Category: KB

MIL-OSI Europe: Briefing – Filling the gap: The EU’s fight against VAT fraud – 29-01-2025

Source: European Parliament

Value added tax (VAT) is a crucial revenue stream for both EU and national budgets. However, substantial losses resulting from domestic and cross-border VAT fraud make its enforcement an essential priority amid growing financial demands. Fraudsters, who are regularly part of organised criminal networks, exploit weaknesses in the VAT system, causing government revenue losses worth billions of euros. Over the years, the EU and its Member States have taken a variety of measures to close VAT loopholes, adopting innovative digital tools to facilitate exchange of information and detect and stop fraudulent transactions as fast as possible. Member States have also committed to cooperating more closely, through bodies such as the European Public Prosecutor’s Office and Eurofisc; this has led to the successful dismantling of major VAT fraud networks responsible for billions of euros of damage. While progress has been made, the involvement of multiple actors in combating VAT fraud has raised questions about how to optimise cooperation between these bodies. European Commissioner for Taxation, Wopke Hoekstra, has been tasked with maintaining ambitious efforts to combat tax fraud in the EU, while the Commissioner for Budget, Piotr Serafin, is leading a review of the EU’s anti-fraud structures with a view to enhancing efficiency and cooperation.

MIL-OSI Europe: Answer to a written question – New works on Lake Idro: compliance of extensions of EIA procedures with the principles of access to environmental information and public participation – E-002855/2024(ASW)

Source: European Parliament

1. Article 2 of the Environmental Impact Assessment (EIA) Directive[1] requires Member States to take all the necessary measures to ensure that, before consent is given, projects likely to have significant effects on the environment[2] are subject to a requirement for development consent and an assessment with regard to their effects. Article 6(4) provides that the public concerned shall be given early and effective opportunities to participate in the environmental decision-making procedure and shall be entitled to express comments and opinions when all options are open to the competent authority before the decision is taken[3]. The project in question falls under the scope of the EIA Directive[4]. According to publicly available information, an EIA was carried out in 2013 and the authorisation has since been extended twice. The Commission does not have sufficient information to assess whether the project has undergone a change or extension likely to have significant adverse effects on the environment justifying a new EIA procedure[5].

2. Article 6(1) requires Member States to ensure that the authorities likely to be concerned by the project, by reason of their specific environmental responsibilities or local and regional competences, are given an opportunity to express their opinion on the information supplied by the developer and on the request for development consent[6]. The Commission does not have sufficient information to assess the situation in this respect.

3. W ithout prejudice to the Commission’s role as guardian of the Treaties, Member States are primarily responsible to ensure compliance with EU law, including verifying individual cases of potential breach in the relevant development consent procedures[7].

[1] Directive 2011/92/EU of the European Parliament and of the Council of 13 December 2011 on the assessment of the effects of certain public and private projects on the environment (codification), OJ L 026 28.1.2012, p. 1.
[2] By virtue, inter alia, of their nature, size or location.
[3] Article 2(4) of the EIA Directive provides that Member States may, in exceptional cases, exempt a specific project from the provisions laid down in the directive. In this event, they shall make available to the public concerned the information obtained when determining if other forms of assessment would be appropriate, the information relating to the decision granting exemption and the reasons for granting it. They shall also inform the Commission of the reasons justifying the exemption granted.
[4] This project could be covered by Annex I, points 12 or 15, or Annex II, point 10 (f), (g) or (m).
[5] Which would include a new public consultation.
[6] Article 5(2) states that, where requested by the developer, the competent authority, taking into account the information provided by the developer in particular on the specific characteristics of the project, including its location and technical capacity, and its likely impact on the environment, shall issue an opinion on the scope and level of detail of the information to be included by the developer in the environmental impact assessment report. The competent authority shall consult the authorities referred to in Article 6(1) before it gives its opinion.
[7] National authorities, including national courts, are thus the first line of enforcement of EU law and, in line with its strategic approach on enforcement procedures, the Commission focuses on systemic non-compliance (Communication of 19 January 2017: EU law: Better results through better application — C/2016/8600, OJ C 18, 19.1.2017, p. 10-20 and in the communication of 13 October 2022: COM(2022) 518 final — Enforcing EU law for a Europe that delivers).

Last updated: 29 January 2025

MIL-OSI Europe: Answer to a written question – Providing support and repairing damages in relation to extreme weather events – E-002728/2024(ASW)

Source: European Parliament

The European Commission, through Cohesion Policy funds[1] is already contributing to disaster risk management with EUR 14 billion across EU regions, focusing on the most vulnerable and exposed territories.

For Greece, some EUR 1.4 billion is allocated to prevent and manage climate-related risks[2] in the programming period 2021-2027.

Under the shared management and subsidiarity principles governing the Cohesion Policy Funds, the use of the available resources (project selection and implementation of operations) falls under the responsibility of the Member State.

Member States affected by natural disasters may also benefit from the flexibilities provided by the Regional Emergency Support to Reconstruction — RESTORE Regulation which entered into force on 24 December 2024[3].

This will enable Member States to reprogramme part of their Cohesion Policy funds allocations for actions and projects in response to natural disasters, including reconstruction and repair measures to alleviate the negative socioeconomic consequences of natural disasters.

Union support could cover up to 95% of the expenditure and include an additional pre-financing of 25%. This will ease the budgetary pressure on affected Member States and regions.

Finally, the EU Solidarity Fund, upon request, is available to support Member States targeting costs for emergency and recovery operations[4] caused by major natural disasters.

[1] European Regional Development Fund, Cohesion Fund, Just Transition Fund and Interreg programmes
[2] Out of the EUR 1.4 billion, some EUR 726 million in public funding is allocated to prevent and manage climate-related flood risks.
[3] Regulation (EU) 2024/3236 of the European Parliament and of the Council of 19 December 2024 amending Regulations (EU) 2021/1057 and (EU) 2021/1058 as regards Regional Emergency Support to Reconstruction (RESTORE), available at the following link : http://data.europa.eu/eli/reg/2024/3236/oj
[4] The EU Solidarity Fund (EUSF) can only be activated at the request of the Member State which has a deadline of 12 weeks as from when the first damage occurred, demonstrating that the total direct damage exceeds the thresholds specified in Article 2 Regulation (EC) No 2012/2002. The EUSF may cover a part of the costs for emergency and recovery operations incurred by public authorities. This means, for example, the recovery of essential infrastructure, provision of temporary accommodation to the population, cleaning-up operations, and protection of the cultural heritage. Private damage is not eligible.

Last updated: 29 January 2025

MIL-OSI Europe: Answer to a written question – Section on electric mopeds in Regulation (EU) No 181/2011 concerning the rights of passengers in bus and coach transport – E-002750/2024(ASW)

Source: European Parliament

Regulation (EU) No 181/2011 (the regulation)[1] does not define the term ‘mobility equipment’. However, it can be understood as meaning any equipment that is intended to assist persons with disabilities and persons with reduced mobility with their mobility. Thus, electric mopeds could in certain circumstances also be considered as mobility equipment.

In general, persons with disabilities and persons with reduced mobility are entitled to travel with their mobility equipment when using bus and coach transport. However, Article 10(1) of the regulation allows carriers to deny the transport of certain mobility equipment in two cases:

a. If international, Union or national safety legislation, or safety requirements established by the competent authorities prohibit the transporting of the mobility equipment in question; or

b. If the design of the vehicle or the infrastructure, including bus stops and terminals, makes it physically impossible to take on board, alight or carry the person with disabilities or person with reduced mobility in a safe and operationally feasible manner with the mobility equipment in question.

At the moment there are no specific EU level rules applicable to the transport of the electric mopeds of persons with disabilities and persons with reduced mobility on buses and coaches. Safety concerns may justify Member States to adopt national rules prohibiting or limiting the transport of electric mopeds on buses and coaches.

[1] Regulation (EU) No 181/2011 of the European Parliament and of the Council of 16 February 2011 concerning the rights of passengers in bus and coach transport and amending Regulation (EC) No 2006/2004 Text with EEA relevance OJ L 55, 28.2.2011, p. 1-12.

Last updated: 29 January 2025

MIL-OSI Europe: Written question – European Commission interference in the annulment of the Romanian presidential elections – E-000200/2025

Source: European Parliament

Question for written answer E-000200/2025
to the Commission
Rule 144
Georgiana Teodorescu (ECR), Adrian-George Axinia (ECR), Gheorghe Piperea (ECR), Claudiu-Richard Târziu (ECR), Şerban Dimitrie Sturdza (ECR)

In an interview with the RMC channel on 10 January 2025, former European Commissioner Thierry Breton stated: ‘Let’s enforce our laws in Europe when they are at risk being circumvented and when they could, if not enforced, lead to interference. We did it in Romania, and we will obviously do it if necessary in Germany’, when asked about possible external interference, especially by Elon Musk.

The French politician’s statements cast doubt on the European Union’s position on democratic principles and its respect for the sovereignty of the Member States, especially in the context of the recent elections in Romania and the implications for future electoral processes throughout the Union.

Given that a former European Commissioner made this statement, we ask the following questions:

1.What specifically does the European Commission’s involvement in national elections in a Member State consist of?
2.What are the reasons why ‘the law was enforced’ and the presidential elections in Romania were annulled?

Submitted: 17.1.2025

Last updated: 29 January 2025

MIL-OSI Europe: Written question – EU accession negotiations with Albania – P-000165/2025

Source: European Parliament

Priority question for written answer P-000165/2025
to the Commission
Rule 144
Harald Vilimsky (PfE)

In the context of the EU accession negotiations with Albania, the serious shortcomings in the rule of law and the effect these will have on the enlargement process needs to be addressed. Investments have been made, including EUR 14.7 million from Austria in the EURALIUS project, yet the reform objectives have not been met. The fact that Irena Gojka was given a position in the anti-corruption court in spite of all the controversy evinces the conflicts of interest and shortcomings in the rule of law. Furthermore, a planned ban on TikTok threatens freedom of expression and is viewed as a form of censorship to suppress critics. Shortcomings in the rule of law and restrictions on freedom of expression thus continue to be a problem in Albania.

1.What is the Commission’s assessment of the effectiveness of Euralius-supported reforms in Albania’s judiciary, in particular as regards the independence, efficiency and accountability of the judiciary?
2.What is its view on the planned TikTok ban in Albania as a measure which, according to critics, is intended to restrict freedom of expression?
3.Does it think it is justifiable to open comprehensive accession negotiations when not only are significant reforms in Albania’s judiciary still pending but there is also considerable controversy around the choices made by the Albanian Government for key posts, and serious allegations of corruption persist and are virtually unresolved?

Submitted: 15.1.2025

Last updated: 29 January 2025

REGI Meetings_Calendar 2025
REGI Meetings_Calendar 2024_2nd Semester_NEW
LIST Coordinators REGI – 10th term_21.01.2025
REGI Newsletter
Research studies for REGI Committee

MIL-OSI Europe: Latest news – Next REGI meeting : 19-20 February 2025 – Committee on Regional Development

Source: European Parliament

The Committee on Regional Development will hold its next meeting in Brussels on Wednesday 19 February from 09:00-12:30 and 14:30-18:30 and on Thursday 20 February 2025 from 09:00-12:30.

Source : © European Union, 2025 – EP

MIL-OSI Europe: Negotiating mandate for recognition of electronic signatures

Source: Switzerland – Department of Foreign Affairs in English

Electronic signatures on documents should be recognised in Switzerland and in the European Union (EU). At its meeting on 29 January 2025, the Federal Council instructed the Federal Department of the Environment, Transport, Energy and Communications (DETEC) to draw up a corresponding mandate for negotiating with the EU, in collaboration with the Federal Department of Foreign Affairs (FDFA).

MIL-OSI Europe: Climate: Federal Council approves new reduction targets under the Paris Agreement

Source: Switzerland – Department of Foreign Affairs in English

At its meeting on 29 January, the Federal Council approved Switzerland’s new reduction target under the Paris Agreement. This corresponds to the reduction path of the Swiss Climate and Innovation Act. By 2035, Switzerland should reduce its greenhouse gas emissions by at least 65 per cent compared to 1990 levels, and by 59 per cent on average between 2031 and 2035. The objectives are to be achieved primarily through domestic measures. At the same time, the Federal Council approved an amendment to the long-term climate strategy.

MIL-OSI Europe: Latest news – Next Meeting of the DLAT Delegation: 17 February 2025 – Delegation to the Euro-Latin American Parliamentary Assembly

Source: European Parliament

The next meeting of the Delegation to the Euro-Latin American Parliamentary Assembly (DLAT) is scheduled for:

Monday 17 February 2025, 15.00-18.30,

room SPINELLI 3E2

The meeting will host the 5th High-Level Seminar of the Euroamerica Foundation under the title ‘Latin America and the Caribbean, once again on the radar of European policy’.

MIL-OSI Europe: Written question – Does the Commission recognise Member States’ sovereignty to hold elections? – P-000353/2025

Source: European Parliament

Priority question for written answer P-000353/2025
to the Commission
Rule 144
Ondřej Knotek (PfE)

On 15 January 2025, Politico quoted an unnamed EU diplomat as allegedly claiming that ‘the EU should consider starting Article 7 proceedings – penalties that can culminate in a country’s exclusion from EU decision-making – against both Hungary and Austria to send a signal to France, where far-right leader Marine Le Pen is eyeing a fourth run for the presidency in 2027’[1].

1.Is this above-mentioned opinion the position of the Commission?
2.Is the Commission able to guarantee that it will not start Article 7 proceedings or take other measures against sovereign EU Member States after they have held national elections?

Submitted: 27.1.2025

[1] https://www.politico.eu/article/austria-far-right-herbert-kickl-europe-populism/.

Last updated: 29 January 2025

MIL-OSI Europe: EIB Global lends €125 million to finance SES’s medium earth orbit satellites

Source: European Investment Bank

EIB Global loan will partially fund SES’s continued O3b mPOWER medium earth orbit fleet expansion, enabling additional capacity worldwide.
The O3b mPOWER satellite network aims to bridge the urban-rural digital divide, supporting objectives of the EU’s Global Gateway initiative and the EU Space Programme 2021-2027.

The European Investment Bank’s global arm, EIB Global, has signed a €125 million loan agreement with SES, a provider of satellite-enabled content and connectivity solutions, for three satellites of its second-generation medium earth orbit (MEO) system, O3b mPOWER. SES has already launched eight of 13 O3b mPOWER satellites, which operate 8 000 km away from the Earth, delivering high throughput and flexibility.

The loan will enable SES to provide enhanced broadband connectivity through its MEO system, reaching underserved and remote areas across Africa, Asia and Latin America. It will also help close the urban-rural digital divide and improve access to essential services like education, healthcare and e-governance.

“Digital connectivity is essential for economic and social development, particularly in regions where access to broadband is limited. By fostering enhanced connectivity, this collaboration with SES will not only help to bridge the digital divide, but will also unlock new opportunities by improving quality of life for millions of people. The project will also help strengthen Europe’s independence in the area of access to space-based data traffic – reflecting the EIB’s commitment to supporting Europe’s strategic autonomy in the domains of space and global connectivity,” said EIB Vice-President Robert de Groot.

Sandeep Jalan, Chief Financial Officer at SES, said, “We are pleased to have secured this term loan from the EIB, which reflects their confidence in our business and network and underscores our ability to secure funding from diverse sources while bolstering SES’s financial foundation. This agreement further enables us to deliver high-performance, multi-orbit connectivity services securely and reliably to our customers worldwide.”

The loan aligns with the European Union’s Global Gateway initiative, which promotes investment in secure and sustainable infrastructure to connect people and improve lives around the world. It is also part of the EIB’s activities related to the EU Space Programme 2021-2027, strengthening Europe’s position in space technology and innovation.

Background information

About EIB Global

The EIB is the long-term lending institution of the European Union, owned by the Member States. It finances investments that contribute to EU policy objectives.

EIB Global is the EIB Group’s specialised arm devoted to increasing the impact of international partnerships and development finance, and a key partner of Global Gateway. We aim to support €100 billion of investment by the end of 2027 – around one-third of the overall target of this EU initiative. Within Team Europe, EIB Global fosters strong, focused partnerships alongside fellow development finance institutions and civil society. EIB Global brings the EIB Group closer to people, companies and institutions through our offices across the world.

About SES

SES has a bold vision to deliver amazing experiences everywhere on Earth by distributing the highest quality video content and providing seamless data connectivity services around the world. As a provider of global content and connectivity solutions, SES owns and operates a geosynchronous orbit fleet and medium earth orbit (GEO-MEO) constellation of satellites, offering a combination of global coverage and high-performance services. Using its intelligent, cloud-enabled network, SES delivers high-quality connectivity solutions anywhere on land, at sea or in the air, and is a trusted partner to telecommunications companies, mobile network operators, governments, connectivity and cloud service providers, broadcasters, video platform operators and content owners around the world. The company is headquartered in Luxembourg and listed on Paris and Luxembourg stock exchanges (Ticker: SESG).

MIL-OSI Europe: Belgium: UZ Leuven gets support from EIB for modernisation and expansion

Source: European Investment Bank

UZ Leuven to benefit from €230 million lending agreement between KU Leuven and the European Investment Bank (EIB), to finance its infrastructure plans up to 2031. The works will cover an overhaul of the main Health Sciences campus Gasthuisberg in Leuven. A well-planned layout of medical departments and supporting services will allow for optimised patient- and workflows.

UZ Leuven’s “Health Sciences Campus 2.0” masterplan foresees works on the intensive care units, operating theatres, imaging, nuclear medicine and ambulatory care facilities such as endoscopy and dentistry, as well as works on the pharmacy.

The European Investment Bank will support UZ Leuven 2022-2031 investment plan with a €230 million loan to the Catholic University Leuven (KU Leuven). The hospital will use the financing to support its masterplan of adapting the infrastructure on existing campuses to current research and medical care requirements.

The financing supports UZ Leuven’s “Health Sciences campus 2.0” masterplan, which will further transform its campus into an innovation ecosystem, in-line with Flanders’ ambition to support and develop its knowledge economy, in close collaboration with the KU Leuven. The intensive care units and operating theatres will benefit from new facilities to substitute aging buildings, allowing also to better connect and integrate them with other parts of the care site, including the new construction featuring, hospitalisation facilities and the extension for oncological care.

The loan will also be used to finance research facilities for nuclear medicine, the tissue and biobank facility, as well as a new production site for the hospital pharmacy in Leuven. Next to the investments in the expansion, modernisation and renovation of parts of the Gasthuisberg campus, the EIB loan will also support further renewal of UZ Leuven’s rehabilitation campus Pellenberg, for both hospitalisation and one-day care.

EIB Vice-President Robert de Groot said: “UZ Leuven’s plans will not only help the hospital cater for profound changes to existing care models, it will also further integrate the facilities in the knowledge and innovation ecosystem that Leuven is creating. This is the EIB’s second financing for Leuven’s hospital campus, showing the commitment of the EIB in supporting social infrastructure and financing projects that have a positive impact on citizens.”

“UZ Leuven and KU Leuven greatly appreciate the essential support from EIB. This financing allows us, together with VIPA resources and internal funding, to establish state of the art facilities for both our top patient care programs as well as our research and innovation infrastructure. This way, as a university hospital, we can continue to push boundaries for our patients.” said UZ Leuven CEO prof. dr. Paul Herijgers.

Background information:

The European Investment Bank (EIB) is the EU institution for long-term loans. Its shares are held by the 27 EU Member States, with 5.2% owned by Belgium. The EIB makes long-term financing available for sound investments that contribute towards the EU’s policy objectives. In 2023 the EIB provided over €2.1 billion in financing for Belgian projects.

UZ Leuven is affiliated with KU Leuven university and is the largest tertiary care university hospital in Belgium, tracing its origins to the Sint-Pieter Hospital, established in the heart of the City of Leuven in 1080. Consisting of the Gasthuisberg, Pellenberg and Sint-Rafaël (city) campuses, it’s one of the leading university hospitals in Europe, providing more than 1,800 beds which are served by almost 10,000 employees. Gasthuisberg is the main campus and contains all the highly specialised services, connected to the biomedical facilities of KU Leuven.

MIL-OSI Europe: Highlights – Composition of the Bureau of the Committee on Public Health (SANT) – Committee on Public Health

Source: European Parliament

Adam Jarubas.jpg © European Parliament

The composition of the Bureau is the following: · Chair: Mr Adam JARUBAS (EPP, PL) · 1st Vice-Chair: Ms Tilly METZ (GREENS, LU) · 2nd Vice-Chair: Ms Stine BOSSE (RENEW, DK) · 3rd Vice-Chair: Ms Romana JERKOVIĆ (S&D, HR) · 4th Vice-Chair: Mr Emmanouil FRAGKOS (ECR, EL)

MIL-OSI United Kingdom: Transport and growth update: airport expansion and transition to greener aviation

Source: United Kingdom – Executive Government & Departments

Outlines the government’s position on airport expansion and work being done on sustainable aviation fuels.

I wish to update the House on the government’s position regarding airport expansion and the transition to greener aviation.

The government recognises that air connectivity plays a vital role in supporting economic growth across the country, contributing £14 billion to our GDP in 2023 and over 140,000 jobs across the UK in 2022.

However, capacity constraints are hindering the country’s ability to reap the growth benefits of aviation. There is a particular capacity challenge in the south east of England. Heathrow Airport, the largest airport in Europe by passenger traffic, the most internationally connected airport in the world and the UK’s only hub airport, plays a critical role in enabling international connectivity for both passengers and freight. This supports productivity and economic growth. Around 75% of UK long haul flights go from Heathrow and 60% of UK air freight goes through Heathrow. But Heathrow is running at nearly full capacity, which is limiting our potential to compete with major European hubs and holding back growth.

Tackling capacity constraints at Heathrow Airport could unlock growth benefits that a world-class aviation sector can provide. That’s why the government supports and is inviting proposals for a third runway at Heathrow, to be brought forward by the summer.

Expansion could inject billions into our economy, create over 100,000 extra jobs, strengthen Heathrow’s status as a global passenger and air freight hub, and deliver major benefits for passengers, including lower fares and reduced delays.

Once proposals have been received, the government will move at speed to review the Airports National Policy Statement (ANPS), which provides the basis for decision making on granting development consent for a new runway at Heathrow. Any scheme must be delivered in line with the UK’s legal, climate, and environmental obligations.

The government is committed to ensuring that the economic benefits of airport expansions are delivered in a way that considers and addresses environmental and social responsibilities. We are already making great strides in transitioning to greener aviation. Earlier this month, the Sustainable Aviation Fuel (SAF) Mandate became law, requiring 2% of this year’s aviation fuel supply to be from sustainable sources, with the targets reaching 10% in 2030 and 22% in 2040. SAF is one of the key measures required to reach net zero emissions from aviation by 2050: it reduces GHG emissions by around 70% on average when replacing fossil kerosene (jet fuel).

Today (29 January 2025), I am pleased to announce that we will invest £63 million over the next year for the Advanced Fuels Fund, supporting SAF producers across the UK including in areas like Teesside. We have also published today the government’s response to the consultation on a revenue certainty mechanism (RCM), which, once implemented, will encourage investment into the nascent UK SAF industry. Next steps on the RCM will be set out imminently.

Taken together, our SAF commitments will support thousands of jobs, bring down our transport emissions, support our energy security and make the UK a clean energy superpower.

Published 29 January 2025

MIL OSI United Kingdom –

MIL-OSI United Kingdom: Improving lives for people with learning disabilities

Source: Scottish Government

Fund to support third sector organisations.

People with learning disabilities will be supported to reach their full potential through a £1.6 million fund.

The Learning Disability Support Fund will be available to third sector organisations to enable them to promote equality and inclusion and improve access to health services and social activities for people with learning disabilities.

The fund will run for 30 months from October 2025, with a total of £325,000 available for the first year and £650,000 per year for the following two years. Organisations can apply for grants of between £75,000 and £250.000.

Minister for Wellbeing, Social Care and Sport Maree Todd said:

“The last 30 years have seen enormous changes in how people with learning disabilities are supported in society, however we recognise there is more work to be done.

“We know the third sector plays a crucial role in improving the lives of people with learning disabilities and this fund will support organisations to enable those they work with to lead fulfilling, independent, and active lives as equal citizens.

