Marketaxess Holdings Inc 8-K, filed Oct 23, 2026
Marketaxess Holdings Inc (MKTX)
About this 8-K
Marketaxess Holdings Inc filed this 8-K on October 23, 2026.
MarketAxess reported third-quarter revenue of $210.4 million, up 1%, and diluted EPS of $1.53 and $1.86 excluding notable items. Its Board declared a $0.78 dividend payable November 25, 2026, while the pending merger remains subject to approvals and closing conditions. AI summary
Items reported
- Item 2.02: Financial results
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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 any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 23, 2026, MarketAxess Holdings Inc. (the “Company”) issued a press release announcing the Company’s financial results for its third quarter ended September 30, 2026. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. In addition, the information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 2.02 shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.
Item 8.01 Other Events.
On October 23, 2026, the Company also announced that its Board of Directors has declared a regular quarterly dividend to be paid to the holders of the outstanding shares of capital stock. A cash dividend of $0.78 per share of common stock outstanding will be paid on November 25, 2026 to stockholders of record as of the close of business on November 11, 2026.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
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99.1 |
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Press Release issued by MarketAxess Holdings Inc. on October 23, 2026 |
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104 |
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Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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MARKETAXESS HOLDINGS INC. |
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Date: |
October 23, 2026 |
By: |
/s/ CHRISTOPHER R. CONCANNON |
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Name: Christopher R. Concannon |
Exhibit 99.1
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MarketAxess Reports Third Quarter 2026 Financial Results
EPS of $1.53; $1.86 Excluding Notable Items1
1% Revenue Growth Reflects Strong Information Services Revenue Growth of 10%
21% Increase in Block Trading ADV and 37% Increase in Portfolio Trading ADV with Broad-Based Growth
Across U.S. Credit, Emerging Markets and Eurobond Block ADVs
Continued Focus on Expense Discipline
NEW YORK | October 23, 2026 - MarketAxess Holdings Inc. (Nasdaq: MKTX), the operator of a leading electronic trading platform for fixed-income securities, today announced financial results for the third quarter ended September 30, 2026.
3Q26 Select Financial and Operational Highlights (All comparisons vs 3Q25) • Total revenues of $210.4 million increased 1%. — Total commission revenue of $179.9 million was flat compared to the prior year. — 6% growth in services revenue2 to $30.5 million. — 6% growth in revenue outside U.S. credit. • Total trading average daily volume ("ADV") increased 13%, with growth across both credit and rates products, and market share gains in high yield and municipal bonds. • Continued progress across key strategic initiative channels: — Client-Initiated Channel: 21% increase in block trading ADV to $5.4 billion, including U.S. credit up 24%, Eurobonds up 16% and emerging markets up 15%. — Portfolio Trading Channel: 37% increase in total portfolio trading ADV to $1.9 billion with 39% growth in U.S. credit and 41% growth in emerging markets. — Dealer-Initiated Channel: 2% increase in dealer-initiated ADV to $1.5 billion, which includes a 196% increase in Mid-X ADV. • Total expenses of $136.0 million increased 10%; total expenses, excluding notable items,1 of $122.9 million were flat, reflecting continued expense discipline. • Operating margin of 35.4% decreased 560bps; operating margin, excluding notable items, of 41.6% increased 60bps. Operating leverage of (960)bps, or +100bps, excluding notable items.1 • Diluted earnings per share (“EPS”) of $1.53 on net income of $54.0 million, compared to $1.84 and $68.3 million in the prior year, respectively; EPS of $1.86 on net income of $65.7 million, each excluding notable items.1 |
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Chris Concannon, CEO of MarketAxess, commented: "In the third quarter, we continued to execute on our product roadmap across major trading protocols. We launched our enhanced X-Pro RFQ experience to U.S. credit clients, bringing price and spread trading, targeted and direct block workflows and AI-powered dealer selection into a single modern interface. We also delivered the new issue workflow in X-Pro, so clients can access primary and secondary markets side-by-side. Within portfolio trading, we rolled out further enhancements, including CP+ pricing and pre-trade analytics, enabling clients to make faster and more informed decisions. Overall, we continue to make great progress across our strategic priorities and remain committed to delivering innovative solutions that enhance the trading experience for our clients." |
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Table 1: 3Q26 Select Financial Results
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Quarter |
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% Change |
Year-to-date |
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% Change |
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$ in millions, except per share data (unaudited) |
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3Q 2026 |
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2Q 2026 |
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3Q 2025 |
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QoQ |
YoY |
YTD 2026 |
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YTD 2025 |
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YoY |
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Selected GAAP-basis financial results |
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Revenues |
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$ |
210 |
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$ |
218 |
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$ |
209 |
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(4 |
) |
% |
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1 |
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% |
$ |
662 |
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$ |
637 |
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4 |
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% |
Expenses |
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136 |
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129 |
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123 |
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6 |
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10 |
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397 |
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371 |
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7 |
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Operating margin |
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35.4 |
% |
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41.1 |
% |
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41.0 |
% |
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(570 |
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bps |
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(560 |
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bps |
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40.0 |
% |
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41.7 |
% |
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(170 |
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bps |
Net income |
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54 |
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68 |
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68 |
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(21 |
) |
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(21 |
) |
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200 |
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155 |
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30 |
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Diluted EPS |
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1.53 |
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1.93 |
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1.84 |
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(21 |
) |
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(17 |
) |
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5.66 |
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4.14 |
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37 |
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Net income margin |
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25.7 |
% |
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31.3 |
% |
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32.7 |
% |
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(560 |
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bps |
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(700 |
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bps |
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30.3 |
% |
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24.3 |
% |
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+600 |
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bps |
Selected GAAP-basis financial results ex-notable |
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Revenues |
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210 |
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218 |
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209 |
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(4 |
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1 |
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662 |
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637 |
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4 |
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Expenses |
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123 |
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127 |
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123 |
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(3 |
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— |
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380 |
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367 |
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4 |
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Operating margin |
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41.6 |
% |
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41.9 |
% |
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41.0 |
% |
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(30 |
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bps |
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+60 |
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bps |
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42.6 |
% |
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42.4 |
% |
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+20 |
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bps |
Net income |
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66 |
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69 |
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68 |
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(5 |
) |
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(4 |
) |
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214 |
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213 |
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1 |
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Diluted EPS |
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1.86 |
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1.95 |
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1.84 |
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(5 |
) |
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1 |
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6.05 |
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5.70 |
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6 |
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Other Non-GAAP financial measures |
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EBITDA3 |
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91 |
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106 |
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108 |
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(15 |
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(16 |
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319 |
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326 |
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(2 |
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EBITDA Margin3 |
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43.1 |
% |
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48.6 |
% |
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51.5 |
% |
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(550 |
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bps |
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(840 |
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bps |
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48.1 |
% |
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51.2 |
% |
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(310 |
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bps |
3Q26 Overview of Results
Table 1A: Notable Items1
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Quarter |
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Year-to-date |
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3Q 2026 |
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2Q 2026 |
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3Q 2025 |
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YTD 2026 |
YTD 2025 |
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$ in millions, except per share data (unaudited) |
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Repositioning charges(a) |
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$ |
— |
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$ |
— |
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$ |
— |
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$ |
1.5 |
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$ |
4.0 |
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Merger & acquisition-related(b) |
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13.1 |
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1.6 |
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— |
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15.3 |
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0.6 |
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Notable items (pre-tax) |
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13.1 |
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1.6 |
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— |
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16.8 |
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4.6 |
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Income tax impact from notable items |
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(1.5 |
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(0.9 |
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— |
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(2.9 |
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53.7 |
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Total notable items |
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$ |
11.6 |
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$ |
0.7 |
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$ |
— |
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$ |
13.9 |
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$ |
58.3 |
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EPS impact |
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$ |
0.33 |
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$ |
0.02 |
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$ |
— |
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$ |
0.39 |
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$ |
1.56 |
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(a) Repositioning charges consist of severance included in employee compensation and benefits.
