Financial Information (Unaudited)
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| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Revenues: | | | | | | | | | | | |
| Sales of physical commodities | $ | 44,296.9 | | | $ | 35,992.6 | | | 23% | | $ | 81,986.0 | | | $ | 63,043.7 | | | 30% |
| Principal gains, net | 469.7 | | | 300.5 | | | 56% | | 848.2 | | | 609.4 | | | 39% |
| Commission and clearing fees | 347.5 | | | 164.3 | | | 112% | | 652.5 | | | 313.6 | | | 108% |
| Consulting, management, and account fees | 69.0 | | | 44.3 | | | 56% | | 145.1 | | | 92.1 | | | 58% |
| Interest income | 577.8 | | | 389.0 | | | 49% | | 1,159.0 | | | 767.2 | | | 51% |
| Total revenues | 45,760.9 | | | 36,890.7 | | | 24% | | 84,790.8 | | | 64,826.0 | | | 31% |
| Cost of sales of physical commodities | 44,194.1 | | | 35,934.7 | | | 23% | | 81,785.8 | | | 62,925.7 | | | 30% |
| Operating revenues | 1,566.8 | | | 956.0 | | | 64% | | 3,005.0 | | | 1,900.3 | | | 58% |
| Transaction-based clearing expenses | 152.7 | | | 91.8 | | | 66% | | 285.3 | | | 178.3 | | | 60% |
| Introducing broker commissions | 97.4 | | | 45.5 | | | 114% | | 190.6 | | | 89.8 | | | 112% |
| Interest expense | 461.1 | | | 316.6 | | | 46% | | 922.8 | | | 622.8 | | | 48% |
| Interest expense on corporate funding | 26.5 | | | 14.8 | | | 79% | | 52.8 | | | 30.0 | | | 76% |
| Net operating revenues | 829.1 | | | 487.3 | | | 70% | | 1,553.5 | | | 979.4 | | | 59% |
| Variable compensation and benefits | 248.5 | | | 146.7 | | | 69% | | 464.4 | | | 280.0 | | | 66% |
| Net contribution | 580.6 | | | 340.6 | | | 70% | | 1,089.1 | | | 699.4 | | | 56% |
| Fixed compensation and benefits | 158.7 | | | 120.4 | | | 32% | | 298.7 | | | 239.6 | | | 25% |
| Trading systems and market information | 25.8 | | | 19.5 | | | 32% | | 50.8 | | | 39.5 | | | 29% |
| Professional fees | 18.4 | | | 16.5 | | | 12% | | 51.2 | | | 35.5 | | | 44% |
| Non-trading technology and support | 28.4 | | | 20.9 | | | 36% | | 55.0 | | | 40.6 | | | 35% |
| Occupancy and equipment rental | 17.9 | | | 13.1 | | | 37% | | 34.0 | | | 26.1 | | | 30% |
| Selling and marketing | 14.0 | | | 13.4 | | | 4% | | 28.1 | | | 25.4 | | | 11% |
| Travel and business development | 16.8 | | | 7.1 | | | 137% | | 28.6 | | | 15.5 | | | 85% |
| Communications | 3.7 | | | 2.1 | | | 76% | | 7.4 | | | 4.2 | | | 76% |
| Depreciation and amortization | 26.9 | | | 15.6 | | | 72% | | 51.9 | | | 31.3 | | | 66% |
| Bad debts, net of recoveries | 12.4 | | | 0.1 | | | n/m | | 13.6 | | | 1.9 | | | 616% |
| Other expenses | 27.8 | | | 14.8 | | | 88% | | 54.7 | | | 31.5 | | | 74% |
| Total fixed compensation and other expenses | 350.8 | | | 243.5 | | | 44% | | 674.0 | | | 491.1 | | | 37% |
| Other (losses) gains, net | (2.7) | | | — | | | n/m | | (3.1) | | | 5.7 | | | n/m |
| Income before tax | 227.1 | | | 97.1 | | | 134% | | 412.0 | | | 214.0 | | | 93% |
| Income tax expense | 52.8 | | | 25.4 | | | 108% | | 98.7 | | | 57.2 | | | 73% |
| Net income | $ | 174.3 | | | $ | 71.7 | | | 143% | | $ | 313.3 | | | $ | 156.8 | | | 100% |
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Return on equity (“ROE”)(1) | 26.5 | % | | 15.7 | % | | | | 24.5 | % | | 17.5 | % | | |
(1) The Company calculates ROE on stated book value based on net income divided by the average stockholders’ equity, calculated based on average monthly equity amounts. |
| Balance Sheet information: | | | | | | | March 31, 2026 | | March 31, 2025 | | % Change |
| Total assets | | | | | | | $ | 53,626.9 | | | $ | 31,282.9 | | | 71% |
| Payables to lenders under loans | | | | | | | $ | 564.8 | | | $ | 340.9 | | | 66% |
| Senior secured borrowings, net | | | | | | | $ | 1,160.3 | | | $ | 543.6 | | | 113% |
| Stockholders’ equity | | | | | | | $ | 2,699.3 | | | $ | 1,882.0 | | | 43% |
| n/m = not meaningful to present as a percentage |
The tables below present operating revenues disaggregated across the key products we provide to our clients and select operating data and metrics used by management in evaluating our performance, for the periods indicated.
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| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Operating Revenues (in millions): | | | | | | | | | | | |
| Listed derivatives | $ | 317.8 | | | $ | 128.4 | | | 148% | | $ | 586.9 | | | $ | 240.2 | | | 144% |
| Over-the-counter (“OTC”) derivatives | 119.1 | | | 60.3 | | | 98% | | 182.2 | | | 96.9 | | | 88% |
| Securities | 587.9 | | | 426.7 | | | 38% | | 1,163.8 | | | 828.5 | | | 40% |
| FX / Contracts For Difference (“CFD”) contracts | 77.6 | | | 70.9 | | | 9% | | 146.3 | | | 169.5 | | | (14)% |
| Payments | 55.9 | | | 49.2 | | | 14% | | 110.5 | | | 106.0 | | | 4% |
| Physical contracts | 190.1 | | | 72.6 | | | 162% | | 346.8 | | | 165.2 | | | 110% |
| Interest / fees earned on client balances | 156.5 | | | 101.7 | | | 54% | | 330.2 | | | 209.3 | | | 58% |
| Other | 63.6 | | | 43.7 | | | 46% | | 146.6 | | | 92.0 | | | 59% |
| Corporate | 19.8 | | | 16.7 | | | 19% | | 31.9 | | | 27.8 | | | 15% |
| Eliminations | (21.5) | | | (14.2) | | | 51% | | (40.2) | | | (35.1) | | | 15% |
| $ | 1,566.8 | | | $ | 956.0 | | | 64% | | $ | 3,005.0 | | | $ | 1,900.3 | | | 58% |
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| Volumes and Other Select Data: |
| Listed derivatives (contracts, 000’s) | 97,152 | | | 61,153 | | | 59% | | 181,273 | | | 114,333 | | | 59% |
Listed derivatives, average rate per contract (1) | $ | 2.91 | | | $ | 2.02 | | | 44% | | $ | 2.88 | | | $ | 2.02 | | | 43% |
| Average client equity - listed derivatives (millions) | $ | 13,958 | | | $ | 6,639 | | | 110% | | $ | 13,601 | | | $ | 6,630 | | | 105% |
| OTC derivatives (contracts, 000’s) | 1,507 | | | 897 | | | 68% | | 2,514 | | | 1,756 | | | 43% |
| OTC derivatives, average rate per contract | $ | 79.89 | | | $ | 68.35 | | | 17% | | $ | 73.35 | | | $ | 55.87 | | | 31% |
| Securities average daily volume (“ADV”) (millions) | $ | 12,066 | | | $ | 8,915 | | | 35% | | $ | 11,323 | | | $ | 8,822 | | | 28% |
Securities rate per million (“RPM”) (2) | $ | 272 | | | $ | 279 | | | (3)% | | $ | 295 | | | $ | 258 | | | 14% |
| Average money market / FDIC sweep client balances (millions) | $ | 1,196 | | | $ | 1,283 | | | (7)% | | $ | 1,228 | | | $ | 1,240 | | | (1)% |
| FX/CFD contracts ADV (millions) | $ | 11,907 | | | $ | 11,539 | | | 3% | | $ | 11,575 | | | $ | 11,613 | | | —% |
| FX/CFD contracts RPM | $ | 103 | | | $ | 97 | | | 6% | | $ | 98 | | | $ | 115 | | | (15)% |
| Payments ADV (millions) | $ | 92 | | | $ | 77 | | | 19% | | $ | 93 | | | $ | 81 | | | 15% |
| Payments RPM | $ | 9,815 | | | $ | 10,526 | | | (7)% | | $ | 9,589 | | | $ | 10,466 | | | (8)% |
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Adjusted EBITDA(4) | $ | 296.9 | | | $ | 138.2 | | | 115% | | $ | 547.8 | | | $ | 291.6 | | | 88% |
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(1) | Other operating revenues primarily includes consulting, management and account fees related to prime services, investment banking and advisory services, as well as interest income associated with securities lending activities. |
(2) | The acquisition of RJO, effective July 31, 2025, contributed 37.8 million and 68.7 million listed derivative contracts and $6.4 billion and $6.1 billion in average client equity for the three and six months ended March 31, 2026, respectively. |
(3) | Give-up fee revenues, related to contract execution for clients of other FCMs, as well as cash and voice brokerage revenues are excluded from the calculation of listed derivatives, average rate per contract. |
(4) | Interest expense associated with our fixed income activities is deducted from operating revenues in the calculation of Securities RPM, while interest income related to securities lending is excluded. |
(5) | Adjusted EBITDA is a non-GAAP measure. See Liquidity, Financial Condition and Capital Resources - Non-GAAP Financial Information for further information. |
Operating Revenues
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Operating revenues increased $610.8 million, or 64%, to $1,566.8 million in the three months ended March 31, 2026 compared to $956.0 million in the three months ended March 31, 2025. The acquisition of RJO, which was effective July 31, 2025, contributed $213.5 million in operating revenue in the three months ended March 31, 2026. The table above displays operating revenues disaggregated across the key products we provide to our clients.
Operating revenues derived from listed derivatives increased $189.4 million, with our Institutional and Commercial segments up $105.1 million and $84.3 million, respectively.
Operating revenues derived from OTC derivatives increased $58.8 million, principally driven by a 68% increase in OTC derivative contract volumes, as well as a 17% increase in the average RPC.
Operating revenues derived from securities transactions increased $161.2 million, principally due to a 35% increase in ADV, driven by increases in both equity and fixed income markets. Carried interest on fixed income securities is a component of operating revenues, while interest expense associated with financing these positions is not. We deduct interest expense associated with our fixed income activities from operating revenues in the calculation of securities RPM in the table above in order to provide a more useful measure of the financial performance of our securities business. Net operating revenues derived from securities transactions increased $36.9 million, due to the increase in ADV noted above, partially offset by a 3% decrease in the RPM.
Operating revenues derived from FX/CFD contracts increased $6.7 million, as a result of a $7.7 million increase in our Self-Directed/Retail segment driven by increases in both ADV and RPM, partially offset by a $1.0 million decrease in Institutional segment FX contracts operating revenues, principally as a result of a decrease in RPM.
Operating revenues derived from payments increased $6.7 million, principally driven by a 19% increase in payments ADV, partially offset by a 7% decline in payments RPM.
Operating revenues derived from physical contracts increased $117.5 million, principally driven by a $116.1 million increase in operating revenues in our physical precious metals business, along with a $1.0 million increase in physical supply and trading operating revenues. Precious metals related operating revenues were favorably impacted by $4.0 million of realized gains on the sale of physical inventories carried at the lower of cost or net realizable value for which losses on related derivative positions were recognized in prior periods, while the prior year period was unfavorably impacted by unrealized losses of $4.0 million on derivative positions related to physical inventories carried at the lower of costs or net realizable value.
Interest and fee income earned on client balances, which is associated with our listed and OTC derivative businesses, as well as our Correspondent Clearing and Independent Wealth Management businesses, increased $54.8 million, principally as a result of an increase in average client equity balances of 110%, partially offset by a decrease in average money-market/FDIC sweep client balances of 7%. The acquisition of RJO contributed $53.9 million in growth to interest and fee income earned on client balances and $6.4 billion in average client equity for the period.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Operating revenues increased $1,104.7 million, or 58%, to $3,005.0 million in the six months ended March 31, 2026 compared to $1,900.3 million in the six months ended March 31, 2025. The acquisition of RJO contributed $414.5 million in operating revenue in the six months ended March 31, 2026.
Operating revenues derived from listed derivatives increased $346.7 million, with our Institutional and Commercial segments up $190.7 million and $156.0 million, respectively.
Operating revenues derived from OTC derivatives increased $85.3 million, principally driven by a 43% increase in OTC contract volumes and a 31% increase in the average rate per contract.
Operating revenues derived from securities transactions increased $335.3 million, principally due to a 28% increase in securities ADV. Carried interest on fixed income securities is a component of operating revenues, while interest expense associated with financing these positions is not. We deduct interest expense associated with our fixed income activities from operating revenues in the calculation of securities RPM in the table above in order to provide a more useful measure of the financial performance of our securities business. Net operating revenues derived from securities transactions increased $92.6 million, principally driven by the increase in ADV noted above, as well as a 14% increase in RPM.
Operating revenues derived from FX/CFD contracts decreased $23.2 million, with decreases of $19.5 million in our Self-Directed/Retail segment, driven primarily by a decrease in RPM, and $3.7 million in our Institutional segment, principally resulting from a decline in ADV.
Operating revenues derived from payments increased by $4.5 million, principally driven by a 15% increase in the ADV, partially offset by an 8% decline in payments RPM.
Operating revenues derived from physical contracts increased $181.6 million as a result of a $200.0 million increase in precious metals operating revenues, partially offset by an $18.8 million decline in physical supply and trading operating revenues.
Interest and fee income earned on client balances, which is associated with our listed and OTC derivative businesses, as well as our Correspondent Clearing and Independent Wealth Management businesses, increased $120.9 million, principally as a result of an increase in average client equity balances of 105%, partially offset by a 1% decline in average money-market/FDIC sweep client balances. The acquisition of RJO, contributed $117.7 million in growth to interest and fee income earned on client balances and $6.1 billion in average client equity for the period.
Interest and Transactional Expenses
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Transaction-based clearing expenses
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| Three Months Ended March 31, |
| 2026 | | 2025 | | $ Change | | % Change |
| Transaction-based clearing expenses | $ | 152.7 | | | $ | 91.8 | | | $ | 60.9 | | | 66% |
| Percentage of operating revenues | 10% | | 10% | | | | |
The business activities of RJO added $37.8 million of increased expenses. Excluding RJO, expenses were higher in our Global Hedging and Exchange-Traded Futures & Options businesses, principally related to the increase in contracts traded. Additionally, expenses were higher in the Global Metals business, principally related to LME activity.
Introducing broker commissions
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| Three Months Ended March 31, |
| 2026 | | 2025 | | $ Change | | % Change |
| Introducing broker commissions | $ | 97.4 | | | $ | 45.5 | | | $ | 51.9 | | | 114% |
| Percentage of operating revenues | 6% | | 5% | | | | |
The business activities of RJO added $47.3 million of increased expenses. Also, expenses were higher in our Independent Wealth Management business, principally due to increased revenues.
Interest expense
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| Three Months Ended March 31, |
| 2026 | | 2025 | | $ Change | | % Change |
| Interest expense attributable to: | | | | | | | |
| Trading activities: | | | | | | | |
| Institutional dealer in fixed income securities | $ | 364.1 | | | $ | 232.6 | | | $ | 131.5 | | | 57 | % |
| Securities borrowing | 22.5 | | | 21.4 | | | 1.1 | | | 5 | % |
| Client balances on deposit | 57.8 | | | 31.1 | | | 26.7 | | | 86 | % |
| Short-term financing facilities of subsidiaries and other direct interest of operating segments | 16.7 | | | 31.5 | | | (14.8) | | | (47) | % |
| 461.1 | | | 316.6 | | | 144.5 | | | 46 | % |
| Corporate funding | 26.5 | | | 14.8 | | | 11.7 | | | 79 | % |
| Total interest expense | $ | 487.6 | | | $ | 331.4 | | | $ | 156.2 | | | 47 | % |
The increase in interest expense attributable to fixed income securities and securities borrowing was principally due to the growth in the size of the security repo and securities lending businesses. The business activities of RJO added an incremental $26.5 million of interest expense, with $23.6 million attributable to client balances.