“The grants will be used to provide people with education and information on matters such as accessing health services and developing safe relationships.

“In developing the fund, we have taken into account the views expressed by people with learning disabilities in recent consultation and research and we will work closely with the third sector to ensure it makes a difference.”

Celia Tennant, Chief Executive Officer at Inspiring Scotland said:

“We are pleased to be managing the application process for the new phase of the Scottish Government’s Learning Disability Support Fund.

“We know from the past few years managing the Inspiring Inclusion fund the positive impact that empowering third sector organisations can have to deliver support for people in Scotland with learning disabilities to lead happy, healthy lives and create a more inclusive society.”

BACKGROUND

The Learning Disability Support Fund replaces the Inspiring Inclusion Learning Disability Fund.

MIL OSI United Kingdom –

MIL-OSI Security: Criminals smuggling 1.5 billion untaxed cigarettes stopped

Source: Eurojust

The investigation into the smuggling group started in May 2020, when three containers arrived in Belgium filled with undeclared cigarettes instead of the supposed construction material destined for Germany. The group tried to avoid suspicion by filling one of the three containers with the declared goods and presenting it correctly to customs. The building materials would then be loaded into the second and third containers to get them through customs. The smuggling did not go unnoticed as customs officers discovered that the containers were filled with undeclared cigarettes.

With the support of the European Anti-Fraud Office, Belgian and German customs launched a cross-border investigation into the criminal group. They discovered that the same method had been used to smuggle over 150 containers filled with cigarettes into the EU. During the investigation, customs authorities also learned that the group was now also unloading cigarettes at warehouses in the Netherlands. The Dutch customs authorities joined the international investigation to take down the smuggling operation.

The cigarettes were manufactured in Türkiye and Iran, then exported to ports worldwide, reloaded and brought into EU ports using forged sea freight documents. The criminal group is suspected of smuggling 150 containers into the EU. The fiscal loss of the smuggling scheme is estimated at EUR 550 million.

The four-year long investigation culminated in an action day coordinated from Eurojust’s headquarters in The Hague. Authorities executed arrest warrants in three countries, leading to two arrests in Belgium, one in the Netherlands and seven in Germany. Seventeen locations and one vehicle were searched where authorities seized multiple phones laptops and paper documents.

The following authorities carried out the operations:

Germany: Public Prosecutor’s Office Bielefeld; Customs Investigation Office Hanover
Belgium: Public Prosecution Office Namur; Public Prosecution Office Charleroi; Federal Police Namur; Federal Police Charleroi; Belgian Customs Authorities
The Netherlands: National Public Prosecutors Office for Economic and Environmental Crimes; Fiscal Intelligence and Investigation Service
European Anti-Fraud Office (OLAF)

MIL Security OSI –

MIL-OSI: YieldMax™ ETFs Announces Distributions on PLTY ($2.9826), MARO ($2.1002), NVDY ($0.8294), YMAX ($0.1469), YMAG ($0.1898) and Others

Source: GlobeNewswire (MIL-OSI)

CHICAGO and MILWAUKEE and NEW YORK, Jan. 29, 2025 (GLOBE NEWSWIRE) — YieldMax™ today announced distributions for the YieldMax™ Weekly Payers and Group B ETFs listed in the table below.

ETF Ticker¹	ETF Name	Reference Asset	Distribution per Share	Distribution Frequency	Ex-Date & R ecord Date	Payment Date
GPTY*	YieldMax™ AI & Tech Portfolio Option Income ETF	Multiple	–	*Weekly*	–	–
LFGY	YieldMax™ Crypto Industry & Tech Portfolio Income ETF	Multiple	$0.6294	*Weekly*	1/30/2025	1/31/2025
YMAX	YieldMax™ Universe Fund of Option Income ETFs	Multiple	$0.1469	*Weekly*	1/30/2025	1/31/2025
YMAG	YieldMax™ Magnificent 7 Fund of Option Income ETFs	Multiple	$0.1898	*Weekly*	1/30/2025	1/31/2025
NVDY	YieldMax™ NVDA Option Income Strategy ETF	NVDA	$0.8294	Every 4 Weeks	1/30/2025	1/31/2025
DIPS	YieldMax™ Short NVDA Option Income Strategy ETF	NVDA	$0.5026	Every 4 Weeks	1/30/2025	1/31/2025
FBY	YieldMax™ META Option Income Strategy ETF	META	$0.6390	Every 4 Weeks	1/30/2025	1/31/2025
GDXY	YieldMax™ Gold Miners Option Income Strategy ETF	GDX^®	$0.5937	Every 4 Weeks	1/30/2025	1/31/2025
BABO	YieldMax™ BABA Option Income Strategy ETF	BABA	$0.4693	Every 4 Weeks	1/30/2025	1/31/2025
JPMO	YieldMax™ JPM Option Income Strategy ETF	JPM	$0.6929	Every 4 Weeks	1/30/2025	1/31/2025
MRNY	YieldMax™ MRNA O ption Income Strategy ETF	MRNA	$0.2730	Every 4 Weeks	1/30/2025	1/31/2025
PLTY	YieldMax™ PLTR Option Income Strategy ETF	PLTR	$2.9826	Every 4 Weeks	1/30/2025	1/31/2025
MARO	YieldMax™ MARA Option Income Strategy ETF	MARA	$2.1002	Every 4 Weeks	1/30/2025	1/31/2025
Weekly Payers & Group C ETFs scheduled for next week: GPTY LFGY YMAX YMAG CONY FIAT MSFO AMDY NFLY ABNY PYPY ULTY

Note: DIPS, FIAT, CRSH and YQQQ are hereinafter referred to as the “Short ETFs.”

You are not guaranteed a distribution under the ETFs. Distributions for the ETFs (if any) are variable and may vary significantly from period to period and may be zero.

Investors in the Funds will not have rights to receive dividends or other distributions with respect to the underlying reference asset(s).

*The inception date for GPTY is January 22, 2025.

¹	Each ETF’s strategy (*except* *those of the Short ETFs) will cap potential gains* if its reference asset’s shares increase in value, yet subjects an investor to all potential losses if the reference asset’s shares decrease in value. Such potential losses may not be offset by income received by the ETF. Each *Short ETF’s strategy will cap potential gains* if its reference asset decreases in value, yet subjects an investor to all potential losses if the reference asset increases in value. Such potential losses may not be offset by income received by the ETF.

	Each Fund has a limited operating history and while each Fund’s objective is to provide current income, there is no guarantee the Fund will make a distribution. Distributions are likely to vary greatly in amount.

Important Information

Investors should consider the investment objectives, risks, charges and expenses carefully before investing. For a prospectus or summary prospectus with this and other information about each Fund, visit our website at www.YieldMaxETFs.com. Read the prospectus or summary prospectus carefully before investing.

There is no guarantee that any Fund’s investment strategy will be properly implemented, and an investor may lose some or all of its investment in any such Fund.

Tidal Financial Group is the adviser for all YieldMax™ ETFs.

THE FUND, TRUST, AND ADVISER ARE NOT AFFILIATED WITH ANY UNDERLYING REFERENCE ASSET.

Risk Disclosures (applicable to all YieldMax ETFs referenced above, except the Short ETFs)

YMAX, YMAG, FEAT and FIVY generally invest in other YieldMax™ ETFs. As such, these two Funds are subject to the risks listed in this section, which apply to all the YieldMax™ ETFs they may hold from time to time.

Investing involves risk. Principal loss is possible.

Call Writing Strategy Risk. The path dependency (i.e., the continued use) of the Fund’s call writing strategy will impact the extent that the Fund participates in the positive price returns of the underlying reference asset and, in turn, the Fund’s returns, both during the term of the sold call options and over longer periods.

Counterparty Risk. The Fund is subject to counterparty risk by virtue of its investments in options contracts. Transactions in some types of derivatives, including options, are required to be centrally cleared (“cleared derivatives”). In a transaction involving cleared derivatives, the Fund’s counterparty is a clearing house rather than a bank or broker. Since the Fund is not a member of clearing houses and only members of a clearing house (“clearing members”) can participate directly in the clearing house, the Fund will hold cleared derivatives through accounts at clearing members.

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. The Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, imperfect correlation with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions.

Options Contracts. The use of options contracts involves investment strategies and risks different from those associated with ordinary portfolio securities transactions. The prices of options are volatile and are influenced by, among other things, actual and anticipated changes in the value of the underlying instrument, including the anticipated volatility, which are affected by fiscal and monetary policies and by national and international political, changes in the actual or implied volatility or the reference asset, the time remaining until the expiration of the option contract and economic events.

Distribution Risk. As part of the Fund’s investment objective, the Fund seeks to provide current income. There is no assurance that the Fund will make a distribution in any given period. If the Fund does make distributions, the amounts of such distributions will likely vary greatly from one distribution to the next.

High Portfolio Turnover Risk. The Fund may actively and frequently trade all or a significant portion of the Fund’s holdings. A high portfolio turnover rate increases transaction costs, which may increase the Fund’s expenses.

Liquidity Risk. Some securities held by the Fund, including options contracts, may be difficult to sell or be illiquid, particularly during times of market turmoil.

Non-Diversification Risk. Because the Fund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a smaller number of issuers than if it was a diversified fund.

New Fund Risk. The Fund is a recently organized management investment company with no operating history. As a result, prospective investors do not have a track record or history on which to base their investment decisions.

Price Participation Risk. The Fund employs an investment strategy that includes the sale of call option contracts, which limits the degree to which the Fund will participate in increases in value experienced by the underlying reference asset over the Call Period.

Single Issuer Risk. Issuer-specific attributes may cause an investment in the Fund to be more volatile than a traditional pooled investment which diversifies risk or the market generally. The value of the Fund, which focuses on an individual security (ARKK, TSLA, AAPL, NVDA, AMZN, META, GOOGL, NFLX, COIN, MSFT, DIS, XOM, JPM, AMD, PYPL, SQ, MRNA, AI, MSTR, Bitcoin ETP, GDX^®, SNOW, ABNB, BABA, TSM, SMCI, PLTR, MARA), may be more volatile than a traditional pooled investment or the market as a whole and may perform differently from the value of a traditional pooled investment or the market as a whole.

Inflation Risk. Inflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the present value of the Fund’s assets and distributions, if any, may decline.

Risk Disclosures (applicable only to GPTY)

Artificial Intelligence Risk. Issuers engaged in artificial intelligence typically have high research and capital expenditures and, as a result, their profitability can vary widely, if they are profitable at all. The space in which they are engaged is highly competitive and issuers’ products and services may become obsolete very quickly. These companies are heavily dependent on intellectual property rights and may be adversely affected by loss or impairment of those rights. The issuers are also subject to legal, regulatory and political changes that may have a large impact on their profitability. A failure in an issuer’s product or even questions about the safety of the product could be devastating to the issuer, especially if it is the marquee product of the issuer. It can be difficult to accurately capture what qualifies as an artificial intelligence company.

Technology Sector Risk. The Fund will invest substantially in companies in the information technology sector, and therefore the performance of the Fund could be negatively impacted by events affecting this sector. Market or economic factors impacting technology companies, and companies that rely heavily on technological advances could have a significant effect on the value of the Fund’s investments. The value of stocks of information technology companies and companies that rely heavily on technology is particularly vulnerable to rapid changes in technology product cycles, rapid product obsolescence, government regulation and competition, both domestically and internationally, including competition from foreign competitors with lower production costs. Stocks of information technology companies and companies that rely heavily on technology, especially those of smaller, less-seasoned companies, tend to be more volatile than the overall market. Information technology companies are heavily dependent on patent and intellectual property rights, the loss or impairment of which may adversely affect profitability.

Risk Disclosure (applicable only to MARO)

Digital Assets Risk: The Fund does not invest directly in Bitcoin or any other digital assets. The Fund does not invest directly in derivatives that track the performance of Bitcoin or any other digital assets. The Fund does not invest in or seek direct exposure to the current “spot” or cash price of Bitcoin. Investors seeking direct exposure to the price of Bitcoin should consider an investment other than the Fund. Digital assets like Bitcoin, designed as mediums of exchange, are still an emerging asset class. They operate independently of any central authority or government backing and are subject to regulatory changes and extreme price volatility.

Risk Disclosures (applicable only to BABO and TSMY)

Currency Risk: Indirect exposure to foreign currencies subjects the Fund to the risk that currencies will decline in value relative to the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates and the imposition of currency controls or other political developments in the U.S. or abroad.

Depositary Receipts Risk: The securities underlying BABO and TSMY are American Depositary Receipts (“ADRs”). Investment in ADRs may be less liquid than the underlying shares in their primary trading market.

Foreign Market and Trading Risk: The trading markets for many foreign securities are not as active as U.S. markets and may have less governmental regulation and oversight.

Foreign Securities Risk: Investments in securities of non-U.S. issuers involve certain risks that may not be present with investments in securities of U.S. issuers, such as risk of loss due to foreign currency fluctuations or to political or economic instability, as well as varying regulatory requirements applicable to investments in non-U.S. issuers. There may be less information publicly available about a non-U.S. issuer than a U.S. issuer. Non-U.S. issuers may also be subject to different regulatory, accounting, auditing, financial reporting and investor protection standards than U.S. issuers.

Risk Disclosures (applicable only to GDXY)

Risk of Investing in Foreign Securities. The Fund is exposed indirectly to the securities of foreign issuers selected by GDX^®’s investment adviser, which subjects the Fund to the risks associated with such companies. Investments in the securities of foreign issuers involve risks beyond those associated with investments in U.S. securities.

Risk of Investing in Gold and Silver Mining Companies. The Fund is exposed indirectly to gold and silver mining companies selected by GDX^®’s investment adviser, which subjects the Fund to the risks associated with such companies.

The Fund invests in options contracts based on the value of the VanEck Gold Miners ETF (GDX^®), which subjects the Fund to some of the same risks as if it owned GDX^®, as well as the risks associated with Canadian, Australian and Emerging Market Issuers, and Small-and Medium-Capitalization companies.

Risk Disclosures (applicable only to YBIT)

YBIT does not invest directly in Bitcoin or any other digital assets. YBIT does not invest directly in derivatives that track the performance of Bitcoin or any other digital assets. YBIT does not invest in or seek direct exposure to the current “spot” or cash price of Bitcoin. Investors seeking direct exposure to the price of Bitcoin should consider an investment other than YBIT.

Bitcoin Investment Risk: The Fund’s indirect investment in Bitcoin, through holdings in one or more Underlying ETPs, exposes it to the unique risks of this emerging innovation. Bitcoin’s price is highly volatile, and its market is influenced by the changing Bitcoin network, fluctuating acceptance levels, and unpredictable usage trends.

Digital Assets Risk: Digital assets like Bitcoin, designed as mediums of exchange, are still an emerging asset class. They operate independently of any central authority or government backing and are subject to regulatory changes and extreme price volatility. Potentially No 1940 Act Protections. As of the date of this Prospectus, there is only a single eligible Underlying ETP, and it is an investment company subject to the 1940 Act.

Bitcoin ETP Risk: The Fund invests in options contracts that are based on the value of the Bitcoin ETP. This subjects the Fund to certain of the same risks as if it owned shares of the Bitcoin ETP, even though it does not. Bitcoin ETPs are subject, but not limited, to significant risk and heightened volatility. An investor in a Bitcoin ETP may lose their entire investment. Bitcoin ETPs are not suitable for all investors. In addition, not all Bitcoin ETPs are registered under the Investment Company Act of 1940. Those Bitcoin ETPs that are not registered under such statute are therefore not subject to the same regulations as exchange traded products that are so registered.

Risk Disclosures (applicable only to the Short ETFs)

Investing involves risk. Principal loss is possible.

Price Appreciation Risk. As part of the Fund’s synthetic covered put strategy, the Fund purchases and sells call and put option contracts that are based on the value of the underlying reference asset. This strategy subjects the Fund to certain of the same risks as if it shorted the underlying reference asset, even though it does not. By virtue of the Fund’s indirect inverse exposure to changes in the value of the underlying reference asset, the Fund is subject to the risk that the value of the underlying reference asset increases. If the value of the underlying reference asset increases, the Fund will likely lose value and, as a result, the Fund may suffer significant losses.

Put Writing Strategy Risk. The path dependency (i.e., the continued use) of the Fund’s put writing (selling) strategy will impact the extent that the Fund participates in decreases in the value of the underlying reference asset and, in turn, the Fund’s returns, both during the term of the sold put options and over longer periods.

Purchased OTM Call Options Risk. The Fund’s strategy is subject to potential losses if the underlying reference asset increases in value, which may not be offset by the purchase of out-of-the-money (OTM) call options. The Fund purchases OTM calls to seek to manage (cap) the Fund’s potential losses from the Fund’s short exposure to the underlying reference asset if it appreciates significantly in value. However, the OTM call options will cap the Fund’s losses only to the extent that the value of the underlying reference asset increases to a level that is at or above the strike level of the purchased OTM call options. Any increase in the value of the underlying reference asset to a level that is below the strike level of the purchased OTM call options will result in a corresponding loss for the Fund. For example, if the OTM call options have a strike level that is approximately 100% above the then-current value of the underlying reference asset at the time of the call option purchase, and the value of the underlying reference asset increases by at least 100% during the term of the purchased OTM call options, the Fund will lose all its value. Since the Fund bears the costs of purchasing the OTM calls, such costs will decrease the Fund’s value and/or any income otherwise generated by the Fund’s investment strategy.

Counterparty Risk. The Fund is subject to counterparty risk by virtue of its investments in options contracts. Transactions in some types of derivatives, including options, are required to be centrally cleared (“cleared derivatives”). In a transaction involving cleared derivatives, the Fund’s counterparty is a clearing house rather than a bank or broker. Since the Fund is not a member of clearing houses and only members of a clearing house (“clearing members”) can participate directly in the clearing house, the Fund will hold cleared derivatives through accounts at clearing members.

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. The Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, imperfect correlation with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions.

Options Contracts. The use of options contracts involves investment strategies and risks different from those associated with ordinary portfolio securities transactions. The prices of options are volatile and are influenced by, among other things, actual and anticipated changes in the value of the underlying reference asset, including the anticipated volatility, which are affected by fiscal and monetary policies and by national and international political changes in the actual or implied volatility or the reference asset, the time remaining until the expiration of the option contract and economic events.

Distribution Risk. As part of the Fund’s investment objective, the Fund seeks to provide current income. There is no assurance that the Fund will make a distribution in any given period. If the Fund does make distributions, the amounts of such distributions will likely vary greatly from one distribution to the next.

High Portfolio Turnover Risk. The Fund may actively and frequently trade all or a significant portion of the Fund’s holdings.

Liquidity Risk. Some securities held by the Fund, including options contracts, may be difficult to sell or be illiquid, particularly during times of market turmoil.

Non-Diversification Risk. Because the Fund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a smaller number of issuers than if it was a diversified fund.

New Fund Risk. The Fund is a recently organized management investment company with no operating history. As a result, prospective investors do not have a track record or history on which to base their investment decisions.

Price Participation Risk. The Fund employs an investment strategy that includes the sale of put option contracts, which limits the degree to which the Fund will participate in decreases in value experienced by the underlying reference asset over the Put Period.

Single Issuer Risk. Issuer-specific attributes may cause an investment in the Fund to be more volatile than a traditional pooled investment which diversifies risk or the market generally. The value of the Fund, for any Fund that focuses on an individual security (e.g., TSLA, COIN, NVDA), may be more volatile than a traditional pooled investment or the market as a whole and may perform differently from the value of a traditional pooled investment or the market as a whole.

Inflation Risk. Inflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the present value of the Fund’s assets and distributions, if any, may decline.

Risk Disclosures (applicable only to YQQQ)

Index Overview. The Nasdaq 100 Index is a benchmark index that includes 100 of the largest non-financial companies listed on the Nasdaq Stock Market, based on market capitalization.

Index Level Appreciation Risk. As part of the Fund’s synthetic covered put strategy, the Fund purchases and sells call and put option contracts that are based on the Index level. This strategy subjects the Fund to certain of the same risks as if it shorted the Index, even though it does not. By virtue of the Fund’s indirect inverse exposure to changes in the Index level, the Fund is subject to the risk that the Index level increases. If the Index level increases, the Fund will likely lose value and, as a result, the Fund may suffer significant losses. The Fund may also be subject to the following risks: innovation and technological advancement; strong market presence of Index constituent companies; adaptability to global market trends; and resilience and recovery potential.

Index Level Participation Risk. The Fund employs an investment strategy that includes the sale of put option contracts, which limits the degree to which the Fund will benefit from decreases in the Index level experienced over the Put Period. This means that if the Index level experiences a decrease in value below the strike level of the sold put options during a Put Period, the Fund will likely not experience that increase to the same extent and any Fund gains may significantly differ from the level of the Index losses over the Put Period. Additionally, because the Fund is limited in the degree to which it will participate in decreases in value experienced by the Index level over each Put Period, but has significant negative exposure to any increases in value experienced by the Index level over the Put Period, the NAV of the Fund may decrease over any given period. The Fund’s NAV is dependent on the value of each options portfolio, which is based principally upon the inverse of the performance of the Index level. The Fund’s ability to benefit from the Index level decreases will depend on prevailing market conditions, especially market volatility, at the time the Fund enters into the sold put option contracts and will vary from Put Period to Put Period. The value of the options contracts is affected by changes in the value and dividend rates of component companies that comprise the Index, changes in interest rates, changes in the actual or perceived volatility of the Index and the remaining time to the options’ expiration, as well as trading conditions in the options market. As the Index level changes and time moves towards the expiration of each Put Period, the value of the options contracts, and therefore the Fund’s NAV, will change. However, it is not expected for the Fund’s NAV to directly inversely correlate on a day-to-day basis with the returns of the Index level. The amount of time remaining until the options contract’s expiration date affects the impact that the value of the options contracts has on the Fund’s NAV, which may not be in full effect until the expiration date of the Fund’s options contracts. Therefore, while changes in the Index level will result in changes to the Fund’s NAV, the Fund generally anticipates that the rate of change in the Fund’s NAV will be different than the inverse of the changes experienced by the Index level.

YieldMax™ ETFs are distributed by Foreside Fund Services, LLC. Foreside is not affiliated with Tidal Financial Group, YieldMax™ ETFs.

MIL-OSI: Lantronix Launches New 28-Port PoE++ Network Switch at 2025 BICSI Winter Conference & Exhibition

Source: GlobeNewswire (MIL-OSI)

IRVINE, Calif., Jan. 29, 2025 (GLOBE NEWSWIRE) — Lantronix Inc. (NASDAQ: LTRX) (the “Company”), a global leader of compute and connectivity for IoT solutions enabling AI Edge Intelligence, today announced it will launch its new 28-port SM24TBT4XPA Managed 2.5G Ethernet PoE++ network switch as well as feature its 24-port SM24TBT4SA and 8-port SM8TBT2SA Managed Gigabit Ethernet PoE++ network switches at the 2025 BICSI Winter Conference & Exhibition. Taking place Feb. 4–6, 2025, at the Gaylord Palms Resort & Convention Center in Orlando, Fla., Lantronix will exhibit these newest items, along with more IoT network solutions, at booth Number 910.

“At BICSI, we will feature our new PoE++ network switches that offer flexibility in port speed and power while delivering the always-on performance needed for critical applications, such as smart building, wireless and security and surveillance. Our users know they can rely on Lantronix’s secure network solutions to stay connected at the network edge while gaining easy, intuitive control of end-to-end devices,” said Mathi Gurusamy, chief strategy officer at Lantronix.

Ideal for connecting and powering wireless devices in security and surveillance, smart building and other applications that require always-on performance, Lantronix’s new 28-port Managed Ethernet PoE++ Switch features 2.5G ports and IEEE 1588v2 precision clock synchronization protocol, providing the highly accurate time synchronization needed for use in applications like wireless networks and financial trading. Similar to other Lantronix switches, it also includes the unique, simple-to-navigate user interface with device management features that help reduce troubleshooting time and operating costs. The switches come integrated with Lantronix’s Percepxion™ Software End-to-End Solutions platform, providing comprehensive device life cycle management, enterprise application integration and data analytics, all through a single pane of glass.