(b) Merger & acquisition-related items consist of merger-related expenses (previously classified as Other notable items in Q2 2026 and Q1 2026) included in employee compensation and benefits, professional and consulting fees, and general and administrative expenses for the pending merger with Intercontinental Exchange, Inc for Q3 2026, Q2 2026, and YTD 2026, as well as acquisition-related activity included in other income (expense) associated with our acquisition of RFQ-hub for YTD 2025. Refer to Table 8A for further details.
Notable Items1
Revenue
Table 1B: 3Q26 Variable Transaction Fee Per Million (FPM)
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Quarter |
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% Change |
Year-to-date |
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% Change |
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3Q 2026 |
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2Q 2026 |
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3Q 2025 |
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QoQ |
YoY |
YTD 2026 |
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YTD 2025 |
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YoY |
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AVG. VARIABLE TRANS. FEE PER MILLION (FPM) |
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Total Credit |
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$ |
127 |
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$ |
129 |
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$ |
140 |
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(2 |
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% |
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(9 |
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% |
$ |
129 |
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$ |
139 |
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(7 |
) |
% |
Total Rates |
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4.89 |
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4.96 |
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4.21 |
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(1 |
) |
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16 |
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4.83 |
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4.14 |
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17 |
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Commissions Revenue
Credit
Rates
Other
Services Revenue
Information Services
Post-trade Services
Technology Services
Expenses
Non-operating
Page 3
Capital
Other
1 See Table 1A in this release for a listing of notable items. Results excluding notable items are non-GAAP financial measures. Refer to “Non-GAAP financial measures and other items” for a discussion of these non-GAAP financial measures and Tables 8A and 8B for a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures.
2 Services revenue is defined as combined information, post-trade and technology services revenue.
3 EBITDA and EBITDA margin are non-GAAP financial measures. Refer to “Non-GAAP financial measures and other items” for a discussion of these non-GAAP financial measures and Table 9 for a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures.
Non-GAAP Financial Measures and Other Items
To supplement the Company’s unaudited financial statements presented in accordance with generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures, including earnings before interest, taxes, depreciation and amortization (“EBITDA”), EBITDA margin and free cash flow. From time to time, we present selected GAAP-basis financial results, excluding notable items. Notable items are revenues, expenses, other income (expense) and tax related items that are not indicative of ongoing operating performance and outside of the Company’s normal course of business, including merger, acquisition and restructuring charges or gains/losses on sales or other notables (collectively, “notable items”). We define Operating leverage, excluding notable items, as the year-over-year percentage change in revenues less the year-over-year percentage change in expenses, excluding notable items, for the respective period. We define EBITDA margin as EBITDA divided by revenues. We define free cash flow as net cash provided by/(used in) operating activities excluding the net change in trading investments and net change in securities failed-to-deliver and securities failed-to-receive from broker-dealers, clearing organizations and customers, less expenditures for furniture, equipment and leasehold improvements and capitalized software development costs. Non-GAAP financial measures should be considered in addition to, not as a substitute for or superior to, financial measures determined in conformity with GAAP. The Company believes that these non-GAAP financial measures, when taken into consideration with the corresponding GAAP financial measures, provide additional information regarding the Company’s operating results because they assist both investors and management in analyzing and evaluating the performance of our business. Please refer to Tables 8A, 8B, 9 and 10 for a reconciliation of: (i) selected GAAP-basis financial results, each excluding notable items, to their most directly comparable GAAP measure; (ii) GAAP net income to EBITDA and GAAP net income margin to EBITDA margin; and (iii) GAAP net cash provided by/(used in) operating activities to free cash flow, in each case, the most directly comparable GAAP measure.
ICE Transaction
On July 29, 2026, MarketAxess entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Intercontinental Exchange, Inc. (“ICE”) and Igloo Merger Sub II, Inc., a wholly owned subsidiary of ICE. Under the Merger Agreement, the ICE subsidiary will merge with and into MarketAxess (the “Merger”), and MarketAxess will survive as a wholly owned subsidiary of ICE. At the effective time of the Merger, each outstanding share of MarketAxess common stock will be converted into the right to receive $167.00 in cash, without interest, other than certain excluded shares, including shares held by stockholders who properly exercise appraisal rights under Delaware law. On October 21, 2026, the Department of Justice and the Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, applicable to the Merger. Completion of the Merger remains subject to MarketAxess stockholder approval, the receipt of required regulatory approvals and the satisfaction or waiver of the other closing conditions in the Merger Agreement. A copy of the press release announcing the Merger can be found on the Investor Relations section of the MarketAxess corporate website at http://investor.marketaxess.com.
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In light of the Merger, MarketAxess has suspended the practice of hosting an earnings conference call. Further, MarketAxess has suspended the practice of issuing guidance and has withdrawn its previously announced 2026 annual guidance, as well as its medium-term financial targets. Finally, MarketAxess has suspended its practice of issuing monthly volumes press releases.
General Notes Regarding the Data Presented
Reported MarketAxess volume in all product categories includes only fully electronic trading volume. MarketAxess trading volumes and the Financial Industry Regulatory Authority (“FINRA”) Trade Reporting and Compliance Engine (“TRACE”) reported volumes are available on the Company’s website at investor.marketaxess.com/volume.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Section 27A”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Section 21E”). We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A and Section 21E. Such forward-looking statements relate to, without limitation, the proposed transaction, our future economic performance, plans and objectives for future operations, and projections of revenue and other financial items. Forward-looking statements can be identified by the use of words such as “may,” “will,” “assume,” “believe,” “contemplate,” “could,” “intend,” “predict,” “would,” “plan,” “potential,” “projected,” “should,” “expect,” “anticipate,” “estimate,” “target,” “continue,” “trend,” “objective,” “might” or comparable terminology, although not all forward-looking statements contain these identifying words.
