PJT Partners Inc 8-K, filed Nov 4, 2025
PJT Partners Inc. (PJT)
About this 8-K
PJT Partners Inc filed this 8-K on November 4, 2025.
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
—————————
FORM
—————————
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
—————————
(Exact name of registrant as specified in its charter)
(State or other jurisdiction |
(Commission File Number) |
(IRS Employer |
(Address of principal executive offices) |
(Zip Code) |
|
Registrant’s telephone number, including area code:
Not Applicable
(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 CFR 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(s) |
|
Name of each exchange on which registered |
|
|
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. |
On November 4, 2025, PJT Partners Inc. (the “Company”) issued a press release announcing the financial results for its third quarter and nine months ended September 30, 2025.
A copy of the press release is attached hereto as Exhibit 99.1. The information contained under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and, as a result, such information shall not be deemed “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, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit Number |
|
Description |
99.1 |
|
|
104 |
|
The cover page of this Current Report on Form 8-K, formatted in Inline XBRL. |
SIGNATURE
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.
PJT Partners Inc. |
|
By: |
/s/ Helen T. Meates |
|
Name: Helen T. Meates |
|
Title: Chief Financial Officer |
Date: November 4, 2025
Exhibit 99.1
|
|
|
PJT Partners Inc. Reports Record Third Quarter and Nine Months 2025 Results |
Third Quarter Overview
Nine Months Overview
Capital Management and Balance Sheet
|
Paul J. Taubman, Chairman and Chief Executive Officer, said, “Our firm delivered very strong results, with Revenues, Pretax Income and EPS all reaching record highs for both the three and nine months periods as the significant investments we have made over an extended period of time continue to bear fruit. We see tremendous opportunity ahead and we remain determined to capitalize on our enormous potential. As before, we remain highly confident in our future growth prospects.” |
New York, November 4, 2025: PJT Partners Inc. (the “Company,” “PJT Partners,” “we,” “us" or “our”) (NYSE: PJT) today announced its financial results for the third quarter and nine months ended September 30, 2025.
Media Relations: Jon Keehner Joele Frank, Wilkinson Brimmer Katcher Tel: +1 212.355.4449 PJT-JF@joelefrank.com |
Investor Relations: Sharon Pearson PJT Partners Inc. Tel: +1 212.364.7120 pearson@pjtpartners.com |
Revenues
The following table sets forth revenues for the three and nine months ended September 30, 2025 and 2024:
|
|
Three Months Ended |
|
|
|
|
|
Nine Months Ended |
|
|
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
% Change |
||||
|
|
(Dollars in Millions) |
|||||||||||||||||||
Revenues |
|
|
|||||||||||||||||||
Advisory Fees |
|
$ |
389.8 |
|
|
$ |
283.8 |
|
|
37% |
|
|
$ |
1,026.5 |
|
|
$ |
879.6 |
|
|
17% |
Placement Fees |
|
|
49.2 |
|
|
|
32.5 |
|
|
51% |
|
|
|
128.4 |
|
|
|
113.8 |
|
|
13% |
Interest Income & Other |
|
|
8.1 |
|
|
|
10.1 |
|
|
(19%) |
|
|
|
23.6 |
|
|
|
22.5 |
|
|
5% |
Total Revenues |
|
$ |
447.1 |
|
|
$ |
326.3 |
|
|
37% |
|
|
$ |
1,178.5 |
|
|
$ |
1,015.9 |
|
|
16% |
Three Months Ended
The increase in Advisory Revenues was principally due to an increase in strategic advisory revenues.
The increase in Placement Revenues was principally due to an increase in fund placement revenues.
Nine Months Ended
The increase in Advisory Revenues was principally due to an increase in strategic advisory revenues.
The increase in Placement Revenues was principally due to an increase in fund placement revenues.