Lantronix Speaker to Present on Lantronix’s New 24-Port Switch

Dennis Troxell, senior field applications engineer at Lantronix, will speak about Lantronix’s 24-port SM24TBT4SA Managed Gigabit Ethernet PoE++ switch. He will highlight its benefits in smart buildings and security and surveillance applications as part of the “What’s New, What’s It Do?” speaker series held on Monday, Feb. 3, at 5:40 p.m. at the BICSI Theatre.

Other solutions on display at the Lantronix booth include:

Network Extension Solutions

Secure Data Transmission at the Desktop Solutions

Fiber to the Desk Solutions: Learn how to improve security and increase network reliability by integrating fiber optic cabling with existing copper infrastructure utilizing compact Mini Media Converters or Network Interface Cards (NICs) at desktop workstations

Solutions for Connecting and Powering at the Network Edge

Industrial IoT Solutions

About Lantronix

Lantronix Inc. is a global leader of compute and connectivity IoT solutions that target high-growth markets, including Smart Cities, Enterprise and Transportation. Lantronix’s products and services empower companies to succeed in the growing IoT markets by delivering customizable solutions that enable AI Edge Intelligence. Lantronix’s advanced solutions include Intelligent Substations infrastructure, Infotainment systems and Video Surveillance, supplemented with advanced Out-of-Band Management (OOBM) for Cloud and Edge Computing.

For more information, visit the Lantronix website.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This news release contains forward-looking statements within the meaning of federal securities laws, including, without limitation, statements related to Lantronix leadership. These forward-looking statements are based on our current expectations and are subject to substantial risks and uncertainties that could cause our actual results, future business, financial condition, or performance to differ materially from our historical results or those expressed or implied in any forward-looking statement contained in this news release. The potential risks and uncertainties include, but are not limited to, such factors as the effects of negative or worsening regional and worldwide economic conditions or market instability on our business, including effects on purchasing decisions by our customers; our ability to mitigate any disruption in our and our suppliers’ and vendors’ supply chains due to the COVID-19 pandemic or other outbreaks, wars and recent tensions in Europe, Asia and the Middle East, or other factors; future responses to and effects of public health crises; cybersecurity risks; changes in applicable U.S. and foreign government laws, regulations, and tariffs; our ability to successfully implement our acquisitions strategy or integrate acquired companies; difficulties and costs of protecting patents and other proprietary rights; the level of our indebtedness, our ability to service our indebtedness and the restrictions in our debt agreements; and any additional factors included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024, filed with the Securities and Exchange Commission (the “SEC”) on Sept. 9, 2024, including in the section entitled “Risk Factors” in Item 1A of Part I of that report, as well as in our other public filings with the SEC. Additional risk factors may be identified from time to time in our future filings. In addition, actual results may differ as a result of additional risks and uncertainties of which we are currently unaware or which we do not currently view as material to our business. For these reasons, investors are cautioned not to place undue reliance on any forward-looking statements. The forward-looking statements we make speak only as of the date on which they are made. We expressly disclaim any intent or obligation to update any forward-looking statements after the date hereof to conform such statements to actual results or to changes in our opinions or expectations, except as required by applicable law or the rules of the Nasdaq Stock Market LLC. If we do update or correct any forward-looking statements, investors should not conclude that we will make additional updates or corrections.

Lantronix Media Contact:
Gail Kathryn Miller
Corporate Marketing &
Communications Manager
media@lantronix.com

Lantronix Analyst and Investor Contact:
investors@lantronix.com

MIL-OSI: Nasdaq Reports Fourth Quarter and Full Year 2024 Results; A Year of Strong Financial Performance and Strategic Execution

Source: GlobeNewswire (MIL-OSI)

NEW YORK, Jan. 29, 2025 (GLOBE NEWSWIRE) — Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the fourth quarter and full year of 2024

2024 net revenues¹ were $4.6 billion, or $4.7 billion on a non-GAAP basis², an increase of 19% over 2023, or up 9% on an adjusted³ basis. This included Solutions⁴ revenue increasing 25%, or up 10% on an adjusted basis.
Fourth quarter 2024 net revenue was $1.2 billion, an increase of 10% over the fourth quarter of 2023. This included Solutions revenue increasing 10%, or up 9% on an adjusted basis.
Annualized Recurring Revenue (ARR)⁵ of $2.8 billion increased 7% over the fourth quarter of 2023. Annualized SaaS revenues increased 14% and represented 37% of ARR.
Financial Technology revenue of $438 million increased 10% over the fourth quarter of 2023, or up 7% on an adjusted basis.
Index revenue of $188 million grew 29%, with $80 billion of net inflows over the trailing twelve months and $28 billion in the fourth quarter.
GAAP diluted earnings per share fell 7% in 2024 and grew 72% in the fourth quarter of 2024. Non-GAAP diluted earnings per share was flat in 2024 and grew 5% in the fourth quarter of 2024, or grew 11% and 10% on organic⁶ basis, respectively.
In the fourth quarter of 2024, the company returned $138 million to shareholders through dividends. The company also repurchased $181 million of senior unsecured notes in the fourth quarter of 2024.

Fourth Quarter and Full Year 2024 Highlights

(US$ millions, except per share, % changes YoY)	4Q24	Change %	Adjusted change³%	Organic change %	2024	Change %	Adjusted change³%	Organic change %
GAAP Solutions revenue	$949	10%			$3,593	25%
Non-GAAP Solutions revenue	$949	10%	9%	9%	$3,627	26%	10%	10%
Market Services net revenue	$268	8%	12%	8%	$1,020	3%	4%	3%
GAAP net revenue	$1,227	10%			$4,649	19%
Non-GAAP net revenue	$1,227	10%	10%	9%	$4,683	20%	9%	8%
GAAP operating income	$517	47%			$1,798		14%
Non-GAAP operating income	$671	10%	13%	12%	$2,521	22%	11%	9%
ARR	$2,768	7%	7%	7%	$2,768	7%	7%	7%
GAAP diluted EPS	$0.61	72%			$1.93	(7)%
Non-GAAP diluted EPS	$0.76	5%		10%	$2.82	0%		11%

Adena Friedman, Chair and CEO said, “2024 was a transformative year for Nasdaq. With the integration of AxiomSL and Calypso largely complete, we’ve made substantial progress as a scalable platform company. We are executing well across our strategic priorities, including driving cross-sell opportunities, innovating across our solutions, and expanding client relationships with our One Nasdaq strategy.

Looking to 2025, we are well positioned to provide more value to our clients while driving profitable and durable growth as the trusted fabric of the world’s financial system.”

Sarah Youngwood, Executive Vice President and CFO said, “After setting ambitious targets, Nasdaq delivered strong revenue growth and profitability across 2024 and is tracking ahead of schedule against our deleveraging and cost synergy targets.

Our achievements this year reflect our team’s relentless focus on our clients and our ability to deliver outsized, long-term growth within our large and expanding market opportunity.”

FINANCIAL REVIEW

2024 net revenue was $4,649 million, reflecting 19% growth versus the prior year period while non-GAAP net revenue was $4,683 million. Adjusted net revenue growth was 9%.
Fourth quarter 2024 net revenue was $1,227 million, reflecting 10% growth versus the prior year period. Adjusted net revenue growth was also 10%.
Solutions revenue was $949 million in the fourth quarter of 2024, up 10% versus the prior year period, or up 9% on an adjusted basis, reflecting strong growth from Index and Financial Technology.
ARR grew 7% year over year in the fourth quarter of 2024 with 11% ARR growth for Financial Technology, or 12% on an organic basis, and 3% ARR growth for Capital Access Platforms.
Market Services net revenue was $268 million in the fourth quarter of 2024, up 8% versus the prior year period, or 12% growth on an adjusted basis. The increase was primarily driven by a $15 million increase in U.S. equity derivatives and a $14 million increase in U.S. cash equities, partly offset by a $4 million decrease in U.S. tape plan revenue.
2024 GAAP operating expenses were $2,851 million, an increase of 23% versus the prior year period. The increase for the year was due to expenses related to the acquisition of Adenza, which resulted in an incremental $288 million in amortization expense of acquired intangible assets, $220 million of other AxiomSL and Calypso operating expenses, as well as organic growth driven by increased investments in technology and people to drive innovation and long-term growth, partially offset by lower merger and strategic initiative costs.
Fourth quarter 2024 GAAP operating expenses were $710 million, a decrease of 7% versus the prior year period. The decrease in the fourth quarter was primarily due to lower merger and strategic initiative costs and lower general and administrative expense, partially offset by expenses related to the acquisition of Adenza, which resulted in an incremental $29 million in amortization expense of acquired intangible assets, $24 million of other AxiomSL and Calypso operating expenses, as well as organic growth driven by increased investments in technology and people to drive innovation and long-term growth.
2024 non-GAAP operating expenses were $2,162 million, an increase of 18% over 2023, or 6% growth on an adjusted basis. Fourth quarter 2024 non-GAAP operating expenses were $556 million, reflecting 10% growth versus the prior year period, or 6% growth on an adjusted basis. The increase for the full year and fourth quarter included $220 million and $24 million, respectively, of AxiomSL and Calypso operating expenses. The increases for the year and quarter on an adjusted basis reflected growth driven by increased investments in technology and people to drive innovation and long-term growth, as well as increased regulatory costs, partially offset by the benefit of synergies.
Cash flow from operations was $705 million for the fourth quarter and $1,939 million for 2024, enabling the company to make additional progress on its deleveraging plan. In the fourth quarter, the company returned $138 million to shareholders through dividends. The company also repurchased $181 million of senior unsecured notes in the fourth quarter of 2024. As of December 31, 2024, there was $1.7 billion remaining under the board authorized share repurchase program.

2025 EXPENSE AND TAX GUIDANCE UPDATE⁷

The company is initiating its 2025 non-GAAP operating expense guidance at a range of $2,245 million to $2,325 million, and its 2025 non-GAAP tax rate guidance to be in the range of 22.5% to 24.5%.

STRATEGIC AND BUSINESS UPDATES

Strong execution across Financial Technology led to double-digit ARR growth in the fourth quarter. Financial Technology ARR growth was up 12% on an organic basis, in the fourth quarter with 120 new clients, 127 upsells, and 4 cross-sells. Division revenue increased 7% on an adjusted basis. Financial Technology had an exceptional year for new bookings, including a number of sizeable and strategic enterprise deals, underscoring its leadership position and expanding Nasdaq’s right to win across its products. Fourth quarter highlights included:
- Financial Technology continued its international expansion with several strategic enterprise deals. In the fourth quarter, Nasdaq signed a long-term agreement to provide a future-proof, regulatory management solution through AxiomSL to AuRep, a collaborative joint venture of banks and financial service providers in Austria. The companies will provide additional details on this important partnership in the coming weeks. AxiomSL also secured an upsell with Société Générale to manage its domestic regulatory reporting needs. During the quarter, Calypso also expanded its reach with international customers through upsells with a large European bank and a Middle Eastern bank.
- Financial Crime Management Technology generated 23% ARR growth with 114% net revenue retention. In the fourth quarter, Nasdaq Verafin added 102 new SMB clients, completed a new cross-sell with a Tier 1 bank, and launched in Europe. Nasdaq Verafin’s data consortium continues to benefit from strong growth in its client base, which now represents nearly $10 trillion in assets.
- AxiomSL and Calypso accelerated cloud bookings. Cloud bookings as a percent of AxiomSL and Calypso’s combined new annual contract value was 52% for 2024 and 60% in the fourth quarter, increasing the combined business’ cloud mix of ARR to 27% at year end.
Index delivered another quarter of outstanding performance benefiting from its growth strategy across innovation, globalization, and institutional client expansion. In 2024, Nasdaq’s Index business launched a record 116 new products with its clients, more than half of which were international, 27 were within the institutional insurance annuity space, and 30 were launched in partnership with new Index clients. For the year, the business had $80 billion of net inflows, including $28 billion in the fourth quarter, and reported its fifth consecutive record quarter in ETP AUM, reaching $647 billion at quarter end.
Nasdaq extended listing leadership in 2024 with its sixth consecutive year as the top U.S. exchange by number of IPOs and proceeds raised. For the year, Nasdaq welcomed 180 IPOs, representing $23 billion in total proceeds raised. New listings included 130 operating companies, headlined by Lineage, the largest IPO of the year. In 2024, Nasdaq had an 80% win rate among eligible operating company IPOs in the U.S. In the third quarter, Nasdaq celebrated its 500th listing transfer, bringing the cumulative market capitalization at transfer to nearly $3 trillion. The company had 14 new transfers in the fourth quarter, including Palantir, the largest transfer on a U.S. exchange in 2024, bringing the total to 30 new switches with over $180 billion in market value for the year.
Market Services achieved record fourth quarter and full year net revenue. Fourth quarter net revenue benefited from momentum in U.S. cash equities, including the Closing Cross reaching a new record in fourth quarter share volume, and record U.S. equity derivatives volumes. 2024 Market Services net revenue growth reflected healthy growth in U.S. cash equities, with the Closing Cross setting full year records in both share volume and notional value traded, and index options revenue more than doubling.
Nasdaq successfully delivered on its 2024 strategic priorities – Integrate, Innovate, Accelerate – positioning the company to capitalize on opportunities for sustainable, scalable, and resilient growth.
- Integrate – Nasdaq finished the year ahead of its net expense synergy and deleveraging goals. The company has fully actioned the $80 million net expense synergies goal that was announced with the acquisition of AxiomSL and Calypso, a year ahead of the initial target. Nasdaq is broadening its efficiency program beyond the Financial Technology division and now expects to action annual cost savings of $140 million by the end of 2025, inclusive of the net expense synergies related to the AxiomSL and Calypso acquisition.
- Innovate – In 2024, Nasdaq demonstrated its innovation leadership with the launch of AI-powered solutions and product enhancements across its divisions. Nasdaq has a robust pipeline of new AI capabilities to deliver through our software and analytics solutions, with several feature launches planned for 2025. The company has advanced its focus from “exploration and experimentation” to driving “impact” as it targets AI-driven productivity enhancements across the organization.
- Accelerate – The company continues to make progress on its One Nasdaq strategy, with 17 cross-sell deals since the Adenza acquisition across solutions such as Nasdaq Surveillance, AxiomSL, and Verafin. Nasdaq remains on track to exceed $100 million in run-rate revenue from cross-sells by the end of 2027.

____________
¹ Represents revenue less transaction-based expenses.
² Refer to our reconciliations of U.S. GAAP to non-GAAP Solutions revenue, net revenue, net income attributable to Nasdaq, diluted earnings per share, operating income, operating expenses and organic impacts included in the attached schedules.
³Adjusted change reflects AxiomSL and Calypso on a pro forma basis (including ratable revenue recognition for AxiomSL in 2024 and 2023). Adjusted change also excludes the impacts of foreign currency except for AxiomSL and Calypso, which will be calculated on an organic basis beginning in 2025, and the previously announced one-time revenue benefits in Market Services in 4Q23 and Index in 1Q24. These results are not calculated, and do not intend to be calculated, in a manner consistent with the pro forma requirements in Article 11 of Regulation S-X. Preparation of this information in accordance with Article 11 would differ from results presented in this earnings release.
⁴ Constitutes revenue from our Capital Access Platforms and Financial Technology segments.
⁵ Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature or where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
⁶ Organic changes reflect adjustments for: (i) the impact of period-over-period changes in foreign currency exchange rates, and (ii) the revenue, expenses and operating income associated with acquisitions and divestitures for the twelve month period following the date of the acquisition or divestiture.
⁷ U.S. GAAP operating expense and tax rate guidance are not provided due to the inherent difficulty in quantifying certain amounts due to a variety of factors including the unpredictability in the movement in foreign currency rates, as well as future charges or reversals outside of the normal course of business.

ABOUT NASDAQ

Nasdaq (Nasdaq: NDAQ) is a global technology company serving corporate clients, investment managers, banks, brokers, and exchange operators as they navigate and interact with the global capital markets and the broader financial system. We aspire to deliver world-leading platforms that improve the liquidity, transparency, and integrity of the global economy. Our diverse offering of data, analytics, software, exchange capabilities, and client-centric services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

NON-GAAP INFORMATION

In addition to disclosing results determined in accordance with U.S. GAAP, Nasdaq also discloses certain non-GAAP results of operations, including, but not limited to, non-GAAP Solutions revenue, non-GAAP net revenue, non-GAAP net income attributable to Nasdaq, non-GAAP diluted earnings per share, non-GAAP operating income, and non-GAAP operating expenses, that include certain adjustments or exclude certain charges and gains that are described in the reconciliation table of U.S. GAAP to non-GAAP information provided at the end of this release. Management uses this non-GAAP information internally, along with U.S. GAAP information, in evaluating our performance and in making financial and operational decisions. We believe our presentation of these measures provides investors with greater transparency and supplemental data relating to our financial condition and results of operations. In addition, we believe the presentation of these measures is useful to investors for period-to-period comparisons of results as the items described below in the reconciliation tables do not reflect ongoing operating performance.

These measures are not in accordance with, or an alternative to, U.S. GAAP, and may be different from non-GAAP measures used by other companies. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as a comparative measure. Investors should not rely on any single financial measure when evaluating our business. This information should be considered as supplemental in nature and is not meant as a substitute for our operating results in accordance with U.S. GAAP. We recommend investors review the U.S. GAAP financial measures included in this earnings release. When viewed in conjunction with our U.S. GAAP results and the accompanying reconciliations, we believe these non-GAAP measures provide greater transparency and a more complete understanding of factors affecting our business than U.S. GAAP measures alone.

We understand that analysts and investors regularly rely on non-GAAP financial measures, such as those noted above, to assess operating performance. We use these measures because they highlight trends more clearly in our business that may not otherwise be apparent when relying solely on U.S. GAAP financial measures, since these measures eliminate from our results specific financial items that have less bearing on our ongoing operating performance.

Organic revenue and expense growth, organic change and organic impact are non-GAAP measures that reflect adjustments for: (i) the impact of period-over-period changes in foreign currency exchange rates, and (ii) the revenue, expenses and operating income associated with acquisitions and divestitures for the twelve month period following the date of the acquisition or divestiture. Reconciliations of these measures are described within the body of this release or in the reconciliation tables at the end of this release.

Foreign exchange impact: In countries with currencies other than the U.S. dollar, revenue and expenses are translated using monthly average exchange rates. Certain discussions in this release isolate the impact of year-over-year foreign currency fluctuations to better measure the comparability of operating results between periods. Operating results excluding the impact of foreign currency fluctuations are calculated by translating the current period’s results by the prior period’s exchange rates.

Restructuring programs: In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management approved, committed to and initiated a restructuring program to optimize our efficiencies as a combined organization. We further expanded this program in the fourth quarter of 2024 to accelerate our momentum and further optimize our efficiencies (efficiency program). We have incurred costs principally related to employee-related costs, contract terminations, real estate impairments and other related costs and expect to incur additional costs in these areas in an effort to accelerate efficiencies through location strategy and enhanced AI capabilities. Actions taken as part of this program will be complete by the end of 2025, while certain costs may be recognized in the first half of 2026. We expect to achieve benefits primarily in the form of expense synergies. In October 2022, following our September announcement to realign our segments and leadership, we initiated a divisional alignment program with a focus on realizing the full potential of this structure. In connection with the program, we expect to incur pre-tax charges principally related to employee-related costs, consulting, asset impairments and contract terminations over a two-year period. We expect to achieve benefits in the form of both increased customer engagement and operating efficiencies. Costs related to the Adenza restructuring and the divisional alignment programs are recorded as “restructuring charges” in our consolidated statements of income. We exclude charges associated with these programs for purposes of calculating non-GAAP measures as they are not reflective of ongoing operating performance or comparisons in Nasdaq’s performance between periods.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to (i) projections relating to our future financial results, total shareholder returns, growth, dividend program, trading volumes, products and services, ability to transition to new business models or implement our new corporate structure, taxes and achievement of synergy targets, (ii) statements about the closing or implementation dates and benefits of certain acquisitions, divestitures and other strategic, restructuring, technology, environmental, deleveraging and capital allocation initiatives, (iii) statements about our integrations of our recent acquisitions, (iv) statements relating to any litigation or regulatory or government investigation or action to which we are or could become a party, and (v) other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, geopolitical instability, government and industry regulation, interest rate risk, U.S. and global competition. Further information on these and other factors are detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q, which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

WEBSITE DISCLOSURE

Nasdaq intends to use its website, ir.nasdaq.com, as a means for disclosing material non-public information and for complying with SEC Regulation FD and other disclosure obligations.

Media Relations Contact
Nick Jannuzzi
+1.973.760.1741
Nicholas.Jannuzzi.@Nasdaq.com

Investor Relations Contact
Ato Garrett
+1.212.401.8737
Ato.Garrett@Nasdaq.com

NDAQF

Nasdaq, Inc.
Condensed Consolidated Statements of Income
(in millions, except per share amounts)


		Three Months Ended						Year Ended
		December 31,			December 31,			December 31,			December 31,
		2024			2023			2024			2023
		(unaudited)			(unaudited)			(unaudited)
Revenues:
Capital Access Platforms		$	511		$	461		$	1,972		$	1,770
Financial Technology			438			399			1,621			1,099
Market Services			1,070			778			3,771			3,156
Other Revenues			10			10			36			39
	Total revenues		2,029			1,648			7,400			6,064
Transaction-based expenses:
Transaction rebates			(548	)		(462	)		(2,026	)		(1,838	)
Brokerage, clearance and exchange fees			(254	)		(69	)		(725	)		(331	)
Revenues less transaction-based expenses			1,227			1,117			4,649			3,895

Operating Expenses:
Compensation and benefits			324			305			1,324			1,082
Professional and contract services			44			36			152			128
Technology and communication infrastructure			75			65			281			233
Occupancy			28			30			112			129
General, administrative and other			24			52			109			113
Marketing and advertising			20			16			54			47
Depreciation and amortization			152			125			613			323
Regulatory			18			8			55			34
Merger and strategic initiatives			12			97			35			148
Restructuring charges			13			31			116			80
	Total operating expenses		710			765			2,851			2,317
Operating income			517			352			1,798			1,578
Interest income			8			30			28			115
Interest expense			(101	)		(111	)		(414	)		(284	)
Other income (loss)			7			5			21			(1	)
Net income (loss) from unconsolidated investees			9			2			16			(7	)
Income before income taxes			440			278			1,449			1,401
Income tax provision			85			81			334			344
Net income			355			197			1,115			1,057
Net loss attributable to noncontrolling interests			—			—			2			2
Net income attributable to Nasdaq		$	355		$	197		$	1,117		$	1,059

Per share information:
Basic earnings per share		$	0.62		$	0.36		$	1.94		$	2.10
Diluted earnings per share		$	0.61		$	0.36		$	1.93		$	2.08
Cash dividends declared per common share		$	0.24		$	0.22		$	0.94		$	0.86

Weighted-average common shares outstanding
for earnings per share:
Basic			574.8			547.1			575.4			504.9
Diluted			579.7			550.6			579.2			508.4

Nasdaq, Inc.
Revenue Detail
(in millions)


	Three Months Ended						Year Ended
	December 31,			December 31,			December 31,			December 31,
	2024			2023			2024			2023
	(unaudited)			(unaudited)			(unaudited)
CAPITAL ACCESS PLATFORMS
Data and Listing Services revenues	$	192		$	189		$	754		$	749
Index revenues		188			146			706			528
Workflow and Insights revenues		131			126			512			493
Total Capital Access Platforms revenues		511			461			1,972			1,770

FINANCIAL TECHNOLOGY
Financial Crime Management Technology revenues		73			60			273			223
Regulatory Technology revenues		98			110			352			212
Capital Markets Technology revenues		267			229			996			664
Total Financial Technology revenues		438			399			1,621			1,099

MARKET SERVICES
Market Services revenues		1,070			778			3,771			3,156
Transaction-based expenses:
Transaction rebates		(548	)		(462	)		(2,026	)		(1,838	)
Brokerage, clearance and exchange fees		(254	)		(69	)		(725	)		(331	)
Total Market Services revenues, net		268			247			1,020			987