Forward-looking statements are inherently subject to certain risks, trends, changes in circumstances and uncertainties, many of which we cannot predict with accuracy and some of which we may not anticipate, including, but not limited to: historical financial information may not be representative of future results; the completion of the proposed transaction on the anticipated terms and timing, or at all, including obtaining the requisite approval by the stockholders of the Company, the receipt of the remaining required regulatory approvals, and the satisfaction of other conditions to the completion of the proposed transaction as well as the failure to realize anticipated benefits of the proposed transaction; there may be significant transaction costs in connection with the proposed transaction and the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; there may be liabilities that are not known, probable or estimable at this time or unexpected costs, charges or expenses; the occurrence of any event, change or other circumstance that could give rise to the termination of the proposed transaction, including in circumstances requiring the Company to pay a termination fee pursuant to the terms of the Merger Agreement; any effect of the announcement of the proposed transaction on the Company’s ability to operate its business and retain and hire key personnel and to maintain favorable business relationships; the proposed transaction may result in the diversion of management’s time and attention from ordinary course business operations to issues relating to the proposed transaction; certain restrictions during the pendency of the proposed transaction that may impact the Company’s ability to pursue certain business opportunities or strategic transactions; unfavorable outcome of legal proceedings related to the proposed transaction; the risk that the Company’s share price may decline significantly if the proposed transaction is not consummated; legislative, regulatory and economic developments; unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism, outbreaks of war or hostilities or public health issues, as well as management’s response to any of the aforementioned factors; other risks and uncertainties detailed in periodic reports that the Company files with the SEC; actions by third parties, including government agencies; reputational risk and potential adverse reactions of the Company’s or ICE’s customers, employees or other business partners, including those resulting from the announcement or completion of the proposed transaction; the ability to promptly and effectively integrate the Company’s business with ICE’s business and realize the anticipated cost savings, synergies, and other financial benefits of the proposed transaction within the expected time period or at all; ICE’s ability to obtain the contemplated debt financing on a timely basis, on favorable terms or at all; global economic, political and market factors; the level of trading volume transacted on the MarketAxess platform; the rapidly evolving nature of the electronic financial services industry; the level and intensity of competition in the fixed-income electronic trading industry and the pricing pressures that may result; the variability of our growth rate; our ability to introduce new fee plans and our clients’ response; our ability to attract clients or adapt our technology and marketing strategy to new markets; risks related to our growing international operations; our dependence on our broker-dealer clients; the loss of any of our significant institutional investor clients; our exposure to risks resulting from non-performance by counterparties to transactions executed between our clients in which we act as an intermediary in matched principal trades; risks related to self-clearing; our dependence on third-party suppliers for key products and services; our ability to enter into strategic alliances and to acquire other businesses and successfully integrate them with our business; our dependence on our management team and our ability to attract and retain talent; risks related to sanctions levied against states or individuals that could expose us to operational or regulatory risks; the effects of climate change or other sustainability risks that could affect our operations or reputation; the effect of rapid market or technological changes on us and the users of our technology;
Page 5
issues related to the development and use of artificial intelligence; our ability to successfully maintain the integrity of our trading platform and our response to system failures, capacity constraints and business interruptions; the occurrence of design defects, errors, failures or delays with our platforms, products or services; our vulnerability to malicious cyber-attacks and attempted cybersecurity breaches; our actual or perceived failure to comply with privacy and data protection laws; our ability to protect our intellectual property rights or technology and defend against intellectual property infringement or other claims; our use of open-source software; limitations on our flexibility because we operate in a highly regulated industry; the increasing government regulation of us and our clients; our exposure to costs and penalties related to our extensive regulation; our risks of litigation and securities laws liability; our tax filing positions; our future capital needs and our ability to obtain capital when needed; limitations on our operating flexibility contained in our credit agreement; our exposure to financial institutions by holding cash in excess of federally insured limits; and other factors.
There can be no assurance that the proposed transaction will be completed, or if it is completed, that it will close within the anticipated time period. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties and should be read in conjunction with the other forward-looking statements. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. The forward-looking statements relate only to events as of the date on which the statements are made and we undertake no obligation to update, and expressly disclaim any obligation to update, any forward-looking statements, or any other information in this communication, whether resulting from developments, circumstances or events that arise after the date the statements are made, new information, or otherwise. If one or more of these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may vary materially from what we may have expressed or implied by these forward-looking statements. All forward-looking statements in this communication are qualified in their entirety by this cautionary statement. You should specifically consider the factors identified in this communication that could cause actual results to differ. Furthermore, new risks and uncertainties arise from time to time, and it is impossible for us to predict those events or how they may affect us.
Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions at the time made, we can give no assurance that such expectations will be achieved as anticipated or that our results, estimates or assumptions will be correct. Future events and actual results, financial and otherwise, may differ materially from the results discussed in the forward-looking statements, many of which are beyond the Company’s control. Readers are cautioned not to place undue reliance on these forward-looking statements and are advised to consider the factors listed above together with the additional factors under the heading “Disclosure Regarding Forward-Looking Statements” and “Risk Factors” in the Company’s Annual Report on Form 10-K, as may be supplemented or amended by the Company’s Quarterly Reports on Form 10-Q. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise, except as required under applicable law. More information about these and other factors affecting MarketAxess’ business and prospects is contained in MarketAxess’ periodic filings with the Securities and Exchange Commission and can be accessed at www.marketaxess.com.
About MarketAxess
MarketAxess (Nasdaq: MKTX) operates a leading electronic trading platform that delivers greater trading efficiency, a diversified pool of liquidity and significant cost savings to institutional investors and broker-dealers across the global fixed-income and other markets. Approximately 2,100 firms leverage MarketAxess’ patented technology to efficiently trade fixed-income securities. Our automated and algorithmic trading solutions, combined with our integrated and actionable data offerings, help our clients make faster, better-informed decisions on when and how to trade on our platform. MarketAxess’ award-winning Open Trading® marketplace is widely regarded as the preferred all-to-all trading solution in the global credit markets. Founded in 2000, MarketAxess connects a robust network of market participants through an advanced full trading lifecycle solution that includes automated trading solutions, intelligent data and index products and a range of post-trade services. Learn more at www.marketaxess.com and on X @MarketAxess.
