilized a Discounted Cash Flow approach to determine the fair value using the liability discount rate which is estimated based on the Company’s credit quality.

•Envoi Earn-Out Consideration Liability - The Company’s valuation approach utilized a risk-adjusted Discounted Cash Flow approach to determine the fair value using the liability discount rate which is estimated based on the Company’s credit quality rating.

•Envoi Earn-Out Growth Consideration Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future revenue and the implied earn out payment discounted using the liability discount rate which is estimated based on the Company’s credit quality rating.

•Kontora Earn-Out Liability - The Company’s valuation approach utilized a Discounted Cash Flow approach to determine the fair value using the liability discount rate which is estimated based on the Kontora subgroups’ weighted average cost of capital for a useful life of ten years.

•Preferred Stock Tranche Liability - The fair value of the Allianz Tranche Right is determined based on Level 3 inputs using a binomial lattice model. At each node of the binomial lattice model, the decision to exercise the Allianz Tranche Right is determined based on if the value of the Series A Preferred Stock at such node is greater than the right’s strike price of $1,000 per share. At nodes where the Allianz Tranche Right is exercised, the resulting payoff of the right is discounted back to the prior node at the risk-free rate. The fair value of the Allianz Tranche Right is estimated by backward inducting values in the binomial lattice model to the initial node. A probability-weighted assessment is also included as part of the inputs to the valuation of the Allianz Tranche Right.

•Investments in External Strategic Managers - The Company utilized a Discounted Cash Flow approach to determine the fair value of the External Strategic Managers. The discount rate selection for each investment was calibrated using the implied internal rate of return as of the original investment date, adjusted for certain market- and company-specific factors. The selected long-term growth rate for each investment was based on long-term GDP growth rates in the geographic locations of the underlying External Strategic Manager, with consideration for general growth in the asset management industry.

Refer to the valuation methodologies table below for further analysis of Level 3 valuations.

The following is a summary categorization of the Company’s financial instruments based on the inputs utilized in determining the value of such financial instruments. Investments at fair value as of September 30, 2025, and December 31, 2024 are presented below:


	As of September 30, 2025
	Level 1		Level 2		Level 3
(Dollars in Thousands)	Quoted Prices		Observable Inputs		Unobservable Inputs		Total
Assets:
Mutual funds	$	42	$	—	$	—	$	42
Exchange-traded funds and BDC funds	34		—		—		34
Investments – External Strategic Managers	—		—		149,867		149,867
Investments – Affiliated Funds (1)	—		—		—		2,255
Contingent consideration receivable	—		—		—		—
Other	6		50		—		56
Total	$	82	$	50	$	149,867	$	152,254

Liabilities:

Preferred stock tranche liability	$	—	$	—	$	1,650	$	1,650
Earn-out liabilities	—		—		50,745		50,745

TRA liability (2)	—		—		10,767		10,767


Total	$	—	$	—	$	63,162	$	63,162

(1) Investments in Affiliated Funds are measured at fair value using the NAV (or its equivalent) practical expedient. The Company’s investments in Affiliated Funds represent interests that do not trade in an active market and are valued using the NAV of each investment company as reported and without adjustment. The Company does not have any commitments to the Affiliated Funds and redemptions are permitted on a monthly basis and require 30 days’ notice. The strategies of the Affiliated Funds primarily focus on near-dated, hard catalyst events that typically involve hostile deals, proposals, minority interest buy-ins, leverage buyouts, activism, spin-offs, recapitalizations, and agreed upon deals. The investments held in the Affiliated Funds are primarily highly liquid and marketable securities. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Condensed Consolidated Statement of Financial Position.

(2) The Company carries a portion of its TRA liability at fair value equal to the expected future payments under the TRA.


	As of December 31, 2024
	Level 1		Level 2		Level 3
(Dollars in Thousands)	Quoted Prices		Observable Inputs		Unobservable Inputs		Total
Assets:
Mutual funds	$	105	$	—	$	—	$	105
Exchange-traded funds and BDC funds	118		—		—		118
Investments – External Strategic Managers	—		—		147,568		147,568
Investments – Affiliated Funds (1)	—		—		—		883
Contingent consideration receivable	—		—		—		—
Total	$	223	$	—	$	147,568	$	148,674

Liabilities:

Preferred stock tranche liability	$	—	$	—	$	3,940	$	3,940
Earn-out liabilities	—		—		64,639		64,639
TRA liability (2)	—		—		9,378		9,378
Earn-in consideration payable	932		—		—		932

Total	$	932	$	—	$	77,957	$	78,889

(2) The Company carries a portion of its TRA liability at fair value equal to the expected future payments under the TRA.

Reconciliation of Fair Value Measurements Categorized within Level 3

Unrealized gains and losses on the Company’s assets and liabilities carried at fair value on a recurring basis are included within other losses in the Condensed Consolidated Statement of Operations. During the year ended December 31, 2024, there was one transfer from Level 3 to Level 1 of the AWMS earn-out liability. The following table sets forth a summary of changes in the fair value of Level 3 measurements as of September 30, 2025 and December 31, 2024:


	Level 3 Liabilities as of September 30, 2025
(Dollars in Thousands)	TRA liability		Earn-out liability		EEA earn-out liability		Envoi earn-out consideration liability		Envoi earn-out growth consideration liability		Kontora earn-out liability	Preferred stock tranche liability		Total
Beginning balance	$	9,378	$	23,848	$	29,871	$	9,600	$	1,320	—	$	3,940	$	77,957
Issuances	—		—		—		—		—		5,743	—		5,743
Settlements	—		—		(7,387)		(2,953)		—		—	—		(10,340)
Net (gains) losses	1,389		(12,447)		1,741		613		(250)		1,046	(2,290)		(10,198)
Transfers out of Level 3	$	—	$	—	—		—		—		—	$	—	$	—
Ending balance	$	10,767	$	11,401	$	24,225	$	7,260	$	1,070	6,789	$	1,650	$	63,162