OTHER REVENUES		10			10			36			39

REVENUES LESS TRANSACTION-BASED EXPENSES	$	1,227		$	1,117		$	4,649		$	3,895

Nasdaq, Inc.
Condensed Consolidated Balance Sheets
(in millions)

		December 31,			December 31,
		2024			2023
Assets		(unaudited)
Current assets:
	Cash and cash equivalents	$	592		$	453
	Restricted cash and cash equivalents		31			20
	Default funds and margin deposits		5,664			7,275
	Financial investments		184			188
	Receivables, net		1,022			929
	Other current assets		293			231
Total current assets			7,786			9,096
Property and equipment, net			593			576
Goodwill			13,957			14,112
Intangible assets, net			6,905			7,443
Operating lease assets			375			402
Other non-current assets			779			665
Total assets		$	30,395		$	32,294

Liabilities
Current liabilities:
	Accounts payable and accrued expenses	$	269		$	332
	Section 31 fees payable to SEC		319			84
	Accrued personnel costs		325			303
	Deferred revenue		711			594
	Other current liabilities		215			146
	Default funds and margin deposits		5,664			7,275
	Short-term debt		399			291
Total current liabilities			7,902			9,025
Long-term debt			9,081			10,163
Deferred tax liabilities, net			1,594			1,642
Operating lease liabilities			388			417
Other non-current liabilities			230			220
Total liabilities			19,195			21,467

Commitments and contingencies
Equity
Nasdaq stockholders’ equity:
	Common stock		6			6
	Additional paid-in capital		5,530			5,496
	Common stock in treasury, at cost		(647	)		(587	)
	Accumulated other comprehensive loss		(2,099	)		(1,924	)
	Retained earnings		8,401			7,825
Total Nasdaq stockholders’ equity			11,191			10,816
	Noncontrolling interests		9			11
Total equity			11,200			10,827
Total liabilities and equity		$	30,395		$	32,294

Nasdaq, Inc.
Reconciliation of U.S. GAAP to Non-GAAP Net Income Attributable to Nasdaq and Diluted Earnings Per Share
(in millions, except per share amounts)
(unaudited)


		Three Months Ended						Year Ended
		December 31,			December 31,			December 31,			December 31,
		2024			2023			2024			2023

U.S. GAAP net income attributable to Nasdaq		$	355		$	197		$	1,117		$	1,059
Non-GAAP adjustments:
	Adenza purchase accounting adjustment ⁽¹⁾		—			—			34			—
	Amortization expense of acquired intangible assets ⁽²⁾		122			95			488			206
	Merger and strategic initiatives expense ⁽³⁾		12			97			35			148
	Restructuring charges ⁽⁴⁾		13			31			116			80
	Lease asset impairments ⁽⁵⁾		—			1			—			25
	Net (income) loss from unconsolidated investees ⁽⁶⁾		(9	)		(2	)		(16	)		7
	Extinguishment of debt ⁽⁷⁾		4			—			4			—
	Legal and regulatory matters ⁽⁸⁾		2			23			20			12
	Pension settlement charge ⁽⁹⁾		—			9			23			9
	Other (income) loss ⁽¹⁰⁾		(6	)		3			(15	)		21
	Total non-GAAP adjustments		138			257			689			508
	Non-GAAP adjustment to the income tax provision ⁽¹¹⁾		(55	)		(59	)		(208	)		(134	)
	Tax on intra-group transfer of intellectual property assets ⁽¹²⁾		—			—			33			—
	Total non-GAAP adjustments, net of tax		83			198			514			374
Non-GAAP net income attributable to Nasdaq		$	438		$	395		$	1,631		$	1,433

U.S. GAAP diluted earnings per share		$	0.61		$	0.36		$	1.93		$	2.08
	Total adjustments from non-GAAP net income above		0.15			0.36			0.89			0.74
Non-GAAP diluted earnings per share		$	0.76		$	0.72		$	2.82		$	2.82

Weighted-average diluted common shares outstanding for earnings per share:			579.7			550.6			579.2			508.4


(1) During the third quarter of 2024, as part of finalizing the purchase accounting of the Adenza acquisition, we implemented a change to the accounting treatment of the revenues associated with AxiomSL on-premises subscription contracts, which are included in the Regulatory Technology business within the Financial Technology segment. Starting in the third quarter of 2024, we began recognizing AxiomSL’s subscription-based revenues on a ratable basis over the contract term. As a result of this change, we recognized a one-time revenue reduction of $32 million in the third quarter of 2024, reflecting the net impact of the accounting change since the date of the Adenza acquisition. The adjustment of $34 million reflects the prior year impact of this change.

(2) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.

(3) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years which have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third party transaction costs. The frequency and amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three months and years ended December 31, 2024 and December 31, 2023, these costs primarily relate to the Adenza acquisition. For the year ended December 31, 2024, these costs were partially offset by a termination payment recognized in the second quarter of 2024 relating to the proposed divestiture of our Nordic power trading and clearing business.

(4) In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management approved, committed to and initiated a restructuring program to optimize our efficiencies as a combined organization. In connection with this program, we expect to incur pre-tax charges principally related to employee-related costs, contract terminations, real estate impairments and other related costs. We expect to achieve benefits primarily in the form of expense and revenue synergies. In October 2022, following our September 2022 announcement to realign our segments and leadership, we initiated a divisional alignment program with a focus on realizing the full potential of this structure. In September 2024, we completed our divisional alignment program and recognized total pre-tax charges of $139 million over a two-year period.

(5) During the first quarter of 2023, we initiated a review of our real estate and facility capacity requirements due to our new and evolving work models. As a result, for the year ended December 31, 2023, we recorded impairment charges related to our operating lease assets and leasehold improvements associated with vacating certain leased office space, which are recorded in occupancy expense and depreciation and amortization expense in our Condensed Consolidated Statements of Income.

(6) We exclude our share of the earnings and losses of our equity method investments. This provides a more meaningful analysis of Nasdaq’s ongoing operating performance or comparisons in Nasdaq’s performance between periods.

(7) For the three months and year ended December 31, 2024, we recorded costs related to the early extinguishment of debt. This charge is recorded in general, administrative expense in our Condensed Consolidated Statements of Income.

(8) For the year ended December 31, 2024, these items primarily included the settlement of a Swedish Financial Supervisory Authority (SFSA) fine and accruals related to certain legal matters. For the three months and year ended December 31, 2023, these charges primarily included accruals related to certain legal matters recorded in general, administrative and other expense and professional and contract services expense in our Condensed Consolidated Statements of Income. For the year ended December 31, 2023, these accruals were offset with insurance recoveries related to legal matters recorded in general, administrative and other expense and professional and contract services expense in our Condensed Consolidated Statements of Income.

(9) For the years ended December 31, 2024 and 2023 and for the three months ended December 31, 2023, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.

(10) For the three months and year ended December 31, 2024, other items include net gains from strategic investments entered into through our corporate venture program, which are included in other income (loss) in our Consolidated Statements of Income. For the three months and year ended December 31, 2023, other items included certain financing costs related to the Adenza acquisition and a net loss from a strategic investments entered into through our corporate venture program.

(11) The non-GAAP adjustment to the income tax provision primarily includes the tax impact of each non-GAAP adjustment. For the three months and year ended December 31, 2024, we recorded a tax benefit related to return to provision adjustments and release of tax reserves due to lapse in statute of limitations.

(12) For the year ended December 31, 2024, the completion of an intra-group transfer of intellectual property assets to U.S. headquarters resulted in a net tax expense of $33 million.

Nasdaq, Inc.
Reconciliation of U.S. GAAP to Non-GAAP Revenues Less Transaction-Based Expenses
(in millions)
(unaudited)

	Year Ended
	December 31, 2024
	U.S. GAAP Revenues Less Transaction- Based Expenses		Adenza purchase accounting adjustment ⁽¹⁾		Non-GAAP Revenues Less Transaction- Based Expenses
CAPITAL ACCESS PLATFORMS	$	1,972	$	—	$	1,972

FINANCIAL TECHNOLOGY
Financial Crime Management Technology revenues		273		—		273
Regulatory Technology revenues ⁽¹⁾		352		34		386
Capital Markets Technology revenues		996		—		996
Total Financial Technology revenues		1,621		34		1,655
SOLUTIONS REVENUES		3,593		34		3,627

MARKET SERVICES REVENUES, NET		1,020		—		1,020
OTHER REVENUES		36		—		36
REVENUES LESS TRANSACTION-BASED EXPENSES	$	4,649	$	34	$	4,683


(1) During the third quarter of 2024, as part of finalizing the purchase accounting of the Adenza acquisition, we implemented a change to the accounting treatment of the revenues associated with AxiomSL on-premises subscription contracts, which are included in the Regulatory Technology business within the Financial Technology segment. Starting in the third quarter of 2024, we began recognizing AxiomSL’s subscription-based revenues on a ratable basis over the contract term. As a result of this change, we recognized a one-time revenue reduction of $32 million in the third quarter of 2024, reflecting the net impact of the accounting change since the date of the Adenza acquisition. The adjustment of $34 million reflects the prior year impact of this change.

Nasdaq, Inc.
Reconciliation of U.S. GAAP to Non-GAAP Operating Income and Operating Margin
(in millions)
(unaudited)

		Three Months Ended						Year Ended
		December 31,			December 31,			December 31,			December 31,
		2024			2023			2024			2023

U.S. GAAP operating income		$	517		$	352		$	1,798		$	1,578
Non-GAAP adjustments:
	Adenza purchase accounting adjustment ⁽¹⁾		—			—			34			—
	Amortization expense of acquired intangible assets ⁽²⁾		122			95			488			206
	Merger and strategic initiatives expense ⁽³⁾		12			97			35			148
	Restructuring charges ⁽⁴⁾		13			31			116			80
	Lease asset impairments ⁽⁵⁾		—			1			—			25
	Extinguishment of debt ⁽⁶⁾		4			—			4			—
	Legal and regulatory matters ⁽⁷⁾		2			23			20			12
	Pension settlement charge ⁽⁸⁾		—			9			23			9
	Other loss		1			5			3			7
	Total non-GAAP adjustments		154			261			723			487
Non-GAAP operating income		$	671		$	613		$	2,521		$	2,065

U.S. GAAP revenues less transaction-based expenses		$	1,227		$	1,117		$	4,649		$	3,895

Non-GAAP revenues less transaction-based expenses		$	1,227		$	1,117		$	4,683		$	3,895

U.S. GAAP operating margin ⁽⁹⁾			42	%		32	%		39	%		41	%

Non-GAAP operating margin ⁽¹⁰⁾			55	%		55	%		54	%		53	%

Note: The current period percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions.

(1) During the third quarter of 2024, as part of finalizing the purchase accounting of the Adenza acquisition, we implemented a change to the accounting treatment of the revenues associated with AxiomSL on-premises subscription contracts, which are included in the Regulatory Technology business within the Financial Technology segment. Starting in the third quarter of 2024, we began recognizing AxiomSL’s subscription-based revenues on a ratable basis over the contract term. As a result of this change, we recognized a one-time revenue reduction of $32 million in the third quarter of 2024, reflecting the net impact of the accounting change since the date of the Adenza acquisition. The adjustment of $34 million reflects the prior year impact of this change.

(2) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.

(3) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years which have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third party transaction costs. The frequency and amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three months and years ended December 31, 2024 and December 31, 2023, these costs primarily relate to the Adenza acquisition. For the year ended December 31, 2024, these costs were partially offset by a termination payment recognized in the second quarter of 2024 relating to the proposed divestiture of our Nordic power trading and clearing business.

(4) In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management approved, committed to and initiated a restructuring program to optimize our efficiencies as a combined organization. In connection with this program, we expect to incur pre-tax charges principally related to employee-related costs, contract terminations, real estate impairments and other related costs. We expect to achieve benefits primarily in the form of expense and revenue synergies. In October 2022, following our September 2022 announcement to realign our segments and leadership, we initiated a divisional alignment program with a focus on realizing the full potential of this structure. In September 2024, we completed our divisional alignment program and recognized total pre-tax charges of $139 million over a two-year period.

(5) During the first quarter of 2023, we initiated a review of our real estate and facility capacity requirements due to our new and evolving work models. As a result, for the year ended December 31, 2023, we recorded impairment charges related to our operating lease assets and leasehold improvements associated with vacating certain leased office space, which are recorded in occupancy expense and depreciation and amortization expense in our Condensed Consolidated Statements of Income.

(6) For the three months and year ended December 31, 2024, we recorded costs related to the early extinguishment of debt. This charge is recorded in general, administrative expense in our Condensed Consolidated Statements of Income.

(7) For the year ended December 31, 2024, these items primarily included the settlement of a SFSA fine and accruals related to certain legal matters. For the three months and year ended December 31, 2023, these charges primarily included accruals related to certain legal matters recorded in general, administrative and other expense and professional and contract services expense in our Condensed Consolidated Statements of Income. For the year ended December 31, 2023, these accruals were offset with insurance recoveries related to legal matters recorded in general, administrative and other expense and professional and contract services expense in our Condensed Consolidated Statements of Income.

(8) For the years ended December 31, 2024 and 2023 and for the three months ended December 31, 2023, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.

(9) U.S. GAAP operating margin equals U.S. GAAP operating income divided by revenues less transaction-based expenses.

(10) Non-GAAP operating margin equals non-GAAP operating income divided by non-GAAP revenues less transaction-based expenses.

Nasdaq, Inc.
Reconciliation of U.S. GAAP to Non-GAAP Operating Expenses
(in millions)
(unaudited)

		Three Months Ended						Year Ended
		December 31,			December 31,			December 31,			December 31,
		2024			2023			2024			2023

U.S. GAAP operating expenses		$	710		$	765		$	2,851		$	2,317
Non-GAAP adjustments:
	Amortization expense of acquired intangible assets ⁽¹⁾		(122	)		(95	)		(488	)		(206	)
	Merger and strategic initiatives expense ⁽²⁾		(12	)		(97	)		(35	)		(148	)
	Restructuring charges ⁽³⁾		(13	)		(31	)		(116	)		(80	)
	Lease asset impairments ⁽⁴⁾		—			(1	)		—			(25	)
	Extinguishment of debt ⁽⁵⁾		(4	)		—			(4	)		—
	Legal and regulatory matters ⁽⁶⁾		(2	)		(23	)		(20	)		(12	)
	Pension settlement charge ⁽⁷⁾		—			(9	)		(23	)		(9	)
	Other (loss)		(1	)		(5	)		(3	)		(7	)
	Total non-GAAP adjustments		(154	)		(261	)		(689	)		(487	)
Non-GAAP operating expenses		$	556		$	504		$	2,162		$	1,830


(1) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.

(2) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years which have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third party transaction costs. The frequency and amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three months and years ended December 31, 2024 and December 31, 2023, these costs primarily relate to the Adenza acquisition. For the year ended December 31, 2024, these costs were partially offset by a termination payment recognized in the second quarter of 2024 relating to the proposed divestiture of our Nordic power trading and clearing business.

(3) In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management approved, committed to and initiated a restructuring program to optimize our efficiencies as a combined organization. In connection with this program, we expect to incur pre-tax charges principally related to employee-related costs, contract terminations, real estate impairments and other related costs. We expect to achieve benefits primarily in the form of expense and revenue synergies. In October 2022, following our September 2022 announcement to realign our segments and leadership, we initiated a divisional alignment program with a focus on realizing the full potential of this structure. In September 2024, we completed our divisional alignment program and recognized total pre-tax charges of $139 million over a two-year period.

(4) During the first quarter of 2023, we initiated a review of our real estate and facility capacity requirements due to our new and evolving work models. As a result, for the year ended December 31, 2023, we recorded impairment charges related to our operating lease assets and leasehold improvements associated with vacating certain leased office space, which are recorded in occupancy expense and depreciation and amortization expense in our Condensed Consolidated Statements of Income.

(5) For the three months and year ended December 31, 2024, we recorded costs related to the early extinguishment of debt. This charge is recorded in general, administrative expense in our Condensed Consolidated Statements of Income.

(6) For the year ended December 31, 2024, these items primarily included the settlement of a SFSA fine and accruals related to certain legal matters. For the three months and year ended December 31, 2023, these charges primarily included accruals related to certain legal matters recorded in general, administrative and other expense and professional and contract services expense in our Condensed Consolidated Statements of Income. For the year ended December 31, 2023, these accruals were offset with insurance recoveries related to legal matters recorded in general, administrative and other expense and professional and contract services expense in our Condensed Consolidated Statements of Income.

(7) For the years ended December 31, 2024 and 2023 and for the three months ended December 31, 2023, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.

Nasdaq, Inc.
Reconciliation of Adjusted Impacts for U.S. Non-GAAP Revenues less transaction-based expenses, Non-GAAP Operating Expenses,
Non-GAAP Operating Income, and Non-GAAP Operating Margin
(in millions)
(unaudited)

	Three Months Ended
	December 31, 2024			December 31, 2023									Total Variance					FX & Other ⁽²⁾			Adjusted YoY
	Non-GAAP			Non-GAAP			Adenza			Pro Forma ⁽¹⁾			$			%		$			$			%
CAPITAL ACCESS PLATFORMS
data
listings
Data and Listing Services revenues	$	192		$	189		$	—		$	189		$	3		2	%	$	—		$	3		2	%
Index revenues		188			146			—			146			42		29	%		—			42		29	%
Workflow and insights revenues		131			126			—			126			5		4	%		—			5		4	%
Total Capital Access Platforms revenues		511			461			—			461			50		11	%		—			50		11	%

FINANCIAL TECHNOLOGY
Financial Crime Management Technology revenues		73			60			—			60			13		22	%		—			13		22	%
Regulatory Technology revenues		98			110			(16	)		94			4		5	%		(1	)		5		6	%
Capital Markets Technology revenues		267			229			26			255			12		4	%		—			12		4	%
Total Financial Technology revenues		438			399			10			409			29		7	%		(1	)		30		7	%

Non-GAAP Solutions revenues ⁽³⁾		949			860			10			870			79		9	%		(1	)		80		9	%

Market Services, net revenues		268			247			—			247			21		8	%		(8	)		29		12	%
Other revenues		10			10			—			10			—		(1	)%		—			—		(2	)%
Non-GAAP Revenues less transaction-based expenses		1,227			1,117			10			1,127			100		9	%		(9	)		109		10	%

Non-GAAP operating expenses		556			504			23			527			29		5	%		(3	)		32		6	%
Non-GAAP operating income	$	671		$	613		$	(13	)	$	600		$	71		12	%	$	(6	)	$	77		13	%
Non-GAAP operating margin		55	%		56	%					53	%


	Year Ended
	December 31, 2024			December 31, 2023									Total Variance					FX & Other ⁽²⁾			Adjusted YoY
	Non-GAAP			Non-GAAP			Adenza			Pro Forma ⁽¹⁾			$			%		$			$			%
CAPITAL ACCESS PLATFORMS
Data and Listing Services revenues	$	754		$	749		$	—		$	749		$	5		1	%	$	—		$	5		1	%
Index revenues		706			528			—			528			178		34	%		16			162		31	%
Workflow and insights revenues		512			493			—			493			19		4	%		1			18		4	%
Total Capital Access Platforms revenues		1,972			1,770			—			1,770			202		11	%		17			185		10	%

FINANCIAL TECHNOLOGY
Financial Crime Management Technology revenues		273			223			—			223			50		22	%		—			50		22	%
Regulatory Technology revenues		286			212			149			361			25		7	%		1			24		7	%
Capital Markets Technology revenues		996			664			257			921			75		8	%		1			74		8	%
Total Financial Technology revenues		1,655			1,099			406			1,505			150		10	%		2			148		10	%

Non-GAAP Solutions revenues ⁽³⁾		3,627			2,869			406			3,275			352		11	%		19			333		10	%

Market Services, net revenues		1,020			987			—			987			33		3	%		(8	)		41		4	%
Other revenues		36			39			—			39			(3	)	(9	)%		(2	)		(1	)	(5	)%
Non-GAAP Revenues less transaction-based expenses		4,683			3,895			406			4,301			382		9	%		9			373		9	%

Operating expenses		2,162			1,830			217			2,047			115		6	%		(4	)		119		6	%
Operating income	$	2,521		$	2,065		$	189		$	2,254		$	267		12	%	$	13		$	254		11	%
Operating margin		54	%		53	%					52	%



(1) Includes the pro forma results for AxiomSL and Calypso and are presented assuming AxiomSL and Calypso were included in the entire prior year quarterly and full year results and revenue for AxiomSL on-premises contracts were recognized ratably for 2024 and 2023.
(2) Reflects the impacts from changes in foreign currency exchange rates (except for AxiomSL and Calypso, which will be calculated on an organic basis beginning in 2025) and the exclusion of a non-recurring payment received in 4Q23 recorded within our Market Services business. In addition, the full year also excludes the impact of a one-time revenue benefit related to a legal settlement to recoup revenue recorded within Index in 1Q24.
(3) Represents Capital Access Platforms and Financial Technology Segments.

Note: The pro forma results above are not calculated, and do not intend to be calculated, in a manner consistent with the pro forma requirements in Article 11 of Regulation S-X. Preparation of this information in accordance with Article 11 would differ from results presented in this press release. The current period percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions.

Nasdaq, Inc.
Reconciliation of Organic Impacts for U.S. Non-GAAP Revenues less transaction-based expenses, Non-GAAP Operating Expenses,
Non-GAAP Operating Income, and Non-GAAP Diluted Earnings Per Share
(in millions)
(unaudited)

	Three Months Ended
	December 31, 2024		December 31, 2023		Total Variance					Other Impacts ⁽¹⁾					Organic Impact ⁽²⁾
	Non-GAAP		Non-GAAP		$			%		$			%		$			%
CAPITAL ACCESS PLATFORMS
Data and Listing Services revenues	$	192	$	189	$	3		2	%	$	—		—	%	$	3		2	%
Index revenues		188		146		42		29	%		—		—	%		42		29	%
Workflow and Insights revenues		131		126		5		4	%		—		—	%		5		4	%
Total Capital Access Platforms revenues		511		461		50		11	%		—		—	%		50		11	%

FINANCIAL TECHNOLOGY
Financial Crime Management Technology revenues		73		60		13		22	%		—		—	%		13		22	%
Regulatory Technology revenues		98		110		(12	)	(10	)%		(15	)	(13	)%		3		4	%
Capital Markets Technology revenues		267		229		38		16	%		27		12	%		11		5	%
Total Financial Technology revenues		438		399		39		10	%		12		3	%		27		7	%

Non-GAAP Solutions revenues ⁽³⁾		949		860		89		10	%		12		1	%		77		9	%

Market Services, net revenues		268		247		21		8	%		—		—	%		21		8	%

Other revenues		10		10		—		(1	)%		—		—	%		—		(2	)%

Non-GAAP Revenues less transaction-based expenses	$	1,227	$	1,117	$	110		10	%	$	12		1	%	$	98		9	%

Non-GAAP Operating Expenses	$	556	$	504	$	52		10	%	$	21		4	%	$	31		6	%

Non-GAAP Operating Income	$	671	$	613	$	58		10	%	$	(9	)	(1	)%	$	67		12	%

Non-GAAP diluted earnings per share	$	0.76	$	0.72	$	0.04		5	%	$	(0.03	)	(5	)%	$	0.07		10	%

	Year Ended
	December 31, 2024		December 31, 2023		Total Variance					Other Impacts ⁽¹⁾					Organic Impact ⁽²⁾
	Non-GAAP		Non-GAAP		$			%		$			%		$			%
CAPITAL ACCESS PLATFORMS
Data and Listing Services revenues	$	754	$	749	$	5		1	%	$	—		—	%	$	5		1	%
Index revenues		706		528		178		34	%		—		—	%		178		34	%
Workflow and Insights revenues		512		493		19		4	%		1		—	%		18		4	%
Total Capital Access Platforms revenues		1,972		1,770		202		11	%		1		—	%		201		11	%

FINANCIAL TECHNOLOGY
Financial Crime Management Technology revenues		273		223		50		22	%		—		—	%		50		22	%
Regulatory Technology revenues		386		212		174		83	%		165		78	%		9		5	%
Capital Markets Technology revenues		996		664		332		50	%		316		48	%		16		2	%
Total Financial Technology revenues		1,655		1,099		556		51	%		481		44	%		75		7	%

Non-GAAP Solutions revenues ⁽³⁾		3,627		2,869		758		26	%		482		17	%		276		10	%

Market Services, net revenues		1,020		987		33		3	%		—		—	%		33		3	%

Other revenues		36		39		(3	)	(9	)%		(2	)	(4	)%		(1	)	(5	)%

Non-GAAP Revenues less transaction-based expenses	$	4,683	$	3,895	$	788		20	%	$	480		12	%	$	308		8	%

Non-GAAP Operating Expenses	$	2,162	$	1,830	$	332		18	%	$	216		12	%	$	116		6	%

Non-GAAP Operating Income	$	2,521	$	2,065	$	456		22	%	$	264		13	%	$	192		9	%

Non-GAAP diluted earnings per share	$	2.82	$	2.82	$	—		—	%	$	(0.31	)	(11	)%	$	0.31		11	%

Note: The current period percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions. The sum of the percentage changes may not tie to the percentage change in total variance due to rounding.