The increase in interest expense attributable to corporate funding was principally due to the issuance of $625 million in aggregate principal amount of the Notes due 2032, which closed on July 8, 2025.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Transaction-based clearing expenses
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| Six Months Ended March 31, |
| 2026 | | 2025 | | $ Change | | % Change |
| Transaction-based clearing expenses | $ | 285.3 | | | $ | 178.3 | | | $ | 107.0 | | | 60 | % |
| Percentage of operating revenues | 9 | % | | 9 | % | | | | |
The business activities of RJO added $74.0 million of increased expenses. Excluding RJO, expenses were higher in our Global Hedging and Exchange-Traded Futures & Options businesses, principally related to the increase in contracts traded. Additionally, expenses were higher in the Global Metals business, principally related to LME activity.
Introducing broker commissions
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| Six Months Ended March 31, |
| 2026 | | 2025 | | $ Change | | % Change |
| Introducing broker commissions | $ | 190.6 | | | $ | 89.8 | | | $ | 100.8 | | | 112 | % |
| Percentage of operating revenues | 6 | % | | 5 | % | | | | |
The business activities of RJO added $92.4 million of increased expenses. Also, expenses were higher in our Independent Wealth Management and Retail Forex businesses.
Interest expense
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| Six Months Ended March 31, |
| 2026 | | 2025 | | $ Change | | % Change |
| Interest expense attributable to: | | | | | | | |
| Trading activities: | | | | | | | |
| Institutional dealer in fixed income securities | $ | 717.8 | | | $ | 456.2 | | | $ | 261.6 | | | 57 | % |
| Securities borrowing | 50.4 | | | 43.4 | | | 7.0 | | | 16 | % |
| Client balances on deposit | 119.0 | | | 64.9 | | | 54.1 | | | 83 | % |
| Short-term financing facilities of subsidiaries and other direct interest of operating segments | 35.6 | | | 58.3 | | | (22.7) | | | (39) | % |
| 922.8 | | | 622.8 | | | 300.0 | | | 48 | % |
| Corporate funding | 52.8 | | | 30.0 | | | 22.8 | | | 76 | % |
| Total interest expense | $ | 975.6 | | | $ | 652.8 | | | $ | 322.8 | | | 49 | % |
The increase in interest expense attributable to fixed income securities and securities borrowing was principally due to the growth in the size of the security repo and securities lending businesses. The business activities of RJO added an incremental $53.2 million of interest expense, with $47.9 million attributable to client balances.
The increase in interest expense attributable to corporate funding was principally due to the issuance of $625 million in aggregate principal amount of the Notes due 2032, which closed on July 8, 2025.
Net Operating Revenues
Net operating revenues is one of the key measures used by management to assess operating segment performance. Net operating revenue is calculated as operating revenue less transaction-based clearing expenses, introducing broker commissions and interest expense. Transaction-based clearing expenses represent variable expenses paid to executing brokers, exchanges, clearing organizations and banks in relation to our transactional volumes. Introducing broker commissions include commission paid to non-employee third parties that have introduced clients to us. Net operating revenues represent revenues available to pay variable compensation to risk management consultants and traders and direct non-variable expenses, as well as variable and non-variable expenses of operational and administrative employees, including our executive management team.
The table below presents a disaggregation of consolidated net operating revenues used by management in evaluating our performance, for the periods indicated:
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| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Net Operating Revenues (in millions): | | | | | | | | | | | |
| Listed derivatives | $ | 144.9 | | | $ | 60.3 | | | 140% | | $ | 263.2 | | | $ | 110.2 | | | 139% |
| OTC derivatives | 119.0 | | | 60.2 | | | 98% | | 182.1 | | | 96.8 | | | 88% |
| Securities | 157.7 | | | 120.8 | | | 31% | | 315.2 | | | 222.6 | | | 42% |
| FX/CFD contracts | 67.4 | | | 62.5 | | | 8% | | 126.9 | | | 152.8 | | | (17)% |
| Payments | 52.4 | | | 46.5 | | | 13% | | 104.0 | | | 100.7 | | | 3% |
| Physical contracts | 164.6 | | | 48.6 | | | 239% | | 300.0 | | | 125.7 | | | 139% |
| Interest, net / fees earned on client balances | 107.7 | | | 74.5 | | | 45% | | 223.2 | | | 151.9 | | | 47% |
Other (1) | 36.9 | | | 22.5 | | | 64% | | 91.8 | | | 48.4 | | | 90% |
| Corporate | (21.5) | | | (8.6) | | | 150% | | (52.9) | | | (29.7) | | | 78% |
| $ | 829.1 | | | $ | 487.3 | | | 70% | | $ | 1,553.5 | | | $ | 979.4 | | | 59% |
| | | | | | | | | | | | | | |
(1) | Other net operating revenues primarily includes consulting, management and account fees related to prime services, investment banking and advisory services, as well as interest income, net of interest expense associated with securities lending activities and subordinated debt. |
Compensation and Other Expenses
The following table presents a summary of expenses, other than interest and transactional expenses.
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| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Compensation and benefits: | | | | | | | | | | | |
| Variable compensation and benefits | $ | 248.5 | | | $ | 146.7 | | | 69% | | $ | 464.4 | | | $ | 280.0 | | | 66% |
| Fixed compensation and benefits | 158.7 | | | 120.4 | | | 32% | | 298.7 | | | 239.6 | | | 25% |
| 407.2 | | | 267.1 | | | 52% | | 763.1 | | | 519.6 | | | 47% |
| Other expenses: | | | | | | | | | | | |
| Trading systems and market information | 25.8 | | | 19.5 | | | 32% | | 50.8 | | | 39.5 | | | 29% |
| Professional fees | 18.4 | | | 16.5 | | | 12% | | 51.2 | | | 35.5 | | | 44% |
| Non-trading technology and support | 28.4 | | | 20.9 | | | 36% | | 55.0 | | | 40.6 | | | 35% |
| Occupancy and equipment rental | 17.9 | | | 13.1 | | | 37% | | 34.0 | | | 26.1 | | | 30% |
| Selling and marketing | 14.0 | | | 13.4 | | | 4% | | 28.1 | | | 25.4 | | | 11% |
| Travel and business development | 16.8 | | | 7.1 | | | 137% | | 28.6 | | | 15.5 | | | 85% |
| Communications | 3.7 | | | 2.1 | | | 76% | | 7.4 | | | 4.2 | | | 76% |
| Depreciation and amortization | 26.9 | | | 15.6 | | | 72% | | 51.9 | | | 31.3 | | | 66% |
| Bad debts, net of recoveries | 12.4 | | | 0.1 | | | n/m | | 13.6 | | | 1.9 | | | 616% |
| Other | 27.8 | | | 14.8 | | | 88% | | 54.7 | | | 31.5 | | | 74% |
| 192.1 | | | 123.1 | | | 56% | | 375.3 | | | 251.5 | | | 49% |
| Total compensation and other expenses | $ | 599.3 | | | $ | 390.2 | | | 54% | | $ | 1,138.4 | | | $ | 771.1 | | | 48% |
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Compensation and Other Expenses: Compensation and other expenses increased $209.1 million, or 54%, to $599.3 million in the three months ended March 31, 2026 compared to $390.2 million in the three months ended March 31, 2025, principally due to the acquisitions of RJO, Benchmark and others, as discussed further below.
Compensation and Benefits:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | $ Change | | % Change |
| Compensation and benefits: | | | | | | | |
| Variable compensation and benefits | | | | | | | |
| Front office | $ | 221.9 | | | $ | 128.5 | | | $ | 93.4 | | | 73% |
| Administrative, executive, and centralized and local operations | 26.6 | | | 18.2 | | | 8.4 | | | 46% |
| Total variable compensation and benefits | 248.5 | | | 146.7 | | | 101.8 | | | 69% |
| Variable compensation and benefits as a percentage of net operating revenues | 30% | | 30% | | | | |
| | | | | | | |
| Fixed compensation and benefits: | | | | | | | |
| Non-variable salaries | 104.4 | | | 81.2 | | | 23.2 | | | 29% |
| Employee benefits and other compensation | 29.5 | | | 26.5 | | | 3.0 | | | 11% |
| Share-based compensation | 13.7 | | | 10.7 | | | 3.0 | | | 28% |
| Severance | 11.1 | | | 2.0 | | | 9.1 | | | 455% |
| Total fixed compensation and benefits | 158.7 | | | 120.4 | | | 38.3 | | | 32% |
| Total compensation and benefits | 407.2 | | | 267.1 | | | 140.1 | | | 52% |
| Total compensation and benefits as a percentage of operating revenues | 26% | | 28% | | | | |
| Number of employees, end of period | 5,307 | | | 4,709 | | | 598 | | | 13% |
Administrative, executive, and centralized and local operations variable compensation and benefits increased related to incremental cost from acquisition-related headcount increases as well as higher operating performance.
Incremental cost from recent acquisitions completed since March 31, 2025 added $14.7 million of non-variable salary expense during the three months ended March 31, 2026. The additional increase of $11.2 million is principally due to growth in our business segments, as well as within our overhead departments, principally due to the increase in headcount, as well as the impact of annual merit increases.
Employee benefits and other compensation increased principally due to higher payroll taxes, healthcare benefits, and retirement costs, resulting from the increase in headcount, and these increases were partially offset by the increased participation in an employee-elected deferred incentive plan, which is a company-offered plan whereby employees can exchange a portion of cash incentive for an award of restricted stock that is amortized over a thirty-six month period following the grant date.
Share-based compensation, which contains stock option and restricted stock expenses, increased principally due to the issuance of certain executive stock option and restricted stock grants since December 31, 2024.
During the three months ended March 31, 2026, severance included costs related to a formal collective redundancy consolidation process for U.K.-based employees following integration of certain RJO entities. Severance also included termination and retention costs for certain U.S.-based positions related to the ongoing integration activities of certain RJO entities.
Other Expenses: Other non-compensation expenses increased $69.0 million, or 56%, to $192.1 million in the three months ended March 31, 2026 compared to $123.1 million in the three months ended March 31, 2025.
Trading system and market information increased $6.3 million, principally due to an increase in trading system costs in our OTC and clearing business activities, and an increase in market information in our Global Hedging and Debt Capital Markets businesses. Incremental cost from acquisitions completed since March 31, 2025 added $2.9 million of expense.
Professional fees increased $1.9 million, as incremental cost from acquisitions completed since March 31, 2025 added $2.2 million of expense.
Non-trading technology and support increased $7.5 million, principally due to an increase in core and development technology costs. Incremental cost from acquisitions completed since March 31, 2025 added $3.3 million of expense.
Occupancy and equipment rental costs increased $4.8 million, as incremental cost from acquisitions completed since March 31, 2025 added $2.3 million of expense. Additionally, we had increased office costs in Germany, France, Singapore, Colombia, and India, along with an increase in property service charges, utilities and office equipment costs.
Travel and business development increased $9.7 million, principally due to costs related to our global sales summit, held in March 2026, which occurs on a once-every-two years rotation. Incremental cost from acquired entities completed since March 31, 2025 added $1.3 million of expense.
Depreciation and amortization increased $11.3 million, principally due to $8.2 million of incremental amortization of acquired intangibles and $1.6 million of depreciation from the acquisitions completed since March 31, 2025, along with an increase in depreciation expense from capitalized internally developed software.
During the three months ended March 31, 2026, we recorded bad debts, net of recoveries of $12.4 million, principally related to bad debt expense from client receivables in the Global Metals and Supply & Trading businesses of our Commercial segment of $8.0 million and $2.1 million, respectively, as well as from client trading deficits in our Institutional, Self-Directed/Retail, and Commercial segments of $1.5 million, $0.5 million, and $0.4 million, respectively, which were partially offset by recoveries of $0.1 million.
Other expenses increased $13.0 million, principally due to the accretion of the contingent consideration liability related to the Benchmark acquisition, an increase in insurance costs and non-income taxes, as well as a $1.9 million charge in the resolution of the BTIG matter. Incremental cost from acquired entities completed since March 31, 2025 added $4.3 million of expense.
Other Losses: The results of the three months ended March 31, 2026 include a $2.5 million charge on the abandonment of certain software license and capitalized internally developed expenditures and a $0.2 million loss on an equity investment.
Provision for Taxes: The effective income tax rate was 23% and 26% in the three months ended March 31, 2026 and 2025, respectively. The effective tax rate for the three months ended March 31, 2026 and 2025 was higher than the U.S. federal statutory rate of 21% due to U.S. state and local taxes, global intangible low taxed income (“GILTI”), GloBE minimum tax, U.S. and foreign permanent differences, and the amount of foreign earnings taxed at higher rates.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Compensation and Other Expenses: Compensation and other expenses increased $367.3 million, or 48%, to $1,138.4 million in the six months ended March 31, 2026 compared to $771.1 million in the six months ended March 31, 2025, principally due to the acquisitions of RJO, Benchmark and others, as discussed further below.
Compensation and Benefits:
| | | | | | | | | | | | | | | | | | | | | | | |
| Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | $ Change | | % Change |
| Compensation and benefits: | | | | | | | |
| Variable compensation and benefits | | | | | | | |
| Front office | $ | 423.1 | | | $ | 239.2 | | | $ | 183.9 | | | 77 | % |
| Administrative, executive, and centralized and local operations | 41.3 | | | 40.8 | | | 0.5 | | | 1 | % |
| Total variable compensation and benefits | 464.4 | | | 280.0 | | | 184.4 | | | 66 | % |
| Variable compensation and benefits as a percentage of net operating revenues | 30 | % | | 29 | % | | | | |
| | | | | | | |
| Fixed compensation and benefits: | | | | | | | |
| Non-variable salaries | 205.6 | | | 160.6 | | | 45.0 | | | 28 | % |
| Employee benefits and other compensation | 51.4 | | | 49.8 | | | 1.6 | | | 3 | % |
| Share-based compensation | 28.0 | | | 22.0 | | | 6.0 | | | 27 | % |
| Severance | 13.7 | | | 7.2 | | | 6.5 | | | 90 | % |
| Total fixed compensation and benefits | 298.7 | | | 239.6 | | | 59.1 | | | 25 | % |
| Total compensation and benefits | $ | 763.1 | | | $ | 519.6 | | | $ | 243.5 | | | 47 | % |
| Total compensation and benefits as a percentage of operating revenues | 25 | % | | 27 | % | | | | |
| Number of employees, end of period | 5,307 | | | 4,709 | | | 598 | | | 13 | % |
Administrative, executive, and centralized and local operations variable compensation and benefits increased modestly, as increased costs from acquisition-related headcount increases as well as higher operating performance was partially offset by the recovery of certain benefit liabilities established in the U.K.
Incremental cost from recent acquisitions completed since March 31, 2025 added $29.6 million of non-variable salary expense during the six months ended March 31, 2026. The additional increase of $18.3 million is principally due to growth in our business segments, as well as within our overhead departments, principally due to the increase in headcount, as well as the impact of annual merit increases.
Employee benefits and other compensation increased principally due to higher payroll taxes, retirement costs, and healthcare benefits resulting from the increase in headcount. These increases were partially offset by increased participation in the aforementioned employee-elected deferred incentive plan.
Share-based compensation, which contains stock option and restricted stock expenses, increased principally due to the issuance of additional stock option awards and additional restricted stock grants since December 31, 2024.
During the six months ended March 31, 2026, severance included costs related to a formal collective redundancy consolidation process for U.K.-based employees following integration of certain RJO entities. Severance also included termination and retention costs for certain U.S.-based positions related to the ongoing integration activities of certain RJO entities. During the six months ended March 31, 2025, severance costs included amounts related to the departure of an executive officer.
Other Expenses: Other non-compensation expenses increased $123.8 million, or 49%, to $375.3 million in the six months ended March 31, 2026 compared to $251.5 million in the six months ended March 31, 2025.
Trading system and market information increased $11.3 million, principally due to an increase in trading system costs in our OTC and clearing business activities, and an increase in market information in our Debt Capital Markets, Equity Capital Markets, Correspondent Clearing, and Global Hedging businesses. Incremental cost from acquisitions completed since March 31, 2025 added $6.5 million of expense.
Professional fees increased $15.7 million, principally due to higher legal fees related to our defense in various legal matters, net of recoveries, including fees related to the BTIG matter, which was arbitrated during the six months ended March 31, 2026. To a lesser extent, higher audit, tax and other consultant fees also contributed to the increase. Incremental cost from acquired entities completed since March 31, 2025 added $6.5 million of expense.
Non-trading technology and support costs increased $14.4 million, principally due to an increase in core technology and development costs. Incremental cost from acquisitions completed since March 31, 2025 added $7.2 million of expense.
Occupancy and equipment rental costs increased $7.9 million, as incremental cost from acquisitions completed since March 31, 2025 added $4.3 million of expense. Additionally, we had increased office costs in Germany, France, Singapore, Colombia, and India, along with an increase in property service charges, utilities and office equipment costs.