	Level 3 Liabilities as of December 31, 2024
(Dollars in Thousands)	TRA liability		Earn-out liability		AWMS earn-out liability		EEA earn-out liability		Envoi earn-out consideration liability		Envoi earn-out growth consideration liability		Preferred stock tranche liability		Total
Beginning balance	$	13,233	$	62,380	$	1,064	$	—	$	—	$	—	$	—	$	76,677
Issuances	—		—		—		23,308		7,980		1,020		4,540		36,848
Settlements	—		—		—		—		—		—		—		—
Net (gains) losses	(3,855)		(38,532)		39		6,563		1,620		300		(600)		(34,465)
Transfers out of Level 3	$	—	$	—	(1,103)		—		—		—		—		(1,103)
Ending balance	$	9,378	$	23,848	$	—	$	29,871	$	9,600	$	1,320	$	3,940	$	77,957


	Level 3 Assets as of September 30, 2025
(Dollars in Thousands)	Investments – External Strategic Managers		Total
Beginning balance	$	147,568	$	147,568
Realized and Unrealized Gains (Losses)	2,299		2,299


Ending balance	$	149,867	$	149,867


	Level 3 Assets as of December 31, 2024
(Dollars in Thousands)	Investments – External Strategic Managers		Total
Beginning balance	$	164,077	$	164,077
Realized and Unrealized Gains (Losses)	(16,509)		(16,509)
Purchases	—

Ending balance	$	147,568	$	147,568

Valuation Methodologies for Fair Value Measurements Categorized within Level 3 as of September 30, 2025


(Dollars in Thousands)	Fair Value		Valuation Techniques	Unobservable Inputs	Ranges		Impact to Valuation from an Increase in Input
Level 3 Assets:
Investments – External Strategic Managers	$	149,867	Discounted Cash Flow	Discount rate	17.5% -30.0%		Lower
				Long-term growth rate	4.0	%	Higher



Level 3 Liabilities:
TRA liability	$	10,767	Monte Carlo	Volatility	55.0	%	Lower
				Correlation	22.5	%	Higher
				Cost of debt range	10.2% - 11.2%		Lower
				Equity risk premium	6.0% - 13.0%		Lower
Business Combination earn-out liability	$	11,401	Monte Carlo	Volatility	70.0	%	Higher
				Risk-free rate	3.6	%	Higher




EEA earn-out liability	$	24,225	Discounted Cash Flow	EBITDA Discount Rate	14.6	%	Lower
				Risk-free rate	3.6	%	Lower
				Credit spread	8.5	%	Lower
Envoi earn-out consideration liability	$	7,260	Discounted Cash Flow	Revenue risk-adjusted discount rate	11.5	%	Lower

				Risk-free rate	3.6	%	Lower
				Credit spread	8.3	%	Lower
Envoi earn-out growth consideration liability	$	1,070	Monte Carlo	Metric volatility	28.0	%	Lower
				Risk-free rate	3.6	%	Lower
				Revenue discount rate	11.5	%	Lower
				Credit Risk Adjusted Discount Rate	11.8	%	Lower
Kontora earn-out liability	$	6,789	Discounted Cash Flow	Discount rate	11.0	%	Lower



Preferred stock tranche liability	$	1,650	Binomial lattice model	Volatility	47.5	%	Lower
				Probability of option exercise	50.0	%	Higher
				Risk-free rate	4.7	%	Lower
				Credit spread	8.5	%	Lower

Valuation Methodologies for Fair Value Measurements Categorized within Level 3 as of December 31, 2024


(Dollars in Thousands)	Fair Value		Valuation Techniques	Unobservable Inputs	Ranges		Impact to Valuation from an Increase in Input
Level 3 Assets:
Investments – External Strategic Managers	$	147,568	Discounted Cash Flow	Discount rate	18.0% -33%		Lower
				Long-term growth rate	4.0	%	Higher




Level 3 Liabilities:
TRA liability	$	9,378	Monte Carlo	Volatility	55.0	%	Lower
				Correlation	22.5	%	Higher
				Cost of debt range	10.2% - 10.9%		Lower
				Equity risk premium	6.1% - 13.2%		Lower
Business Combination earn-out liability	$	23,848	Monte Carlo	Volatility	70.0	%	Higher
				Risk-free rate	4.3	%	Higher




EEA earn-out liability	$	29,871	Discounted Cash Flow	EBITDA Discount Rate	16.3	%	Lower
				Risk-free rate	4.3	%	Lower
				Credit spread	7.9	%	Lower
Envoi earn-out consideration liability	$	9,600	Discounted Cash Flow	Growth rate	10.9	%	Higher
				Revenue risk-adjusted discount rate	12.5	%	Lower
				Risk-free rate	4.2	%	Lower
				Credit spread	7.7	%	Lower
Envoi earn-out growth consideration liability	$	1,320	Monte Carlo	Metric volatility	33.0	%	Lower
				Risk-free rate	4.3	%	Lower
				Revenue discount rate	12.5	%	Lower
				Credit Risk Adjusted Discount Rate	11.9	%	Lower


Preferred stock tranche liability	$	3,940	Binomial lattice model	Volatility	50.0	%	Higher
				Probability of option exercise	50.0	%	Higher
				Risk-free rate	4.8	%	Lower
				Credit spread	7.9	%	Lower

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

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