(1) Primarily includes the impacts of the Adenza acquisition and changes in FX rates. The revenue adjustments related to the Adenza acquisition reflect an additional $514 million of total revenue recorded in FY 2024 and $48 million for 4Q24, partially offset by an adjustment to reported 2023 revenues related to AxiomSL ratable revenue recognition of $34 million.
(2) Organic impact reflects adjustments for: (i) the impact of period-over-period changes in foreign currency exchange rates, and (ii) the revenue, expenses and operating income associated with acquisitions and divestitures for the twelve month period following the date of the acquisition or divestiture.
(3) Represents Capital Access Platforms and Financial Technology Segments.

Nasdaq, Inc.
Key Drivers Detail
(unaudited)

		Three Months Ended						Year Ended
		December 31,			December 31,			December 31,			December 31,
		2024			2023			2024			2023
Capital Access Platforms
	Annualized recurring revenues (in millions) ⁽¹⁾	$	1,268		$	1,235		$	1,268		$	1,235
	Initial public offerings
	The Nasdaq Stock Market ⁽²⁾		66			28			180			130
	Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic		7			4			14			7
	Total new listings
	The Nasdaq Stock Market ⁽²⁾		162			100			463			330
	Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic ⁽³⁾		13			7			31			23
	Number of listed companies
	The Nasdaq Stock Market ⁽⁴⁾		4,075			4,044			4,075			4,044
	Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic ⁽⁵⁾		1,174			1,218			1,174			1,218
	Index
	Number of licensed exchange traded products ⁽⁶⁾		401			364			401			364
	Period end ETP assets under management (AUM) tracking Nasdaq indexes (in billions)	$	647		$	473		$	647		$	473
	Total average ETP AUM tracking Nasdaq indexes (in billions)	$	632		$	436		$	558		$	396
	TTM ⁽⁷⁾ net inflows ETP AUM tracking Nasdaq indexes (in billions)	$	80		$	31		$	80		$	31
	TTM ⁽⁷⁾ net appreciation ETP AUM tracking Nasdaq indexes (in billions)	$	110		$	128		$	110		$	128

Financial Technology
	Annualized recurring revenues (in millions) ⁽¹⁾
	Financial Crime Management Technology	$	278		$	226		$	278		$	226
	Regulatory Technology		354			325			354			325
	Capital Markets Technology		868			799			868			799
	Total Financial Technology	$	1,500		$	1,350		$	1,500		$	1,350

Market Services
	Equity Derivative Trading and Clearing
	U.S. equity options
	Total industry average daily volume (in millions)		47.5			40.2			44.4			40.4
	Nasdaq PHLX matched market share		10.5	%		11.5	%		10.0	%		11.3	%
	The Nasdaq Options Market matched market share		5.2	%		5.5	%		5.5	%		6.1	%
	Nasdaq BX Options matched market share		1.8	%		2.4	%		2.1	%		3.3	%
	Nasdaq ISE Options matched market share		7.2	%		6.1	%		6.9	%		5.9	%
	Nasdaq GEMX Options matched market share		2.6	%		2.7	%		2.6	%		2.4	%
	Nasdaq MRX Options matched market share		3.0	%		2.6	%		2.7	%		2.0	%
	Total matched market share executed on Nasdaq’s exchanges		30.3	%		30.8	%		29.8	%		31.0	%
	Nasdaq Nordic and Nasdaq Baltic options and futures
	Total average daily volume of options and futures contracts ⁽⁸⁾		228,955			327,680			233,610			301,320

	Cash Equity Trading
	Total U.S.-listed securities
	Total industry average daily share volume (in billions)		13.6			11.2			12.2			11.0
	Matched share volume (in billions)		125.2			113.3			479.4			455.6
	The Nasdaq Stock Market matched market share		14.0	%		15.4	%		15.1	%		15.8	%
	Nasdaq BX matched market share		0.3	%		0.4	%		0.3	%		0.4	%
	Nasdaq PSX matched market share		0.1	%		0.3	%		0.2	%		0.3	%
	Total matched market share executed on Nasdaq’s exchanges		14.4	%		16.1	%		15.6	%		16.5	%
	Market share reported to the FINRA/Nasdaq Trade Reporting Facility		47.6	%		40.9	%		44.3	%		36.7	%
	Total market share ⁽⁹⁾		62.0	%		57.0	%		59.9	%		53.2	%
	Nasdaq Nordic and Nasdaq Baltic securities
	Average daily number of equity trades executed on Nasdaq’s exchanges		669,234			637,403			651,455			666,411
	Total average daily value of shares traded (in billions)	$	4.5		$	4.5		$	4.5		$	4.5
	Total market share executed on Nasdaq’s exchanges		70.9	%		72.0	%		71.9	%		71.0	%

	Fixed Income and Commodities Trading and Clearing
	Fixed Income
	Total average daily volume of Nasdaq Nordic and Nasdaq Baltic fixed income contracts		91,471			93,128			93,747			95,625

	(1) Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature, or where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
	(2) New listings include IPOs, issuers that switched from other listing venues, closed-end funds and separately listed ETPs. For the three months ended December 31, 2024 and 2023, IPOs included 22 and 8 SPACs, respectively. For the years ended December 31, 2024 and 2023, IPOs included 50 and 27 SPACs, respectively.
	(3) New listings include IPOs and represent companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
	(4) Number of total listings on The Nasdaq Stock Market for the twelve months ended December 31, 2024 and December 31, 2023 included 768 and 600 ETPs, respectively.
	(5) Represents companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
	(6) The number of listed ETPs as of December 31, 2023 has been updated to reflect a revised methodology whereby an ETP listed on multiple exchanges is counted as one product, rather than formerly being counted per exchange. This change has no impact on reported AUM.
	(7) Trailing 12-months.
	(8) Includes Finnish option contracts traded on Eurex for which Nasdaq and Eurex had a revenue sharing arrangement, which ended in the fourth quarter of 2023.
	(9) Includes transactions executed on The Nasdaq Stock Market’s, Nasdaq BX’s and Nasdaq PSX’s systems plus trades reported through the Financial Industry Regulatory Authority/Nasdaq Trade Reporting Facility.

MIL-OSI: Virtu Announces Fourth Quarter 2024 Results

Source: GlobeNewswire (MIL-OSI)

NEW YORK, Jan. 29, 2025 (GLOBE NEWSWIRE) — Virtu Financial, Inc. (NASDAQ: VIRT), a leading provider of financial services and products that leverages cutting edge technology to deliver innovative, transparent trading solutions to its clients and liquidity to the global markets, today reported results for the fourth quarter ended December 31, 2024.

Fourth Quarter and Full Year Selected Highlights

Fourth Quarter 2024:

Net income of $176.1 million; Normalized Adjusted Net Income¹ of $182.2 million
Basic and diluted earnings per share of $1.03; Normalized Adjusted EPS¹ of $1.14
Total revenues of $834.3 million; Trading income, net, of $544.0 million; Net income Margin of 21.1%²
- Adjusted Net Trading Income¹ of $457.7 million
Adjusted EBITDA¹ of $283.5 million; Adjusted EBITDA Margin¹ of 61.9%
Share buybacks of $57.1 million, or 1.7 million shares, under the Share Repurchase Program³

Full Year 2024:

Net income of $534.5 million; Normalized Adjusted Net Income¹ of $573.9 million
Basic and diluted earnings per share of $2.98 and $2.97, respectively; Normalized Adjusted EPS¹ of $3.55
Total revenues of $2,876.9 million; Trading income, net of $1,822.4 million; Net income Margin of 18.6%²
- Adjusted Net Trading Income¹ of $1,597.7 million
Adjusted EBITDA¹ of $918.7 million; Adjusted EBITDA Margin¹ of 57.5%
Share buybacks of $172.2 million, or 6.7 million shares, under the Share Repurchase Program³

The Virtu Financial, Inc. Board of Directors declared a quarterly cash dividend of $0.24 per share. This dividend is payable on March 17, 2025 to shareholders of record as of February 28, 2025.

_{Note 1: Non-GAAP financial measures. Please see “Non-GAAP Financial Measures and Other Items” for more information.}
_{Note 2: Calculated by dividing Net income by Total revenue}
_{Note 3: Shares repurchased calculated on a settlement date basis.}

Financial Results

Fourth Quarter 2024:

Total revenues increased 55.7% to $834.3 million for this quarter, compared to $536.0 million for the same period in 2023. Trading income, net, increased 104.0% to $544.0 million for the quarter compared to $266.6 million for the same period in 2023. Net income totaled $176.1 million for this quarter, compared to net income of $6.7 million in the prior year quarter.

Basic and diluted earnings per share for this quarter were $1.03, compared to basic and diluted earnings per share of $0.05 for the same period in 2023.

Adjusted Net Trading Income increased 75.4% to $457.7 million for this quarter, compared to $260.9 million for the same period in 2023. Adjusted EBITDA increased 186.4% to $283.5 million for this quarter, compared to $99.0 million for the same period in 2023. Normalized Adjusted Net Income, removing one-time and non-cash items, increased 313.5% to $182.2 million for this quarter, compared to $44.1 million for the same period in 2023.

Assuming all non-controlling interests had been exchanged for common stock, and the Company’s Normalized Adjusted Net Income before income taxes was subject to corporation taxes, Normalized Adjusted EPS was $1.14 for this quarter, compared to $0.27 for the same period in 2023.

Full Year 2024:

Total revenues increased 25.4% to $2,876.9 million for this year, compared to $2,293.4 million for 2023. Trading income, net, increased 40.0% to $1,822.4 million for this year, compared to $1,301.3 million for 2023. Net income totaled $534.5 million for this year, compared to net income of $263.9 million for 2023.

Basic and diluted earnings per share were $2.98 and $2.97, respectively, for 2024, compared to basic and diluted earnings per share of $1.42 for 2023.

Adjusted Net Trading Income increased 32.0% to $1,597.7 million for this year, compared to $1,210.7 million for 2023. Adjusted EBITDA increased 61.7% to $918.7 million for this year, compared to $568.0 million for 2023. Normalized Adjusted Net Income increased 86.3% to $573.9 million for this year, compared to $308.1 million for 2023.

Assuming all non-controlling interests had been exchanged for common stock, and the Company’s Normalized Adjusted Net Income before income taxes was subject to corporation taxes, Normalized Adjusted EPS was $3.55 for 2024, compared to $1.84 for 2023.

Operating Segment Information

The Company has two operating segments: Market Making and Execution Services; and one non-operating segment: Corporate.

Market Making principally consists of market making in the cash, futures and options markets across global equities, fixed income, currencies, cryptocurrencies, and commodities. As a market maker, the Company commits capital on a principal basis by offering to buy securities from, or sell securities to, broker dealers, banks and institutions.

Execution Services comprises agency-based trading and trading venues, offering execution services in global equities, options, futures and fixed income on behalf of institutions, banks and broker dealers. The Company also provides proprietary technology and infrastructure, workflow technology, and trading analytics services to select third parties. The segment also includes the results of the Company’s capital markets business, in which the Company acts as an agent for issuers in connection with at-the-market offerings and buyback programs.

Corporate contains the Company’s investments, principally in strategic trading-related opportunities, and maintains corporate overhead expenses.

The following tables show the trading income, net, total revenues and Adjusted Net Trading Income by segment for the three months and full years ended December 31, 2024 and 2023.

Total revenues by segment
(in thousands, unaudited)

	Three Months Ended December 31, 2024										Three Months Ended December 31, 2023
	Market Making		Execution Services			Corporate			Total		Market Making		Execution Services			Corporate		Total
Trading income, net	$	534,728	$	9,222		$	—		$	543,950	$	262,501	$	4,079		$	—	$	266,580
Commissions, net and technology services		13,173		127,277			—			140,450		6,894		107,481			—		114,375
Interest and dividends income		121,151		2,632			—			123,783		151,773		2,877			—		154,650
Other, net		37,594		(2,476	)		(9,016	)		26,102		833		(7,940	)		7,479		372
Total Revenues	$	706,646	$	136,655		$	(9,016	)	$	834,285	$	422,001	$	106,497		$	7,479	$	535,977


	Year Ended December 31, 2024										Year Ended December 31, 2023
	Market Making		Execution Services			Corporate			Total		Market Making		Execution Services			Corporate		Total
Trading income, net	$	1,798,942	$	23,495		$	—		$	1,822,437	$	1,283,680	$	17,664		$	—	$	1,301,344
Commissions, net and technology services		42,376		474,407			—			516,783		29,571		426,027			—		455,598
Interest and dividends income		451,329		10,741			—			462,070		451,859		10,707			—		462,566
Other, net		81,449		(1,413	)		(4,377	)		75,659		78,413		(7,856	)		3,308		73,865
Total Revenues	$	2,374,096	$	507,230		$	(4,377	)	$	2,876,949	$	1,843,523	$	446,542		$	3,308	$	2,293,373

Reconciliation of trading income, net to Adjusted Net Trading Income by operating segment
(in thousands, unaudited)

	Three Months Ended December 31, 2024											Three Months Ended December 31, 2023
	Market Making			Execution Services			Corporate		Total			Market Making			Execution Services			Corporate		Total
Trading income, net	$	534,728		$	9,222		$	—	$	543,950		$	262,501		$	4,079		$	—	$	266,580
Commissions, net and technology services		13,173			127,277			—		140,450			6,894			107,481			—		114,375
Interest and dividends income		121,151			2,632			—		123,783			151,773			2,877			—		154,650
Brokerage, exchange, clearance fees and payments for order flow, net		(179,228	)		(27,867	)		—		(207,095	)		(96,740	)		(20,380	)		—		(117,120	)
Interest and dividends expense		(141,958	)		(1,428	)		—		(143,386	)		(156,941	)		(630	)		—		(157,571	)
Adjusted Net Trading Income	$	347,866		$	109,836		$	—	$	457,702		$	167,487		$	93,427		$	—	$	260,914

	Year Ended December 31, 2024											Year Ended December 31, 2023
	Market Making			Execution Services			Corporate		Total			Market Making			Execution Services			Corporate		Total
Trading income, net	$	1,798,942		$	23,495		$	—	$	1,822,437		$	1,283,680		$	17,664		$	—	$	1,301,344
Commissions, net and technology services		42,376			474,407			—		516,783			29,571			426,027			—		455,598
Interest and dividends income		451,329			10,741			—		462,070			451,859			10,707			—		462,566
Brokerage, exchange, clearance fees and payments for order flow, net		(573,382	)		(101,044	)		—		(674,426	)		(420,608	)		(87,750	)		—		(508,358	)
Interest and dividends expense		(524,158	)		(5,019	)		—		(529,177	)		(497,895	)		(2,572	)		—		(500,467	)
Adjusted Net Trading Income	$	1,195,107		$	402,580		$	—	$	1,597,687		$	846,607		$	364,076		$	—	$	1,210,683

Financial Condition

As of December 31, 2024, Virtu had $914.0 million in cash, cash equivalents and restricted cash, and total long-term debt outstanding in an aggregate principal amount of $1,767.3 million.

Share Repurchase Program

Since inception of the program in November 2020 through settlement date January 27, 2025, the Company repurchased approximately 50.7 million shares of Class A Common Stock and Virtu Financial Units for approximately $1,296.2 million. The Company has approximately $423.8 million remaining capacity for future purchases of shares of Class A Common Stock and Virtu Financial Units under the program.

Earnings Conference Call Information

Virtu Financial will host a conference call to review its fourth quarter 2024 financial performance today, January 29th, at 8:30 a.m. ET. Members of the public may listen to the conference call through an audio webcast through the Investor Relations section of the firm’s website ir.virtu.com/investor-relations.

Website Information

We routinely post important information for investors on the Investor Relations section of our website, ir.virtu.com/investor-relations and also from time to time may use social media channels, including our X account (x.com/virtufinancial) and our LinkedIn account (linkedin.com/company/virtu-financial), as an additional means of disclosing public information to investors, the media and others interested in us. It is possible that certain information we post on our website and on social media could be deemed to be material information, and we encourage investors, the media and others interested in us to review the business and financial information we post on our website and on the social media channels identified above, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our website and our social media channels is not incorporated by reference into, and is not a part of, this document.

Non-GAAP Financial Measures and Other Items

To supplement our unaudited condensed consolidated financial statements presented in accordance with generally accepted accounting principles (“GAAP”), we use the following non-GAAP measures of financial performance:

“Adjusted Net Trading Income”, which is the amount of revenue we generate from our market making activities, or trading income, net, plus commissions, net and technology services, plus interest and dividends income and expense, net, less direct costs associated with those revenues, including brokerage, exchange, clearance fees and payments for order flow, net. Management believes that this measurement is useful for comparing general operating performance from period to period. Although we use Adjusted Net Trading Income as a financial measure to assess the performance of our business, the use of Adjusted Net Trading Income is limited because it does not include certain material costs that are necessary to operate our business. Our presentation of Adjusted Net Trading Income should not be construed as an indication that our future results will be unaffected by revenues or expenses that are not directly associated with our core business activities.

“EBITDA”, which measures our operating performance by adjusting Net Income to exclude Financing interest expense on long-term borrowings, Debt issue cost related to debt refinancing, prepayment, and commitment fees, Depreciation and amortization, Amortization of purchased intangibles and acquired capitalized software, and Income tax expense, and “Adjusted EBITDA”, which measures our operating performance by further adjusting EBITDA to exclude severance, transaction advisory fees and expenses, termination of office leases, charges related to share-based compensation and other expenses, which includes reserves for legal matters, and Other, net, which includes gains and losses from strategic investments and the sales of businesses.

“Normalized Adjusted Net Income”, “Normalized Adjusted Net Income before income taxes”, “Normalized provision for income taxes”, and “Normalized Adjusted EPS”, which we calculate by adjusting Net Income to exclude certain items, and other non-cash items, assuming that all vested and unvested Virtu Financial Units have been exchanged for Class A Common Stock, and applying an effective tax rate, which was approximately 24%.

“Adjusted Operating Expenses”, which we calculate by adjusting total operating expenses to exclude severance, share based compensation, reserves for legal matters, termination of office leases, connectivity early termination and write-down of assets.

Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Normalized Adjusted Net Income, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes, and Normalized Adjusted EPS and Adjusted Operating Expenses are non-GAAP financial measures used by management in evaluating operating performance and in making strategic decisions. Additional information provided regarding the breakdown of Total Adjusted Net Trading Income by category is also a non-GAAP financial measure but is not used by the Company in evaluating operating performance and in making strategic decisions. In addition, these non-GAAP financial measures or similar non-GAAP measures are used by research analysts, investment bankers and lenders to assess our operating performance. Management believes that the presentation of Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Normalized Adjusted Net Income, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes and Normalized Adjusted EPS provide useful information to investors regarding our results of operations because they assist both investors and management in analyzing and benchmarking the performance and value of our business. Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Normalized Adjusted Net Income, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes and Normalized Adjusted EPS provide indicators of general economic performance that are not affected by fluctuations in certain costs or other items. Accordingly, management believes that these measurements are useful for comparing general operating performance from period to period. Furthermore, our credit agreement contains tests based on metrics similar to Adjusted EBITDA. Other companies may define Adjusted Net Trading Income, Adjusted EBITDA, Adjusted EBITDA Margin, Normalized Adjusted Net Income, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes and Normalized Adjusted EPS differently, and as a result our measures of Adjusted Net Trading Income, Adjusted EBITDA, Adjusted EBITDA Margin, Normalized Adjusted Net Income, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes and Normalized Adjusted EPS may not be directly comparable to those of other companies. Although we use these non-GAAP financial measures as financial measures to assess the performance of our business, such use is limited because they do not include certain material costs necessary to operate our business.

Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes, Normalized Adjusted Net Income and Normalized Adjusted EPS should be considered in addition to, and not as a substitute for, Net Income in accordance with U.S. GAAP as a measure of performance. Our presentation of Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Normalized Adjusted Net Income, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes and Normalized Adjusted EPS should not be construed as an indication that our future results will be unaffected by unusual or nonrecurring items. Adjusted Net Trading Income, Normalized Adjusted Net Income, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes, Normalized Adjusted EPS and our EBITDA-based measures have limitations as analytical tools, and you should not consider them in isolation or as substitutes for analysis of our results as reported under U.S. GAAP. Some of these limitations are:

they do not reflect every cash expenditure, future requirements for capital expenditures or contractual commitments;
our EBITDA-based measures do not reflect the significant interest expense or the cash requirements necessary to service interest or principal payment on our debt;
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced or require improvements in the future, and our EBITDA-based measures do not reflect any cash requirement for such replacements or improvements;
they are not adjusted for all non-cash income or expense items that are reflected in our statements of cash flows;
they do not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations; and
they do not reflect limitations on our costs related to transferring earnings from our subsidiaries to us.

Because of these limitations, Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes, Normalized Adjusted Net Income and Normalized Adjusted EPS are not intended as alternatives to Net Income as indicators of our operating performance and should not be considered as measures of discretionary cash available to us to invest in the growth of our business or as measures of cash that will be available to us to meet our obligations. We compensate for these limitations by using Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes, Normalized Adjusted Net Income and Normalized Adjusted EPS along with other comparative tools, together with U.S. GAAP measurements, to assist in the evaluation of operating performance. These U.S. GAAP measurements include Net Income, cash flows from operations and cash flow data. See below a reconciliation of each non-GAAP measure to the most directly comparable GAAP measure.

Virtu Financial, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Income (Unaudited)

	Three Months Ended December 31,						Year Ended December 31,
(in thousands, except share and per share data)		2024			2023			2024			2023

Revenues:
Trading income, net	$	543,950		$	266,580		$	1,822,437		$	1,301,344
Interest and dividends income		123,783			154,650			462,070			462,566
Commissions, net and technology services		140,450			114,375			516,783			455,598
Other, net		26,102			372			75,659			73,865
Total revenues		834,285			535,977			2,876,949			2,293,373

Operating Expenses:
Brokerage, exchange, clearance fees and payments for order flow, net		207,095			117,120			674,426			508,358
Communication and data processing		59,336			59,923			236,446			230,760
Employee compensation and payroll taxes		120,638			97,825			434,823			394,039
Interest and dividends expense		143,386			157,571			529,177			500,467
Operations and administrative		27,656			26,768			97,002			98,972
Depreciation and amortization		17,176			16,230			65,816			63,306
Amortization of purchased intangibles and acquired capitalized software		11,783			15,953			50,471			63,960
Termination of office leases		16,174			141			16,224			455
Debt issue cost related to debt refinancing, prepayment and commitment fees		1,739			2,573			29,479			8,317
Transaction advisory fees and expenses		49			284			313			314
Financing interest expense on long-term borrowings		26,648			24,795			97,802			99,294
Total operating expenses		631,680			519,183			2,231,979			1,968,242

Income before income taxes and noncontrolling interest		202,605			16,794			644,970			325,131
Provision for income taxes		26,518			10,093			110,435			61,210
Net income	$	176,087		$	6,701		$	534,535		$	263,921

Noncontrolling interest		(82,027	)		(1,163	)		(258,120	)		(121,885	)

Net income available for common stockholders	$	94,060		$	5,538		$	276,415		$	142,036

Earnings per share:
Basic	$	1.03		$	0.05		$	2.98		$	1.42
Diluted	$	1.03		$	0.05		$	2.97		$	1.42

Weighted average common shares outstanding
Basic		85,662,686			90,217,295			87,482,162			94,076,165
Diluted		86,066,968			90,217,295			87,821,576			94,076,165

Comprehensive income:
Net income	$	176,087		$	6,701		$	534,535		$	263,921
Other comprehensive income
Foreign exchange translation adjustment, net of taxes		(12,793	)		4,787			(9,048	)		4,957
Net change in unrealized cash flow hedges gain (loss), net of taxes		(1,320	)		(24,381	)		(32,251	)		(36,993	)
Comprehensive income	$	161,974		$	(12,893	)	$	493,236		$	231,885
Less: Comprehensive income attributable to noncontrolling interest		(75,941	)		11,151			(240,931	)		(104,406	)
Comprehensive income available for common stockholders	$	86,033		$	(1,742	)	$	252,305		$	127,479

Virtu Financial, Inc. and Subsidiaries
Reconciliation to Non-GAAP Operating Data (Unaudited)

The following tables reconcile Condensed Consolidated Statements of Comprehensive Income to arrive at Adjusted Net Trading Income, EBITDA, Adjusted EBITDA, and selected Operating Margins.