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Page 6
Contacts |
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INVESTOR RELATIONS |
MEDIA RELATIONS |
Hannah Hendricks MarketAxess Holdings Inc. +1 212 813 6011 hhendricks@marketaxess.com |
Marisha Mistry MarketAxess Holdings Inc. +1 917 267 1232 mmistry@marketaxess.com |
Page 7
Table 2: Consolidated Statements of Operations
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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September 30, |
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In thousands, except per share data (unaudited) |
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2026 |
|
|
2025 |
|
|
% Change |
|
2026 |
|
|
2025 |
|
|
% Change |
||||||||||
Revenues |
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Commissions |
|
|
$ |
179,923 |
|
|
$ |
180,171 |
|
|
|
— |
|
% |
|
$ |
570,289 |
|
|
$ |
553,284 |
|
|
|
3 |
|
% |
Information services |
|
|
|
15,172 |
|
|
|
13,785 |
|
|
|
10 |
|
|
|
|
45,711 |
|
|
|
39,776 |
|
|
|
15 |
|
|
Post-trade services |
|
|
|
11,444 |
|
|
|
11,293 |
|
|
|
1 |
|
|
|
|
34,649 |
|
|
|
33,457 |
|
|
|
4 |
|
|
Technology services |
|
|
|
3,868 |
|
|
|
3,572 |
|
|
|
8 |
|
|
|
|
11,553 |
|
|
|
10,342 |
|
|
|
12 |
|
|
Total revenues |
|
|
|
210,407 |
|
|
|
208,821 |
|
|
|
1 |
|
|
|
|
662,202 |
|
|
|
636,859 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Employee compensation and benefits |
|
|
|
63,425 |
|
|
|
59,982 |
|
|
|
6 |
|
|
|
|
195,802 |
|
|
|
187,135 |
|
|
|
5 |
|
|
Depreciation and amortization |
|
|
|
19,041 |
|
|
|
19,662 |
|
|
|
(3 |
) |
|
|
|
57,560 |
|
|
|
57,093 |
|
|
|
1 |
|
|
Technology and communications |
|
|
|
22,056 |
|
|
|
19,961 |
|
|
|
10 |
|
|
|
|
63,924 |
|
|
|
57,430 |
|
|
|
11 |
|
|
Professional and consulting fees |
|
|
|
14,699 |
|
|
|
7,382 |
|
|
|
99 |
|
|
|
|
29,048 |
|
|
|
20,982 |
|
|
|
38 |
|
|
Occupancy |
|
|
|
3,919 |
|
|
|
3,859 |
|
|
|
2 |
|
|
|
|
11,720 |
|
|
|
11,234 |
|
|
|
4 |
|
|
Marketing and advertising |
|
|
|
2,145 |
|
|
|
2,349 |
|
|
|
(9 |
) |
|
|
|
7,921 |
|
|
|
7,362 |
|
|
|
8 |
|
|
Clearing costs |
|
|
|
4,240 |
|
|
|
3,948 |
|
|
|
7 |
|
|
|
|
13,025 |
|
|
|
12,580 |
|
|
|
4 |
|
|
General and administrative |
|
|
|
6,487 |
|
|
|
6,099 |
|
|
|
6 |
|
|
|
|
18,009 |
|
|
|
17,218 |
|
|
|
5 |
|
|
Total expenses |
|
|
|
136,012 |
|
|
|
123,242 |
|
|
|
10 |
|
|
|
|
397,009 |
|
|
|
371,034 |
|
|
|
7 |
|
|
Operating income |
|
|
|
74,395 |
|
|
|
85,579 |
|
|
|
(13 |
) |
|
|
|
265,193 |
|
|
|
265,825 |
|
|
|
— |
|
|
Other income (expense) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Interest income |
|
|
|
4,632 |
|
|
|
5,850 |
|
|
|
(21 |
) |
|
|
|
13,632 |
|
|
|
18,949 |
|
|
|
(28 |
) |
|
Interest expense |
|
|
|
(1,449 |
) |
|
|
(171 |
) |
|
NM |
|
|
|
|
(6,199 |
) |
|
|
(523 |
) |
|
NM |
|
|
||
Equity in earnings of |
|
|
|
— |
|
|
|
— |
|
|
NM |
|
|
|
|
— |
|
|
|
457 |
|
|
NM |
|
|
||
Other, net |
|
|
|
(2,753 |
) |
|
|
2,381 |
|
|
NM |
|
|
|
|
(4,154 |
) |
|
|
2,501 |
|
|
NM |
|
|
||
Total other income (expense) |
|
|
|
430 |
|
|
|
8,060 |
|
|
|
(95 |
) |
|
|
|
3,279 |
|
|
|
21,384 |
|
|
|
(85 |
) |
|
Income before income taxes |
|
|
|
74,825 |
|
|
|
93,639 |
|
|
|
(20 |
) |
|
|
|
268,472 |
|
|
|
287,209 |
|
|
|
(7 |
) |
|
Provision for income taxes |
|
|
|
20,797 |
|
|
|
25,366 |
|
|
|
(18 |
) |
|
|
|
68,014 |
|
|
|
132,691 |
|
|
|
(49 |
) |
|
Net income |
|
|
$ |
54,028 |
|
|
$ |
68,273 |
|
|
|
(21 |
) |
|
|
$ |
200,458 |
|
|
$ |
154,518 |
|
|
|
30 |
|
|
Less: income attributable to |
|
|
|
(170 |
) |
|
|
(97 |
) |
|
NM |
|
|
|
|
(613 |
) |
|
|
(128 |
) |
|
NM |
|
|
||
Net income available for common |
|
|
$ |
53,858 |
|
|
$ |
68,176 |
|
|
|
(21 |
) |
|
|
$ |
199,845 |
|
|
$ |
154,390 |
|
|
|
29 |
|
|
Per Share Data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net income per common share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Basic |
|
|
$ |
1.53 |
|
|
$ |
1.84 |
|
|
|
|
|
|
$ |
5.67 |
|
|
$ |
4.15 |
|
|
|
|
|
||
Diluted |
|
|
$ |
1.53 |
|
|
$ |
1.84 |
|
|
|
|
|
|
$ |
5.66 |
|
|
$ |
4.14 |
|
|
|
|
|
||
Cash dividends declared per |
|
|
$ |
0.78 |
|
|
$ |
0.76 |
|
|
|
|
|
|
$ |
2.34 |
|
|
$ |
2.28 |
|
|
|
|
|
||
Weighted-average common shares: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Basic |
|
|
|
35,216 |
|
|
|
37,023 |
|
|
|
|
|
|
|
35,240 |
|
|
|
37,207 |
|
|
|
|
|
||
Diluted |
|
|
|
35,278 |
|
|
|
37,109 |
|
|
|
|
|
|
|
35,302 |
|
|
|
37,288 |
|
|
|
|
|
||
NM - not meaningful
Page 8
Table 3: Commission Revenue
|
||||||||||||||||||||||||||||
In thousands, except fee per million data |
|
|
Three Months Ended September 30, |
|
|
|
Nine Months Ended September 30, |
|
|
|||||||||||||||||||
(unaudited) |
|
|
2026 |
|
|
2025 |
|
|
% Change |
|
|
|
2026 |
|
|
2025 |
|
|
|
% Change |
|
|
||||||
Variable transaction fees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Credit |
|
|
$ |
126,391 |
|
|
$ |
130,811 |
|
|
|
(3 |
) |
% |
|
$ |
411,078 |
|
|
$ |
409,628 |
|
|
|
|
- |
|
% |
Rates |
|
|
|
8,827 |
|
|
|
6,549 |
|
|
|
35 |
|
|
|
|
25,798 |
|