Expenses
The following tables set forth information relating to the Company’s expenses for the three and nine months ended September 30, 2025 and 2024:
|
|
Three Months Ended September 30, |
|
|||||||||||||
|
|
2025 |
|
|
2024 |
|
||||||||||
|
|
GAAP |
|
|
As Adjusted |
|
|
GAAP |
|
|
As Adjusted |
|
||||
|
|
(Dollars in Millions) |
|
|||||||||||||
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Compensation and Benefits |
|
$ |
303.3 |
|
|
$ |
301.7 |
|
|
$ |
226.8 |
|
|
$ |
226.8 |
|
% of Revenues |
|
|
67.8 |
% |
|
|
67.5 |
% |
|
|
69.5 |
% |
|
|
69.5 |
% |
Non-Compensation |
|
$ |
52.8 |
|
|
$ |
51.4 |
|
|
$ |
50.1 |
|
|
$ |
48.9 |
|
% of Revenues |
|
|
11.8 |
% |
|
|
11.5 |
% |
|
|
15.4 |
% |
|
|
15.0 |
% |
Total Expenses |
|
$ |
356.1 |
|
|
$ |
353.1 |
|
|
$ |
276.9 |
|
|
$ |
275.7 |
|
% of Revenues |
|
|
79.7 |
% |
|
|
79.0 |
% |
|
|
84.9 |
% |
|
|
84.5 |
% |
Pretax Income |
|
$ |
91.0 |
|
|
$ |
94.0 |
|
|
$ |
49.4 |
|
|
$ |
50.6 |
|
% of Revenues |
|
|
20.3 |
% |
|
|
21.0 |
% |
|
|
15.1 |
% |
|
|
15.5 |
% |
|
|
Nine Months Ended September 30, |
|
|||||||||||||
|
|
2025 |
|
|
2024 |
|
||||||||||
|
|
GAAP |
|
|
As Adjusted |
|
|
GAAP |
|
|
As Adjusted |
|
||||
|
|
(Dollars in Millions) |
|
|||||||||||||
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Compensation and Benefits |
|
$ |
801.3 |
|
|
$ |
795.5 |
|
|
$ |
706.0 |
|
|
$ |
706.0 |
|
% of Revenues |
|
|
68.0 |
% |
|
|
67.5 |
% |
|
|
69.5 |
% |
|
|
69.5 |
% |
Non-Compensation |
|
$ |
157.2 |
|
|
$ |
152.8 |
|
|
$ |
142.2 |
|
|
$ |
138.3 |
|
% of Revenues |
|
|
13.3 |
% |
|
|
13.0 |
% |
|
|
14.0 |
% |
|
|
13.6 |
% |
Total Expenses |
|
$ |
958.5 |
|
|
$ |
948.3 |
|
|
$ |
848.2 |
|
|
$ |
844.3 |
|
% of Revenues |
|
|
81.3 |
% |
|
|
80.5 |
% |
|
|
83.5 |
% |
|
|
83.1 |
% |
Pretax Income |
|
$ |
220.0 |
|
|
$ |
230.2 |
|
|
$ |
167.7 |
|
|
$ |
171.6 |
|
% of Revenues |
|
|
18.7 |
% |
|
|
19.5 |
% |
|
|
16.5 |
% |
|
|
16.9 |
% |
2
Compensation and Benefits Expense
Three Months Ended
GAAP Compensation and Benefits Expense was $303 million for the current quarter compared with $227 million in the prior year. Adjusted Compensation and Benefits Expense was $302 million compared with $227 million in the prior year. The increase in Compensation and Benefits Expense was driven by higher revenues compared with prior year, partially offset by a lower accrual rate.
Nine Months Ended
GAAP Compensation and Benefits Expense was $801 million compared with $706 million in the prior year. Adjusted Compensation and Benefits Expense was $795 million compared with $706 million in the prior year. The increase in Compensation and Benefits Expense was driven by higher revenues compared with prior year, partially offset by a lower accrual rate.
Non-Compensation Expense
Three Months Ended
GAAP Non-Compensation Expense was $53 million for the current quarter compared with $50 million in the prior year. Adjusted Non-Compensation Expense was $51 million for the current quarter compared with $49 million in the prior year.
The increase in GAAP and Adjusted Non-Compensation Expense compared with the prior year was principally due to increases in Occupancy and Related and Travel and Related expenses partially offset by a decrease in Other Expenses. Occupancy and Related increased due to the expansion of our global office footprint. Travel and Related increased principally due to increased business development activity and higher cost of travel. Other Expenses decreased principally due to the absence of legal reserves.