	Three Months Ended December 31,						Year Ended December 31,
(in thousands, except percentages)		2024			2023			2024			2023

Reconciliation of Trading income, net to Adjusted Net Trading Income
Trading income, net	$	543,950		$	266,580		$	1,822,437		$	1,301,344
Commissions, net and technology services		140,450			114,375			516,783			455,598
Interest and dividends income		123,783			154,650			462,070			462,566
Brokerage, exchange, clearance fees and payments for order flow, net		(207,095	)		(117,120	)		(674,426	)		(508,358	)
Interest and dividends expense		(143,386	)		(157,571	)		(529,177	)		(500,467	)
Adjusted Net Trading Income	$	457,702		$	260,914		$	1,597,687		$	1,210,683

Reconciliation of Net Income to EBITDA and Adjusted EBITDA
Net income		176,087			6,701			534,535			263,921
Financing interest expense on long-term borrowings		26,648			24,795			97,802			99,294
Debt issue cost related to debt refinancing, prepayment and commitment fees		1,739			2,573			29,479			8,317
Depreciation and amortization		17,176			16,230			65,816			63,306
Amortization of purchased intangibles and acquired capitalized software		11,783			15,953			50,471			63,960
Provision for income taxes		26,518			10,093			110,435			61,210
EBITDA	$	259,951		$	76,345		$	888,538		$	560,008
Severance		4,279			3,537			7,930			8,793
Transaction advisory fees and expenses		49			284			313			314
Termination of office leases		16,174			141			16,224			455
Other		(21,461	)		1,860			(69,795	)		(65,536	)
Share based compensation		24,534			16,825			75,475			63,933
Adjusted EBITDA	$	283,526		$	98,992		$	918,685		$	567,967

Selected Operating Margins
GAAP Net income Margin (1)		21.1	%		1.3	%		18.6	%		11.5	%
Non-GAAP Net income Margin (2)		38.5	%		2.6	%		33.5	%		21.8	%
EBITDA Margin (3)		56.8	%		29.3	%		55.6	%		46.3	%
Adjusted EBITDA Margin (4)		61.9	%		37.9	%		57.5	%		46.9	%

1 Calculated by dividing Net income by Total revenue.
2 Calculated by dividing Net income by Adjusted Net Trading Income.
3 Calculated by dividing EBITDA by Adjusted Net Trading Income.
4 Calculated by dividing Adjusted EBITDA by Adjusted Net Trading Income.

Virtu Financial, Inc. and Subsidiaries
Reconciliation to Non-GAAP Operating Data (Unaudited)
(Continued)

The following tables reconcile Condensed Consolidated Statements of Comprehensive Income to arrive at Normalized Adjusted Net Income before income taxes, Normalized provision for income taxes, Normalized Adjusted Net Income and Normalized Adjusted EPS.

	Three Months Ended December 31,					Year Ended December 31,
(in thousands, except share and per share data)		2024			2023		2024			2023

Reconciliation of Net Income to Normalized Adjusted Net Income
Net income	$	176,087		$	6,701	$	534,535		$	263,921
Provision for income taxes		26,518			10,093		110,435			61,210
Income before income taxes and noncontrolling interest	$	202,605		$	16,794	$	644,970		$	325,131
Amortization of purchased intangibles and acquired capitalized software		11,783			15,953		50,471			63,960
Debt issue cost related to debt refinancing, prepayment and commitment fees		1,739			2,573		29,479			8,317
Severance		4,279			3,537		7,930			8,793
Transaction advisory fees and expenses		49			284		313			314
Termination of office leases		16,174			141		16,224			455
Other		(21,461	)		1,860		(69,795	)		(65,536	)
Share based compensation		24,534			16,825		75,475			63,933
Normalized Adjusted Net Income before income taxes	$	239,702		$	57,967	$	755,067		$	405,367
Normalized provision for income taxes (1)		57,529			13,912		181,217			97,286
Normalized Adjusted Net Income	$	182,173		$	44,055	$	573,850		$	308,081

Weighted Average Adjusted shares outstanding (2)		160,183,679			163,869,845		161,845,371			167,782,513

Normalized Adjusted EPS	$	1.14		$	0.27	$	3.55		$	1.84

(1) Reflects U.S. federal, state, and local income tax rate applicable to corporations of approximately 24% for all periods presented.
(2) Assumes that (1) holders of all vested and unvested non-vesting Virtu Financial Units (together with corresponding shares of the Company’s Class C common stock, par value $0.00001 per share (the “Class C Common Stock”)) have exercised their right to exchange such Virtu Financial Units for shares of Class A Common Stock on a one-for-one basis, (2) holders of all Virtu Financial Units (together with corresponding shares of the Company’s Class D common stock, par value $0.00001 per share (the “Class D Common Stock”)) have exercised their right to exchange such Virtu Financial Units for shares of the Company’s Class B common stock, par value $0.00001 per share (the “Class B Common Stock”) on a one-for-one basis, and subsequently exercised their right to convert the shares of Class B Common Stock into shares of Class A Common Stock on a one-for-one basis. Includes additional shares from the dilutive impact of options, restricted stock units and restricted stock awards outstanding under the Amended and Restated 2015 Management Incentive Plan during the three months and full years ended December 31, 2024 and 2023.

Virtu Financial, Inc. and Subsidiaries
Condensed Consolidated Statements of Financial Condition (Unaudited)

(in thousands, except share data)	December 31, 2024		December 31, 2023

Assets
Cash and cash equivalents	$	872,513	$	820,436
Cash and securities segregated under regulations and other		41,478		35,024
Securities borrowed		2,294,529		1,722,440
Securities purchased under agreements to resell		983,941		1,512,114
Receivables from broker-dealers and clearing organizations		1,054,378		737,724
Receivables from customers		149,804		106,245
Trading assets, at fair value		7,802,652		7,358,611
Property, equipment and capitalized software, net		91,415		100,365
Operating lease right-of-use assets		175,046		229,499
Goodwill		1,148,926		1,148,926
Intangibles (net of accumulated amortization)		203,188		257,520
Deferred taxes		135,046		133,760
Assets of business held for sale		4,615		—
Other assets		386,811		303,720
Total assets		15,344,342		14,466,384

Liabilities and equity
Liabilities
Short-term borrowings, net		38,541		—
Securities loaned		2,431,878		1,329,446
Securities sold under agreements to repurchase		1,271,788		1,795,994
Payables to broker-dealers and clearing organizations		901,165		1,167,712
Payables to customers		46,112		23,229
Trading liabilities, at fair value		6,440,971		6,071,352
Tax receivable agreement obligations		196,592		216,480
Accounts payable and accrued expenses and other liabilities		558,100		451,293
Operating lease liabilities		229,825		278,317
Long-term borrowings, net		1,740,467		1,727,205
Liabilities of business held for sale		1,526		—
Total liabilities		13,856,965		13,061,028

Total equity		1,487,377		1,405,356

Total liabilities and equity	$	15,344,342	$	14,466,384

	As of December 31, 2024
Ownership of Virtu Financial LLC Interests:	Interests		%
Virtu Financial, Inc. – Class A Common Stock and Restricted Stock Units		90,540,857		56.9	%
Non-controlling Interests (Virtu Financial LLC)		68,653,710		43.1	%
Total Virtu Financial LLC Interests		159,194,567		100.0	%

About Virtu Financial, Inc.

Virtu is a leading financial services firm that leverages cutting-edge technology to provide execution services and data, analytics and connectivity products to its clients and deliver liquidity to the global markets. Leveraging its global market making expertise and infrastructure, Virtu provides a robust product suite including offerings in execution, liquidity sourcing, analytics and broker-neutral, multi-dealer platforms in workflow technology. Virtu’s product offerings allow clients to trade on hundreds of venues across 50+ countries and in multiple asset classes, including global equities, ETFs, foreign exchange, futures, fixed income and myriad other commodities. In addition, Virtu’s integrated, multi-asset analytics platform provides a range of pre and post-trade services, data products and compliance tools that clients rely upon to invest, trade and manage risk across global markets.

Cautionary Note Regarding Forward-Looking Statements

This press release may contain “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements regarding Virtu Financial, Inc.’s (“Virtu’s”, the “Company’s” or “our”) business that are not historical facts are forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by which, such performance or results will be achieved. The Company assumes no obligation to update forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information, and if the Company does update one or more forward-looking statements, no inference should be drawn that the Company will make additional updates with respect thereto or with respect to other forward-looking statements. Forward-looking statements are based on information available at the time and/or management’s good faith belief with respect to future events, and is subject to risks and uncertainties, some or all of which are not predictable or within Virtu’s control, that could cause actual performance or results to differ materially from those expressed in the statements. Those risks and uncertainties include, without limitation: risks relating to fluctuations in trading volume and volatilities in the markets in which we operate; the ability of our trading counterparties, clients, and various clearing houses to perform their obligations to us; the performance and reliability of our customized trading platform; the risk of material trading losses from our market making activities; swings in valuations in securities or other instruments in which we hold positions; increasing competition and consolidation in our industry; the risk that cash flow from our operations and other available sources of liquidity will not be sufficient to fund our various ongoing obligations, including operating expenses, short-term funding requirements, margin requirements, capital expenditures, debt service and dividend payments; potential consequences of pending SEC proposals by the prior administration focused on equity markets which may, if adopted, result in reduced overall and off-exchange trading volumes and market making opportunities, impose additional or heightened regulatory obligations on market makers and other market participants, and generally increase the implicit and explicit cost as well as the complexity of the U.S. equities eco-system for all participants; regulatory and legal uncertainties and potential changes associated with our industry, particularly in light of increased attention from media, regulators and lawmakers to market structure and related issues including but not limited to the retail trading environment, wholesale market making and off exchange trading more generally and payment for order flow arrangements; potential adverse results from legal or regulatory proceedings; our ability to remain technologically competitive and to ensure that the technology we utilize is not vulnerable to security risks, hacking and cyber-attacks; risks associated with third party software and technology infrastructure. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in forward-looking statements, see Virtu’s Securities and Exchange Commission filings, including but not limited to Virtu’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC.

CONTACT

Investor & Media Relations
Andrew Smith
investor_relations@virtu.com
media@virtu.com

MIL-OSI: First Northwest Bancorp Reports Fourth Quarter 2024 Financial Results

Source: GlobeNewswire (MIL-OSI)

PORT ANGELES, Wash., Jan. 29, 2025 (GLOBE NEWSWIRE) — First Northwest Bancorp (Nasdaq: FNWB) (“First Northwest” or the “Company”) today reported a net loss of $2.8 million for the fourth quarter of 2024, compared to a net loss of $2.0 million for the third quarter of 2024 and a net loss of $5.5 million for the fourth quarter of 2023. Basic and diluted loss per share were $0.32 for the fourth quarter of 2024, compared to basic and diluted loss per share of $0.23 for the third quarter of 2024 and basic and diluted loss per share of $0.62 for the fourth quarter of 2023.

In the fourth quarter of 2024, the Company recorded adjusted pre-tax, pre-provision net revenue (“PPNR”)⁽¹⁾ of $1.2 million, compared to a $49,000 adjusted PPNR loss for the preceding quarter and adjusted PPNR of $327,000 for the fourth quarter of 2023.

The Board of Directors of First Northwest declared a quarterly cash dividend of $0.07 per common share, payable on February 28, 2025, to shareholders of record as of the close of business on February 14, 2025.

Quote from First Northwest President and CEO, Matthew P. Deines:
“Although financial results in 2024 were adversely impacted by elevated credit costs, we are optimistic for continued improvement in asset quality in early 2025. During the fourth quarter, our pre-provision net revenue⁽¹⁾ grew to $1.2 million with modest margin improvement as we successfully reduced FHLB borrowings. As we look ahead to 2025, we are laser focused on growing core commercial and retail customer relationships while resolving problem assets, improving profitability and maintaining our strong capital position. Highlights for 2024 include the termination of our compliance Consent Order with the FDIC, reduction of core operating expenses and improvement in our liquidity position with the loan to deposit ratio below 100% at year-end. I’d like to thank all our employees for their efforts and contributions in 2024, and for making a positive impact in the communities we serve.”

Key Points for Fourth Quarter and Going Forward

Provision for credit losses:

The Company recorded a $3.8 million provision for credit losses on loans in the fourth quarter of 2024, primarily due to charge-offs of six commercial business loans. This compares to loan credit loss provisions of $3.1 million for the preceding quarter and $1.2 million for the fourth quarter of 2023.
We believe the reserve on individually analyzed loans does not represent a universal decline in the collectability of all loans in the portfolio. We continue to work on resolution plans for all troubled borrowers. The provision for credit losses on loans had a significant negative impact on net income for the fourth quarter of 2024.

First Fed Bank’s (“First Fed” or the “Bank”) balance sheet restructure continues to have a positive impact:

The fair value hedge on loans, tied to the compounded overnight index swap using the secured overnight financing rate index, which was established in the first quarter of 2024, added $1.1 million to interest income for the year. The hedge successfully reduced the Bank’s liability sensitivity, and lowered the overall interest rate risk profile. The hedge also enhanced earnings due to a favorable contract position during the 2024 interest rate environment. The Bank expects to maintain a positive carry on its derivative for up to an additional 25-basis points of rate cuts.
During 2024, bank-owned life insurance policies (“BOLI”) were reinvested into higher yielding products. In the fourth quarter of 2024, a $8.5 million policy was surrendered and reinvested into a policy earning 6.01% and a $922,000 policy earning 1.64% was exchanged and reinvested into a policy earning 3.99%. Total policy conversions during 2024 increased the annual pre-tax net yield earned on the total BOLI portfolio by 74-basis points. The remaining surrender transaction is expected to be completed during the first quarter of 2025.
Investment security purchases during the fourth quarter of 2024 totaled $47.1 million, carrying a weighted-average yield of 6.7% at purchase and a weighted-average life of 3.1 years. The annualized interest income on these securities is anticipated to provide $2.6 million in revenue for 2025.

(1) See reconciliation of Non-GAAP Financial Measures later in this release.

Selected Quarterly Financial Ratios:

	As of or For the Quarter Ended
	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
Performance ratios: ⁽¹⁾
Return on average assets		-0.51	%		-0.36	%		-0.40	%		0.07	%		-1.03	%
Adjusted PPNR return on average assets ⁽²⁾		0.22			-0.01			0.10			0.34			-0.06
Return on average equity		-6.92			-4.91			-5.47			0.98			-14.05
Net interest margin ⁽³⁾		2.73			2.70			2.76			2.76			2.84
Efficiency ratio ⁽⁴⁾		92.2			100.3			72.3			88.8			150.8
Equity to total assets		6.89			7.13			7.17			7.17			7.42
Book value per common share	$	16.45		$	17.17		$	16.81		$	17.00		$	16.99
Tangible performance ratios: ⁽¹⁾
Tangible common equity to tangible assets ⁽²⁾		6.83	%		7.06	%		7.10	%		7.10	%		7.35	%
Return on average tangible common equity ⁽²⁾		-6.99			-4.96			-5.53			0.99			-14.20
Tangible book value per common share ⁽²⁾	$	16.29		$	17.00		$	16.64		$	16.83		$	16.83
Capital ratios (First Fed): ⁽⁵⁾
Tier 1 leverage		9.4	%		9.4	%		9.4	%		9.7	%		9.9	%
Common equity Tier 1 capital		12.4			12.2			12.4			12.6			13.1
Total risk-based		13.6			13.4			13.5			13.6			14.1

(1	)	Performance ratios are annualized, where appropriate.
(2	)	See reconciliation of Non-GAAP Financial Measures later in this release.
(3	)	Net interest income divided by average interest-earning assets.
(4	)	Total noninterest expense as a percentage of net interest income and total other noninterest income.
(5	)	Current period capital ratios are preliminary and subject to finalization of the FDIC Call Report.

Adjusted Pre-tax, Pre-Provision Net Revenue ⁽¹⁾

Adjusted PPNR for the fourth quarter of 2024 increased $1.3 million to $1.2 million, compared to an adjusted PPNR loss of $49,000 for the preceding quarter, and increased $1.5 million from an adjusted PPNR $327,000 loss in the fourth quarter one year ago.

	For the Quarter Ended													For the Year Ended
(Dollars in thousands)	December 31, 2024		September 30, 2024			June 30, 2024			March 31, 2024		December 31, 2023			December 31, 2024			December 31, 2023
Net interest income	$	14,137	$	14,020		$	14,235		$	13,928	$	14,195		$	56,320		$	61,432
Total noninterest income		1,300		1,779			7,347			2,188		(2,929	)		12,614			4,020
Total revenue		15,437		15,799			21,582			16,116		11,266			68,934			65,452
Total noninterest expense		14,233		15,848			15,609			14,303		16,990			59,993			61,454
PPNR ⁽¹⁾		1,204		(49	)		5,973			1,813		(5,724	)		8,941			3,998
Selected nonrecurring adjustments to PPNR
Less: Net gain on sale of premises and equipment		—		—			7,919			—		—			7,919			—
Sale leaseback taxes and assessments included in occupancy and equipment		—		—			(359	)		—		—			(359	)		—
Net loss on sale of investment securities		—		—			(2,117	)		—		(5,397	)		(2,117	)		(5,397	)
Adjusted PPNR ⁽¹⁾	$	1,204	$	(49	)	$	530		$	1,813	$	(327	)	$	3,498		$	9,395

(1) See reconciliation of Non-GAAP Financial Measures later in this release.

Total interest income was relatively unchanged at $28.2 million for the fourth quarter of 2024, compared to the previous quarter, and increased $1.9 million compared to $26.3 million in the fourth quarter of 2023. Interest income decreased in the fourth quarter of 2024 primarily due to a decrease in the income earned on the securities derivative combined with lower FHLB dividends and reduced interest income received on Company deposit accounts. Higher yields on performing loans during the fourth quarter of 2024 were partially offset by nonaccrual interest adjustments totaling $46,000. Interest and fees on loans increased year-over-year as the loan portfolio grew. Loan yields increased over the prior year due to higher rates on new originations as well as the repricing of variable and adjustable-rate loans.
The net interest margin increased to 2.73% for the fourth quarter of 2024, from 2.70% for the prior quarter, and decreased 11-basis points from 2.84% for the fourth quarter of 2023. The Company reported reduced rates and declining volume of borrowings during the quarter which lowered costs; however, these savings were partially offset by an increase in cost due to a higher volume of customer deposits. The decrease in net interest margin from the same quarter one year ago is due to higher funding costs for deposits and borrowed funds.
Noninterest income included a $1.8 million write down on an equity investment in an organization that is involved in a lawsuit, partially offset by a $1.5 million BOLI death benefit payment received due to the passing of an employee.
Noninterest expense for the fourth quarter of 2024 decreased mainly due to a $1.2 million reduction in compensation related to nonrecurring payouts in the previous quarter combined with a reduced incentive accrual and lower headcount in the fourth quarter of 2024. FDIC assessment, state taxes, advertising and other discretionary spending also decreased from the previous quarter.

Allowance for Credit Losses on Loans (“ACLL”) and Credit Quality

The allowance for credit losses on loans (“ACLL”) decreased $1.5 million to $20.5 million at December 31, 2024, from $22.0 million at September 30, 2024. The ACLL as a percentage of total loans was 1.21% at December 31, 2024, a decrease from 1.27% at September 30, 2024, and an increase from 1.05% one year earlier. The pooled loan reserve decreased $1.5 million during the fourth quarter of 2024, primarily due to the decreases in multi-family, construction, and consumer loan balances combined with decreases resulting from lower loss factors applied to commercial business and commercial real estate loans, partially offset by higher loss factors applied to one-to-four family and other consumer loans.

Nonperforming loans totaled $30.5 million at December 31, 2024, an increase of $139,000 from September 30, 2024. ACLL to nonperforming loans decreased to 67% at December 31, 2024, from 72% at September 30, 2024, and 94% at December 31, 2023. This ratio continued to decline as higher balances of real estate loans are included in nonperforming assets with no significant corresponding increase to the ACLL as these collateral dependent loans were considered adequately reserved for based on information available at each period end.

Classified loans decreased $4.4 million to $42.5 million at December 31, 2024, from $46.9 million at September 30, 2024, primarily due to charge-offs totaling $3.9 million on six commercial business loans during the fourth quarter. An $11.4 million construction loan relationship, which became a classified loan in the fourth quarter of 2022; an $8.1 million commercial construction loan relationship, which became classified in the second quarter of 2024; and a $6.2 million commercial loan relationship, which became classified in the fourth quarter of 2023, account for 61% of the classified loan balance at December 31, 2024. The Bank has exercised legal remedies, including the appointment of a third-party receiver and foreclosure actions, to liquidate the underlying collateral to satisfy the real estate loans in two of these three collateral-dependent relationships. The Bank is also closely monitoring a group of commercial business loans that have similar collateral, with 15 loans totaling $2.2 million included in classified loans at December 31, 2024, and an additional eight loans totaling $2.8 million included in the special mention risk grading category.

	For the Quarter Ended
ACLL ($ in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
Balance at beginning of period	$	21,970		$	19,343		$	17,958		$	17,510		$	16,945
Charge-offs:
Construction and land		(411	)		—			(3,978	)		—			—
Home equity		—			—			—			—			1
Auto and other consumer		(364	)		(492	)		(832	)		(806	)		(655	)
Commercial business		(4,596	)		(24	)		(2,643	)		(33	)		—
Total charge-offs		(5,371	)		(516	)		(7,453	)		(839	)		(654	)
Recoveries:
One-to-four family		—			42			—			2			5
Commercial real estate		2			—			—			—			—
Home equity		—			—			—			—			10
Auto and other consumer		52			24			198			46			42
Commercial business		36			—			—			—			—
Total recoveries		90			66			198			48			57
Net loan charge-offs		(5,281	)		(450	)		(7,255	)		(791	)		(597	)
Provision for credit losses		3,760			3,077			8,640			1,239			1,162
Balance at end of period	$	20,449		$	21,970		$	19,343		$	17,958		$	17,510

Average total loans		1,708,232			1,718,402			1,717,830			1,678,656			1,645,418
Annualized net charge-offs to average outstanding loans		1.23	%		0.10	%		1.70	%		0.19	%		0.14	%

Asset Quality ($ in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
Nonaccrual loans:
One-to-four family	$	1,477		$	1,631		$	1,750		$	1,237		$	1,844
Multi-family		—			—			708			708			—
Commercial real estate		5,598			5,634			14			22			28
Construction and land		19,544			19,382			19,292			14,440			14,986
Home equity		55			116			118			121			123
Auto and other consumer		700			894			746			1,012			786
Commercial business		3,141			2,719			1,003			1,941			877
Total nonaccrual loans		30,515			30,376			23,631			19,481			18,644
Other real estate owned		—			—			—			—			—
Total nonperforming assets	$	30,515		$	30,376		$	23,631		$	19,481		$	18,644

Nonaccrual loans as a % of total loans ⁽¹⁾		1.80	%		1.75	%		1.39	%		1.14	%		1.12	%
Nonperforming assets as a % of total assets ⁽²⁾		1.37			1.35			1.07			0.87			0.85
ACLL as a % of total loans		1.21			1.27			1.14			1.05			1.05
ACLL as a % of nonaccrual loans		67.01			72.33			81.85			92.18			93.92
Total past due loans to total loans		1.98			1.92			1.45			1.91			0.94

(1	)	Nonperforming loans consists of nonaccruing loans and accruing loans more than 90 days past due.
(2	)	Nonperforming assets consists of nonperforming loans (which include nonaccruing loans and accruing loans more than 90 days past due), real estate owned and repossessed assets.