Travel and business development increased $13.1 million, principally due to costs related to our global sales summit, held in March 2026, which occurs on a once-every-two years rotation. Incremental cost from acquired entities completed since March 31, 2025 added $3.3 million of expense.
Depreciation and amortization increased $20.6 million, principally due to $15.3 million of incremental amortization of acquired intangibles and $3.5 million of depreciation from the acquisitions completed since March 31, 2025, along with an increase in depreciation expense from capitalized internally developed software.
During the six months ended March 31, 2026, we recorded bad debts, net of recoveries of $13.6 million, principally related to bad debt expense from client receivables in the Global Metals and Supply & Trading businesses of our Commercial segment of $8.0 million and $2.1 million, respectively, and from client trading deficits in our Institutional, Self-Directed/Retail, and Commercial segments of $1.6 million, $0.6 million, and $1.3 million. During the six months ended March 31, 2025, we recorded bad debts, net of recoveries of $1.9 million, principally related to bad debt expense of $0.6 million in the Supply & Trading business of our Commercial segment, and client trading deficits in our Self-Directed/Retail and Commercial segments of $1.1 million and $0.6 million, respectively, which were partially offset by recoveries of $0.4 million.
Other expenses increased $23.2 million, principally due to a settlement in a Self-Directed/Retail Forex matter, a charge in the resolution of the BTIG matter, the accretion of the contingent consideration liability related to the Benchmark acquisition, and an increase in insurance costs. Incremental cost from acquired entities completed since March 31, 2025 added $3.6 million of expense.
Other (Loss) Gains, net: The results of the six months ended March 31, 2026 included a $2.5 million charge on the abandonment of certain software license and capitalized internally developed expenditures and a $0.6 million loss on an equity investment. The results of the six months ended March 31, 2025 included nonrecurring gains of $5.7 million, resulting from proceeds received from class action settlements, reported within the Self-Directed/Retail and Institutional segments.
Provision for Taxes: Our effective income tax rate was 24% and 27% for the six months ended March 31, 2026 and 2025, respectively. The effective income tax rate was higher than the U.S. federal statutory rate of 21% due to U.S. state and local taxes, changes in valuation allowances, GILTI, GloBE minimum tax, U.S. and foreign permanent differences, and the amount of foreign earnings taxed at higher tax rates.
Variable vs. Fixed Expenses
The table below presents our variable expenses and non-variable expenses as a percentage of total non-interest expenses for the periods indicated.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | % of Total | | 2025 | | % of Total | | 2026 | | % of Total | | 2025 | | % of Total |
| Variable compensation and benefits | $ | 248.5 | | | 29% | | $ | 146.7 | | | 28% | | $ | 464.4 | | | 29% | | $ | 280.0 | | | 27% |
| Transaction-based clearing expenses | 152.7 | | | 19% | | 91.8 | | | 17% | | 285.3 | | | 17% | | 178.3 | | | 17% |
| Introducing broker commissions | 97.4 | | | 11% | | 45.5 | | | 9% | | 190.6 | | | 12% | | 89.8 | | | 9% |
| Total variable expenses | 498.6 | | | 59% | | 284.0 | | | 54% | | 940.3 | | | 58% | | 548.1 | | | 53% |
| Fixed compensation and benefits | 158.7 | | | 19% | | 120.4 | | | 23% | | 298.7 | | | 19% | | 239.6 | | | 23% |
| Other fixed expenses | 179.7 | | | 21% | | 123.0 | | | 23% | | 361.7 | | | 22% | | 249.6 | | | 24% |
| Bad debts, net of recoveries | 12.4 | | | 1% | | 0.1 | | | —% | | 13.6 | | | 1% | | 1.9 | | | —% |
| Total non-variable expenses | 350.8 | | | 41% | | 243.5 | | | 46% | | 674.0 | | | 42% | | 491.1 | | | 47% |
| Total non-interest expenses | $ | 849.4 | | | 100% | | $ | 527.5 | | | 100% | | $ | 1,614.3 | | | 100% | | $ | 1,039.2 | | | 100% |
Our variable expenses included variable compensation paid to traders and risk management consultants, bonuses paid to operational, administrative, and executive employees, transaction-based clearing expenses and introducing broker commissions. We seek to make our non-interest expenses variable to the greatest extent possible, and to keep our fixed costs as low as possible.
Segment Information
Our operating segments are based principally on the nature of the clients we serve (commercial, institutional, and self-directed/retail), and a fourth operating segment, our payments business. We manage our business in this manner due to our large global footprint, in which we have more than 5,400 employees allowing us to serve clients in more than 180 countries.
During the three months ended September 30, 2025, our acquisition of RJO triggered a reassessment of the financial information reviewed by management. We determined the acquired business activities of RJO were similar to our existing businesses, and the reassessment confirmed the current composition of our operating segments, except for one change resulting in the combination of all physical trading capabilities in precious metals being reported within the Commercial segment. Previously, the Self-Directed/Retail segment contained a portion of our precious metals activities. All segment information has been revised to reflect all precious metals business within the Commercial segment retroactive to October 1, 2024.
Our business activities are managed as operating segments, which are our reportable segments for financial reporting purposes, as shown below.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| StoneX Group Inc. |
| | | | | | | | | | |
| | | | | | | | | | |
| Commercial | | Institutional | | Self-Directed/Retail | | Payments |
| Primary Activities: | | Primary Activities: | | Primary Activities: | | Primary Activities: |
Global Hedging (f/k/a Financial Ag & Energy) | | Equity Capital Markets | | Forex/CFD | | Payments |
Global Metals (f/k/a LME and Precious Metals) | | Prime Services | | Independent Wealth Management | | Payment Technology Services |
StoneX Supply & Trading (f/k/a Physical Ag & Energy) | | Debt Capital Markets | | | | |
| | Exchange-Traded Futures & Options | | | | |
| | Correspondent Clearing | | | | |
| | FX Prime Brokerage | | | | |
| | Investment Banking | | | | |
| | Digital Assets | | | | |
Total revenues, operating revenues and net operating revenues shown as “Corporate” primarily consist of interest income from our centralized corporate treasury function. Corporate also includes net costs not allocated to operating segments, including costs and expenses of certain shared services such as information technology, accounting and treasury, credit and risk, legal and compliance, and human resources and other activities. For additional information regarding Corporate, see Note 18 to the Condensed Consolidated Financial Statements.
Operating revenues, net operating revenues, net contribution and segment income are some of the key measures used by management to assess the performance of each segment and for decisions regarding the allocation of our resources. Operating revenues are calculated as total revenues less cost of sales of physical commodities.
Net operating revenues are calculated as operating revenues less transaction-based clearing expenses, introducing broker commissions and interest expense.
Net contribution is calculated as net operating revenues less variable compensation. Variable compensation paid to risk management consultants and traders generally represents a fixed percentage that can vary by revenue type. This fixed percentage is applied to revenues generated, and in some cases, revenues generated less transaction-based clearing expenses, base salaries and other expenses/allocations.
Segment income is calculated as net contribution less non-variable direct segment costs. These non-variable direct expenses include trader base compensation and benefits, operational charges, trading systems and market information, professional fees, travel and business development, communications, bad debts, trade errors and direct marketing expenses.
Segment income is used by our chief operating decision maker (“CODM”) as the primary measure of segment profit or loss in the evaluation of each of our operating segments. The CODM also uses ‘Segment income, less allocation of overhead costs’ as an additional segment measure of our segments’ financial performance. The allocation of overhead costs to operating segments includes costs associated with compliance, technology, and credit and risk costs. The share of allocated costs is based on resources consumed by the relevant businesses. In addition, the allocation of human resources and occupancy costs is principally based on employee costs within the relevant businesses. The measure of segment profit or loss most consistent with the corresponding amounts in the condensed consolidated financial statements is segment income.
Total Segment Results
The following table shows summary information concerning all of our business segments on a combined basis, excluding Corporate, for the periods indicated.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | % of Operating Revenues | | 2025 | | % of Operating Revenues | | 2026 | | % of Operating Revenues | | 2025 | | % of Operating Revenues |
| Revenues: | | | | | | | | | | | | | | | |
| Sales of physical commodities | $ | 44,296.9 | | | | | $ | 35,992.6 | | | | | $ | 81,986.0 | | | | | $ | 63,043.7 | | | |
| Principal gains, net | 460.9 | | | | | 295.4 | | | | | 839.2 | | | | | 605.1 | | | |
| Commission and clearing fees | 348.2 | | | | | 165.0 | | | | | 654.0 | | | | | 314.7 | | | |
| Consulting, management, and account fees | 67.1 | | | | | 43.6 | | | | | 141.3 | | | | | 91.0 | | | |
| Interest income | 589.6 | | | | | 391.6 | | | | | 1,178.6 | | | | | 778.8 | | | |
| Total revenues | 45,762.7 | | | | | 36,888.2 | | | | | 84,799.1 | | | | | 64,833.3 | | | |
| Cost of sales of physical commodities | 44,194.2 | | | | | 35,934.7 | | | | | 81,785.8 | | | | | 62,925.7 | | | |
| Operating revenues | 1,568.5 | | | 100% | | 953.5 | | | 100% | | 3,013.3 | | | 100% | | 1,907.6 | | | 100% |
| Transaction-based clearing expenses | 150.9 | | | 10% | | 91.1 | | | 10% | | 282.1 | | | 9% | | 176.9 | | | 9% |
| Introducing broker commissions | 97.4 | | | 6% | | 45.5 | | | 5% | | 190.4 | | | 6% | | 89.8 | | | 5% |
| Interest expense | 469.6 | | | 30% | | 321.0 | | | 34% | | 934.4 | | | 31% | | 631.8 | | | 33% |
| Net operating revenues | 850.6 | | | | | 495.9 | | | | | 1,606.4 | | | | | 1,009.1 | | | |
| Variable direct compensation and benefits | 222.4 | | | 14% | | 129.3 | | | 14% | | 424.5 | | | 14% | | 241.1 | | | 13% |
| Net contribution | 628.2 | | | | | 366.6 | | | | | 1,181.9 | | | | | 768.0 | | | |
| Fixed compensation and benefits | 75.1 | | | | | 57.8 | | | | | 136.2 | | | | | 109.4 | | | |
| Trading systems and market information | 19.2 | | | | | 16.0 | | | | | 38.5 | | | | | 31.8 | | | |
| Professional fees | 7.1 | | | | | 7.8 | | | | | 27.0 | | | | | 17.9 | | | |
| Non-trading technology and support | 4.3 | | | | | 4.5 | | | | | 8.2 | | | | | 8.4 | | | |
| Selling and marketing | 11.7 | | | | | 11.1 | | | | | 22.2 | | | | | 22.2 | | | |
| Travel and business development | 6.2 | | | | | 4.7 | | | | | 13.5 | | | | | 10.3 | | | |
| Depreciation and amortization | 16.7 | | | | | 8.6 | | | | | 31.9 | | | | | 17.7 | | | |
| Bad debts, net of recoveries | 12.4 | | | | | 0.1 | | | | | 13.6 | | | | | 1.9 | | | |
| Shared services | 25.0 | | | | | 14.9 | | | | | 47.1 | | | | | 30.3 | | | |
| Other fixed expenses | 20.6 | | | | | 11.4 | | | | | 42.8 | | | | | 22.8 | | | |
| Total fixed compensation and other expenses | 198.3 | | | 13% | | 136.9 | | | 14% | | 381.0 | | | 13% | | 272.7 | | | 14% |
| Other (losses) gains, net | (2.7) | | | | | — | | | | | (3.1) | | | | | 5.7 | | | |
| Segment income | 427.2 | | | | | 229.7 | | | | | 797.8 | | | | | 501.0 | | | |
| Allocation of overhead costs | 47.6 | | | | | 43.4 | | | | | 92.4 | | | | | 86.1 | | | |
| Segment income, less allocation of overhead costs | $ | 379.6 | | | | | $ | 186.3 | | | | | $ | 705.4 | | | | | $ | 414.9 | | | |
Commercial
We offer our commercial clients a comprehensive array of products and services, including risk management and hedging services, execution and clearing of exchange-traded and OTC products, voice brokerage, market intelligence and physical trading, as well as commodity marketing, procurement, logistics and price management services. We believe providing these high-value-added products and services differentiates us from our competitors and maximizes our opportunity to retain our clients.
As noted in the beginning of this Segment Information section, the portion of our precious metals activities previously reported in our Self-Directed/Retail segment has been moved into and combined with our precious metals activities within this segment. All segment information has been revised to reflect all precious metals business within this segment retroactive to October 1, 2024.
The tables below present the financial performance, a disaggregation of operating revenues, and select operating data and metrics used by management in evaluating the performance of the Commercial segment, for the periods indicated.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Revenues: | | | | | | | | | | | |
| Sales of physical commodities | $ | 44,296.9 | | | $ | 35,992.6 | | | 23% | | $ | 81,986.0 | | | $ | 63,043.7 | | | 30% |
| Principal gains, net | 215.7 | | | 84.0 | | | 157% | | 345.2 | | | 149.5 | | | 131% |
| Commission and clearing fees | 121.9 | | | 54.3 | | | 124% | | 233.8 | | | 103.0 | | | 127% |
| Consulting, management and account fees | 11.6 | | | 7.5 | | | 55% | | 20.2 | | | 14.7 | | | 37% |
| Interest income | 85.7 | | | 46.1 | | | 86% | | 165.6 | | | 99.4 | | | 67% |
| Total revenues | 44,731.8 | | | 36,184.5 | | | 24% | | 82,750.8 | | | 63,410.3 | | | 31% |
| Cost of sales of physical commodities | 44,194.2 | | | 35,934.7 | | | 23% | | 81,785.8 | | | 62,925.7 | | | 30% |
| Operating revenues | 537.6 | | | 249.8 | | | 115% | | 965.0 | | | 484.6 | | | 99% |
| Transaction-based clearing expenses | 41.9 | | | 19.1 | | | 119% | | 72.2 | | | 36.7 | | | 97% |
| Introducing broker commissions | 51.7 | | | 13.1 | | | 295% | | 101.6 | | | 24.4 | | | 316% |
| Interest expense | 33.8 | | | 23.3 | | | 45% | | 64.7 | | | 37.7 | | | 72% |
| Net operating revenues | 410.2 | | | 194.3 | | | 111% | | 726.5 | | | 385.8 | | | 88% |
| Variable direct compensation and benefits | 95.1 | | | 53.4 | | | 78% | | 176.2 | | | 97.1 | | | 81% |
| Net contribution | 315.1 | | | 140.9 | | | 124% | | 550.3 | | | 288.7 | | | 91% |
| Fixed compensation and benefits | 24.5 | | | 19.8 | | | 24% | | 47.0 | | | 36.9 | | | 27% |
| Trading systems and market information | 5.5 | | | 4.7 | | | 17% | | 10.2 | | | 8.7 | | | 17% |
| Professional fees | 1.6 | | | 1.9 | | | (16)% | | 4.0 | | | 4.0 | | | —% |
| Non-trading technology and support | 0.6 | | | 0.4 | | | 50% | | 1.1 | | | 0.8 | | | 38% |
| Selling and marketing | 1.8 | | | 1.2 | | | 50% | | 2.6 | | | 2.5 | | | 4% |
| Travel and business development | 2.7 | | | 2.0 | | | 35% | | 5.9 | | | 4.3 | | | 37% |
| Depreciation and amortization | 6.1 | | | 2.1 | | | 190% | | 11.6 | | | 3.9 | | | 197% |
| Bad debts, net of recoveries | 10.4 | | | (0.3) | | | n/m | | 11.4 | | | 0.9 | | | n/m |
| Shared services | 11.8 | | | 7.0 | | | 69% | | 21.1 | | | 13.8 | | | 53% |
| Other fixed expenses | 5.8 | | | 4.9 | | | 18% | | 12.0 | | | 11.6 | | | 3% |
| Total fixed compensation and other expenses | 70.8 | | | 43.7 | | | 62% | | 126.9 | | | 87.4 | | | 45% |
| | | | | | | | | | | |
| Segment income | 244.3 | | | 97.2 | | | 151% | | 423.4 | | | 201.3 | | | 110% |
| Allocation of overhead costs | 12.4 | | | 9.9 | | | 25% | | 24.0 | | | 19.6 | | | 22% |
| Segment income, less allocation of overhead costs | $ | 231.9 | | | $ | 87.3 | | | 166% | | $ | 399.4 | | | $ | 181.7 | | | 120% |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Operating Revenues (in millions): | | | | | | | | | | | |
| Listed derivatives | $ | 159.8 | | | $ | 75.5 | | | 112% | | $ | 293.7 | | | $ | 137.7 | | | 113% |
| OTC derivatives | 119.1 | | | 60.3 | | | 98% | | 182.2 | | | 96.9 | | | 88% |
| Physical contracts | 190.1 | | | 72.6 | | | 162% | | 346.8 | | | 165.2 | | | 110% |
| Interest / fees earned on client balances | 62.7 | | | 34.7 | | | 81% | | 127.3 | | | 71.3 | | | 79% |
| Other | 5.9 | | | 6.7 | | | (12)% | | 15.0 | | | 13.5 | | | 11% |
| $ | 537.6 | | | $ | 249.8 | | | 115% | | $ | 965.0 | | | $ | 484.6 | | | 99% |
| | | | | | | | | | | |
| Volumes and Other Select Data: | | |
Listed derivatives (contracts, 000’s) (1) | 18,951 | | | 11,434 | | | 66% | | 37,732 | | | 22,042 | | | 71% |
Listed derivatives, average rate per contract (2) | $ | 8.03 | | | $ | 6.35 | | | 26% | | $ | 7.45 | | | $ | 6.02 | | | 24% |
Average client equity - listed derivatives (millions) (1) | $ | 4,279 | | | $ | 1,737 | | | 146% | | $ | 4,149 | | | $ | 1,732 | | | 140% |
| OTC derivatives (contracts, 000’s) | 1,507 | | | 897 | | | 68% | | 2,514 | | | 1,756 | | | 43% |
| OTC derivatives, average rate per contract | $ | 79.89 | | | $ | 68.35 | | | 17% | | $ | 73.35 | | | $ | 55.87 | | | 31% |
| | | | | | | | | | | | | | |
(1) | The acquisition of RJO, effective July 31, 2025, contributed 5.1 million and 10.9 million listed derivative contracts and $2.1 billion and $2.2 billion in average client equity for the three and six months ended March 31, 2026, respectively. |
(2) | Give-up fee revenues, related to contract execution for clients of other FCMs, as well as cash and voice brokerage revenues are excluded from the calculation of listed derivatives, average rate per contract. |
| | | | |
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Operating revenues increased $287.8 million, or 115%, to $537.6 million in the three months ended March 31, 2026 compared to $249.8 million in the three months ended March 31, 2025. Net operating revenues increased $215.9 million, or 111%, to $410.2 million in the three months ended March 31, 2026 compared to $194.3 million in the three months ended March 31, 2025.