|
|
21,503 |
|
|
|
|
20 |
|
|
Other |
|
|
|
9,816 |
|
|
|
8,589 |
|
|
|
14 |
|
|
|
|
30,822 |
|
|
|
20,882 |
|
|
|
|
48 |
|
|
Total variable transaction fees |
|
|
|
145,034 |
|
|
|
145,949 |
|
|
|
(1 |
) |
|
|
|
467,698 |
|
|
|
452,013 |
|
|
|
|
3 |
|
|
Fixed distribution fees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Credit |
|
|
|
34,801 |
|
|
|
34,137 |
|
|
|
2 |
|
|
|
|
102,310 |
|
|
|
101,018 |
|
|
|
|
1 |
|
|
Rates |
|
|
|
88 |
|
|
|
85 |
|
|
|
4 |
|
|
|
|
281 |
|
|
|
253 |
|
|
|
|
11 |
|
|
Total fixed distribution fees |
|
|
|
34,889 |
|
|
|
34,222 |
|
|
|
2 |
|
|
|
|
102,591 |
|
|
|
101,271 |
|
|
|
|
1 |
|
|
Total commission revenue |
|
|
$ |
179,923 |
|
|
$ |
180,171 |
|
|
|
— |
|
|
|
$ |
570,289 |
|
|
$ |
553,284 |
|
|
|
|
3 |
|
|
Average variable transaction fee |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Credit |
|
|
$ |
127 |
|
|
$ |
140 |
|
|
|
(9 |
) |
% |
|
$ |
129 |
|
|
$ |
139 |
|
|
|
|
(7 |
) |
% |
Rates |
|
|
|
4.89 |
|
|
|
4.21 |
|
|
|
16 |
|
|
|
|
4.83 |
|
|
|
4.14 |
|
|
|
|
17 |
|
|
Table 4: Trading Volume*
|
|
|
Three Months Ended September 30, |
|
|
|||||||||||||||||||||||
In millions (unaudited) |
|
|
2026 |
|
|
2025 |
|
|
% Change |
|
|
|||||||||||||||||
|
|
|
Volume |
|
|
ADV |
|
|
Volume |
|
|
|
ADV |
|
|
Volume |
|
|
|
ADV |
|
|
||||||
Credit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
High-grade (excl. SD PT)1 |
|
|
$ |
455,718 |
|
|
$ |
7,121 |
|
|
$ |
419,703 |
|
|
|
$ |
6,558 |
|
|
|
9 |
|
% |
|
|
9 |
|
% |
High-grade (incl. SD PT)1 |
|
|
|
481,445 |
|
|
|
7,523 |
|
|
|
434,126 |
|
|
|
|
6,783 |
|
|
|
11 |
|
|
|
|
11 |
|
|
High-yield (excl. SD PT)1 |
|
|
|
93,988 |
|
|
|
1,469 |
|
|
|
86,228 |
|
|
|
|
1,347 |
|
|
|
9 |
|
|
|
|
9 |
|
|
High-yield (incl. SD PT)1 |
|
|
|
108,286 |
|
|
|
1,692 |
|
|
|
99,623 |
|
|
|
|
1,557 |
|
|
|
9 |
|
|
|
|
9 |
|
|
Emerging markets |
|
|
|
255,299 |
|
|
|
3,989 |
|
|
|
243,387 |
|
|
|
|
3,803 |
|
|
|
5 |
|
|
|
|
5 |
|
|
Eurobonds |
|
|
|
144,938 |
|
|
|
2,230 |
|
|
|
142,772 |
|
|
|
|
2,196 |
|
|
|
2 |
|
|
|
|
2 |
|
|
Other credit2 |
|
|
|
47,689 |
|
|
|
745 |
|
|
|
40,336 |
|
|
|
|
631 |
|
|
|
18 |
|
|
|
|
18 |
|
|
Municipal bonds |
|
|
|
47,679 |
|
|
|
745 |
|
|
|
40,293 |
|
|
|
|
630 |
|
|
|
18 |
|
|
|
|
18 |
|
|
Total credit trading (excl. SD PT)1 |
|
|
|
997,632 |
|
|
|
15,554 |
|
|
|
932,426 |
|
|
|
|
14,535 |
|
|
|
7 |
|
|
|
|
7 |
|
|
Rates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
U.S. government bonds |
|
|
|
1,703,289 |
|
|
|
26,614 |
|
|
|
1,480,317 |
|
|
|
|
23,130 |
|
|
|
15 |
|
|
|
|
15 |
|
|
Agency and other government bonds |
|
|
|
103,388 |
|
|
|
1,591 |
|
|
|
75,714 |
|
|
|
|
1,166 |
|
|
|
37 |
|
|
|
|
36 |
|
|
Total rates trading |
|
|
|
1,806,677 |
|
|
|
28,205 |
|
|
|
1,556,031 |
|
|
|
|
24,296 |
|
|
|
16 |
|
|
|
|
16 |
|
|
Total trading (excl. SD PT)1 |
|
|
$ |
2,804,309 |
|
|
$ |
43,759 |
|
|
$ |
2,488,457 |
|
|
|
$ |
38,831 |
|
|
|
13 |
|
|
|
|
13 |
|
|
Number of U.S. Trading Days3 |
|
|
|
|
|
|
64 |
|
|
|
|
|
|
|
64 |
|
|
|
|
|
|
|
|
|
||||
Number of U.K. Trading Days4 |
|
|
|
|
|
|
65 |
|
|
|
|
|
|
|
65 |
|
|
|
|
|
|
|
|
|
||||
Page 9
|
|
|
Nine Months Ended September 30, |
|
|
|||||||||||||||||||||||
In millions (unaudited) |
|
|
2026 |
|
|
2025 |
|
|
% Change |
|
|
|||||||||||||||||
|
|
|
Volume |
|
|
ADV |
|
|
Volume |
|
|
|
ADV |
|
|
Volume |
|
|
|
ADV |
|
|
||||||
Credit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
High-grade (excl. SD PT)1 |
|
|
$ |
1,428,297 |
|
|
$ |
7,638 |
|
|
$ |
1,362,101 |
|
|
|
$ |
7,284 |
|
|
|
5 |
|
% |
|
|
5 |
|
% |
High-grade (incl. SD PT)1 |
|
|
|
1,505,750 |
|
|
|
8,052 |
|
|
|
1,401,866 |
|
|
|
|
7,497 |
|
|
|
7 |
|
|
|
|
7 |
|
|
High-yield (excl. SD PT)1 |
|
|
|
291,098 |
|
|
|
1,557 |
|
|
|
281,122 |
|
|
|
|
1,503 |
|
|
|
4 |
|
|
|
|
4 |
|
|
High-yield (incl. SD PT)1 |
|
|
|
334,734 |
|
|
|
1,790 |
|
|
|
302,458 |
|
|
|
|
1,617 |
|
|
|
11 |
|
|
|
|
11 |
|
|
Emerging markets |
|
|
|
846,215 |
|
|
|
4,525 |
|
|
|
732,763 |
|
|
|
|
3,919 |
|
|
|
15 |
|
|
|
|
15 |
|
|
Eurobonds |
|
|
|
487,700 |
|
|
|
2,580 |
|
|
|
451,562 |
|
|
|
|
2,402 |
|
|
|
8 |
|
|
|
|
7 |
|
|
Other credit2 |
|
|
|
128,591 |
|
|
|
688 |
|
|
|
116,783 |
|
|
|
|
625 |
|
|
|
10 |
|
|
|
|
10 |
|
|
Municipal bonds |
|
|
|
128,564 |
|
|
|
688 |
|
|
|
116,423 |
|
|
|
|
623 |
|
|
|
10 |
|
|
|
|
10 |
|
|
Total credit trading (excl. SD PT)1 |
|
|
|
3,181,901 |
|
|
|
16,988 |
|
|
|
2,944,331 |
|
|
|
|
15,733 |
|
|
|
8 |
|
|
|
|
8 |
|
|
Rates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
U.S. government bonds |
|
|
|
4,998,152 |
|
|
|
26,728 |
|
|
|
4,969,290 |
|
|
|
|
26,574 |
|
|
|
1 |
|
|
|
|
1 |
|
|
Agency and other government bonds |
|
|
|
337,808 |
|
|
|
1,787 |
|
|
|
229,164 |
|
|
|
|
1,218 |
|
|
|
47 |
|
|
|
|
47 |
|
|
Total rates trading |
|
|
|
5,335,960 |
|
|
|
28,515 |
|
|
|
5,198,454 |
|
|
|
|
27,792 |
|
|
|
3 |
|
|
|
|
3 |
|
|
Total trading (excl. SD PT)1 |
|
|
$ |
8,517,861 |
|
|
$ |
45,503 |
|
|
$ |
8,142,785 |
|
|
|
$ |
43,525 |
|
|
|
5 |
|
|
|
|
5 |
|
|
Number of U.S. Trading Days3 |
|
|
|
|
|