Financial Condition and Capital

Investment securities increased $29.5 million, or 9.5%, to $340.3 million at December 31, 2024, compared to $310.9 million three months earlier, and increased $44.7 million compared to $295.6 million at December 31, 2023. The market value of the portfolio decreased $5.8 million during the fourth quarter of 2024. The estimated average life of the securities portfolio was approximately 6.9 years at December 31, 2024, 7.4 years at the prior quarter end and 7.7 years at the end of the fourth quarter of 2023. The effective duration of the portfolio was approximately 3.9 years at December 31, 2024, compared to 3.9 years at the prior quarter end and 4.8 years at the end of the fourth quarter of 2023. Investment purchases at the beginning of 2024 were primarily floating rate securities to take advantage of higher short-term rates above those offered on cash at that time and to reduce our liability sensitivity. Purchases in the fourth quarter were primarily fixed to rebalance our securities portfolio position for 2025.

Investment Securities ($ in thousands)	December 31, 2024		September 30, 2024		December 31, 2023		Three Month % Change		One Year % Change
Available for Sale at Fair Value
Municipal bonds	$	77,876	$	81,363	$	87,761	-4.3	%	-11.3	%
U.S. government agency issued asset-backed securities (ABS agency)		12,876		13,296		11,782	-3.2		9.3
Corporate issued asset-backed securities (ABS corporate)		16,122		16,391		5,286	-1.6		205.0
Corporate issued debt securities (Corporate debt)		54,491		54,058		51,454	0.8		5.9
U.S. Small Business Administration securities (SBA)		8,666		9,317		—	-7.0		100.0
Mortgage-backed securities:
U.S. government agency issued mortgage-backed securities (MBS agency)		98,697		78,549		63,247	25.7		56.1
Non-agency issued mortgage-backed securities (MBS non-agency)		71,616		57,886		76,093	23.7		-5.9
Total securities available for sale	$	340,344	$	310,860	$	295,623	9.5		15.1

Net loans, excluding loans held for sale, decreased $39.2 million, or 2.3%, to $1.68 billion at December 31, 2024, from $1.71 billion at September 30, 2024, and increased $32.7 million, or 2.0%, from $1.64 billion one year prior. Construction loans that converted into fully amortizing loans during the quarter totaled $18.3 million. Loan payoffs of $73.9 million, regular payments of $35.3 million and charge-offs totaling $5.3 million outpaced new loan funding totaling $55.6 million and draws on existing loans totaling $19.7 million.

Loans ($ in thousands)	December 31, 2024		September 30, 2024			December 31, 2023		Three Month % Change		One Year % Change
Real Estate:
One-to-four family	$	395,315	$	395,792		$	378,432	-0.1	%	4.5	%
Multi-family		332,596		353,813			333,094	-6.0		-0.1
Commercial real estate		390,379		376,008			387,983	3.8		0.6
Construction and land		78,110		95,709			129,691	-18.4		-39.8
Total real estate loans		1,196,400		1,221,322			1,229,200	-2.0		-2.7
Consumer:
Home equity		79,054		76,960			69,403	2.7		13.9
Auto and other consumer		268,876		281,198			249,130	-4.4		7.9
Total consumer loans		347,930		358,158			318,533	-2.9		9.2
Commercial business		151,493		155,327			112,295	-2.5		34.9
Total loans receivable		1,695,823		1,734,807			1,660,028	-2.2		2.2
Less:
Derivative basis adjustment		188		(1,579	)		—	111.9		100.0
Allowance for credit losses on loans		20,449		21,970			17,510	-6.9		16.8
Total loans receivable, net	$	1,675,186	$	1,714,416		$	1,642,518	-2.3		2.0

Total deposits decreased $23.6 million to $1.69 billion at December 31, 2024, compared to $1.71 billion at September 30, 2024, and increased $11.1 million, or 0.7%, compared to $1.68 billion one year ago. During the fourth quarter of 2024, total customer deposit balances decreased $2.8 million and brokered deposit balances decreased $20.8 million. Overall, the current rate environment continues to contribute to greater competition for deposits. As a result, the Bank continues offering deposit rate specials to attract new funds.

Deposits ($ in thousands)	December 31, 2024		September 30, 2024		December 31, 2023		Three Month % Change		One Year % Change
Noninterest-bearing demand deposits	$	256,416	$	252,999	$	252,083	1.4	%	1.7	%
Interest-bearing demand deposits		164,891		167,202		169,418	-1.4		-2.7
Money market accounts		413,822		433,307		362,205	-4.5		14.3
Savings accounts		205,055		212,763		242,148	-3.6		-15.3
Certificates of deposit, customer		464,928		441,665		443,412	5.3		4.9
Certificates of deposit, brokered		182,914		203,705		207,626	-10.2		-11.9
Total deposits	$	1,688,026	$	1,711,641	$	1,676,892	-1.4		0.7

Total shareholders’ equity decreased to $153.9 million at December 31, 2024, compared to $160.8 million three months earlier, due to a decrease in the after-tax fair market values of the available-for-sale investment securities portfolio of $4.5 million, a net loss of $2.8 million and dividends declared of $656,000, partially offset by an increase in the after-tax fair market values of derivatives of $952,000.

Capital levels for both the Company and its operating bank, First Fed, remain in excess of applicable regulatory requirements and the Bank was categorized as “well-capitalized” at December 31, 2024. Preliminary calculations of Common Equity Tier 1 and Total Risk-Based Capital Ratios at December 31, 2024, were 12.4% and 13.6%, respectively.

First Northwest continued to return capital to our shareholders through cash dividends during the fourth quarter of 2024. The Company paid cash dividends totaling $656,000 in the fourth quarter of 2024. No shares of common stock were repurchased under the Company’s April 2024 Stock Repurchase Plan (“Repurchase Plan”) during the quarter ended December 31, 2024. There are 846,123 shares that remain available for repurchase under the Repurchase Plan.

Awards/Recognition
The Company received several accolades as a leader in the community in the last year.

	In September 2024, the First Fed team was recognized in the 2024 Best of Olympic Peninsula surveys, winning Best Bank and Best Lender in Clallam County; Best Bank and Best Financial Advisor in the West End; and Best Lender in Jefferson County. First Fed was also a finalist for Best Bank, Best Customer Service, Best Employer and Best Financial Advisor in Jefferson County; Best Customer Service, Best Employer and Best Financial Advisor in Clallam County; and Best Customer Service and Best Employer in the West End.
	In May 2024, First Fed, along with the First Fed Community Foundation, were honored to be ranked second on the Puget Sound Business Journal Midsize Corporate Philanthropists list.
	In October 2023, the First Fed team was honored to bring home the Gold for Best Bank in the Best of the Northwest survey hosted by Bellingham Alive for the second year in a row.
	In September 2023, the First Fed team was recognized in the 2023 Best of Olympic Peninsula surveys as a finalist for Best Employer in Kitsap County and Best Bank and Best Financial Institution in Bainbridge.

We recommend reading this earnings release in conjunction with the Fourth Quarter 2024 Investor Presentation, located at http://investor.ourfirstfed.com/quarterly-reports and included as an exhibit to our January 29, 2025, Current Report on Form 8-K.

About the Company
First Northwest Bancorp (Nasdaq: FNWB) is a financial holding company engaged in investment activities including the business of its subsidiary, First Fed Bank. First Fed is a Pacific Northwest-based financial institution which has served its customers and communities since 1923. Currently First Fed has 16 locations in Washington state including 12 full-service branches. First Fed’s business and operating strategy is focused on building sustainable earnings by delivering a full array of financial products and services for individuals, small businesses, non-profit organizations and commercial customers. In 2022, First Northwest made an investment in The Meriwether Group, LLC, a boutique investment banking and accelerator firm. Additionally, First Northwest focuses on strategic partnerships to provide modern financial services such as digital payments and marketplace lending. First Northwest Bancorp was incorporated in 2012 and completed its initial public offering in 2015 under the ticker symbol FNWB. The Company is headquartered in Port Angeles, Washington.

Forward-Looking Statements
Certain matters discussed in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, projections of future performance, perceived opportunities in the market, potential future credit experience, including our ability to collect, the outcome of litigation and statements regarding our mission and vision, and include, but are not limited to, statements about our plans, objectives, expectations and intentions that are not historical facts, and other statements often identified by words such as “believes,” “expects,” “anticipates,” “estimates,” or similar expressions. These forward-looking statements are based upon current management beliefs and expectations and may, therefore, involve risks and uncertainties, many of which are beyond our control. Our actual results, performance, or achievements may differ materially from those suggested, expressed, or implied by forward-looking statements as a result of a wide variety of factors including, but not limited to: increased competitive pressures; changes in the interest rate environment; the credit risks of lending activities; pressures on liquidity, including as a result of withdrawals of deposits or declines in the value of our investment portfolio; changes in general economic conditions and conditions within the securities markets; legislative and regulatory changes; and other factors described in the Company’s latest Annual Report on Form 10-K and Quarterly Reports on Form 10-Q under the section entitled “Risk Factors,” and other filings with the Securities and Exchange Commission (“SEC”),which are available on our website at www.ourfirstfed.com and on the SEC’s website at www.sec.gov.

Any of the forward-looking statements that we make in this press release and in the other public statements we make may turn out to be incorrect because of the inaccurate assumptions we might make, because of the factors illustrated above or because of other factors that we cannot foresee. Because of these and other uncertainties, our actual future results may be materially different from those expressed or implied in any forward-looking statements made by or on our behalf and the Company’s operating and stock price performance may be negatively affected. Therefore, these factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements. We do not undertake and specifically disclaim any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. These risks could cause our actual results for 2024 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Company’s operations and stock price performance.

For More Information Contact:
Matthew P. Deines, President and Chief Executive Officer
Geri Bullard, EVP, Chief Financial Officer and Chief Operating Officer
IRGroup@ourfirstfed.com
360-457-0461

FIRST NORTHWEST BANCORP AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except share data) (Unaudited)

	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
ASSETS
Cash and due from banks	$	16,811		$	17,953		$	19,184		$	15,562		$	19,845
Interest-earning deposits in banks		55,637			64,769			63,995			61,784			103,324
Investment securities available for sale, at fair value		340,344			310,860			306,714			325,955			295,623
Loans held for sale		472			378			1,086			988			753
Loans receivable (net of allowance for credit losses on loans $20,449, $21,970, $19,343, $17,958, and $17,510)		1,675,186			1,714,416			1,677,764			1,692,774			1,642,518
Federal Home Loan Bank (FHLB) stock, at cost		14,435			14,435			13,086			15,876			13,664
Accrued interest receivable		8,159			8,939			9,466			8,909			7,894
Premises held for sale, net		—			—			—			6,751			18,049
Premises and equipment, net		10,129			10,436			10,714			11,028			—
Servicing rights on sold loans, at fair value		3,281			3,584			3,740			3,820			3,793
Bank-owned life insurance, net		41,150			41,429			41,113			34,681			40,578
Equity and partnership investments		13,229			14,912			15,085			15,121			14,794
Goodwill and other intangible assets, net		1,082			1,083			1,084			1,085			1,086
Deferred tax asset, net		13,738			10,802			12,216			12,704			13,001
Right-of-use (“ROU”) asset, net		17,001			17,315			17,627			5,841			6,047
Prepaid expenses and other assets		21,352			24,175			23,088			27,141			20,828
Total assets	$	2,232,006		$	2,255,486		$	2,215,962		$	2,240,020		$	2,201,797

LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits	$	1,688,026		$	1,711,641		$	1,708,288		$	1,666,624		$	1,676,892
Borrowings		336,014			334,994			302,575			371,455			320,936
Accrued interest payable		3,295			2,153			3,143			2,830			3,396
Lease liability, net		17,535			17,799			18,054			6,227			6,428
Accrued expenses and other liabilities		31,770			25,625			23,717			29,980			29,545
Advances from borrowers for taxes and insurance		1,484			2,485			1,304			2,398			1,260
Total liabilities		2,078,124			2,094,697			2,057,081			2,079,514			2,038,457

Shareholders’ Equity
Preferred stock, $0.01 par value, authorized 5,000,000 shares, no shares issued or outstanding		—			—			—			—			—
Common stock, $0.01 par value, 75,000,000 shares authorized; issued and outstanding at each period end: 9,353,348; 9,365,979; 9,453,247; 9,442,796; and 9,611,876		93			94			94			94			96
Additional paid-in capital		93,357			93,218			93,985			93,763			95,784
Retained earnings		97,198			100,660			103,322			106,202			107,349
Accumulated other comprehensive loss, net of tax		(30,172	)		(26,424	)		(31,597	)		(32,465	)		(32,636	)
Unearned employee stock ownership plan (ESOP) shares		(6,594	)		(6,759	)		(6,923	)		(7,088	)		(7,253	)
Total shareholders’ equity		153,882			160,789			158,881			160,506			163,340
Total liabilities and shareholders’ equity	$	2,232,006		$	2,255,486		$	2,215,962		$	2,240,020		$	2,201,797

FIRST NORTHWEST BANCORP AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS (Dollars in thousands, except per share data) (Unaudited)

	For the Quarter Ended															For the Year Ended
	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023			December 31, 2024			December 31, 2023
INTEREST INCOME
Interest and fees on loans receivable	$	23,716		$	23,536		$	23,733		$	22,767		$	22,083		$	93,752		$	84,614
Interest on investment securities		3,658			3,786			3,949			3,632			3,393			15,025			13,279
Interest on deposits in banks		550			582			571			645			581			2,348			2,126
FHLB dividends		273			302			358			282			252			1,215			880
Total interest income		28,197			28,206			28,611			27,326			26,309			112,340			100,899
INTEREST EXPENSE
Deposits		11,175			10,960			10,180			10,112			8,758			42,427			27,019
Borrowings		2,885			3,226			4,196			3,286			3,356			13,593			12,448
Total interest expense		14,060			14,186			14,376			13,398			12,114			56,020			39,467
Net interest income		14,137			14,020			14,235			13,928			14,195			56,320			61,432
PROVISION FOR CREDIT LOSSES
Provision for credit losses on loans		3,760			3,077			8,640			1,239			1,162			16,716			2,357
(Recapture of) provision for credit losses on unfunded commitments		(105	)		57			99			(269	)		(10	)		(218	)		(1,034	)
Provision for credit losses		3,655			3,134			8,739			970			1,152			16,498			1,323
Net interest income after provision for credit losses		10,482			10,886			5,496			12,958			13,043			39,822			60,109
NONINTEREST INCOME
Loan and deposit service fees		1,054			1,059			1,076			1,102			1,068			4,291			4,341
Sold loan servicing fees and servicing rights mark-to-market		(115	)		10			74			219			276			188			676
Net gain on sale of loans		52			58			150			52			33			312			438
Net loss on sale of investment securities		—			—			(2,117	)		—			(5,397	)		(2,117	)		(5,397	)
Net gain on sale of premises and equipment		—			—			7,919			—			—			7,919			—
Increase in cash surrender value of bank-owned life insurance		328			315			293			243			260			1,179			928
Income from death benefit on bank-owned life insurance, net		1,536			—			—			—			—			1,536			—
Other (loss) income		(1,555	)		337			(48	)		572			831			(694	)		3,034
Total noninterest income		1,300			1,779			7,347			2,188			(2,929	)		12,614			4,020
NONINTEREST EXPENSE
Compensation and benefits		7,367			8,582			8,588			8,128			7,397			32,665			31,209
Data processing		2,065			2,085			2,008			1,944			2,107			8,102			8,170
Occupancy and equipment		1,559			1,553			1,799			1,240			1,262			6,151			4,858
Supplies, postage, and telephone		296			360			317			293			351			1,266			1,433
Regulatory assessments and state taxes		460			548			457			513			376			1,978			1,635
Advertising		362			409			377			309			235			1,457			2,706
Professional fees		813			698			684			910			1,119			3,105			3,738
FDIC insurance premium		491			533			473			386			418			1,883			1,357
Other expense		820			1,080			906			580			3,725			3,386			6,348
Total noninterest expense		14,233			15,848			15,609			14,303			16,990			59,993			61,454
Loss before provision (benefit) for income taxes		(2,451	)		(3,183	)		(2,766	)		843			(6,876	)		(7,557	)		2,675
Provision (benefit) for income taxes		359			(1,203	)		(547	)		447			(1,354	)		(944	)		549
Net (loss) income	$	(2,810	)	$	(1,980	)	$	(2,219	)	$	396		$	(5,522	)	$	(6,613	)	$	2,286

Basic and diluted (loss) earnings per common share	$	(0.32	)	$	(0.23	)	$	(0.25	)	$	0.04		$	(0.62	)	$	(0.75	)	$	0.26

FIRST NORTHWEST BANCORP AND SUBSIDIARY ADDITIONAL INFORMATION (Dollars in thousands) (Unaudited)

Selected Loan Detail	December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023
Construction and land loans breakout
1-4 Family construction	$	39,319	$	43,125	$	56,514	$	69,075	$	68,029
Multifamily construction		15,407		29,109		43,341		45,776		50,431
Nonresidential construction		16,857		17,500		1,015		3,374		3,756
Land and development		6,527		5,975		6,403		7,122		7,475
Total construction and land loans	$	78,110	$	95,709	$	107,273	$	125,347	$	129,691

Auto and other consumer loans breakout
Triad Manufactured Home loans	$	128,231	$	129,600	$	110,510	$	105,525	$	105,057
Woodside auto loans		117,968		126,129		131,151		128,072		124,401
First Help auto loans		14,283		15,971		17,427		8,326		4,516
Other auto loans		1,647		2,064		2,690		3,313		4,158
Other consumer loans		6,747		7,434		23,845		23,598		10,998
Total auto and other consumer loans	$	268,876	$	281,198	$	285,623	$	268,834	$	249,130

Commercial business loans breakout
Northpointe Bank MPP	$	36,230	$	38,155	$	9,150	$	15,047	$	9,502
Secured lines of credit		35,701		37,686		28,862		41,014		35,815
Unsecured lines of credit		1,717		1,571		1,133		1,001		456
SBA loans		7,044		7,219		7,146		8,944		9,115
Other commercial business loans		70,801		70,696		70,803		70,291		57,407
Total commercial business loans	$	151,493	$	155,327	$	117,094	$	136,297	$	112,295

Loans by Collateral and Unfunded Commitments	December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023
One-to-four family construction	$	44,468	$	51,607	$	49,440	$	70,100	$	60,211
All other construction and land		34,290		45,166		58,346		55,286		69,484
One-to-four family first mortgage		466,046		469,053		434,840		436,543		426,159
One-to-four family junior liens		15,090		14,701		13,706		12,608		12,250
One-to-four family revolving open-end		51,481		48,459		44,803		45,536		42,479
Commercial real estate, owner occupied:
Health care		29,129		29,407		29,678		29,946		22,523
Office		17,756		17,901		19,215		17,951		18,468
Warehouse		14,948		11,645		14,613		14,683		14,758
Other		78,170		64,535		56,292		55,063		61,304
Commercial real estate, non-owner occupied:
Office		49,417		49,770		50,158		53,099		53,548
Retail		49,591		49,717		50,101		50,478		51,384
Hospitality		61,919		62,282		62,628		66,982		67,332
Other		81,640		82,573		84,428		93,040		94,822
Multi-family residential		333,419		354,118		350,382		339,907		333,428
Commercial business loans		77,381		86,904		79,055		90,781		76,920
Commercial agriculture and fishing loans		21,833		15,369		14,411		10,200		5,422
State and political subdivision obligations		369		404		405		405		405
Consumer automobile loans		133,789		144,036		151,121		139,524		132,877
Consumer loans secured by other assets		131,429		132,749		129,293		122,895		108,542
Consumer loans unsecured		3,658		4,411		5,209		6,415		7,712
Total loans	$	1,695,823	$	1,734,807	$	1,698,124	$	1,711,442	$	1,660,028

Unfunded commitments under lines of credit or existing loans	$	163,827	$	166,446	$	155,005	$	148,736	$	149,631

FIRST NORTHWEST BANCORP AND SUBSIDIARY NET INTEREST MARGIN ANALYSIS (Dollars in thousands) (Unaudited)

	Three Months Ended December 31,
	2024								2023
	Average			Interest					Average			Interest
	Balance			Earned/		Yield/			Balance			Earned/		Yield/
	Outstanding			Paid		Rate			Outstanding			Paid		Rate
	(Dollars in thousands)
Interest-earning assets:
Loans receivable, net ^{(1) (2)}	$	1,688,239		$	23,716		5.59	%	$	1,628,718		$	22,083		5.38	%
Investment securities		313,759			3,658		4.64			297,020			3,393		4.53
FHLB dividends		11,762			273		9.23			12,514			252		7.99
Interest-earning deposits in banks		45,358			550		4.82			41,974			581		5.49
Total interest-earning assets ⁽³⁾		2,059,118			28,197		5.45			1,980,226			26,309		5.27
Noninterest-earning assets		146,384								147,429
Total average assets	$	2,205,502							$	2,127,655
Interest-bearing liabilities:
Interest-bearing demand deposits	$	162,954		$	210		0.51		$	172,013		$	197		0.45
Money market accounts		442,481			2,773		2.49			362,366			1,351		1.48
Savings accounts		206,605			721		1.39			247,744			963		1.54
Certificates of deposit, customer		461,136			4,925		4.25			424,722			4,197		3.92
Certificates of deposit, brokered		192,018			2,546		5.27			172,214			2,050		4.72
Total interest-bearing deposits ⁽⁴⁾		1,465,194			11,175		3.03			1,379,059			8,758		2.52
Advances		236,576			2,491		4.19			256,560			2,962		4.58
Subordinated debt		39,504			394		3.97			39,425			394		3.96
Total interest-bearing liabilities		1,741,274			14,060		3.21			1,675,044			12,114		2.87
Noninterest-bearing deposits ⁽⁴⁾		256,715								259,845
Other noninterest-bearing liabilities		45,953								36,795
Total average liabilities		2,043,942								1,971,684
Average equity		161,560								155,971
Total average liabilities and equity	$	2,205,502							$	2,127,655

Net interest income				$	14,137							$	14,195
Net interest rate spread							2.24								2.40
Net earning assets	$	317,844							$	305,182
Net interest margin ⁽⁵⁾							2.73								2.84
Average interest-earning assets to average interest-bearing liabilities		118.3	%							118.2	%

(1) The average loans receivable, net balances include nonaccrual loans.
(2) Interest earned on loans receivable includes net deferred fees (costs) of $103,000 and ($151,000) for the three months ended December 31, 2024 and 2023, respectively.
(3) Includes interest-earning deposits (cash) at other financial institutions.
(4) Cost of all deposits, including noninterest-bearing demand deposits, was 2.58% and 2.12% for the three months ended December 31, 2024 and 2023, respectively.
(5) Net interest income divided by average interest-earning assets.

FIRST NORTHWEST BANCORP AND SUBSIDIARY
ADDITIONAL INFORMATION
(Dollars in thousands) (Unaudited)

Non-GAAP Financial Measures
This press release contains financial measures that are not in conformity with generally accepted accounting principles in the United States of America (“GAAP”). Non-GAAP measures are presented where management believes the information will help investors understand the Company’s results of operations or financial position and assess trends. Where non-GAAP financial measures are used, the comparable GAAP financial measure is also provided. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, and are not necessarily comparable to non-GAAP performance measures that may be presented by other companies. Other banking companies may use names similar to those the Company uses for the non-GAAP financial measures the Company discloses, but may calculate them differently. Investors should understand how the Company and other companies each calculate their non-GAAP financial measures when making comparisons. Reconciliations of the GAAP and non-GAAP measures are presented below.