Operating revenues derived from listed derivatives increased $84.3 million, principally driven by a 66% increase in listed derivatives contract volumes and a 26% increase in the average rate per contract. The increase in contract volumes as well as the increase in rate per contract was primarily driven by the acquisition of RJO as well as an increase in client activity and a widening of spreads in LME base metals markets. The acquired RJO business contributed $56.5 million in operating revenues derived from listed derivatives.
Operating revenues derived from OTC derivatives increased $58.8 million, principally resulting from a 68% increase in OTC derivative contract volumes as well as a 17% increase in the average rate per contract. This significant increase in client activity and the widening of spreads, most prevalent in agricultural and energy markets, including renewable fuels, was primarily driven by heightened volatility as a result of the onset and continuation of the U.S.-Iran conflict. In addition, we experienced strong performance in soft commodity markets, most notably in cocoa, while overall OTC performance was enhanced by the significant investments made in technology, which have allowed for more efficient processing and hedging of OTC transactions.
Operating revenues derived from physical transactions increased $117.5 million, principally driven by a $116.1 million increase in operating revenues in our physical precious metals business, along with a $1.0 million increase in physical supply and trading operating revenues. The record performance in our precious metals business was primarily driven by sustained volatility in global markets, which combined with our expansive global footprint, enabled us to fulfill heightened client needs for our services. Precious metals related operating revenues were favorably impacted by $4.0 million in the three months ended March 31, 2026 of realized gains on the sale of physical inventories carried at the lower of cost or net realizable value for which losses on related derivative positions were recognized in prior periods, while the prior year period was unfavorably impacted by unrealized losses of $4.0 million on derivative positions related to physical inventories carried at the lower of cost or net realizable value.
Interest and fee income earned on client balances increased $28.0 million, primarily as a result of the acquisition of RJO, which contributed $17.8 million in interest and fee income earned on client balances and helped drive a 146% increase in average client equity. This increase was partially offset by the decline in short-term interest rates.
Interest expense increased $10.5 million, principally related to a $12.4 million increase in interest paid to clients, primarily driven by the acquisition of RJO, partially offset by a decrease in interest expense related to financing costs in our physical precious metals business.
Variable expenses, excluding interest, expressed as a percentage of operating revenues were 35% and 34% for the three months ended March 31, 2026 and 2025, respectively. The growth was principally driven by an increase in introducing broker commissions related to the acquisition of the RJO business.
Segment income increased $147.1 million, principally due to the increase in operating revenues noted above, which were partially offset by a $38.6 million increase in introducing broker commissions and a $22.8 million increase in transaction-based clearing expenses, each of which was primarily driven by the acquisition of RJO. In addition, the operating revenue growth was also partially offset by the increase in interest expense noted above, a $41.7 million increase in variable compensation and a $27.1 million increase in non-variable direct expenses, of which $6.3 million was attributable to the RJO business. The increase in non-variable direct expenses was also partially driven by an unfavorable $10.7 million variance in bad debt, net of recoveries, primarily related to our physical precious metals business.
For the three months ended March 31, 2026, we calculated an allocation for overhead costs of $12.4 million for the Commercial segment compared to a $9.9 million allocation in the three months ended March 31, 2025.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Operating revenues increased $480.4 million, or 99%, to $965.0 million in the six months ended March 31, 2026 compared to $484.6 million in the six months ended March 31, 2025. Net operating revenues increased $340.7 million, or 88%, to $726.5 million in the six months ended March 31, 2026 compared to $385.8 million in the six months ended March 31, 2025.
Operating revenues derived from listed derivatives increased $156.0 million, principally driven by a 71% increase in listed derivative contract volumes and a 24% increase in the average rate per contract. The increase in contract volumes as well as the increase in rate per contract was primarily driven by the acquisition of RJO as well as increased client activity and a widening
of spreads in LME base metals markets. The acquired RJO business contributed $111.7 million in operating revenues derived from listed derivatives.
Operating revenues derived from OTC transactions increased $85.3 million, principally resulting from a 43% increase in OTC derivative contract volumes as well as a 31% increase in the average rate per contract. This significant increase in client activity and the widening of spreads, most prevalent in agricultural and energy markets, including renewable fuels, was primarily driven by heightened volatility as a result of the onset and continuation of the U.S.-Iran conflict. In addition, we experienced strong performance in soft commodity markets, most notably in cocoa, while overall OTC performance was enhanced by the significant investments made in technology, which have allowed for more efficient processing and hedging of OTC transactions.
Operating revenues derived from physical transactions increased $181.6 million, principally driven by a $200.0 million increase in operating revenues in our physical precious metals business, partially offset by an $18.8 million decline in our physical supply and trading business. The performance in our precious metals business was primarily driven by sustained volatility in global markets, which combined with our expansive global footprint, enabled us to fulfill heightened client needs for our services.
Interest and fee income earned on client balances increased $56.0 million, primarily as a result of the acquisition of RJO, which contributed $39.5 million in interest and fee income earned on client balances and helped drive a 140% increase in average client equity. This increase was partially offset by the decline in short-term interest rates.
Interest expense increased $27.0 million, principally related to a $24.2 million increase in interest paid to clients, primarily driven by the acquisition of RJO.
Variable expenses, excluding interest, expressed as a percentage of operating revenues, were 36% and 33% for the six months ended March 31, 2026 and 2025, respectively. The growth was principally driven by an increase in introducing broker commissions related to the acquisition of the RJO business.
Segment income increased $222.1 million, primarily related to the increase in operating revenues noted above, which were partially offset by a $77.2 million increase in introducing broker commissions and a $35.5 million increase in transaction-based clearing expenses, each of which was principally driven by the acquisition of RJO. In addition, the operating revenue growth was also partially offset by the increase in interest expense noted above, a $79.1 million increase in variable compensation and a $39.5 million increase in non-variable direct expenses, of which $12.3 million was attributable to the RJO business.
For the six months ended March 31, 2026, we calculated an allocation for overhead costs of $24.0 million for the Commercial segment compared to a $19.6 million allocation in the six months ended March 31, 2025.
Institutional
We provide institutional clients with a suite of equity trading services to help them find liquidity with best execution, consistent liquidity across a robust array of fixed income products, competitive and efficient clearing and execution in all major futures and securities exchanges globally as well as prime brokerage in equities and major foreign currency pairs and swap transactions. Additionally, we operate a comprehensive investment banking platform which provides both investment banking services and equity research.
The tables below present the financial performance, a disaggregation of operating revenues, and select operating data and metrics used by management in evaluating the performance of the Institutional segment, for the periods indicated.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Revenues: | | | | | | | | | | | |
| Sales of physical commodities | $ | — | | | $ | — | | | —% | | $ | — | | | $ | — | | | —% |
| Principal gains, net | 126.9 | | | 107.9 | | | 18% | | 266.5 | | | 216.5 | | | 23% |
| Commission and clearing fees | 208.0 | | | 95.4 | | | 118% | | 385.4 | | | 181.1 | | | 113% |
| Consulting, management and account fees | 37.7 | | | 20.5 | | | 84% | | 85.4 | | | 40.8 | | | 109% |
| Interest income | 495.8 | | | 337.4 | | | 47% | | 997.1 | | | 662.4 | | | 51% |
| Total revenues | 868.4 | | | 561.2 | | | 55% | | 1,734.4 | | | 1,100.8 | | | 58% |
| Cost of sales of physical commodities | — | | | — | | | —% | | — | | | — | | | —% |
| Operating revenues | 868.4 | | | 561.2 | | | 55% | | 1,734.4 | | | 1,100.8 | | | 58% |
| Transaction-based clearing expenses | 102.3 | | | 67.1 | | | 52% | | 197.6 | | | 130.1 | | | 52% |
| Introducing broker commissions | 17.0 | | | 7.2 | | | 136% | | 31.7 | | | 15.3 | | | 107% |
| Interest expense | 433.6 | | | 295.9 | | | 47% | | 865.4 | | | 590.4 | | | 47% |
| Net operating revenues | 315.5 | | | 191.0 | | | 65% | | 639.7 | | | 365.0 | | | 75% |
| Variable direct compensation and benefits | 114.2 | | | 62.5 | | | 83% | | 221.5 | | | 118.7 | | | 87% |
| Net contribution | 201.3 | | | 128.5 | | | 57% | | 418.2 | | | 246.3 | | | 70% |
| Fixed compensation and benefits | 36.7 | | | 21.8 | | | 68% | | 63.1 | | | 40.4 | | | 56% |
| Trading systems and market information | 10.3 | | | 7.7 | | | 34% | | 21.8 | | | 15.6 | | | 40% |
| Professional fees | 3.0 | | | 1.9 | | | 58% | | 18.2 | | | 6.6 | | | 176% |
| Non-trading technology and support | 1.2 | | | 1.0 | | | 20% | | 2.7 | | | 1.9 | | | 42% |
| Selling and marketing | 1.2 | | | 0.8 | | | 50% | | 2.5 | | | 1.8 | | | 39% |
| Travel and business development | 2.8 | | | 1.9 | | | 47% | | 6.1 | | | 4.3 | | | 42% |
| Depreciation and amortization | 5.5 | | | 1.0 | | | 450% | | 10.9 | | | 2.0 | | | 445% |
| Bad debts, net of recoveries | 1.5 | | | (0.1) | | | n/m | | 1.6 | | | (0.1) | | | n/m |
| Shared services | 7.0 | | | 3.5 | | | 100% | | 13.7 | | | 6.9 | | | 99% |
| Other fixed expenses | 8.7 | | | 2.5 | | | 248% | | 14.9 | | | 3.6 | | | 314% |
| Non-variable direct expenses | 77.9 | | | 42.0 | | | 85% | | 155.5 | | | 83.0 | | | 87% |
| Other (loss) gain, net | (2.5) | | | — | | | n/m | | (2.5) | | | 1.3 | | | n/m |
| Segment income | 120.9 | | | 86.5 | | | 40% | | 260.2 | | | 164.6 | | | 58% |
| Allocation of overhead costs | 15.0 | | | 15.1 | | | (1)% | | 29.4 | | | 29.9 | | | (2)% |
| Segment income, less allocation of overhead costs | $ | 105.9 | | | $ | 71.4 | | | 48% | | $ | 230.8 | | | $ | 134.7 | | | 71% |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Operating Revenues (in millions): | | | | | | | | | | | |
| Listed derivatives | $ | 158.0 | | | $ | 52.9 | | | 199% | | $ | 293.2 | | | $ | 102.5 | | | 186% |
| | | | | | | | | | | |
| Securities | 553.6 | | | 398.8 | | | 39% | | 1,098.0 | | | 772.3 | | | 42% |
| FX contracts | 6.9 | | | 7.9 | | | (13)% | | 13.8 | | | 17.5 | | | (21)% |
| Interest / fees earned on client balances | 93.1 | | | 66.4 | | | 40% | | 201.7 | | | 136.7 | | | 48% |
| Other | 56.8 | | | 35.2 | | | 61% | | 127.7 | | | 71.8 | | | 78% |
| $ | 868.4 | | | $ | 561.2 | | | 55% | | $ | 1,734.4 | | | $ | 1,100.8 | | | 58% |
| | | | | | | | | | | |
| Volumes and Other Select Data: | | |
Listed derivatives (contracts, 000’s) (1) | 78,201 | | | 49,719 | | | 57% | | 143,541 | | | 92,291 | | | 56% |
Listed derivatives, average rate per contract (2) | $ | 1.67 | | | $ | 1.02 | | | 64% | | $ | 1.68 | | | $ | 1.07 | | | 57% |
Average client equity - listed derivatives (millions) (1) | $ | 9,679 | | | $ | 4,902 | | | 97% | | $ | 9,452 | | | $ | 4,898 | | | 93% |
| Securities ADV (millions) | $ | 12,066 | | | $ | 8,915 | | | 35% | | $ | 11,323 | | | $ | 8,822 | | | 28% |
Securities RPM (2) | $ | 272 | | | $ | 279 | | | (3)% | | $ | 295 | | | $ | 258 | | | 14% |
| Average money market / FDIC sweep client balances (millions) | $ | 1,196 | | | $ | 1,283 | | | (7)% | | $ | 1,228 | | | $ | 1,240 | | | (1)% |
| FX contracts ADV ( millions) | $ | 3,068 | | | $ | 2,948 | | | 4% | | $ | 2,844 | | | $ | 3,524 | | | (19)% |
| FX contracts RPM | $ | 35 | | | $ | 41 | | | (15)% | | $ | 37 | | | $ | 38 | | | (3)% |
| | | | | | | | | | | | | | |
(1) | The acquisition of RJO, effective July 31, 2025, contributed 32.7 million and 57.9 million listed derivative contracts and $4.2 billion and $3.9 billion in average client equity for the three and six months ended March 31, 2026, respectively. |
(2) | Give-up fee revenues, related to contract execution for clients of other FCMs, are excluded from the calculation of listed derivatives, average rate per contract. |
(3) | Interest expense associated with our fixed income activities is deducted from operating revenues in the calculation of Securities RPM, while interest income related to securities lending is excluded. |
| |
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Operating revenues increased $307.2 million, or 55%, to $868.4 million in the three months ended March 31, 2026 compared to $561.2 million in the three months ended March 31, 2025. Net operating revenues increased $124.5 million, or 65%, to $315.5 million in the three months ended March 31, 2026 compared to $191.0 million in the three months ended March 31, 2025.
Operating revenues derived from listed derivatives increased $105.1 million principally driven by a 57% increase in contract volumes, primarily as a result of the acquisition of RJO, as well as a 64% increase in the average rate per contract. The acquired RJO business contributed $95.2 million in operating revenues derived from listed derivatives.
Operating revenues derived from securities transactions increased $154.8 million, principally driven by a 35% increase in the ADV of securities traded, partially offset by a 3% decline in the securities RPM. The increase in securities ADV was driven by growth in U.S. equity volumes as well as an increase in overall client activity driven by the onset and continuation of the U.S.-Iran conflict. The decline in securities RPM, was principally driven by product mix, resulting from an increase in narrower spread products, such as U.S. equities and U.S. Treasuries.
Operating revenues derived from FX contracts declined $1.0 million, principally driven by a 15% decrease in the average rate per contract, partially offset by a 4% increase in the ADV of FX contracts traded.
Interest and fee income earned on client balances, which is associated with our listed derivative and correspondent clearing businesses increased $26.7 million, principally driven by an increase of 97% in the average client equity balances, partially offset by the decrease in short-term interest rates and a 7% decline in average money market / FDIC sweep client balances. The acquisition of RJO contributed $4.2 billion in average client equity and $37.5 million in interest and fee income earned on client balances in the three months ended March 31, 2026.