Nine Months Ended
GAAP Non-Compensation Expense was $157 million compared with $142 million in the prior year. Adjusted Non-Compensation Expense was $153 million compared with $138 million in the prior year.
The increase in GAAP and Adjusted Non-Compensation Expense compared with the prior year was principally due to increases in Occupancy and Related, Travel and Related and Communications and Information Services. Occupancy and Related increased due to the expansion of our global office footprint. Travel and Related increased principally due to increased business development activity and higher cost of travel. Communications and Information Services increased principally due to continued investments in technology infrastructure and higher market data expense.
Provision for Taxes
As of September 30, 2025, the Company owned 61.8% of PJT Partners Holdings LP. The Company is subject to U.S. federal and state corporate income tax while PJT Partners Holdings LP and its operating subsidiaries are subject to certain state, local and foreign income taxes. Refer to Note 11. “Stockholders’ Equity” in the “Notes to Consolidated Financial Statements” in “Part II. Item 8. Financial Statements and Supplementary Data” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 for further information about the corporate ownership structure. The effective tax rate for GAAP Net Income for the three months ended September 30, 2025 and 2024 was 17.6% and 16.8%, respectively.
3
The effective tax rate for GAAP Net Income for the nine months ended September 30, 2025 and 2024 was 4.3% and 12.1%, respectively.
The effective tax rate for Adjusted Net Income, If-Converted for the nine months ended September 30, 2025 was 15.5% compared with 20.6% for full year 2024.
Capital Management and Balance Sheet
As of September 30, 2025, the Company held Cash, Cash equivalents and Short-term investments of $521 million and had no funded debt.
During the third quarter 2025, the Company exchanged 186 thousand Partnership Units for cash at a volume-weighted average price of $178.22 per share. During the nine months ended September 30, 2025, the Company repurchased 2.3 million shares and share equivalents at a volume-weighted average price of $156.55 per share.
As of September 30, 2025, the Company's remaining repurchase authorization was $87 million.
Subject to approval by the Board of Directors, the Company intends to exchange 115 thousand Partnership Units for cash at an amount to be determined by the volume-weighted average price per share of the Company’s Class A common stock on November 6, 2025.
Dividend
The Board of Directors of the Company has declared a quarterly dividend of $0.25 per share of Class A common stock. The dividend will be paid on December 17, 2025 to Class A common stockholders of record as of December 3, 2025.
Quarterly Investor Call Details
PJT Partners will host a conference call on November 4, 2025 at 8:30 a.m. ET to discuss its third quarter and nine months ended September 30, 2025 results. The conference call can be accessed via the internet at www.pjtpartners.com or by dialing +1 (833) 316-1983 (U.S. domestic) or +1 (785) 838-9310 (international), passcode PJTP3Q25. For those unable to listen to the live broadcast, a replay will be available following the call at www.pjtpartners.com.
About PJT Partners
PJT Partners is a premier, global, advisory-focused investment bank that was built from the ground up to be different. Our highly experienced, collaborative teams provide independent advice coupled with old-world, high-touch client service. This ethos has allowed us to attract some of the very best talent in the markets in which we operate. We deliver leading advice to many of the world's most consequential companies, effect some of the most transformative transactions and restructurings and raise billions of dollars of capital around the globe to support startups and more established companies. To learn more about PJT Partners, please visit our website at www.pjtpartners.com.
Forward-Looking Statements
Certain material presented herein contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
4
amended (the “Exchange Act”). Forward-looking statements include certain information concerning future results of operations, business strategies, acquisitions, financing plans, competitive position, potential growth opportunities, potential operating performance improvements, the effects of competition and the effects of future legislation or regulations. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believe,” “expect,” “opportunity,” “plan,” “intend,” “anticipate,” “estimate,” “predict,” “potential,” “continue,” “may,” “might,” “should,” “could” or the negative of these terms or similar expressions.
Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict, many of which are outside our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not place undue reliance upon any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (a) changes in governmental regulations and policies; (b) cyber attacks, security vulnerabilities and internet disruptions, including breaches of data security and privacy leaks, data loss and business interruptions; (c) failures of our computer systems or communication systems, including as a result of a catastrophic event and the use of remote environments; (d) the impact of catastrophic events, including business disruptions, pandemics, reductions in employment and an increase in business failures on (1) the U.S. and the global economy and (2) our employees and our ability to provide services to our clients and respond to their needs; (e) the failure of third-party service providers to perform their functions; and (f) volatility in the political and economic environment, including as a result of inflation, changes to international trade policies, elevated interest rates, and geopolitical and military conflicts.
