8-K - OPY - Equibles

As filed with the Securities and Exchange Commission on August 1, 2022

___________________________________________________

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

Date of report (Date of earliest event reported): August 1, 2022

OPPENHEIMER HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Commission File Number 1-12043

Delaware	98-0080034
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

85 Broad Street

New York, New York 10004

(Address of principal executive offices) (Zip Code)

(212) 668-8000

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CRF 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock	OPY	The New York Stock Exchange

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. ☐

SECTION 7 – REGULATION FD

ITEM 7.01 Regulation FD Disclosure.

On August 1, 2022, Oppenheimer Holdings Inc. (the “Company”) posted to the Investor Relations page of its website, www.oppenheimer.com, a presentation to investors regarding the Company in the form of the slides containing the information attached to this Current Report on Form 8-K as Exhibit 99.1 (the “Slides”). The Company may use the Slides, in whole or in part, and possibly with minor modifications, in connection with presentations to investors after such date.

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.

The information contained in the Slides is summary information that is intended to be considered in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.

In accordance with General Instruction B.2 of this Current Report on Form 8-K, the information presented in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01. Financial Statements and Exhibits.

(d)Exhibits:

The following Exhibit is submitted herewith:

99.1 Investor Presentation (Second Quarter 2022 Investor Update) posted on August 1, 2022

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.

Oppenheimer Holdings Inc.

By: /s/ Albert G. Lowenthal<br>---------------------------------<br>Albert G. Lowenthal<br>Chief Executive Officer<br>(Duly Authorized Officer)

EXHIBIT INDEX

Exhibit Number	Description
99.1	Investor Presentation (Sec ond Quarter 2022 Investor Update) posted on August 1 , 2022

a2022q2investorpresentat

Oppenheimer Holdings Inc. Second Quarter 2022 Investor Update

Safe Harbor Statement This presentation and other written or oral statements made from time to time by representatives of Oppenheimer Holdings Inc. (the “company”) may contain “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. These forward-looking statements may relate to such matters as anticipated financial performance, future revenues or earnings, business prospects, new products or services, anticipated market performance and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on the company’s current beliefs, expectations and assumptions regarding the future of the company’s 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 and many of which are outside of the company’s control. The company cautions that a variety of factors could cause the company’s actual results to differ materially from the anticipated results or other expectations expressed in the company’s forwarding-looking statements. These risks and uncertainties include, but are not limited to, those risk factors discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 28, 2022 (the “2021 10-K”). In addition, important factors that could cause actual results to differ materially from those in the forward-looking statements include those factors discussed in Part I, “Item 2. Management’s Discussion & Analysis of Financial Condition and Results of Operations – Factors Affecting ‘Forward- Looking Statements’” of our Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 filed with the SEC on July 29, 2022 (“2022 10-Q2”). Any forward-looking statements herein are qualified in their entirety by reference to all such factors discussed in the 2021 10-K, the 2022 10-Q2 and the company’s other SEC filings. There can be no assurance that the company has correctly or completely identified and assessed all of the factors affecting the company’s business. Therefore, you should not rely on any of these forward-looking statements. Any forward-looking statement made by the company in this presentation is based only on information currently available to the company and speaks only as of the date on which it is made. The company does not undertake any obligation to publicly update or revise any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. 2

Oppenheimer is a leading investment bank and full-service investment firm that provides financial services and advice to high net worth investors, individuals, businesses and institutions. 3 • Hong Kong, China• London, UK • Geneva, Switzerland • St. Helier, Isle of Jersey • Munich, Germany • Tel Aviv, Israel (1) Represents book value less goodwill and intangible assets divided by number of shares outstanding. (2) Includes special dividend of $1.00 per share paid on December 31, 2021 to holders of Class A non-voting and Class B voting common stock. $(3.9) million Net Income in 2Q-22 $237.2 million Revenue in 2Q-22 Oppenheimer Snapshot (as of 6/30/22) Listed NYSE Ticker: OPY Stockholders' Equity ($M): $779.7 Market Cap ($M): $404.1 Book Value per Share: $68.57 Tangible Book Value per Share:(1) $53.62 Share Price: $33.04 2Q-22 Earnings per Share (Basic): $(0.32) 2Q-22 Earnings per Share (Diluted): $(0.32) P/E Ratio (TTM): 4.41 Dividend Yield (TTM):(2) 4.84% Employees: 2,970 # of Financial Advisors: 990 Retail Branches in the US: 91 Client Assets under Administration ($B): $104.0 Assets Under Management ($B): $37.1 Business Overview