Interest expense increased $137.7 million, primarily as a result of the increase in securities ADV, with interest expense directly associated with serving as an institutional dealer in fixed income securities increasing $131.5 million, to $364.1 million and interest expense directly attributable to securities lending activities increasing $1.1 million, to $22.5 million. Interest paid to clients increased $13.9 million to $38.4 million, as the acquired RJO business added $18.3 million, partially offset by a decrease in our Exchange-Traded Futures & Options business, excluding RJO. These increases were partially offset by decreases in interest from short-term financing facilities and other counterparties of $8.7 million.
Variable expenses, excluding interest, expressed as a percentage of operating revenues were 27% in the three months ended March 31, 2026 compared to 24% in the three months ended March 31, 2025.
Segment income increased $34.4 million, principally due to the increase in net operating revenues noted above, partially offset by a $51.7 million increase in variable compensation and benefits and a $35.9 million increase in non-variable direct expenses, with $19.3 million of this increase attributable to the acquisition of RJO. Excluding the acquired RJO business, non-variable direct expenses increased $16.6 million, primarily related to a $7.3 million increase in fixed compensation and benefits, a $1.9 million charge in the resolution of the BTIG matter, a $1.6 million increase in bad debts, net of recoveries, a $1.5 million increase in contingent acquisition accretion expense, and a $2.8 million increase in trading systems and market information. The increase in fixed compensation and benefits, market information, and contingent acquisition accretion expense was primarily related to the acquisition of The Benchmark Company. Segment income in the three months ended March 31, 2026, included a $2.5 million charge on the abandonment of certain capitalized software license and internally developed expenditures.
For the three months ended March 31, 2026, we calculated an allocation for overhead costs of $15.0 million for the Institutional segment compared to a $15.1 million allocation in the three months ended March 31, 2025.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Operating revenues increased $633.6 million, or 58%, to $1,734.4 million in the six months ended March 31, 2026 compared to $1,100.8 million in the six months ended March 31, 2025. Net operating revenues increased $274.7 million, or 75%, to $639.7 million in the six months ended March 31, 2026 compared to $365.0 million in the six months ended March 31, 2025.
Operating revenues derived from listed derivatives increased $190.7 million, principally driven by a 56% increase in contract volumes, primarily as a result of the acquisition of RJO, as well as a 57% increase in the average rate per contract. The acquired RJO business contributed $175.7 million in operating revenues derived from listed derivatives.
Operating revenues derived from securities transactions increased $325.7 million, principally driven by a 28% increase in the ADV of securities traded, primarily as a result of increased client activity in both equity and fixed income markets, as well as a 14% increase in securities RPM.
Operating revenues derived from FX contracts declined $3.7 million, principally driven by a 19% decline in the ADV of FX contracts traded, partially offset by a 3% increase in the average rate per contract.
Interest and fee income earned on client balances, which is associated with our listed derivative business, as well as our correspondent clearing businesses, increased $65.0 million, principally driven by an increase of 93% in average client equity balances, partially offset by a 1% decline in average money market / FDIC sweep client balances, partially offset by a decline in short-term interest rates. The acquisition of RJO contributed $3.9 billion in average client equity and $79.5 million in interest and fee income earned on client balances in the six months ended March 31, 2026.
Interest expense increased $275.0 million, primarily as a result of the increase in Securities ADV, with interest expense directly associated with serving as an institutional dealer in fixed income securities increasing $261.6 million, to $717.8 million and interest expense directly attributable to securities lending activities increasing $7.0 million to $50.4 million. Interest paid to clients increased $29.4 million to $80.7 million, as the acquired RJO business added $36.7 million, partially offset by a decrease in our Exchange-Traded Futures & Options business, excluding RJO. Partially offsetting these increases, interest from short-term financing facilities and other counterparties decreased $23.0 million.
Variable expenses, excluding interest, expressed as a percentage of operating revenues increased to 26% in the six months ended March 31, 2026 compared to 24% in the six months ended March 31, 2025.
Segment income increased $95.6 million, principally driven by the increase in net operating revenues noted above, partially offset by a $102.8 million increase in variable compensation and benefits and a $72.5 million increase in non-variable direct expenses, with $35.8 million of this increase attributable to the acquisition of RJO. Excluding the acquired RJO business, non-variable direct expenses increased $36.7 million, primarily related to an $11.6 million increase in fixed compensation and benefits, an $8.5 million increase in professional fees and a $3.3 million increase in contingent acquisition accretion expense, a $2.8 million increase in trading systems and market information, a $1.9 million charge in the resolution of the BTIG matter, and a $1.6 million increase in bad debts, net of recoveries. The increase in fixed compensation and benefits, market information, and contingent acquisition accretion expense was primarily related to the acquisition of The Benchmark Company and Octo Finances, while the increase in professional fees was related to the BTIG matter, which was arbitrated during the six months ended March 31, 2026. Segment income in the six months ended March 31, 2026, included a $2.5 million charge on the abandonment of certain software license and capitalized internally developed expenditures. Segment income in the six months ended March 31, 2025, was favorably impacted by a nonrecurring gain related to proceeds received of $1.3 million resulting from a foreign exchange class action settlement.
For the six months ended March 31, 2026, we calculated an allocation for overhead costs of $29.4 million for the Institutional segment compared to a $29.9 million allocation in the six months ended March 31, 2025.
Self-Directed/Retail
We provide our Self-Directed/Retail clients around the world access to over 18,000 global financial markets, including spot foreign exchange ("forex"), as well as contracts for difference (“CFDs”), which are investment products with returns linked to the performance of underlying assets. In addition, our independent wealth management business offers a comprehensive product suite to retail investors in the U.S.
As noted in the beginning of this Segment Information section, the portion of our precious metals activities previously reported in this segment have been moved into and combined with our precious metals activities within our Commercial segment. All segment information has been revised to reflect all precious metals business within the Commercial segment retroactive to October 1, 2024.
The tables below present the financial performance, a disaggregation of operating revenues, and select operating data and metrics used by management in evaluating the performance of the Self-Directed/Retail segment, for the periods indicated.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Revenues: | | | | | | | | | | | |
| Sales of physical commodities | $ | — | | | $ | — | | | —% | | $ | — | | | $ | — | | | —% |
| Principal gains, net | 65.1 | | | 55.8 | | | 17% | | 120.5 | | | 137.0 | | | (12)% |
| Commission and clearing fees | 16.3 | | | 13.7 | | | 19% | | 30.5 | | | 27.2 | | | 12% |
| Consulting, management and account fees | 17.3 | | | 15.1 | | | 15% | | 34.6 | | | 33.7 | | | 3% |
| Interest income | 7.8 | | | 7.6 | | | 3% | | 15.3 | | | 15.9 | | | (4)% |
| Total revenues | 106.5 | | | 92.2 | | | 16% | | 200.9 | | | 213.8 | | | (6)% |
| Cost of sales of physical commodities | — | | | — | | | —% | | — | | | — | | | —% |
| Operating revenues | 106.5 | | | 92.2 | | | 16% | | 200.9 | | | 213.8 | | | (6)% |
| Transaction-based clearing expenses | 4.5 | | | 3.2 | | | 41% | | 8.1 | | | 6.6 | | | 23% |
| Introducing broker commissions | 27.4 | | | 24.2 | | | 13% | | 54.8 | | | 48.2 | | | 14% |
| Interest expense | 2.2 | | | 1.8 | | | 22% | | 4.3 | | | 3.7 | | | 16% |
| Net operating revenues | 72.4 | | | 63.0 | | | 15% | | 133.7 | | | 155.3 | | | (14)% |
| Variable direct compensation and benefits | 4.3 | | | 4.6 | | | (7)% | | 9.4 | | | 7.4 | | | 27% |
| Net contribution | 68.1 | | | 58.4 | | | 17% | | 124.3 | | | 147.9 | | | (16)% |
| Fixed compensation and benefits | 8.6 | | | 8.8 | | | (2)% | | 15.9 | | | 18.1 | | | (12)% |
| Trading systems and market information | 3.2 | | | 3.3 | | | (3)% | | 6.1 | | | 6.8 | | | (10)% |
| Professional fees | 1.5 | | | 2.8 | | | (46)% | | 3.4 | | | 5.4 | | | (37)% |
| Non-trading technology and support | 2.1 | | | 2.6 | | | (19)% | | 3.7 | | | 4.7 | | | (21)% |
| Selling and marketing | 8.6 | | | 8.9 | | | (3)% | | 16.9 | | | 17.6 | | | (4)% |
| Travel and business development | 0.5 | | | 0.5 | | | —% | | 1.0 | | | 1.1 | | | (9)% |
| Depreciation and amortization | 3.8 | | | 4.3 | | | (12)% | | 6.8 | | | 9.6 | | | (29)% |
| Bad debts, net of recoveries | 0.5 | | | 0.6 | | | (17)% | | 0.6 | | | 1.1 | | | (45)% |
| Shared services | 3.7 | | | 2.3 | | | 61% | | 6.9 | | | 5.4 | | | 28% |
| Other fixed expenses | 5.4 | | | 2.8 | | | 93% | | 14.5 | | | 6.0 | | | 142% |
| Non-variable direct expenses | 37.9 | | | 36.9 | | | 3% | | 75.8 | | | 75.8 | | | —% |
| Other gain | — | | | — | | | —% | | — | | | 4.4 | | | (100)% |
| Segment income | 30.2 | | | 21.5 | | | 40% | | 48.5 | | | 76.5 | | | (37)% |
| Allocation of overhead costs | 16.1 | | | 12.7 | | | 27% | | 30.9 | | | 25.3 | | | 22% |
| Segment income, less allocation of overhead costs | $ | 14.1 | | | $ | 8.8 | | | 60% | | $ | 17.6 | | | $ | 51.2 | | | (66)% |
The tables below reflect a disaggregation of operating revenues and select operating data and metrics used by management in evaluating performance of our Self-Directed/Retail segment for the periods indicated.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Operating Revenues (in millions): | | | | | | | | | | | |
| Securities | $ | 34.3 | | | $ | 27.9 | | | 23% | | $ | 65.8 | | | $ | 56.2 | | | 17% |
| FX/CFD contracts | 70.7 | | | 63.0 | | | 12% | | 132.5 | | | 152.0 | | | (13)% |
| | | | | | | | | | | |
| Interest / fees earned on client balances | 0.7 | | | 0.6 | | | 17% | | 1.2 | | | 1.3 | | | (8)% |
| Other | 0.8 | | | 0.7 | | | 14% | | 1.4 | | | 4.3 | | | (67)% |
| $ | 106.5 | | | $ | 92.2 | | | 16% | | $ | 200.9 | | | $ | 213.8 | | | (6)% |
| | | | | | | | | | | |
| Volumes and Other Select Data: | | |
| FX/CFD contracts ADV (millions) | $ | 8,839 | | | $ | 8,591 | | | 3% | | $ | 8,731 | | | $ | 8,089 | | | 8% |
| FX/CFD contracts RPM | $ | 126 | | | $ | 116 | | | 9% | | $ | 118 | | | $ | 149 | | | (21)% |
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Operating revenues increased $14.3 million, or 16%, to $106.5 million in the three months ended March 31, 2026 compared to $92.2 million in the three months ended March 31, 2025. Net operating revenues increased $9.4 million, or 15%, to $72.4 million in the three months ended March 31, 2026 compared to $63.0 million in the three months ended March 31, 2025.
Operating revenues derived from FX/CFD contracts increased $7.7 million, principally due to a 3% increase in ADV and a 9% increase in RPM.
Operating revenues derived from securities transactions, which relate to our independent wealth management activities, increased $6.4 million, principally due to the acquisitions of Intercam and GEA during the three months ended December 31, 2025.
Interest and fee income earned on client balances increased $0.1 million versus the prior year.
Variable expenses, excluding interest, expressed as a percentage of operating revenues decreased to 34% in the three months ended March 31, 2026 compared to 35% in the three months ended March 31, 2025.
Segment income increased $8.7 million, principally due to the increase in net operating revenues noted above, partially offset by a $1.0 million increase in non-variable expenses.
For the three months ended March 31, 2026, we calculated an allocation for overhead costs of $16.1 million for the Self-Directed/Retail segment compared to a $12.7 million allocation in the three months ended March 31, 2025.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Operating revenues decreased $12.9 million, or 6%, to $200.9 million in the six months ended March 31, 2026 compared to $213.8 million in the six months ended March 31, 2025. Net operating revenues decreased $21.6 million, or 14%, to $133.7 million in the six months ended March 31, 2026 compared to $155.3 million in the six months ended March 31, 2025.
Operating revenues derived from FX/CFD contracts decreased $19.5 million, principally due to a 21% decline in FX/CFD contracts RPM as compared to a very strong prior year period. This was partially offset by an 8% increase in FX/CFD contracts ADV.
Operating revenues derived from securities transactions, which are related to our independent wealth management activities, increased $9.6 million, principally due to the acquisitions of Intercam and GEA during the three months ended December 31, 2025.
Interest and fee income earned on client balances decreased $0.1 million versus the prior year, primarily due to a decline in short-term interest rates.
Variable expenses, excluding interest, expressed as a percentage of operating revenues increased to 36% in the six months ended March 31, 2026 compared to 29% in the six months ended March 31, 2025, primarily as a result of the decline in FX/CFD operating revenues, which have a relatively low component of associated variable expenses.
Non-variable direct expenses were flat with the prior year period, as a $6.2 million settlement in the six months ended March 31, 2026, of a matter that was outstanding prior to the acquisition of Gain Capital Holdings, Inc. in 2020, was offset by declines in other non-variable direct expenses, including fixed compensation and benefits, trading systems and market information, professional fees and depreciation and amortization.
Segment income decreased $28.0 million, principally due to the decline in net operating revenues noted above. Segment income in the six months ended March 31, 2025 was favorably impacted by a $4.4 million class action settlement received.
For the six months ended March 31, 2026, we calculated an allocation for overhead costs of $30.9 million for the Self-Directed/Retail segment compared to a $25.3 million allocation in the six months ended March 31, 2025.
Payments
We provide customized foreign exchange and treasury services to banks and commercial businesses, charities, non-governmental organizations, as well as governmental organizations. We provide transparent pricing and offer payments services in more than 180 countries and 140 currencies, which we believe is more than any other payments solutions provider.
The tables below present the financial performance, a disaggregation of operating revenues, and select operating data and metrics used by management in evaluating the performance of the Payments segment for the periods indicated.