Any of these factors, as well as such other factors discussed in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the United States Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in the Company’s periodic filings with the SEC, accessible on the SEC’s website at www.sec.gov, could cause the Company’s results to differ materially from those expressed in forward-looking statements. There may be other risks and uncertainties that the Company is unable to predict at this time or that are not currently expected to have a material adverse effect on its business. Any such risks could cause the Company’s results to differ materially from those expressed in forward-looking statements.
Non-GAAP Financial Measures
The following represent additional performance measures that management uses in making resource allocation and/or compensation decisions. These measures should not be considered substitutes for, or superior to, financial measures prepared in accordance with GAAP.
Management believes the following non-GAAP measures, when presented together with comparable GAAP measures, are useful to investors in understanding the Company’s operating results: Adjusted Pretax Income; Adjusted Net Income, If-Converted, in total and on a per-share basis (referred to as “Adjusted EPS”); Adjusted Compensation and Benefits Expense and Adjusted Non-Compensation Expense. These non-GAAP measures, presented and discussed in this earnings release, remove the impact of: (a) acquisition-related compensation expense; (b) acquisition-related intangible asset amortization; and (c) the net change to the amount the Company has agreed to pay Blackstone Inc. (our "former Parent") related to
5
the net realized cash benefit from certain compensation-related tax deductions. Reconciliations of the non-GAAP measures to their most directly comparable GAAP measures and further detail regarding the adjustments are provided in the Appendix.
To help investors understand the effect of the Company’s ownership structure, the Company has presented Adjusted Net Income, If-Converted. This measure illustrates the impact of taxes on Adjusted Pretax Income, assuming all Partnership Units (excluding Partnership Units in prior year periods that had yet to satisfy certain market conditions) have been exchanged for shares of the Company’s Class A common stock, resulting in all of the Company’s income becoming subject to corporate-level tax, considering both current and deferred income tax effects. This tax rate excludes a number of adjustments, including, but not limited to, the tax benefits of acquisition-related compensation expense and amortization expense.
6
Appendix
GAAP Condensed Consolidated Statements of Operations (unaudited)
Reconciliations of GAAP to Non-GAAP Financial Data (unaudited)
Summary of Shares Outstanding (unaudited)
Footnotes
7
PJT Partners Inc.
GAAP Condensed Consolidated Statements of Operations (unaudited)
(Dollars in Thousands, Except Share and Per Share Data)
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Advisory Fees |
|
$ |
389,799 |
|
|
$ |
283,787 |
|
|
$ |
1,026,507 |
|
|
$ |
879,550 |
|
Placement Fees |
|
|
49,156 |
|
|
|
32,464 |
|
|
|
128,406 |
|
|
|
113,826 |
|
Interest Income and Other |
|
|
8,138 |
|
|
|
10,071 |
|
|
|