($000’s) For the 3-Months Ended REVENUE 06/30/22 06/30/21 % Change Commissions $ 94,378 $ 96,171 -1.9% Advisory fees 107,405 111,152 -3.4% Investment banking 16,653 104,742 -84.1% Bank deposit sweep income 14,845 3,712 299.9% Interest 11,789 8,909 32.3% Principal transactions, net 1,258 6,305 -80.0% Other (9,106) 9,302 * Total Revenue 237,222 340,293 -30.3% EXPENSES Compensation and related expenses 177,979 231,140 -23.0% Non-Compensation related expenses 65,412 65,985 -0.9% Total Expenses 243,391 297,125 -18.1% Pre-tax Income (Loss) $ (6,169) 43,168 * Net Income (Loss) $ (4,720) $ 31,159 * Summary Operating Results: 2Q-22 (Unaudited) Reduced 2Q-22 total revenue, net income, and earnings per share reflected a significant decline in industry-wide activity, and lower net revenue in underwriting, trading and M&A fees Compensation expense as a percentage of revenue was higher at 75.0% during the 2Q- 22 vs. 67.9% in the same period last year The effective tax rate for the 2Q-22 was 23.5% compared with 27.8% for the prior year period Client assets under administration and under management were both at reduced levels at June 30, 2022 and also down from the same period in 2021 Book value and tangible book value per share reached record levels at June 30, 2022 The Company repurchased 885,230 shares of Class A non-voting common stock during the 2Q-22, or 7% of shares outstanding at year- end 2021 4 Earnings per share (Basic) $ (0.32) $ 2.46 * Earnings per share (Diluted) $ (0.32) $ 2.28 * Highlights * Percentage change not meaningful.

Select Financial Measures Revenue ($M) Net Income ($M) Earnings per Share ($) Stockholders’ Equity ($M) 5 958.2 1,033.4 1,198.7 1,394.0 340.3 237.2 2018 2019 2020 2021 2Q-21 2Q-22 28.9 53.0 123.0 159.0 31.2 (3.9) 2018 2019 2020 2021 2Q-21 2Q-22 545.3 592.7 685.5 823.9 779.7 2018 2019 2020 2021 6/30/2022 2.05 3.82 9.30 11.70 2.28 (0.32) 2.18 4.10 9.73 12.57 2.46 (0.32) 2018 2019 2020 2021 2Q-21 2Q-22 EPS - Diluted EPS - Basic

Segment Revenue Breakdown 2Q-22 vs. 2Q-21 6 ($17.9) $39.4 2Q -22 2Q -21 $8.1 $8.6 2Q -22 2Q -21 $38.8 $21.7 2Q -22 2Q -21 Pre-Tax Income Breakdown by Segment ($M)Revenue Breakdown by Segment ($M) 144.5 60%24.3 10% 71.3 30% 2Q-22 $237.2M $(1.7) Corp/Other 166.9 49% 25.5 8% 147.9 43% 2Q-21 $340.3M $(0.1) Corp/Other Private Client Asset Management ($17.9) $39.4 2Q -22 2Q -21 Capital Markets