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| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Revenues: | | | | | | | | | | | |
| Sales of physical commodities | $ | — | | | $ | — | | | —% | | $ | — | | | $ | — | | | —% |
| Principal gains, net | 53.2 | | | 47.7 | | | 12% | | 107.0 | | | 102.1 | | | 5% |
| Commission and clearing fees | 2.0 | | | 1.6 | | | 25% | | 4.3 | | | 3.4 | | | 26% |
| Consulting, management, account fees | 0.5 | | | 0.5 | | | —% | | 1.1 | | | 1.8 | | | (39)% |
| Interest income | 0.3 | | | 0.5 | | | (40)% | | 0.6 | | | 1.1 | | | (45)% |
| Total revenues | 56.0 | | | 50.3 | | | 11% | | 113.0 | | | 108.4 | | | 4% |
| Cost of sales of physical commodities | — | | | — | | | —% | | — | | | — | | | —% |
| Operating revenues | 56.0 | | | 50.3 | | | 11% | | 113.0 | | | 108.4 | | | 4% |
| Transaction-based clearing expenses | 2.2 | | | 1.7 | | | 29% | | 4.2 | | | 3.5 | | | 20% |
| Introducing broker commissions | 1.3 | | | 1.0 | | | 30% | | 2.3 | | | 1.9 | | | 21% |
| Interest expense | — | | | — | | | —% | | — | | | — | | | —% |
| Net operating revenues | 52.5 | | | 47.6 | | | 10% | | 106.5 | | | 103.0 | | | 3% |
| Variable compensation and benefits | 8.8 | | | 8.8 | | | —% | | 17.4 | | | 17.9 | | | (3)% |
| Net contribution | 43.7 | | | 38.8 | | | 13% | | 89.1 | | | 85.1 | | | 5% |
| Fixed compensation and benefits | 5.3 | | | 7.4 | | | (28)% | | 10.2 | | | 14.0 | | | (27)% |
| Trading systems and market information | 0.2 | | | 0.3 | | | (33)% | | 0.4 | | | 0.7 | | | (43)% |
| Professional fees | 1.0 | | | 1.2 | | | (17)% | | 1.4 | | | 1.9 | | | (26)% |
| Non-trading technology and support | 0.4 | | | 0.5 | | | (20)% | | 0.7 | | | 1.0 | | | (30)% |
| Selling and marketing | 0.1 | | | 0.2 | | | (50)% | | 0.2 | | | 0.3 | | | (33)% |
| Travel and business development | 0.2 | | | 0.3 | | | (33)% | | 0.5 | | | 0.6 | | | (17)% |
| Depreciation and amortization | 1.3 | | | 1.2 | | | 8% | | 2.6 | | | 2.2 | | | 18% |
| Bad debts, net of recoveries | — | | | (0.1) | | | (100)% | | — | | | — | | | —% |
| Shared services | 2.5 | | | 2.1 | | | 19% | | 5.4 | | | 4.2 | | | 29% |
| Other fixed expenses | 0.7 | | | 1.2 | | | (42)% | | 1.4 | | | 1.6 | | | (13)% |
| Total fixed compensation and other expenses | 11.7 | | | 14.3 | | | (18)% | | 22.8 | | | 26.5 | | | (14)% |
| Other losses | (0.2) | | | — | | | n/m | | (0.6) | | | — | | | n/m |
| Segment income | 31.8 | | | 24.5 | | | 30% | | 65.7 | | | 58.6 | | | 12% |
| Allocation of overhead costs | 4.1 | | | 5.7 | | | (28)% | | 8.1 | | | 11.3 | | | (28)% |
| Segment income, less allocation of overhead costs | $ | 27.7 | | | $ | 18.8 | | | 47% | | $ | 57.6 | | | $ | 47.3 | | | 22% |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Operating Revenues (in millions): | | | | | | | | | | | |
| Payments | $ | 55.9 | | | $ | 49.2 | | | 14% | | $ | 110.5 | | | $ | 106.0 | | | 4% |
| Other | 0.1 | | | 1.1 | | | (91)% | | 2.5 | | | 2.4 | | | 4% |
| $ | 56.0 | | | $ | 50.3 | | | 11% | | $ | 113.0 | | | $ | 108.4 | | | 4% |
| | | | | | | | | | | |
| Volumes and Other Select Data: | | |
| Payments ADV (millions) | $ | 92 | | | $ | 77 | | | 19% | | $ | 93 | | | $ | 81 | | | 15% |
| Payments RPM | $ | 9,815 | | | $ | 10,526 | | | (7)% | | $ | 9,589 | | | $ | 10,466 | | | (8)% |
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Operating revenues increased $5.7 million, or 11%, to $56.0 million in the three months ended March 31, 2026 compared to $50.3 million in the three months ended March 31, 2025. Net operating revenues increased $4.9 million, or 10%, to $52.5 million in the three months ended March 31, 2026 compared to $47.6 million in the three months ended March 31, 2025.
The increase in operating revenues was principally due to a 19% increase in ADV, partially offset by a 7% decline in the RPM traded.
Variable expenses, excluding interest, expressed as a percentage of operating revenues were 22% in the three months ended March 31, 2026 compared to 23% in the three months ended March 31, 2025.
Segment income increased $7.3 million, principally driven by the increase in net operating revenues noted above, as well as a $2.6 million decline in non-variable direct expenses, primarily in non-variable compensation, partially offset by a $0.2 million loss on an equity investment, which is included in the Other loss line above.
For the three months ended March 31, 2026, we calculated an allocation for overhead costs of $4.1 million for the Payments segment compared to a $5.7 million allocation in the three months ended March 31, 2025.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Operating revenues increased $4.6 million, to $113.0 million in the six months ended March 31, 2026 compared to $108.4 million in the six months ended March 31, 2025. Net operating revenues increased $3.5 million, or 3%, to $106.5 million in the six months ended March 31, 2026 compared to $103.0 million in the six months ended March 31, 2025.
The increase in operating revenues was principally driven by a 15% increase in the ADV, partially offset by an 8% decline in RPM traded.
Variable expenses, excluding interest, expressed as a percentage of operating revenues were 21% in both the six months ended March 31, 2026 and 2025.
Segment income increased $7.1 million, principally driven by the increase in net operating revenues noted above, as well as a $3.7 million decline in non-variable direct expenses, primarily in non-variable compensation, partially offset by a $0.6 million loss on an equity investment, which is included in the Other loss line above.
For the six months ended March 31, 2026, we calculated an allocation for overhead costs of $8.1 million for the Payments segment compared to a $11.3 million allocation in the six months ended March 31, 2025.
Overhead Costs and Expenses
We incur overhead and global operational costs and expenses, including certain shared services such as information technology, accounting and treasury, credit and risk, legal and compliance, human resources, certain global operations and other activities.
The following table provides information regarding our overhead costs and expenses. The information in the table below has been reclassified to reflect certain global operations costs on a gross basis, as well as the amount of shared services reimbursement through charges to business segments, retroactive to October 1, 2024. This reclassification has not resulted in any changes to the total compensation and other expenses amounts previously reported.
In addition, for the three and six months ended March 31, 2026 and 2025, the table provides information regarding the allocation of a portion of these costs to the aforementioned operating segments. The allocation of overhead costs to operating segments includes costs associated with compliance, technology, and credit and risk costs. The share of allocated costs is based on resources consumed by the relevant businesses. In addition, the allocation of human resources and occupancy costs is principally based on employee costs within the relevant businesses.
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| Three Months Ended March 31, | | Six Months Ended March 31, |
| (in millions) | 2026 | | 2025 | | % Change | | 2026 | | 2025 | | % Change |
| Compensation and benefits: | | | | | | | | | | | |
| Variable compensation and benefits | $ | 26.1 | | | $ | 17.4 | | | 50% | | $ | 39.9 | | | $ | 38.9 | | | 3% |
| Fixed compensation and benefits | 83.6 | | | 62.6 | | | 34% | | 162.5 | | | 130.2 | | | 25% |
| 109.7 | | | 80.0 | | | 37% | | 202.4 | | | 169.1 | | | 20% |
| Other expenses: | | | | | | | | | | | |
| Occupancy and equipment rental | 16.2 | | | 12.1 | | | 34% | | 29.8 | | | 24.2 | | | 23% |
| Non-trading technology and support | 24.1 | | | 16.4 | | | 47% | | 46.8 | | | 32.2 | | | 45% |
| Professional fees | 11.3 | | | 8.7 | | | 30% | | 24.2 | | | 17.6 | | | 38% |
| Depreciation and amortization | 10.2 | | | 7.0 | | | 46% | | 20.0 | | | 13.6 | | | 47% |
| Communications | 2.5 | | | 1.4 | | | 79% | | 5.1 | | | 2.9 | | | 76% |
| Selling and marketing | 2.3 | | | 2.3 | | | —% | | 5.9 | | | 3.2 | | | 84% |
| Trading systems and market information | 6.6 | | | 3.5 | | | 89% | | 12.3 | | | 7.7 | | | 60% |
| Travel and business development | 10.6 | | | 2.4 | | | 342% | | 15.1 | | | 5.2 | | | 190% |
| Other | 10.1 | | | 5.1 | | | 98% | | 18.4 | | | 11.9 | | | 55% |
| 93.9 | | | 58.9 | | | 59% | | 177.6 | | | 118.5 | | | 50% |
| Overhead costs, before shared services | 203.6 | | | 138.9 | | | 47% | | 380.0 | | | 287.6 | | | 32% |
| Shared services | (25.0) | | | (14.9) | | | 68% | | (47.1) | | | (30.3) | | | 55% |
| Overhead costs, net of shared services | 178.6 | | | 124.0 | | | 44% | | 332.9 | | | 257.3 | | | 29% |
| Allocation of overhead costs | (47.6) | | | (43.4) | | | 10% | | (92.4) | | | (86.1) | | | 7% |
| Overhead costs, net of shared services, net of allocation to operating segments | $ | 131.0 | | | $ | 80.6 | | | 63% | | $ | 240.5 | | | $ | 171.2 | | | 40% |
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Variable compensation and benefits increased related to incremental cost from acquisition-related headcount increases as well as higher operating performance.
The increase in non-variable compensation was partially related to a reorganization of IT and centralized marketing personnel, including the move of certain development and marketing teams out of discrete business lines and into centralized shared services, resulting in increased compensation expense in overhead, and lower compensation expense in the discrete business lines, which were partially offset with non-variable charges to the business lines based on use of IT and marketing resources. Additionally, the increase in non-variable compensation was impacted by an increase in headcount, as well as the impact of annual merit increases. Share-based compensation expense increased principally due to the issuance of additional stock option and restricted stock award grants to certain executive officers during fiscal 2025. Incremental cost from acquisitions completed since March 31, 2025 added $14.3 million of non-variable compensation expense.
During the three months ended March 31, 2026, non-variable compensation included $8.9 million of severance costs, principally related to a formal collective redundancy consolidation process for U.K.-based employees following integration of certain RJO entities, as well as termination and retention costs for certain U.S.-based positions related to the ongoing integration activities of certain RJO entities.
Non-trading technology and support increased $7.7 million, principally due to higher non-trading software maintenance and support costs related to various IT systems technologies. Incremental cost from acquired entities completed since March 31, 2025 added $2.8 million of expense.
Depreciation and amortization increased $3.2 million, principally due to an increase in the amortization of capitalized internally developed software related to various systems technologies. Incremental cost from acquired entities completed since March 31, 2025 added $1.1 million of expense.
Trading systems and market information increased $3.1 million, principally due to higher systems costs within our centralized operations. Incremental cost from acquired entities completed since March 31, 2025 added $1.2 million of expense.
Travel and business development increased $8.2 million, principally due to costs related to our global sales summit, held in March 2026, which occurs on a once-every-two years rotation. Incremental cost from acquired entities completed since March 31, 2025 added $1.3 million of expense.
The increase in Other is principally due to increased non-income taxes and insurance costs. Incremental cost from acquired entities completed since March 31, 2025 added $2.3 million of expense.
Six Months Ended March 31, 2026 Compared to Six Months Ended March 31, 2025
Variable compensation and benefits increased 3%, as increased costs from acquisition-related headcount increases as well as higher operating performance was partially offset by the recovery of certain benefit liabilities established in the U.K. over the last three fiscal years.
The increase in non-variable compensation was partially related to a reorganization of IT and centralized marketing personnel, including the move of certain development and marketing teams out of discrete business lines and into centralized shared services, resulting in increased compensation expense in overhead, and lower compensation expense in the discrete business lines, which were partially offset with non-variable charges to the business lines based on use of IT and marketing resources. Additionally, the increase in non-variable compensation was impacted by an increase in headcount, as well as the impact of annual merit increases. Share-based compensation expense increased principally due to the issuance of additional stock option and restricted stock award grants to certain executive officers during fiscal 2025. Incremental cost from acquisitions completed since March 31, 2025 added $26.9 million of non-variable compensation expense.
During the six months ended March 31, 2026, non-variable compensation included $10.0 million of severance costs, principally related to a formal collective redundancy consolidation process for U.K.-based employees following integration of certain RJO entities, as well as termination and retention costs for certain U.S.-based positions related to the ongoing integration activities of certain RJO entities. Fixed compensation and benefits for the six months ended March 31, 2025 included, in aggregate, $6.6 million related to severance, accelerated long-term incentive and accelerated share-based compensation due to the departure of an executive officer.
Non-trading technology and support increased $14.6 million, principally due to higher non-trading software maintenance and support costs related to various IT systems technologies. Incremental cost from acquired entities completed since March 31, 2025 added $6.1 million of expense.
Depreciation and amortization increased $6.4 million, principally due to an increase in the amortization of capitalized internally developed software related to various systems technologies. Incremental cost from acquired entities completed since March 31, 2025 added $2.4 million of expense.
Professional fees increased $6.6 million, principally due to an increase in audit, tax, and other legal fees on corporate matters. Incremental cost from acquired entities completed since March 31, 2025 added $2.2 million of expense.
Selling and marketing costs increased $2.7 million, principally related to the reorganization of certain centralized marketing personnel discussed above.
Travel and business development increased $9.9 million, principally due to costs related to our global sales summit, held in March 2026, which occurs on a once-every-two years rotation. Incremental cost from acquired entities completed since March 31, 2025 added $1.0 million of expense.
The increase in Other is principally due to increased non-income taxes and insurance costs.
Liquidity, Financial Condition and Capital Resources
Overview
Liquidity is our ability to generate sufficient funding to meet all of our cash needs. Liquidity is of critical importance to us and imperative to maintaining our operations on a daily basis. Senior management establishes liquidity and capital policies, which we monitor and review for funding from both internal and external sources. We evaluate how effectively our policies support our business operations, issuing debt and equity securities, and accessing committed credit facilities. Liquidity and capital matters are reported regularly to our Board of Directors.
Regulatory
StoneX Financial Inc. and R.J. O’Brien & Associates, LLC are both registered as futures commission merchants with the CFTC and NFA, and members of various commodities and futures exchanges in the U.S. and abroad. StoneX Financial Inc. and R.J. O’Brien & Associates, LLC have responsibilities to meet margin calls at all exchanges on a daily basis, and even on an intra-day basis, if deemed necessary by relevant regulators or exchanges. We require our clients to make margin deposits the next business day, and we require our largest clients to make intra-day margin payments during periods of significant price movement. Margin required to be posted to the exchanges is a function of our clients’ net open positions and required margin per contract. StoneX Financial Inc. and R.J. O’Brien & Associates, LLC are subject to minimum capital requirements under Section 4(f)(b) of the Commodity Exchange Act, Part 1.17 of the rules and regulations of the CFTC. In addition, StoneX Financial Inc. is registered as a broker-dealer with the SEC and is a member of both FINRA and Municipal Securities Rulemaking Board (the “MSRB”). StoneX Financial Inc. is also subject to the SEC Uniform Net Capital Rule 15c3-1 under the Securities Exchange Act of 1934, as amended (“the Exchange Act”) and Rule 15c3-3 of the Exchange Act (“Customer Protection Rule”).
Gain Capital Group, LLC is registered as both a futures commission merchant and registered foreign exchange dealer, subject to minimum capital requirements under Section 4(f)(b) of the Commodity Exchange Act, Part 1.17 of the rules and regulations of the CFTC and NFA Financial Requirements, Sections 1 and 11.
StoneX Markets LLC is a CFTC registered swap dealer, whose business is overseen by the NFA. The CFTC imposes rules over net capital requirements, as well as the exchange of initial margin between registered swap dealers and certain counterparties.
These rules specify the minimum amount of capital that must be available to support our clients’ account balances and open trading positions, including the amount of assets that StoneX Financial Inc., R.J. O’Brien & Associates, LLC, Gain Capital Group, LLC and StoneX Markets LLC must maintain in relatively liquid form. Further, the rules are designed to maintain general financial integrity and liquidity.
The Benchmark Company LLC is registered as a broker-dealer with the SEC and is a member of FINRA.
StoneX Financial Ltd is regulated by the FCA, the regulator of investment and payment firms in the U.K. as a MiFID investment firm under U.K. law, and is subject to regulations which impose regulatory capital requirements. In Europe, our regulated subsidiaries are subject to E.U. regulation. Across the U.K. and E.U., the respective transpositions of the Market Abuse Regulation, and the General Data Protection Regulation, also apply. StoneX Financial Ltd is a member of various commodities, futures, and securities exchanges in the U.K. and Europe and has the responsibility to meet margin calls at all exchanges on a daily basis and intra-day basis, as necessary. StoneX Financial Ltd is required to be compliant with the U.K.’s regulation for capital and liquidity, and CASS regulation for client money and safeguarding. To comply with these liquidity regulations, we have implemented daily liquidity procedures, conduct periodic reviews of liquidity by stressed scenarios, and are required to maintain enough liquidity for the firm to survive for one year under the appropriate stressed conditions.
R.J. O’Brien Limited is regulated by the FCA. The regulations impose regulatory capital and liquidity, as well as conduct of business, governance, and other requirements. The conduct of business rules include those that govern the treatment of client money and other assets which, under certain circumstances, for certain classes of client, must be segregated from the firm’s own assets.
R.J. O’Brien (MENA) Capital Limited is registered with the Dubai International Financial Centre (“DIFC”) and regulated by the Dubai Financial Services Authority (“DFSA”). StoneX Financial (DIFC) Limited, f/k/a R.J. O’Brien (MENA) Capital Limited, has been granted a prudential “Category 3A” license by the DFSA, and is engaged in the business of dealing in investments as principal (limited to deals undertaken on a matched principal basis only), dealing in investments as agent, arranging custody, arranging deals in investments and advising on financial products.
StoneX Financial Pte. Ltd. is regulated by the Monetary Authority of Singapore (“MAS”) and operates as an approved holder of a Capital Markets Services License and a Payment Services License. StoneX Financial Pte. Ltd. is subject to the requirements of MAS pursuant to the Securities and Futures Act and the Payment Services Act 2019. The regulations include those that govern the treatment of client money and other assets which under certain circumstances must be segregated from the firm’s own assets.
The regulations discussed above limit funds available for dividends to us. As a result, we may be unable to access our operating subsidiaries’ funds when we need them.