23,595 |
|
|
|
22,520 |
|
Total Revenues |
|
|
447,093 |
|
|
|
326,322 |
|
|
|
1,178,508 |
|
|
|
1,015,896 |
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Compensation and Benefits |
|
|
303,329 |
|
|
|
226,794 |
|
|
|
801,305 |
|
|
|
706,048 |
|
Occupancy and Related |
|
|
15,424 |
|
|
|
12,961 |
|
|
|
44,197 |
|
|
|
37,229 |
|
Travel and Related |
|
|
10,379 |
|
|
|
8,314 |
|
|
|
32,987 |
|
|
|
26,470 |
|
Professional Fees |
|
|
9,775 |
|
|
|
10,883 |
|
|
|
26,211 |
|
|
|
28,012 |
|
Communications and Information Services(1) |
|
|
8,502 |
|
|
|
8,146 |
|
|
|
27,378 |
|
|
|
24,583 |
|
Depreciation and Amortization |
|
|
3,406 |
|
|
|
2,984 |
|
|
|
9,900 |
|
|
|
9,594 |
|
Other Expenses(1) |
|
|
5,325 |
|
|
|
6,853 |
|
|
|
16,520 |
|
|
|
16,271 |
|
Total Expenses |
|
|
356,140 |
|
|
|
276,935 |
|
|
|
958,498 |
|
|
|
848,207 |
|
Income Before Provision for Taxes |
|
|
90,953 |
|
|
|
49,387 |
|
|
|
220,010 |
|
|
|
167,689 |
|
Provision for Taxes |
|
|
15,996 |
|
|
|
8,314 |
|
|
|
9,452 |
|
|
|
20,213 |
|
Net Income |
|
|
74,957 |
|
|
|
41,073 |
|
|
|
210,558 |
|
|
|
147,476 |
|
Net Income Attributable to Non-Controlling Interests |
|
|
35,118 |
|
|
|
18,923 |
|
|
|
83,803 |
|
|
|
64,387 |
|
Net Income Attributable to PJT Partners Inc. |
|
$ |
39,839 |
|
|
$ |
22,150 |
|
|
$ |
126,755 |
|
|
$ |
83,089 |
|
Net Income Per Share of Class A Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
$ |
1.55 |
|
|
$ |
0.87 |
|
|
$ |
4.93 |
|
|
$ |
3.26 |
|
Diluted |
|
$ |
1.47 |
|
|
$ |
0.79 |
|
|
$ |
4.70 |
|
|
$ |
3.08 |
|
Weighted-Average Shares of Class A Common |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
|
25,749,143 |
|
|
|
25,372,621 |
|
|
|
25,704,472 |
|
|
|
25,479,195 |
|
Diluted |
|
|
28,633,155 |
|
|
|
44,642,704 |
|
|
|
43,896,543 |
|
|
|
43,831,639 |
|
8
PJT Partners Inc.
Reconciliations of GAAP to Non-GAAP Financial Data (unaudited)
(Dollars in Thousands, Except Share and Per Share Data)
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
GAAP Compensation and Benefits Expense |
|
$ |
303,329 |
|
|
$ |
226,794 |
|
|
$ |
801,305 |
|
|
$ |
706,048 |
|
Acquisition-Related Compensation Expense(2) |
|
|
(1,598 |
) |
|
|
— |
|
|
|
(5,814 |
) |
|
|
— |
|
Adjusted Compensation and Benefits Expense |
|
$ |
301,731 |
|
|
$ |
226,794 |
|
|
$ |
795,491 |
|
|
$ |
706,048 |
|
GAAP Non-Compensation Expense |
|
$ |
52,811 |
|
|
$ |
50,141 |
|
|
$ |
157,193 |
|
|
$ |
142,159 |
|
Amortization of Intangible Assets(3) |
|
|
(1,437 |
) |
|
|
(1,230 |
) |
|
|
(4,311 |
) |
|
|
(3,690 |
) |
Spin-Off-Related Payable(4) |
|
|
(18 |
) |
|
|
(16 |
) |
|
|
(66 |
) |
|
|
(197 |
) |
Adjusted Non-Compensation Expense |
|
$ |
51,356 |
|
|
$ |
48,895 |
|
|
$ |
152,816 |
|
|
$ |
138,272 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
GAAP Pretax Income |
|
$ |
90,953 |
|
|
$ |
49,387 |
|
|
$ |
220,010 |
|
|
$ |
167,689 |
|
Acquisition-Related Compensation Expense(2) |
|
|
1,598 |
|
|
|
— |
|
|
|
5,814 |
|
|
|
— |
|
Amortization of Intangible Assets(3) |
|
|
1,437 |
|
|
|
1,230 |
|
|
|
4,311 |
|
|
|
3,690 |
|
Spin-Off-Related Payable(4) |
|
|
18 |
|
|
|
16 |
|
|
|
66 |
|
|
|
197 |
|
Adjusted Pretax Income |
|
$ |
94,006 |
|
|
$ |
50,633 |
|
|
$ |
230,201 |
|
|
$ |
171,576 |
|
GAAP Provision for Taxes |
|
$ |
15,996 |
|
|