|
187 |
|
|
|
|
|
|
|
187 |
|
|
|
|
|
|
|
|
|
||||
Number of U.K. Trading Days4 |
|
|
|
|
|
|
189 |
|
|
|
|
|
|
|
188 |
|
|
|
|
|
|
|
|
|
||||
1 Effective with the release of our January 2026 trading volume statistics, the Company revised certain aspects of its reporting methodology for estimated market share to provide a more comprehensive view of platform activity and enhance comparability with industry peers. The Company now highlights estimated market share for U.S. high-grade and U.S. high-yield on an all-in basis, which includes single-dealer portfolio trading activity, and the Company no longer reports estimated market share on an "excluding single-dealer portfolio trading" basis. Single-dealer portfolio trading activity continues to be excluded from the “Total credit trading (excl. SD PT)” and "Total trading (excl. SD PT)" lines in Table 4 and the “Total Credit” FPM calculation in Table 1B. As used in Table 4 to highlight the effect of single-dealer portfolio trading on U.S. high-grade and U.S. high-yield ADVs, “SD PT” means single-dealer portfolio trades.
2 “Other credit” includes municipal bonds, leveraged loans, convertible bonds and structured products.
3 The number of U.S. trading days is based on the SIFMA holiday recommendation calendar.
4 The number of U.K. trading days is based on the U.K. Bank holiday schedule.
* Consistent with FINRA TRACE reporting standards, both sides of trades are included in the Company's reported volumes when the Company executes trades on a matched principal basis between two counterparties. Consistent with industry standards, U.S. government bond trades are single-counted.
Table 5: Estimated Market Share
|
|
Quarter |
|
Bps Change |
|||||||
|
|
3Q 2026 |
|
2Q 2026 |
|
3Q 2025 |
|
QoQ |
YoY |
||
|
|
|
|
|
|
|
|
|
|
|
|
U.S. High-Grade |
|
|
|
|
|
|
|
|
|
|
|
% of U.S. High-Grade TRACE1,2 |
|
17.4 |
% |
17.5 |
% |
18.3 |
% |
(10) |
bps |
(90) |
bps |
U.S. High-Yield |
|
|
|
|
|
|
|
|
|
|
|
% of U.S. High-Yield TRACE1 |
|
14.6 |
|
14.1 |
|
13.7 |
|
+50 |
|
+90 |
|
Other Credit Products |
|
|
|
|
|
|
|
|
|
|
|
% of Municipal Bonds MSRB |
|
6.0 |
|
6.6 |
|
5.8 |
|
(60) |
|
+20 |
|
Rates |
|
|
|
|
|
|
|
|
|
|
|
% of U.S. Government Bonds TRACE |
|
2.2 |
|
2.1 |
|
2.3 |
|
+10 |
|
(10) |
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Effective with the release of our January 2026 trading volume statistics, the Company revised certain aspects of its reporting methodology for estimated market share to provide a more comprehensive view of platform activity and enhance comparability with industry peers. The Company now highlights estimated market share for U.S. high-grade and U.S. high-yield on an all-in basis, which includes single-dealer portfolio trading activity, and the Company no longer reports estimated market share on an "excluding single-dealer portfolio trading" basis. Single-dealer portfolio trading activity continues to be excluded from the “Total credit trading (excl. SD PT)” and "Total trading (excl. SD PT)" lines in Table 4 and the “Total Credit” FPM calculation in Table 1B. As used in Table 4 to highlight the effect of single-dealer portfolio trading on U.S. high-grade and U.S. high-yield ADVs, “SD PT” means single-dealer portfolio trades.
2 The Company estimates that duplicative affiliate trade reports accounted for up to 6% of reported U.S. high-grade TRACE volume in 3Q26. In July 2026, the SEC approved a FINRA rule change that will suppress public dissemination of these duplicative reports, with mandatory compliance beginning in August 2027. Adjusting for these duplicates, the Company believes its estimated U.S. high-grade market share would have been up to approximately 100bps higher in 3Q26.
Page 10
Table 6: Strategic Priorities ADV Detail*
|
|
Quarter |
|
% Change |
|||||||
|
|
3Q 2026 |
|
2Q 2026 |
|
3Q 2025 |
|
QoQ |
YoY |
||
$ In millions |
|
|
|
|
|
|
|
|
|
|
|
Client-Initiated Channel |
|
|
|
|
|
|
|
|
|
|
|
U.S. Credit Block Trading |
$ |
3,219 |
$ |
3,412 |
$ |
2,589 |
|
(6) |
% |
24 |
% |
Emerging Markets Block Trading |
|
1,793 |
|
2,019 |
|
1,553 |
|
(11) |
|
15 |
|
Eurobonds Block Trading |
|
421 |
|
503 |
|
364 |
|
(16) |
|
16 |
|
Portfolio Trading Channel |
|
|
|
|
|
|
|
|
|
|
|
Total MKTX Portfolio Trading |
|
1,879 |
|
1,970 |
|
1,375 |
|
(5) |
% |
37 |
% |
Total MKTX U.S. Credit Portfolio Trading |
|
1,579 |
|
1,692 |
|
1,140 |
|
(7) |
|
39 |
|
Total U.S. Credit TRACE Portfolio Trading |
|
8,029 |
|
8,218 |
|
5,962 |
|
(2) |
|
35 |
|
Dealer-Initiated Channel |
|
|
|
|
|
|
|
|
|
|
|
Total Dealer Initiated (DRFQ & Mid-X) |
|
1,539 |
|
1,742 |
|
1,516 |
|
(12) |
% |
2 |
% |
Other |
|
|
|
|
|
|
|
|
|
|
|
Open Trading |
|
4,867 |
|
5,135 |
|
4,349 |
|
(5) |
% |
12 |
% |
AxessIQ |
|
186 |
|
183 |
|
163 |
|
2 |
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Trading Days1 |
|
64 |
|
62 |
|
64 |
|
|
|
|
|
U.K. Trading Days2 |
|
65 |
|
61 |
|
65 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 The number of U.S. trading days is based on the SIFMA holiday recommendation calendar.