In our physical commodities trading, commercial hedging OTC, securities and foreign exchange trading activities, we may be required to meet margin calls with our various trading counterparties based upon the underlying open transactions we have in place with those counterparties.
We review our overall credit and capital needs to determine whether our capital base, both stockholders’ equity and debt, as well as available credit facilities can appropriately support the anticipated financing needs of our operating subsidiaries.
As of March 31, 2026, we had total equity of $2,699.3 million, outstanding loans under revolving credit facilities and other payables to lenders of $564.8 million, and $1,160.3 million outstanding on our senior secured notes, net of deferred financing costs.
A substantial portion of our assets are liquid. As of March 31, 2026, approximately 97% of our assets consisted of cash and cash equivalents; securities purchased under agreements to resell; securities borrowed; deposits with and receivables from broker-dealers, clearing organizations and counterparties; receivables from clients; financial instruments owned, at fair value; and physical commodities inventory. All assets that are not client and counterparty deposit financed are financed by our equity capital, bank loans, short-term borrowings from financial instruments sold, not yet purchased and under repurchase agreements, securities loaned and other payables.
Client and Counterparty Credit and Liquidity Risk
Our operations expose us to credit risk of default of our clients and counterparties. The risk includes liquidity risk to the extent our clients or counterparties are unable to make timely payment of margin or other credit support. We are indirectly exposed to the financing and liquidity risks of our clients and counterparties, including the risks that our clients and counterparties may not be able to finance their operations.
As a clearing broker, we act on behalf of our clients for all trades consummated on exchanges. We must pay initial and variation margin to the exchanges, on a net basis, before we receive the required payments from our clients. Accordingly, we are responsible for our clients’ obligations with respect to these transactions, which exposes us to significant credit risk. Our clients are required to make any margin deposits the next business day, and we require our largest clients to make intra-day margin payments during periods of significant price movement. Our clients are obligated to maintain initial margin requirements at the level set by the respective exchanges, but we have the ability to increase margin requirements for clients based on their open positions, trading activity, or market conditions.
As it relates to OTC derivative transactions, we act as a principal, which exposes us to the credit risk of both our clients and the counterparties with which we offset our client positions. As with exchange-traded transactions, our OTC transactions require that we meet initial and variation margin payments on behalf of our clients before we receive related required payments from our clients. OTC clients are required to post sufficient collateral to meet margin requirements based on value-at-risk models, as well as variation margin requirements based on the price movement of the commodity or security in which they transact. Our clients are required to make any margin deposits the next business day, and we may require our largest clients to make intra-day margin payments during periods of significant price movement. In this business as well, we have the ability to increase the margin requirements for clients based on their open positions, trading activity, or market conditions. On a limited basis, we provide credit thresholds to certain clients, based on internal evaluations and monitoring of client creditworthiness.
In addition, with OTC transactions, we are at risk that a counterparty will fail to meet its obligations to us when due. We would then be exposed to the risk that the settlement of a transaction which is due from a client will not be collected from the respective counterparty with which the transaction was offset. We monitor the credit quality of our respective counterparties and mark our positions held with each counterparty to market on a daily basis.
We enter into securities purchased under agreements to resell, securities sold under agreements to repurchase, securities borrowed and securities loaned transactions to, among other things, finance financial instruments, acquire securities to cover
short positions, acquire securities for settlement, and to accommodate counterparties’ needs. In connection with these agreements and transactions, it is our policy to receive or pledge cash or securities to adequately collateralize such agreements and transactions in accordance with general industry guidelines and practices. The collateral is valued daily and we may require counterparties to deposit additional collateral or return collateral pledged, when appropriate.
StoneX Financial Inc., R.J. O’Brien & Associates, LLC, and StoneX Financial Ltd occasionally utilize their margin line credit facilities, on a short-term basis, to meet intraday settlements with the commodity exchanges prior to collecting margin funds from their clients.
Primary Sources and Uses of Cash
Our cash and cash equivalents and client cash and securities held for clients are held at banks, deposits at liquidity providers, investments in money market funds that invest in highly liquid investment grade securities including U.S. Treasury bills, as well as investments in U.S. Treasury bills. In general, we believe all of our investments and deposits are of high credit quality and we have more than adequate liquidity to conduct our businesses.
Our assets and liabilities may vary significantly from period to period due to changing client requirements, economic and market conditions, and our growth. Our total assets as of March 31, 2026 and September 30, 2025, were $53.6 billion and $45.3 billion, respectively. Our operating activities generate or utilize cash as a result of net income or loss earned or incurred during each period and fluctuations in our assets and liabilities. The most significant fluctuations arise from changes in the level of client activity, commodities prices, and changes in the balances of financial instruments and commodities inventory. StoneX Financial Inc. and StoneX Financial Ltd occasionally utilize their margin line credit facilities, on a short-term basis, to meet intraday settlements with the commodity exchanges prior to collecting margin funds from their clients.
The majority of the assets of StoneX Financial Inc., StoneX Financial Ltd, StoneX Financial Pte. Ltd., StoneX Markets LLC, Gain Capital Group, LLC, R.J. O’Brien & Associates, LLC, and R.J. O’Brien Limited are restricted from being transferred to us or other affiliates due to specific regulatory requirements. This restriction has no current impact on our ability to meet our cash obligations, and no such impact is expected in the future.
We have liquidity and funding policies and processes in place that are intended to maintain sufficient flexibility to address both company-specific and industry liquidity needs. The majority of our excess funds is held with high-quality institutions, under highly-liquid reverse repurchase agreements, U.S. government obligations, interest earning cash deposits and AA-rated money market investments.
We do not intend to distribute earnings of our foreign subsidiaries in a taxable manner, and therefore intend to limit distributions to earnings previously taxed in the U.S., or earnings that would qualify for the 100 percent dividends received deduction, and earnings that would not result in any significant foreign taxes. We repatriated $62.0 million and $40.5 million for the six months ended March 31, 2026 and 2025, respectively, of earnings previously taxed in the U.S., resulting in no significant incremental taxes. Therefore, we have not recognized a deferred tax liability on its investment in foreign subsidiaries.
Senior Secured Notes
On March 1, 2024, we issued $550.0 million in aggregate principal amount of the Notes due 2031, which are fully and unconditionally guaranteed, jointly and severally, on a senior secured second lien basis, by certain of our subsidiaries that guarantee our senior committed credit facility and certain of its domestic subsidiaries.
The Notes due 2031 will mature on March 1, 2031. Interest on the Notes due 2031 accrues at a rate of 7.875% per annum and is payable semiannually in arrears on September 1 and March 1 of each year. We incurred debt issuance costs of $7.6 million in connection with the issuance of the Notes due 2031, which are being amortized over the term of the notes.
On July 8, 2025, we issued $625.0 million in aggregate principal amount of the Notes due 2032, which are fully and unconditionally guaranteed, jointly and severally, on a senior secured second lien basis, by certain of our subsidiaries that guarantee our senior committed credit facility and certain of its domestic subsidiaries. The Notes due 2032 will mature on July 15, 2032. Interest on the Notes due 2032 accrues at a rate of 6.875% per annum and is payable semiannually in arrears on January 15 and July 15 of each year, commencing on January 15, 2026. On July 31, 2025, the net proceeds from the issuance of the Notes due 2032 were used to fund the cash portion of the purchase price of the RJO acquisition and to pay related fees and expenses.
The Indentures governing our senior secured notes contain covenants that limit, among other things, our ability to (1) transfer and sell assets; (2) pay dividends or distributions on our capital stock, repurchase our capital stock, make payments on subordinated indebtedness and make certain investments; (3) incur additional debt; (4) create or incur liens on our assets; (5) create any restriction on the ability of any of our restricted subsidiaries to pay dividends, make loans to us or any of our restricted subsidiaries or sell assets to us or any of our restricted subsidiaries; (6) merge, amalgamate or consolidate with another company; and (7) enter into transactions with affiliates. These covenants are subject to a number of important limitations, qualifications and exceptions. In addition, the Indentures provide for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment; failure to comply with redemption and repurchase provisions; failure to comply with the agreements in any of the indentures, notes and related guarantees and security agreements; payment defaults or acceleration of other material indebtedness; failure to pay certain judgments; unenforceability, repudiation, denial or disaffirmation of obligations of certain subsidiaries; and certain events of bankruptcy and insolvency. In addition, upon the occurrence of a Change of Control (as defined in the indentures), each holder of the notes will have the right to require us to make an offer to repurchase all or a portion of the notes in cash at a price equal to 101% of the aggregate principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, thereon to the date of repurchase.
Committed Credit Facilities
As of March 31, 2026, we had seven committed bank credit facilities, totaling $1,685.0 million, of which $412.3 million was outstanding. Additional information regarding the committed bank credit facilities can be found in Note 9 of the Condensed Consolidated Financial Statements. The credit facilities include:
•A first-lien senior secured syndicated loan facility committed until June 3, 2028, under which $650.0 million is available to us for general working capital requirements and capital expenditures.
•An unsecured line of credit committed until October 27, 2026, under which $325.0 million is available to our wholly owned subsidiary, StoneX Financial Inc. to provide short-term funding. R.J. O’Brien & Associates, LLC has the ability to borrow up to $50.0 million as part of the total commitment.
•A secured syndicated borrowing facility committed until July 29, 2026, under which $325.0 million is available to our wholly owned subsidiary, StoneX Commodity Solutions LLC (“StoneX Commodity Solutions”) to facilitate physical commodity trade and provide marketing, procurement, logistics and price management services to clients across the commodity complex.
•A subordinated credit facility which allows our subsidiary, R.J. O’Brien & Associates, LLC, to borrow up to $180.0 million. As of March 31, 2026, the outstanding tranches of borrowings mature at various dates through July 14, 2026. The facility matures in April 2027, at which point no further draws can be made. The subordinated credit facility complies with the applicable regulatory requirements, and the borrowings are available for computing net capital under the CFTC’s net capital rule for R.J. O’Brien & Associates, LLC.
•An unsecured syndicated loan facility committed until October 6, 2026, under which our subsidiary, StoneX Financial Ltd is entitled to borrow up to $175.0 million, subject to certain terms and conditions of the credit agreement. This facility is intended to provide short-term funding.
•An unsecured revolving credit facility committed until September 4, 2026, under which $15.0 million is available to our wholly owned subsidiary, StoneX Financial Pte. Ltd. for general working capital requirements.
•In October 2025, we added a secured loan facility committed until October 1, 2026, under which our subsidiary, Right Company LLC is entitled to borrow up to $15.0 million, subject to certain terms and conditions of the credit agreement to facilitate physical commodity trade.
Our facility agreements contain certain financial covenants relating to financial measures on a consolidated basis, as well as on a stand-alone basis for certain subsidiaries, including minimum tangible net worth, minimum regulatory capital, minimum net unencumbered liquid assets, maximum net loss, minimum fixed charge coverage ratio and maximum funded debt to net worth ratio. Failure to comply with any such covenants could result in the debt becoming payable on demand. As of March 31, 2026, we and our subsidiaries were in compliance with all of our financial covenants under the outstanding facilities.
In accordance with required disclosure as part of our first-lien senior secured syndicated loan facility, during the trailing twelve months ended March 31, 2026, interest expense directly attributable to trading activities includes $1,325.2 million in connection with trading activities conducted as an institutional dealer in fixed income securities, and $106.3 million in connection with securities lending activities.
As reflected above, certain of our committed credit facilities are scheduled to expire during the next twelve months following the quarterly period ended March 31, 2026. We intend to renew or replace these facilities as they expire, and based on our liquidity position and capital structure, we believe we will be able to do so.
Uncommitted Credit Facilities
We have access to certain uncommitted financing agreements that support our ordinary course securities and commodities inventories. The agreements are subject to certain borrowing terms and conditions. As of March 31, 2026 and September 30, 2025, we had $152.5 million and $153.9 million total borrowings outstanding under these uncommitted credit facilities, respectively.
Other Capital Considerations
Our activities are subject to various significant governmental regulations and capital adequacy requirements, both in the U.S. and in the international jurisdictions in which we operate. Our subsidiaries are in compliance with all of their capital regulatory requirements as of March 31, 2026. Additional information on our subsidiaries subject to significant net capital and minimum net capital requirements can be found in Note 16 of the Condensed Consolidated Financial Statements.
Cash Flows
We include client cash and securities that meet the short-term requirement for cash classification to be segregated for regulatory purposes in our Condensed Consolidated Statements of Cash Flows. We hold a significant amount of U.S. Treasury obligations, which represent investments of client funds or client-owned investments pledged in lieu of cash margin. U.S. Treasury securities held with third-party banks or pledged with exchange-clearing organizations representing investments of client funds or which are held for particular clients in lieu of cash margin are included in the beginning and ending cash balances reconciled on our Condensed Consolidated Statements of Cash Flows to the extent that they have an original or acquired maturity of 90 days or less and, therefore, meet the definition of a segregated cash equivalent. Purchases and sales of U.S. Treasury securities representing investment of clients’ funds and U.S. Treasury securities pledged or redeemed by particular clients in lieu of cash margin are presented as operating uses and sources of cash, respectively, within the operating section of the Condensed Consolidated Statements of Cash Flows if they have an original or acquired maturity of greater than 90 days. Typically, there is an offsetting use or source of cash related to the change in the payables to clients. However, we will report a use of cash in periods where segregated U.S. Treasury securities that meet the aforementioned definition of a segregated cash equivalent mature and are replaced with U.S. Treasury securities that have original or acquired maturities that are greater than 90 days.
Our cash, segregated cash, cash equivalents, and segregated cash equivalents increased by $1,269.2 million from $11,520.2 million as of September 30, 2025 to $12,789.4 million as of March 31, 2026. During the six months ended March 31, 2026, net cash of $1,536.9 million was provided by operating activities, $47.3 million was used in investing activities and net cash of $220.0 million was used in financing activities.
Net cash used in financing activities during the six months ended March 31, 2026 included outflows in the period related to deferred payments on acquisitions of $1.5 million, share withholdings of $9.9 million, and net repayments on short term loans of $210.9 million. Inflows included stock option exercises of $8.6 million.
In the broker-dealer and related trading industries, companies report trading activities in the operating section of the statement of cash flows. Due to the daily price volatility in the commodities market, as well as changes in margin requirements, fluctuations in the balances of deposits held at various exchanges, marketable securities and client commodity accounts may occur from day-to-day. A use of cash, as calculated on the condensed consolidated statement of cash flows, includes unrestricted cash transferred and pledged to the exchanges or guaranty funds. These funds are held in interest-bearing deposit accounts at the exchanges, and based on daily exchange requirements, may be withdrawn and returned to unrestricted cash.
Additionally, within our unregulated OTC and foreign exchange operations, cash deposits received from clients are reflected as cash provided from operations. Subsequent transfer of these cash deposits to counterparties or exchanges to margin their open positions will be reflected as an operating use of cash to the extent the transfer occurs in a different period than the cash deposit was received.
Unrealized gains and losses on open positions revalued at prevailing foreign currency exchange rates are included in trading revenue but have no direct impact on cash flow from operations. Similarly, gains and losses become realized when client transactions are liquidated, although they do not affect cash flow. To some extent, the amount of net deposits made by our clients in any given period is influenced by the impact of gains and losses on our client balances, such that clients may be required to post additional funds to maintain open positions or may choose to withdraw excess funds on open positions.
We invest in our offerings and opportunistically expand our business. Investing activities included $36.5 million in capital expenditures for property and equipment during the six months ended March 31, 2026 compared to $28.9 million during the prior year. Additionally, we paid net cash of $5.7 million for acquisitions of assets and businesses in the current year and $5.0 million for a cost method investment.
Fluctuations in exchange rates decreased our cash, segregated cash, cash equivalents and segregated cash equivalents by $0.4 million.
Based upon our current operations, we believe that cash flows from operations, available cash and available borrowings under our credit facilities will be adequate to meet our future liquidity needs for the following year.
Commitments and Contingencies
Information about our commitments and contingent liabilities is contained in Note 11 of the Condensed Consolidated Financial Statements.
Off Balance Sheet Arrangements
We are party to certain financial instruments with off-balance sheet risk in the normal course of business as a registered securities broker-dealer, futures commission merchant, U.K. based investment firm, provisionally registered swap dealer and from our market-making and proprietary trading in the foreign exchange and commodities and debt securities markets. These financial instruments include futures, forward and foreign exchange contracts, exchange-traded and OTC options, To Be Announced (“TBA”) securities and interest rate swaps. Derivative financial instruments involve varying degrees of off-balance sheet market risk whereby changes in the fair values of underlying financial instruments may result in changes in the fair value of the financial instruments in excess of the amounts reflected in the Condensed Consolidated Balance Sheets. Exposure to market risk is influenced by a number of factors, including the relationships between the financial instruments and our positions, as well as the volatility and liquidity in the markets in which the financial instruments are traded. The principal risk components of financial instruments include, among other things, interest rate volatility, the duration of the underlying instruments and changes in commodity pricing and foreign exchange rates. We attempt to manage our exposure to market risk through various techniques. Aggregate market limits have been established and market risk measures are routinely monitored against these limits. Derivative contracts are traded along with cash transactions because of the integrated nature of the markets for such products. We manage the risks associated with derivatives on an aggregate basis along with the risks associated with our proprietary trading and market-making activities in cash instruments as part of our firm-wide risk management policies.