$ |
8,314 |
|
|
$ |
9,452 |
|
|
$ |
20,213 |
|
Non-GAAP Tax Adjustments |
|
|
(2,787 |
) |
|
|
1,110 |
|
|
|
26,229 |
|
|
|
15,818 |
|
Adjusted If-Converted Taxes(5) |
|
$ |
13,209 |
|
|
$ |
9,424 |
|
|
$ |
35,681 |
|
|
$ |
36,031 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
GAAP Net Income |
|
$ |
74,957 |
|
|
$ |
41,073 |
|
|
$ |
210,558 |
|
|
$ |
147,476 |
|
Acquisition-Related Compensation Expense(2) |
|
|
1,598 |
|
|
|
— |
|
|
|
5,814 |
|
|
|
— |
|
Amortization of Intangible Assets(3) |
|
|
1,437 |
|
|
|
1,230 |
|
|
|
4,311 |
|
|
|
3,690 |
|
Spin-Off-Related Payable(4) |
|
|
18 |
|
|
|
16 |
|
|
|
66 |
|
|
|
197 |
|
Add: GAAP Provision for Taxes |
|
|
15,996 |
|
|
|
8,314 |
|
|
|
9,452 |
|
|
|
20,213 |
|
Less: Adjusted If-Converted Taxes(5) |
|
|
(13,209 |
) |
|
|
(9,424 |
) |
|
|
(35,681 |
) |
|
|
(36,031 |
) |
Adjusted Net Income, If-Converted |
|
$ |
80,797 |
|
|
$ |
41,209 |
|
|
$ |
194,520 |
|
|
$ |
135,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted Net Income, If-Converted Per Share |
|
$ |
1.85 |
|
|
$ |
0.93 |
|
|
$ |
4.43 |
|
|
$ |
3.10 |
|
Weighted-Average Shares Outstanding, If-Converted |
|
|
43,788,652 |
|
|
|
44,504,239 |
|
|
|
43,896,543 |
|
|
|
43,759,340 |
|
9
PJT Partners Inc.
Summary of Shares Outstanding (unaudited)
The following table provides a summary of weighted-average shares outstanding for the three and nine months ended September 30, 2025 and 2024 for both basic and diluted shares. The table also provides a reconciliation to If-Converted Shares Outstanding assuming that all Partnership Units (excluding Partnership Units in prior year periods that had yet to satisfy certain market conditions) and unvested PJT Partners Inc. restricted stock units (“RSUs”) were converted to shares of the Company’s Class A common stock:
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Weighted-Average Shares Outstanding - GAAP |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic Shares Outstanding, GAAP |
|
|
25,749,143 |
|
|
|
25,372,621 |
|
|
|
25,704,472 |
|
|
|
25,479,195 |
|
Dilutive Impact of Unvested RSUs(6) |
|
|
2,884,012 |
|
|
|
3,437,914 |
|
|
|
2,846,714 |
|
|
|
2,702,602 |
|
Dilutive Impact of Partnership Units(7) |
|
|
— |
|
|
|
15,832,169 |
|
|
|
15,345,357 |
|
|
|
15,649,842 |
|
Diluted Shares Outstanding, GAAP |
|
|
28,633,155 |
|
|
|
44,642,704 |
|
|
|
43,896,543 |
|
|
|
43,831,639 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-Average Shares Outstanding - If-Converted |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic Shares Outstanding, GAAP |
|
|
25,749,143 |
|
|
|
25,372,621 |
|
|
|
25,704,472 |
|
|
|
25,479,195 |
|
Unvested RSUs(6) |
|
|
2,884,012 |
|
|
|
3,437,914 |
|
|
|
2,846,714 |
|
|
|
2,702,602 |
|
Partnership Units(8) |
|
|
15,155,497 |
|
|
|
15,693,704 |
|
|
|
15,345,357 |
|
|
|
15,577,543 |
|
If-Converted Shares Outstanding |
|
|
43,788,652 |
|
|
|
44,504,239 |
|
|
|
43,896,543 |
|
|
|
43,759,340 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
As of September 30, |
|
|
|
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
|
|
|
|
|
||||
Fully-Diluted Shares Outstanding(9) |
|
|
45,788,361 |
|
|
|
46,950,955 |
|
|
|
|
|
|
|
||
10
Footnotes
Note: Amounts presented in tables above may not add or recalculate due to rounding.
11