2 The number of U.K. trading days is based on the U.K. Bank holiday schedule.
*Client-initiated channel activity may include some portfolio trading channel activity.
Page 11
Table 7: Consolidated Condensed Balance Sheet
|
|
As of |
|
|
|||||
In thousands (unaudited) |
|
September 30, 2026 |
|
|
December 31, 2025 |
|
|
||
|
|
|
|
|
|
|
|
||
Assets |
|
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
381,054 |
|
|
$ |
519,734 |
|
|
Cash segregated under federal regulations |
|
|
49,738 |
|
|
|
48,722 |
|
|
Investments, at fair value |
|
|
169,373 |
|
|
|
170,677 |
|
|
Accounts receivable, net |
|
|
121,653 |
|
|
|
100,989 |
|
|
Receivables from broker-dealers, clearing organizations and customers |
|
|
951,461 |
|
|
|
489,211 |
|
|
Goodwill |
|
|
283,667 |
|
|
|
283,667 |
|
|
Intangible assets, net of accumulated amortization |
|
|
95,259 |
|
|
|
110,629 |
|
|
Furniture, equipment, leasehold improvements and |
|
|
111,056 |
|
|
|
112,431 |
|
|
Operating lease right-of-use assets |
|
|
49,018 |
|
|
|
51,854 |
|
|
Prepaid expenses and other assets |
|
|
63,711 |
|
|
|
46,972 |
|
|
Total assets |
|
$ |
2,275,990 |
|
|
$ |
1,934,886 |
|
|
|
|
|
|
|
|
|
|
||
Liabilities and stockholders' equity |
|
|
|
|
|
|
|
||
Liabilities |
|
|
|
|
|
|
|
||
Accrued employee compensation |
|
$ |
62,627 |
|
|
$ |
73,879 |
|
|
Payables to broker-dealers, clearing organizations and customers |
|
|
690,058 |
|
|
|
325,959 |
|
|
Borrowings |
|
|
92,000 |
|
|
|
220,000 |
|
|
Income and other tax liabilities |
|
|
22,571 |
|
|
|
49,267 |
|
|
Accounts payable, accrued expenses and other liabilities |
|
|
57,475 |
|
|
|
42,584 |
|
|
Operating lease liabilities |
|
|
61,089 |
|
|
|
64,938 |
|
|
Total liabilities |
|
|
985,820 |
|
|
|
776,627 |
|
|
|
|
|
|
|
|
|
|
||
Redeemable noncontrolling interest |
|
|
15,227 |
|
|
|
12,592 |
|
|
|
|
|
|
|
|
|
|
||
Stockholders' equity |
|
|
|
|
|
|
|
||
Common stock |
|
|
123 |
|
|
|
123 |
|
|
Additional paid-in capital |
|
|
382,942 |
|
|
|
305,923 |
|
|
Treasury stock |
|
|
(751,634 |
) |
|
|
(694,764 |
) |
|
Retained earnings |
|
|
1,655,296 |
|
|
|
1,538,746 |
|
|
Accumulated other comprehensive income/(loss) |
|
|
(11,784 |
) |
|
|
(4,361 |
) |
|
Total stockholders' equity |
|
|
1,274,943 |
|
|
|
1,145,667 |
|
|
Total liabilities, redeemable noncontrolling interest |
|
$ |
2,275,990 |
|
|
$ |
1,934,886 |
|
|
|
|
|
|
|
|
|
|
||
Page 12
Table 8A: Reconciliation of Notable Items
|
Quarter |
|
|
Year-to-date |
|
|
|||||||||||||||
$ in thousands, except per share data (unaudited) |
|
3Q 2026 |
|
|
2Q 2026 |
|
|
3Q 2025 |
|
|
YTD 2026 |
|
|
YTD 2025 |
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total Expenses, GAAP-basis |
|
$ |
136,012 |
|
|
$ |
128,538 |
|
|
$ |
123,242 |
|
|
$ |
397,009 |
|
|
$ |
371,034 |
|
|
Exclude: Notable items |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Repositioning charges1 |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1,484 |
) |
|
|
(3,970 |
) |
|
Merger-related expenses2 |
|
|
(13,066 |
) |
|
|
(1,555 |
) |
|
|
— |
|
|
|
(15,277 |
) |
|
|
— |
|
|
Total Expenses, excluding notable items |
|
$ |
122,946 |
|
|
$ |
126,983 |
|
|
$ |
123,242 |
|
|
$ |
380,248 |
|
|
$ |
367,064 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other income (expense), GAAP-basis |
|
$ |
430 |
|
|
$ |
(115 |
) |
|
$ |
8,060 |
|
|
$ |
3,279 |
|
|
$ |
21,384 |
|
|
Exclude: Notable items |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Acquisition-related charge/(credit)3 |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
557 |
|
|
Other income (expense), excluding |
|
$ |
430 |
|
|
$ |
(115 |
) |
|
$ |
8,060 |
|
|
$ |
3,279 |
|
|
$ |
21,941 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income, GAAP-basis |
|
$ |
54,028 |
|
|
$ |
68,323 |
|
|
$ |
68,273 |
|
|
$ |
200,458 |
|
|
$ |
154,518 |
|
|
Exclude: Notable items |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total Expense notable items |
|
|
13,066 |
|
|
|
1,555 |
|
|
|
— |
|
|
|
16,761 |
|
|
|
3,970 |
|
|
Total Other income (expense) notable items |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
557 |
|
|
Income tax impact from notable items |
|
|
(1,444 |
) |
|
|
(945 |
) |
|
|
— |
|
|
|
(2,920 |
) |
|
|
53,721 |
|
|
Net income, excluding notable items |
|
$ |
65,650 |
|
|
$ |
68,933 |
|
|
$ |
68,273 |
|
|
$ |
214,299 |
|
|
$ |
212,766 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating margin, GAAP-basis |
|
|
35.4 |
% |
|
|
41.1 |
% |
|
|
41.0 |
% |
|
|
40.0 |
% |
|
|
41.7 |
% |
|
Notable items as reconciled above |
|
|
6.2 |
|
|
|
0.8 |
|
|
|
— |
|
|
|
2.6 |
|
|
|
0.7 |
|
|
Operating margin, excluding notable items |
|
|
41.6 |
% |
|
|
41.9 |
% |
|
|
41.0 |
% |
|
|
42.6 |
% |
|
|
42.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Diluted EPS, GAAP-basis |
|
$ |
1.53 |
|
|
$ |
1.93 |
|
|
$ |
1.84 |
|
|
$ |
5.66 |
|
|
$ |
4.14 |
|
|
Notable items as reconciled above |
|
|
0.33 |
|
|
|
0.02 |
|
|
|
— |
|
|
|
0.39 |
|
|
|
1.56 |
|
|
Diluted EPS, excluding notable items |
|
$ |
1.86 |
|
|
$ |
1.95 |
|
|
$ |
1.84 |
|
|
$ |
6.05 |
|
|
$ |
5.70 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Effective tax rate, GAAP-basis |