Wealth Management* Well recognized brand and one of the few independent, non-bank broker-dealers with full service capabilities Retail Services  Full-Service Brokerage  Financial Planning, Retirement Services, Corporate & Executive Services & Trust Services  Margin & Securities Lending Advisory Services  Investment Policy Design & Implementation  Asset Allocation & Portfolio Construction  Research, Diligence & Manager Selection  Portfolio Monitoring & Reporting Retail Investments  Hedge Funds & Fund-of-Funds  Private Equity  Private Market Opportunity (Qualified Investors only) to source investments across the private markets continuum Wealth Management Revenue ($M) Pre-Tax Income ($M) and Pre-Tax Margin (%) 990 Financial Advisors At 6/30/22 $104.0B Assets under Administration At 6/30/22 $37.1B Assets under Management At 6/30/22 ↓4.8% Advisory Fees 2Q-22 vs. 2Q-21 * Wealth Management includes both Private Client and Asset Management business segments. 7 $0.6B Net Distribution of Assets In 2Q-22 690 742 772 770 192 169 2018 2019 2020 2021 2Q-21 2Q-22 168 196 194 137 30 47 24% 26% 25% 18% 17% 19% 0% 5% 10% 15% 20% 25% 30% $0 $50 $100 $150 $200 $250 2018 2019 2020 2021 2Q-21 2Q-22

Capital Markets A leading capital markets business providing sophisticated investment banking, research and trading solutions Healthcare Technology Transportation & Logistics Finance & Real Estate Consumer & Retail Energy Capital Markets Revenue Breakdown 2Q-22 Capital Markets Revenue ($M) Investment Banking Focus Industries 8 $(17.9)M Pre-Tax Income 2Q-22 (25.2)% Profit Margin 2Q-22 Institutional Equities  Sales and Trading  Equity Research − 35+ senior research analysts covering 600+ companies  Corporate Access (Conferences & NDRs) Investment Banking  Mergers & Acquisitions  Equity Capital Markets  Debt Capital Markets  Restructuring & Special Situations Fixed Income  Taxable Fixed Income  Non-Taxable Fixed Income  Public Finance Retail Services $ 39.6 55% $ 22.5 32% $ 9.2 13% Institutional Equities Fixed Income Investment Banking 2Q-22 $71.3M 273 291 427 626 148 71 2018 2019 2020 2021 2Q-21 2Q-22

Capital Structure Conservative risk profile with strong balance sheet Liquidity & Capital Book & Tangible Book Value per Share ($) 9 As of June 30, 2022 ($ in thousands) Total Assets: $2,920,581 Stockholders’ Equity: $779,659 Long-Term Debt: $125,000 Total Capitalization: $904,659 Debt to Equity Ratio: 16.0% Gross Leverage Ratio(1): 3.7x Broker-Dealer Regulatory Capital ($ in thousands) Regulatory Net Capital: $453,616 Regulatory Excess Net Capital: $403,965 (1) Total Assets divided by Stockholders’ Equity.  Stockholders’ equity of $779.7 million as of June 30, 2022  Book value ($68.57) and tangible book value ($53.62) per share reached record levels at June 30, 2022  The Board of Directors announced a quarterly dividend in the amount of $0.15 per share payable on August 26, 2022 to holders of Class A non-voting and Class B voting common stock of record on August 12, 2022  Level 3 assets, comprised of auction rate securities, were $32.0 million as of June 30, 2022 28.78 33.03 41.31 52.11 53.62 41.81 46.31 54.93 65.66 68.57 2018 2019 2020 2021 6/30/22 Tangible Book Value per Share (TBVPS) Book Value per Share (BVPS)

Historical Financial Ratios Consolidated Adjusted EBITDA ($M) Interest Coverage (x)Consolidated Adjusted EBITDA Margin (%) Long-Term Debt to Consolidated Adjusted EBITDA (x) 1.8x* 10 72 103 197 250 164 2018 2019 2020 2021 TTM 6/30/22 2.8x 1.4x 0.6x 0.5x 0.8x 2018 2019 2020 2021 TTM 6/30/22 7.5% 10.0% 16.5% 18.0% 13.9% 2018 2019 2020 2021 TTM 6/30/22 5.3x 8.4x 21.1x 36.4x 23.9x 2018 2019 2020 2021 TTM 6/30/22

For more information contact Investor Relations at info@opco.com