A significant portion of these instruments are primarily the execution of orders for commodity futures and options on futures contracts on behalf of our clients, substantially all of which are transacted on a margin basis. Such transactions may expose us to significant credit risk in the event margin requirements are not sufficient to fully cover losses which clients may incur. We control the risks associated with these transactions by requiring clients to maintain margin deposits in compliance with both clearing organization requirements and internal guidelines. We monitor required margin levels daily and, therefore, may require clients to deposit additional collateral or reduce positions when necessary. We also establish contract limits for clients, which are monitored daily. We evaluate each client’s creditworthiness on a case-by-case basis. Clearing, financing, and settlement activities may require us to maintain funds with or pledge securities as collateral with other financial institutions. Generally, these exposures to exchanges are subject to netting of open positions and collateral, while exposures to clients are subject to netting, per the terms of the client agreements, which reduce the exposure to us by permitting receivables and payables with such clients to be offset in the event of a client default. Management believes that the margin deposits held as of March 31, 2026 are adequate to minimize the risk of material loss that could be created by positions held at that time. Additionally, we monitor collateral fair value on a daily basis and adjust collateral levels in the event of excess market exposure. Generally, these exposures to both counterparties and clients are subject to master netting agreements and the terms of the client agreements, which reduce our exposure.
As a broker-dealer in U.S. Treasury obligations, U.S. government agency obligations, agency mortgage-backed obligations, and asset-backed obligations, we are engaged in various securities trading, borrowing and lending activities serving solely institutional counterparties. Our exposure to credit risk associated with the nonperformance of counterparties in fulfilling their contractual obligations pursuant to these securities transactions and market risk associated with the sale of securities not yet purchased can be directly impacted by volatile trading markets which may impair their ability to satisfy outstanding obligations to us. In the event of non-performance and unfavorable market price movements, we may be required to purchase or sell financial instruments, which may result in a loss to us.
We transact OTC and foreign exchange contracts with our clients, and our OTC and foreign exchange trade desks will generally offset the client’s transaction simultaneously with one of our trading counterparties or will offset that transaction with a similar, but not identical, position on the exchange. These unmatched transactions are intended to be short-term in nature and are conducted to facilitate the most effective transaction for our client.
Additionally, we hold futures and options on futures contracts resulting from market-making and proprietary trading activities in these product lines. We assist clients in our commodities trading business to protect the value of their future production (precious or base metals) by selling them put options on an OTC basis. We also provide our physical commodities trading business clients with sophisticated option products, including combinations of buying and selling puts and calls. We mitigate our risk by effecting offsetting options with market counterparties or through the purchase or sale of exchange-traded commodities futures. The risk mitigation of offsetting options is not within the documented hedging designation requirements of the Derivatives and Hedging Topic of the ASC.
As part of the activities discussed above, we carry short positions. We sell financial instruments that we do not own, borrow the financial instruments to make good delivery, and therefore are obliged to purchase such financial instruments at a future date in order to return the borrowed financial instruments. We record these obligations in the condensed consolidated financial statements as of March 31, 2026 and September 30, 2025, at fair value of the related financial instruments, totaling $3,789.2 million and $2,919.8 million, respectively. These positions are held to offset the risks related to financial assets owned, and reported in our Condensed Consolidated Balance Sheets in Financial instruments owned, at fair value and Physical commodities inventory, net. We will incur losses if the fair value of the financial instruments sold, not yet purchased, increases subsequent to March 31, 2026, which might be partially or wholly offset by gains in the value of assets held as of March 31, 2026. The totals of $3,789.2 million and $2,919.8 million include a net liability of $441.0 million and $298.3 million for derivative contracts, including those designated as hedges, based on their fair value as of March 31, 2026 and September 30, 2025, respectively.
We do not anticipate non-performance by counterparties in the above situations. We have a policy of reviewing the credit standing of each counterparty with which we conduct business. We have credit guidelines that limit our current and potential credit exposure to any one counterparty. We administer limits, monitor credit exposure, and periodically review the financial soundness of counterparties. We manage the credit exposure relating to our trading activities in various ways, including entering into collateral arrangements and limiting the duration of exposure. Risk is mitigated in certain cases by closing out transactions and entering into risk reducing transactions.
We are a member of various exchanges that trade and clear futures and option contracts. We are also a member of and provide guaranties to securities clearinghouses and exchanges in connection with client trading activities. Associated with our memberships, we may be required to pay a proportionate share of the financial obligations of another member who may default on its obligations to the exchanges. While the rules governing different exchange memberships vary, in general our guaranty obligations would arise only if the exchange had previously exhausted its resources. In addition, any such guaranty obligation would be apportioned among the other non-defaulting members of the exchange. Our liability under these arrangements is not quantifiable and could exceed the cash and securities we have posted as collateral at the exchanges. However, management believes that the potential for us to be required to make payments under these arrangements is remote. Accordingly, no contingent liability for these arrangements has been recorded in the Condensed Consolidated Balance Sheets as of March 31, 2026 and September 30, 2025.
Effects of Inflation
Increases in our expenses, such as compensation and benefits, transaction-based clearing expenses, as well as occupancy and equipment rental, may result from inflation and may not be readily recoverable from increasing the prices of our services. While heightened interest rates are generally favorable for us, to the extent that changes in interest rates arise from inflationary pressures, and such inflationary pressures have other adverse effects on the financial markets and on the value of the financial instruments held in inventory, it may adversely affect our financial position and results of operations.
Critical Accounting Policies
See our critical accounting policies discussed in the Management’s Discussion and Analysis of the most recent Annual Report filed on Form 10-K. There have been no material changes to these policies.
Other Accounting Policies
Note 1 to the Condensed Consolidated Financial Statements included within the most recent Annual Report filed on Form 10-K includes our significant accounting policies. There have been no material changes to these policies.
Accounting Development Updates
Recently Issued Accounting Pronouncements
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which will require us to disclose specified additional information in our income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 will also require us to disaggregate our income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions. ASU 2023-09 is effective for our annual reporting in the fiscal year ending September 30, 2026. Early adoption is permitted. The guidance allows for adoption using either a prospective or retrospective transition method. We are currently evaluating the impact that adopting this guidance will have on our disclosures.
In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”). The guidance primarily will require enhanced disclosures about certain types of expenses. ASU 2024-03 is effective for our fiscal year ending September 30, 2027. Early adoption is permitted. The guidance allows for adoption using either a prospective or retrospective transition method. We are currently evaluating the impact that adopting this guidance will have on our disclosures.
In September 2025, the FASB issued ASU No. 2025-06, Targeted Improvement to the Accounting for Internal-Use Software (Subtopic 350-40) related to capitalization of internal-use software costs. This amendment eliminates references to sequential software development stages and requires capitalization of internal-use software costs once management has authorized and committed to funding the software project and when the probability that the project will be completed and the software will be used to perform the function intended is evident. This new guidance is effective for annual and interim periods beginning in our fiscal year ending September 30, 2029 with early adoption permitted. This guidance will be applied using a prospective transition approach, with a modified retrospective or full retrospective transition approach permitted. Since the capitalization of internal-use software costs generally will not change significantly for most types of software under the amendments in this guidance, we do not expect adoption of this ASU to have a material impact on our financial condition or results of operations. We are currently evaluating the impact that adopting this guidance will have on our disclosures.
In November 2025, the FASB issued No. ASU 2025‑09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements (“ASU 2025-09”), which amends certain hedge accounting guidance. Among other changes, this ASU permits groups of forecasted transactions in a designated cash flow hedging relationship using a single derivative to share similar risk characteristics versus the same risk characteristics as required under existing guidance. This new guidance is effective for annual and interim periods beginning in our fiscal year ending September 30, 2028 with early adoption permitted. This standard is to be applied on a prospective basis for all hedging relationships and early adoption is permitted. We do not expect adoption of this ASU to have a material impact on our financial condition or results of operations. We are currently evaluating the impact that adopting this guidance will have on our disclosures.
Non-GAAP Financial Information
The following table reconciles net income to EBITDA and Adjusted EBITDA.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2026 | | % Change | | 2025 | | 2026 | | % Change | | 2025 |
| (in millions) | | | | | | | | | | | |
| Net income | $ | 174.3 | | | 143% | | $ | 71.7 | | | $ | 313.3 | | | 100% | | $ | 156.8 | |
| Interest expense | 487.6 | | | 47% | | 331.4 | | | 975.6 | | | 49% | | 652.8 | |
| Depreciation and amortization | 26.9 | | | 72% | | 15.6 | | | 51.9 | | | 66% | | 31.3 | |
| Income tax expense | 52.8 | | | 108% | | 25.4 | | | 98.7 | | | 73% | | 57.2 | |
| EBITDA | 741.6 | | | 67% | | 444.1 | | | 1,439.5 | | | 60% | | 898.1 | |
| Amortization of share-based compensation | 13.7 | | | 28% | | 10.7 | | | 28.0 | | | 27% | | 22.0 | |
| Interest expense attributable to trading activities | (461.1) | | | 46% | | (316.6) | | | (922.8) | | | 48% | | (622.8) | |
| Other gains, net | 2.7 | | | n/m | | — | | | 3.1 | | | n/m | | (5.7) | |
| Adjusted EBITDA | $ | 296.9 | | | 115% | | $ | 138.2 | | | $ | 547.8 | | | 88% | | $ | 291.6 | |
EBITDA, a non-GAAP measure used to measure operating performance, is defined as net income plus interest expense, depreciation and amortization, and income tax expense. Adjusted EBITDA represents EBITDA plus amortization of share-based compensation and less interest expense attributable to trading activities, including the credit facilities of our subsidiaries, gain on acquisitions, and other non-recurring gains and losses, net.
Each of the EBITDA-based measures described above is not a presentation made in accordance with GAAP and should not be considered as an alternative to net income or any other performance measures derived in accordance with GAAP as a measure of operating performance or to cash flows as a measure of liquidity. Additionally, each such measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. Such measures have limitations as analytical tools, and you should not consider any of such measures in isolation or as substitutes for our results as reported under GAAP. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. Because not all companies use identical calculations, these EBITDA-based measures may not be comparable to other similarly titled measures of other companies.
We believe EBITDA is helpful in highlighting the business’s trends because EBITDA excludes the results of decisions that are outside the control of management and can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. In addition, we believe EBITDA may provide more comparability between the historical operating results that reflect purchase accounting and the new capital structure.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Credit Risk
See also Note 4 to the condensed consolidated financial statements, “Financial Instruments with Off-Balance Sheet Risk and Concentrations of Credit Risk”.
Market Risk
We conduct our market-making and trading activities predominantly as a principal, which subjects our capital to significant risks. These risks include, but are not limited to, absolute and relative price movements, price volatility and changes in liquidity, over which we have virtually no control. Our exposure to market risk varies in accordance with the volume of client-driven market-making transactions, the size of the proprietary positions and the volatility of the financial instruments traded.
We seek to mitigate exposure to market risk by utilizing a variety of qualitative and quantitative techniques:
•Diversification of business activities and instruments;
•Limitations on positions;
•Allocation of capital and limits based on estimated weighted risks; and
•Daily monitoring of positions and mark-to-market profitability.
We utilize derivative products in a trading capacity as a dealer to satisfy client needs and mitigate risk. We manage risks from both derivatives and non-derivative cash instruments on a consolidated basis. The risks of derivatives should not be viewed in isolation, but in aggregate with our other trading activities.
We are exposed to market risk in connection with our retail trading activities. Because we act as counterparty to our self-directed/retail clients’ transactions, we are exposed to risk on each trade that the value of our position will decline. Accordingly, accurate and efficient management of our net exposure is a high priority, and we have developed policies addressing both our automated and manual procedures to manage our exposure. These risk-management policies and procedures are established and reviewed regularly by the Risk Committee of our Board of Directors. Our risk-management policies require quantitative analyses by instrument, as well as assessment of a range of market inputs, including trade size, dealing rate, client margin and market liquidity. Our risk-management procedures require our team of senior traders to monitor risk exposure and update senior management both informally over the course of the trading day and formally through intraday and end of day reporting. A key component of our approach to managing market risk is that we do not initiate market positions for our own account in anticipation of future movements in the relative prices of products we offer.
Management believes that the volatility of revenues is a key indicator of the effectiveness of our risk management techniques. The graph below summarizes volatility of our daily revenue, determined on a marked-to-market basis, during the six months ended March 31, 2026.
The graph above includes unrealized price movements in our precious metals inventories and related futures hedge positions during the period in which we experienced temporary dislocations in published London spot market cash prices and Comex listed gold and silver futures contracts, related to potential tariffs to be imposed by the U.S. government on imported metals. In our securities market-making and trading activities, we maintain inventories of equity and debt securities. In our Commercial segment, our positions include physical commodities inventories, precious metals on lease, forwards, futures and options on futures, and OTC derivatives. Our commodity trading activities are managed as one consolidated book for each commodity encompassing both cash positions and derivative instruments. We monitor the aggregate position for each commodity in equivalent physical ounces, metric tons, or other relevant unit.
Interest Rate Risk
In the ordinary course of our operations, we have interest rate risk from the possibility that changes in interest rates will affect the values of financial instruments and impact interest income earned. Within our domestic institutional dealer in fixed income securities business, we maintain a significant amount of trading assets and liabilities which are sensitive to changes in interest rates. These trading activities primarily consist of securities trading in connection with U.S. Treasury, U.S. government agency, agency mortgage-backed and agency asset-backed obligations, as well as investment grade, high-yield, convertible and emerging markets debt securities. Derivative instruments, which consist of futures, TBA securities and forward settling transactions, are used to manage risk exposures in the trading inventory. We enter into TBA securities transactions for the sole purpose of managing risk associated with mortgage-backed securities.
In addition, we generate interest income from the positive spread earned on client deposits. We typically invest in U.S. Treasury bills, notes, and obligations issued by government sponsored entities, reverse repurchase agreements involving U.S. Treasury bills and government obligations or AA-rated money market funds. In some instances, we maintain interest earning cash deposits with banks, clearing organizations and counterparties. We have an investment policy which establishes acceptable
standards of credit quality and limits the amount of funds that can be invested within a particular fund, institution, clearing organization or counterparty. We estimate that as of March 31, 2026, an immediate 25 basis point decrease in short-term interest rates would result in approximately $10.8 million less in annual net income.
We manage interest expense using a combination of variable and fixed rate debt. The debt instruments are carried at their unpaid principal balance which approximates fair value. As of March 31, 2026, $564.8 million of outstanding principal debt was variable-rate debt. We are subject to earnings and liquidity risks for changes in the interest rate on this debt. As of March 31, 2026, $1,175.0 million of outstanding principal debt was fixed-rate long-term debt.
Foreign Currency Risk
Currency risk arises from the possibility that fluctuations in foreign exchange rates will impact the value of our earnings and assets. Entities that have assets and liabilities denominated in currencies other than the primary economic environment in which the entity operates are subject to remeasurement. Principally, all sales are denominated in the currency of the subsidiary, while related operating costs are denominated in the currency of the local country and translated into USD for consolidated reporting purposes. Although the majority of the assets and liabilities of these subsidiaries are denominated in the functional currency of the subsidiary, they may also hold assets or liabilities denominated in other currencies. As a result, our results of operations and financial position are exposed to changing currency rates. We have executed hedging transactions in relation to certain currencies to mitigate our exposure to volatility in certain foreign currency exchange rates. From time-to-time, we may consider entering into larger hedges in certain contracts or hedging transactions in additional currencies to mitigate our exposure to more foreign currency exchange rates. These hedging transactions may not be successful.
Item 4. Controls and Procedures
In connection with the filing of this Form 10-Q, our management, including the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of March 31, 2026. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective to provide reasonable assurance that their objectives were met as of March 31, 2026.
There are limitations inherent in any internal control, such as the possibility of human error and the circumvention or overriding of controls. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met, and may not prevent or detect misstatements. As conditions change over time, so too may the effectiveness of internal controls. As a result, there can be no assurance that a control system will succeed in preventing all possible instances of error and fraud. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives, and the conclusions of our Chief Executive Officer and Chief Financial Officer are made at the “reasonable assurance” level.
There were no changes in our internal control over financial reporting during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.