|
|
27.8 |
% |
|
|
23.9 |
% |
|
|
27.1 |
% |
|
|
25.3 |
% |
|
|
46.2 |
% |
|
Notable items as reconciled above |
|
|
(2.4 |
) |
|
|
0.6 |
|
|
|
— |
|
|
|
(0.4 |
) |
|
|
(19.1 |
) |
|
Effective tax rate, excluding notable |
|
|
25.4 |
% |
|
|
24.5 |
% |
|
|
27.1 |
% |
|
|
24.9 |
% |
|
|
27.1 |
% |
|
1 Repositioning charges consist of severance included in employee compensation and benefits.
2 Merger-related expenses (previously classified as Other notable items in Q2 2026 and Q1 2026) included in employee compensation and benefits, professional and consulting fees, and general and administrative expenses for the pending merger with Intercontinental Exchange, Inc. for Q3 2026, Q2 2026, and YTD 2026.
3 Acquisition-related activity included in other income (expense) associated with our acquisition of RFQ-hub.
Page 13
Table 8B: Reconciliation of Operating Leverage, Excluding Notable Items
|
Quarter |
|
Year-to-date |
||||||||
$ in thousands, except percentages (unaudited) |
|
3Q 2026 |
|
2Q 2026 |
|
3Q 2025 |
|
YTD 2026 |
|
YTD 2025 |
|
YoY change in Total revenue, GAAP-basis |
|
0.8% |
|
-0.5% |
|
1.0% |
|
4.0% |
|
3.6% |
|
YoY change in Total expenses, GAAP-basis |
|
10.4% |
|
0.7% |
|
3.0% |
|
7.0% |
|
4.9% |
|
Operating Leverage, GAAP-basis |
|
(960) |
bps |
(120) |
bps |
(200) |
bps |
(300) |
bps |
(130) |
bps |
YoY change in Total expenses, excluding notable items |
|
-0.2% |
|
2.7% |
|
3.0% |
|
3.6% |
|
3.7% |
|
Operating Leverage, excluding notable items |
|
+100 |
bps |
(320) |
bps |
(200) |
bps |
+40 |
bps |
(10) |
bps |
Table 9: Reconciliation of Net Income to EBITDA and Net Income Margin to EBITDA Margin
|
|
Quarter |
|
Year-to-date |
|
|
|||||||||||||||||
In thousands (unaudited) |
|
|
3Q 2026 |
|
|
2Q 2026 |
|
|
3Q 2025 |
|
|
|
YTD 2026 |
|
|
YTD 2025 |
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income |
|
|
$ |
54,028 |
|
|
$ |
68,323 |
|
|
$ |
68,273 |
|
|
|
$ |
200,458 |
|
|
$ |
154,518 |
|
|
Add back: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest income |
|
|
|
(4,632 |
) |
|
|
(4,692 |
) |
|
|
(5,850 |
) |
|
|
|
(13,632 |
) |
|
|
(18,949 |
) |
|
Interest expense |
|
|
|
1,449 |
|
|
|
1,862 |
|
|
|
171 |
|
|
|
|
6,199 |
|
|
|
523 |
|
|
Provision for income taxes |
|
|
|
20,797 |
|
|
|
21,439 |
|
|
|
25,366 |
|
|
|
|
68,014 |
|
|
|
132,691 |
|
|
Depreciation and amortization |
|
|
|
19,041 |
|
|
|
19,309 |
|
|
|
19,662 |
|
|
|
|
57,560 |
|
|
|
57,093 |
|
|
EBITDA |
|
|
$ |
90,683 |
|
|
$ |
106,241 |
|
|
$ |
107,622 |
|
|
|
$ |
318,599 |
|
|
$ |
325,876 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income margin1 |
|
|
|
25.7 |
% |
|
|
31.3 |
% |
|
|
32.7 |
% |
|
|
|
30.3 |
% |
|
|
24.3 |
% |
|
Add back: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest income |
|
|
|
(2.2 |
) |
|
|
(2.2 |
) |
|
|
(2.8 |
) |
|
|
|
(2.1 |
) |
|
|
(3.0 |
) |
|
Interest expense |
|
|
|
0.7 |
|
|
|
0.9 |
|
|
|
0.1 |
|
|
|
|
0.9 |
|
|
|
0.1 |
|
|
Provision for income taxes |
|
|
|
9.9 |
|
|
|
9.8 |
|
|
|
12.1 |
|
|
|
|
10.3 |
|
|
|
20.8 |
|
|
Depreciation and amortization |
|
|
|
9.0 |
|
|
|
8.8 |
|
|
|
9.4 |
|
|
|
|
8.7 |
|
|
|
9.0 |
|
|
EBITDA margin2 |
|
|
|
43.1 |
% |
|
|
48.6 |
% |
|
|
51.5 |
% |
|
|
|
48.1 |
% |
|
|
51.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
1 Net income margin is derived by dividing net income by total revenues for the applicable period.
2 EBITDA margin is derived by dividing EBITDA by total revenues for the applicable period.
Table 10: Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow
|
|
Quarter |
|
Year-to-date |
|
|
|||||||||||||||||
In thousands (unaudited) |
|
|
3Q 2026 |
|
|
2Q 2026 |
|
|
3Q 2025 |
|
|
|
YTD 2026 |
|
|
YTD 2025 |
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net cash provided by/(used in) operating activities |
|
|
$ |
247,327 |
|
|
$ |
26,812 |
|
|
$ |
90,164 |
|
|
|
$ |
198,810 |
|
|
$ |
223,507 |
|
|
Exclude: Net change in trading |
|
|
|
— |
|
|
|
— |
|
|
|
264 |
|
|
|
|
- |
|
|
|
198 |
|
|
Exclude: Net change in fail-to-deliver/receive |
|
|
|
(149,874 |
) |
|
|
74,132 |
|
|
|
34,338 |
|
|
|
|
32,787 |
|
|
|
90,790 |
|
|
Less: Purchases of furniture, equipment |
|
|
|
(589 |
) |
|
|
(649 |
) |
|
|
(1,496 |
) |
|
|
|
(1,497 |
) |
|
|
(4,632 |
) |
|
Less: Capitalization of software |
|
|
|
(11,148 |
) |
|
|
(11,360 |
) |
|
|
(11,494 |
) |
|
|
|
(39,597 |
) |
|
|
(38,035 |
) |
|
Free cash flow |
|
|
$ |
85,716 |
|
|
$ |
88,935 |
|
|
$ |
111,776 |
|
|
|
$ |
190,503 |
|
|
$ |
271,828 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Page 14