Calculations Based on PPNR and Adjusted PPNR:

	For the Quarter Ended															For the Year Ended
(Dollars in thousands)	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023			December 31, 2024			December 31, 2023
Net (loss) income	$	(2,810	)	$	(1,980	)	$	(2,219	)	$	396		$	(5,522	)	$	(6,613	)	$	2,286
Plus: provision for credit losses		3,655			3,134			8,739			970			1,152			16,498			1,323
Provision (benefit) for income taxes		359			(1,203	)		(547	)		447			(1,354	)		(944	)		549
PPNR ⁽¹⁾		1,204			(49	)		5,973			1,813			(5,724	)		8,941			4,158
Selected nonrecurring adjustments to PPNR
Less: Net gain on sale of premises and equipment		—			—			7,919			—			—			7,919			—
Sale leaseback taxes and assessments included in occupancy and equipment		—			—			(359	)		—			—			(359	)		—
Net loss on sale of investment securities		—			—			(2,117	)		—			(5,397	)		(2,117	)		(5,397	)
Adjusted PPNR ⁽¹⁾	$	1,204		$	(49	)	$	530		$	1,813		$	(327	)	$	3,498		$	9,555

Average total assets	$	2,205,502		$	2,209,333		$	2,219,370		$	2,166,187		$	2,127,655		$	2,200,138		$	2,109,200
Return on average assets (GAAP)		-0.51	%		-0.36	%		-0.40	%		0.07	%		-1.03	%		-0.30	%		0.11	%
Adjusted PPNR return on average assets (Non-GAAP) ⁽¹⁾		0.22	%		-0.01	%		0.10	%		0.34	%		-0.06	%		0.16	%		0.45	%

(1) We believe these non-GAAP metrics are useful to evaluate the relative strength of the Company’s performance.

FIRST NORTHWEST BANCORP AND SUBSIDIARY ADDITIONAL INFORMATION (Dollars in thousands) (Unaudited)

Calculations Based on Tangible Common Equity:

	For the Quarter Ended															For the Year Ended
	December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023			December 31, 2024			December 31, 2023
	(Dollars in thousands, except per share data)
Total shareholders’ equity	$	153,882		$	160,789		$	158,881		$	160,506		$	163,340		$	153,882		$	163,340
Less: Goodwill and other intangible assets		1,082			1,083			1,084			1,085			1,086			1,082			1,086
Disallowed non-mortgage loan servicing rights		423			489			517			489			481			423			481
Total tangible common equity	$	152,377		$	159,217		$	157,280		$	158,932		$	161,773		$	152,377		$	161,773

Total assets	$	2,232,006		$	2,255,486		$	2,215,962		$	2,240,020		$	2,201,797		$	2,232,006		$	2,201,797
Less: Goodwill and other intangible assets		1,082			1,083			1,084			1,085			1,086			1,082			1,086
Disallowed non-mortgage loan servicing rights		423			489			517			489			481			423			481
Total tangible assets	$	2,230,501		$	2,253,914		$	2,214,361		$	2,238,446		$	2,200,230		$	2,230,501		$	2,200,230

Average shareholders’ equity	$	161,560		$	160,479		$	163,079		$	161,867		$	155,971		$	161,742		$	159,413
Less: Average goodwill and other intangible assets		1,083			1,084			1,085			1,085			1,086			1,084			1,087
Average disallowed non-mortgage loan servicing rights		489			517			489			481			608			494			670
Total average tangible common equity	$	159,988		$	158,878		$	161,505		$	160,301		$	154,277		$	160,164		$	157,656

Net (loss) income	$	(2,810	)	$	(1,980	)	$	(2,219	)	$	396		$	(5,522	)	$	(6,613	)	$	2,286
Common shares outstanding		9,353,348			9,365,979			9,453,247			9,442,796			9,611,876			9,353,348			9,611,876
GAAP Ratios:
Equity to total assets		6.89	%		7.13	%		7.17	%		7.17	%		7.42	%		6.89	%		7.42	%
Return on average equity		-6.92	%		-4.91	%		-5.47	%		0.98	%		-14.05	%		-4.09	%		1.43	%
Book value per common share	$	16.45		$	17.17		$	16.81		$	17.00		$	16.99		$	16.45		$	16.99
Non-GAAP Ratios:
Tangible common equity to tangible assets ⁽¹⁾		6.83	%		7.06	%		7.10	%		7.10	%		7.35	%		6.83	%		7.35	%
Return on average tangible common equity ⁽¹⁾		-6.99	%		-4.96	%		-5.53	%		0.99	%		-14.20	%		-4.13	%		1.45	%
Tangible book value per common share ⁽¹⁾	$	16.29		$	17.00		$	16.64		$	16.83		$	16.83		$	16.29		$	16.83

(1

)

We believe these non-GAAP metrics provide an important measure with which to analyze and evaluate financial condition and capital strength. In addition, we believe that use of tangible equity and tangible assets improves the comparability to other institutions that have not engaged in acquisitions that resulted in recorded goodwill and other intangibles.

MIL-OSI: Stifel Reports Fourth Quarter and Full Year Results

Source: GlobeNewswire (MIL-OSI)

ST. LOUIS, Jan. 29, 2025 (GLOBE NEWSWIRE) — Stifel Financial Corp. (NYSE: SF) today reported net revenues of $1.36 billion for the three months ended December 31, 2024, compared with $1.15 billion a year ago. Net income available to common shareholders of $234.7 million, or $2.09 per diluted common share, compared with $153.2 million, or $1.38 per diluted common share for the fourth quarter of 2023. Non-GAAP net income available to common shareholders of $249.7 million, or $2.23 per diluted common share for the fourth quarter of 2024.

Net revenues of $4.97 billion for the year ended December 31, 2024 compared to $4.35 billion a year ago. Net income available to common shareholders of $694.1 million, or $6.25 per diluted common share, compared with $485.3 million, or $4.28 per diluted common share in 2023. Non-GAAP net income available to common shareholders of $755.9 million, or $6.81 per diluted common share in 2024.

Ronald J. Kruszewski, Chairman and Chief Executive Officer, said “Stifel generated record net revenue and the second highest earnings per share in our history in 2024. The fact that we accomplished this level of performance in a year when our Institutional segment was rebounding from a very difficult operating environment in 2023 is a testament to the strength and diversity of our business model. Given our long history of profitable growth, Stifel is well positioned to capitalize on improving market conditions in 2025 and to achieve our short and long term targets.”

Full Year Highlights

The Company reported record net revenues of $4.97 billion driven by higher investment banking revenues, asset management revenues, and transactional revenues, partially offset by lower net interest income.
Non-GAAP net income available to common shareholders of $6.81.
Record asset management revenues, up 18% over 2023.
Record client assets of $501.4 billion, up 13% over 2023.
Recruited 100 financial advisors during the year, including 34 experienced employee advisors and 12 experienced independent advisors.
Non-GAAP pre-tax margin of 20%.
Return on average tangible common equity (ROTCE) ⁽⁵⁾ of 23%.
Tangible book value per common share ⁽⁷⁾ of $34.99, up 12% from prior year.

Fourth Quarter Highlights

Quarterly record net revenues of $1.36 billion.
Non-GAAP net income available to common shareholders of $2.23.
Investment banking revenue increased 48% over the year-ago quarter, driven by higher advisory and capital raising revenues.
- Capital raising revenues increased 50% over the year-ago quarter.
- Advisory revenues increased 47% over the year-ago quarter.
Non-GAAP pre-tax margin of 21%.
Annualized ROTCE ⁽⁵⁾ of 28%.

Other Highlights

Board of Directors authorized a 10% increase in common stock dividend starting in the first quarter of 2025.
Announced the acquisition of Bryan, Garnier, & Co.

Financial Summary (Unaudited)
(000s)	4Q 2024	4Q 2023	FY 2024	FY 2023
GAAP Financial Highlights:
Net revenues	$1,364,682	$1,146,379	$4,970,320	$4,348,944
Net income ⁽¹⁾	$234,685	$153,164	$694,098	$485,255
Diluted EPS ⁽¹⁾	$2.09	$1.38	$6.25	$4.28
Comp. ratio	58.3%	58.8%	58.7%	58.7%
Non-comp. ratio	22.2%	23.2%	22.6%	25.1%
Pre-tax margin	19.5%	18.0%	18.7%	16.2%
Non-GAAP Financial Highlights:
Net revenues	$1,364,721	$1,146,419	$4,971,051	$4,348,958
Net income ⁽¹⁾⁽²⁾	$249,710	$166,587	$755,896	$531,524
Diluted EPS ^{(1) (2)}	$2.23	$1.50	$6.81	$4.68
Comp. ratio ⁽²⁾	58.0%	58.0%	58.0%	58.0%
Non-comp. ratio ⁽²⁾	21.3%	22.6%	21.9%	24.3%
Pre-tax margin ⁽³⁾	20.7%	19.4%	20.1%	17.7%
ROCE ⁽⁴⁾	20.1%	14.6%	15.9%	11.5%
ROTCE ⁽⁵⁾	28.3%	21.3%	22.7%	16.6%
*Global Wealth Management (assets and loans in millions***)
Net revenues	$865,209	$766,028	$3,283,960	$3,049,962
Pre-tax net income	$316,318	$301,360	$1,207,942	$1,215,822
Total client assets	$501,402	$444,318
Fee-based client assets	$192,705	$165,301
Bank loans, net ⁽⁶⁾	$21,311	$19,730
Institutional Group
Net revenues	$478,335	$359,292	$1,592,833	$1,226,317
Equity	$280,159	$200,915	$926,729	$709,286
Fixed Income	$198,176	$158,377	$666,104	$517,031
Pre-tax net income	$95,681	$7,771	$223,400	$2,100

Global Wealth Management

Fourth Quarter Results

Global Wealth Management reported record net revenues of $865.2 million for the three months ended December 31, 2024 compared with $766.0 million during the fourth quarter of 2023. Pre-tax net income was $316.3 million compared with $301.4 million in the fourth quarter of 2023.

Highlights

Client assets of $501.4 billion, up 13% over the year-ago quarter.
Fee-based client assets of $192.7 billion, up 17% over the year-ago quarter.
Recruited 8 financial advisors during the quarter, including 4 experienced employee advisors with total trailing 12 month production of $8 million.

Net revenues increased 13% from a year ago:

Transactional revenues increased 18% over the year-ago quarter reflecting an increase in client activity.
Asset management revenues increased 23% over the year-ago quarter reflecting higher asset values as a result of improved market conditions and net cash inflows.
Net interest income decreased 1% from the year-ago quarter primarily as a result of lower rates, partially offset by balance sheet growth.

Total Expenses:

Compensation expense as percent of net revenues increased to 48.5% primarily as a result of higher compensable revenues.
Provision for credit losses was primarily impacted by loan growth and a deterioration in certain loans, partially offset by a slightly better macroeconomic forecast.
Non-compensation operating expenses as a percent of net revenues increased to 14.9% primarily as a result of higher litigation-related expenses and an increase in the provision for credit losses, partially offset by revenue growth.

Summary Results of Operations
(000s)	4Q 2024		4Q 2023
Net revenues	$865,209		$766,028
Transactional revenues		200,564		169,471
Asset management		405,800		330,498
Net interest income		254,337		257,920
Investment banking		5,198		4,562
Other income		(690)		3,577
Total expenses	$548,891		$464,668
Compensation expense		419,466		359,376
Provision for credit losses		11,893		(37)
Non-comp. opex		117,532		105,329
Pre-tax net income	$316,318		$301,360
Compensation ratio		48.5%		46.9%
Non-compensation ratio		14.9%		13.8%
Pre-tax margin		36.6%		39.3%

Institutional Group

Fourth Quarter Results

Institutional Group reported net revenues of $478.3 million for the three months ended December 31, 2024 compared with $359.3 million during the fourth quarter of 2023. Pre-tax net income was $95.7 million compared with $7.8 million in the fourth quarter of 2023.

Highlights

Investment banking revenues increased 49% from a year ago:

Advisory revenues of $189.9 million increased 47% from the year-ago quarter driven by higher levels of completed advisory transactions.
Fixed income capital raising revenues increased 53% over the year-ago quarter primarily driven by higher bond issuances.
Equity capital raising revenues increased 52% over the year-ago quarter driven by higher volumes.

Fixed income transactional revenues increased 16% from a year ago:

Fixed income transactional revenues increased from the year-ago quarter driven by improved client engagement and realized trading gains.

Equity transactional revenues increased 5% from a year ago:

Equity transactional revenues increased from the year-ago quarter primarily driven by an increase in equities trading commissions.

Total Expenses:

Compensation expense as a percent of net revenues decreased to 58.6% primarily as a result of higher revenues.
Non-compensation operating expenses as a percent of net revenues decreased to 21.4% primarily as a result of revenue growth.

Summary Results of Operations
(000s)	4Q 2024		4Q 2023
Net revenues	$478,335		$359,292
Investment banking		299,221		201,102
Advisory		189,912		129,378
Fixed income capital raising		61,424		40,214
Equity capital raising		47,885		31,510
Fixed income transactional		118,700		102,019
Equity transactional		59,409		56,501
Other		1,005		(330)
Total expenses	$382,654		$351,521
Compensation expense		280,261		248,970
Non-comp. opex.		102,393		102,551
Pre-tax net income	$95,681		$7,771
Compensation ratio		58.6%		69.3%
Non-compensation ratio		21.4%		28.5%
Pre-tax margin		20.0%		2.2%

Global Wealth Management

Full Year Results

Global Wealth Management reported record net revenues of $3.3 billion for the year ended December 31, 2024 compared with $3.0 billion in 2023. Pre-tax net income of $1.2 billion decreased 1% from 2023.

Highlights

Recruited 100 financial advisors during the year, including 34 experienced employee advisors and 12 experienced independent advisors with total trailing 12 month production of $37 million.

Net revenues increased 8% from prior year:

Transactional revenues increased 15% from prior year reflecting an increase in client activity.
Asset management revenues increased 18% from prior year reflecting higher asset values as a result of improved market conditions and net cash inflows.
Net interest income decreased 11% from prior year primarily driven by changes in the deposit mix, partially offset by lending growth and higher rates.

Total Expenses:

Compensation expense as a percent of net revenues increased to 48.9% primarily as a result of higher compensable revenues.
Provision for credit losses was primarily impacted by loan growth and a deterioration in certain loans, partially offset by a slightly better macroeconomic forecast.
Non-compensation operating expenses as a percent of net revenues increased to 14.3% primarily as a result of higher litigation-related expenses and an increase in the provision for credit losses, partially offset by revenue growth.

Summary Results of Operations
(000s)	FY 2024		FY 2023
Net revenues	$3,283,960		$3,049,962
Transactional revenues		752,352		654,231
Asset management		1,536,296		1,299,361
Net interest income		967,712		1,086,628
Investment banking		21,475		16,680
Other income		6,125		(6,938)
Total expenses	$2,076,018		$1,834,140
Compensation expense		1,605,148		1,415,210
Provision for credit losses		25,102		22,699
Non-comp. opex		445,768		396,231
Pre-tax net income	$1,207,942		$1,215,822
Compensation ratio		48.9%		46.4%
Non-compensation ratio		14.3%		13.7%
Pre-tax margin		36.8%		39.9%

Institutional Group

Full Year Results

Institutional Group reported net revenues of $1.6 billion for the year ended December 31, 2024 compared with $1.2 billion in 2023. Pre-tax net income was $223.4 million compared with $2.1 million in 2023.

Highlights

Investment banking revenues increased 36% from prior year:

Advisory revenues of $577.4 million increased 24% from prior year driven by higher levels of completed advisory transactions.
Fixed income capital raising revenues increased 48% from prior year driven by an increase in our corporate debt issuance business.
Equity capital raising revenues increased 74% from prior year driven by higher volumes.

Fixed income transactional revenues increased 27% from prior year:

Fixed income transactional revenues increased from prior year driven by improved client engagement, market volatility, and realized trading gains.

Equity transactional revenues increased 7% from prior year:

Equity transactional revenues increased from prior year driven by an increase in equities trading commissions.

Total Expenses:

Compensation expense as a percent of net revenues decreased to 60.2% primarily as a result of higher revenues.
Non-compensation operating expenses as a percent of net revenues decreased to 25.8% as a result of revenue growth and expense discipline.

Summary Results of Operations
(000s)	FY 2024		FY 2023
Net revenues	$1,592,833		$1,226,317
Investment banking		973,356		714,575
Advisory		577,432		465,588
Fixed income capital raising		209,047		141,647
Equity capital raising		186,877		107,340
Fixed income transactional		393,013		308,393
Equity transactional		215,223		201,413
Other		11,241		1,936
Total expenses	$1,369,433		$1,224,217
Compensation expense		959,602		841,671
Non-comp. opex.		409,831		382,546
Pre-tax net income	$223,400		$2,100
Compensation ratio		60.2%		68.6%
Non-compensation ratio		25.8%		31.2%
Pre-tax margin		14.0%		0.2%

Other Matters

Highlights

Total assets increased $2.1 billion, or 6%, over the year-ago quarter.
The Board of Directors approved a 10% increase in the quarterly dividend to $0.46 per common share starting in the first quarter of 2025.
The Company repurchased $45.5 million of its outstanding common stock during the fourth quarter. During 2024, the Company repurchased $242.6 million of its outstanding common stock.
Weighted average diluted shares outstanding increased from the year-ago quarter as a result of the increase in share price and a decrease in share repurchases over the comparable period.
The effective tax rate was primarily impacted by the benefit related to the tax impact on stock-based compensation.
The Board of Directors declared a $0.42 quarterly dividend per share payable on December 16, 2024 to common shareholders of record on December 2, 2024.
The Board of Directors declared a quarterly dividend on the outstanding shares of the Company’s preferred stock payable on December 16, 2024 to shareholders of record on December 2, 2024.

	4Q 2024		4Q 2023		FY 2024		FY 2023
Common stock repurchases
Repurchases (000s)	$45,461		$141,138		$242,628		$518,296
Number of shares (000s)		408		2,345		3,140		8,475
Average price	$111.30		$60.18		$77.28		$61.16
Period end shares (000s)		102,171		101,062		102,171		101,062
Weighted average diluted shares outstanding (000s)		112,089		111,330		110,975		113,453
Effective tax rate		8.3%		21.1%		21.2%		26.1%
Stifel Financial Corp. ⁽⁸⁾
Tier 1 common capital ratio		15.4%		14.2%
Tier 1 risk based capital ratio		18.2%		17.2%
Tier 1 leverage capital ratio		11.4%		10.5%
Tier 1 capital (MM)	$4,331		$3,916
Risk weighted assets (MM)	$23,742		$22,748
Average assets (MM)	$38,073		$37,451
Quarter end assets (MM)	$39,896		$37,727
Agency	Rating		Outlook
Fitch Ratings	BBB+		Stable
S&P Global Ratings	BBB		Stable

Conference Call Information

Stifel Financial Corp. will host its fourth quarter and full year 2024 financial results conference call on Wednesday, January 29, 2025, at 9:30 a.m. Eastern Time. The conference call may include forward-looking statements.

All interested parties are invited to listen to Stifel’s Chairman and CEO, Ronald J. Kruszewski, by dialing (866) 409-1555 and referencing conference ID 7408307. A live audio webcast of the call, as well as a presentation highlighting the Company’s results, will be available through the Company’s web site, www.stifel.com. For those who cannot listen to the live broadcast, a replay of the broadcast will be available through the above-referenced web site beginning approximately one hour following the completion of the call.

MIL-OSI: LoCorr Funds Launches Innovative Strategic Allocation Fund

Source: GlobeNewswire (MIL-OSI)

MINNEAPOLIS, Jan. 29, 2025 (GLOBE NEWSWIRE) — LoCorr Funds, a leader in low-correlating alternative investments, is pleased to announce the launch of the LoCorr Strategic Allocation Fund (LSAIX, LSAAX), a daily liquid mutual fund designed to help investors capture equity market upside while mitigating downside losses during periods of market stress. The Fund combines tax-managed equities and multi-manager futures strategies to deliver a tax-efficient solution for navigating today’s volatile markets and to position portfolios for long-term success.

The Fund employs low correlating and complementary investment strategies targeting approximately 50% exposure to a tax-managed U.S. Equity strategy and 50% exposure to trend following and other futures strategies. The product’s equity exposure includes a distinctive, active tax-loss harvesting process that seeks to improve the overall tax efficiency by potentially offsetting gains in the portfolio. The futures exposure takes long and short positions across equities, fixed income, currencies, and commodities in more than 250 global markets, providing diversification when stocks and bonds struggle. The Fund follows a strategic asset allocation strategy and is rebalanced daily.

“We are excited to offer advisors access to a next-generation strategy diversifying equity risk by combining tax-managed equities and managed futures to position the portfolio for better risk-adjusted returns,” said Kevin Kinzie, CEO of LoCorr Funds. “With markets at all-time highs, we have seen a growing appetite for strategies that can profit if the current equity bull market continues but can also potentially mitigate the downside if we enter a bearish environment.”

The equity tax-managed portion is sub-advised by Parametric Portfolio Associates LLC, while the futures portfolio is sub-advised by BH-DG Systematic Trading LLP, Crabel Capital Management LLC, and P/E Global LLC.

The Strategic Allocation Fund joins the recently launched Hedged Core Fund (LHEIX, LHEAX), along with LoCorr’s suite of five long-standing mutual funds, each with track records over a decade, and a private fund that formed in 1990.

About LoCorr Funds
LoCorr Funds is a leading provider of low-correlating investment strategies, founded on the belief that non-traditional investment strategies with low correlation to stocks and bonds can reduce risk and help increase portfolio returns. LoCorr offers investment solutions that not only provide the potential for positive returns in rising or falling markets but also help to achieve diversification in investment portfolios. LoCorr Funds is headquartered in Excelsior, MN. For more information, please visit www.LoCorrFunds.com or call 1.888.628.2887.

The Strategic Allocation Fund is a recently organized management investment company with no operating history. As a result, prospective investors do not have a track record or history on which to base their investment decisions.

The Fund’s investment objectives, risks, charges, and expenses must be considered carefully before investing. The prospectus contains this and other important information about the investment company, and it may be obtained by calling 1.855.LCFUNDS, or visiting www.LoCorrFunds.com. Read it carefully before investing.

Mutual fund investing involves risk. Principal loss is possible. The Fund invests in foreign investments and foreign currencies which involve greater volatility and political, economic and currency risks and differences in accounting methods. The Fund may make short sales of securities, which involves the risk that losses may exceed the original amount invested. Investing in commodities may subject the Fund to greater risks and volatility as commodity prices may be influenced by a variety of factors including unfavorable weather, environmental factors, and changes in government regulations. The Fund may invest in derivative securities, which derive their performance from the performance of an underlying asset, index, interest rate or currency exchange rate. Derivatives can be volatile and involve various types and degrees of risks, and, depending upon the characteristics of a particular derivative, suddenly can become illiquid. Derivative contracts ordinarily have leverage inherent in their terms which can magnify the Fund’s potential for gains or losses through increased long and short position exposure. The Fund may access derivatives via a swap agreement. A risk of a swap agreement is the risk that the counterparty to the agreement will default on its obligation to pay the Fund. Investments in debt securities typically decrease in value when interest rates rise. This risk is usually greater for longer-term debt securities. Investments in Asset-Backed, Mortgage-Backed, and Collateralized Mortgage-Backed Securities include additional risks that investors should be aware of such as credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments. The Fund may use leverage which may exaggerate the effect of any increase or decrease in the value of portfolio securities or the Net Asset Value of the Fund, and money borrowed will be subject to interest costs. One cannot invest directly in an index.

Diversification does not assure a profit nor protect against loss in a declining market. Correlation measures how much the returns of two investments move together over time. Past performance is not necessarily indicative of future results.

MIL-OSI: Fidelity D & D Bancorp, Inc. Reports 2024 Financial Results

Source: GlobeNewswire (MIL-OSI)

DUNMORE, Pa., Jan. 29, 2025 (GLOBE NEWSWIRE) — Fidelity D & D Bancorp, Inc. (NASDAQ: FDBC) and its banking subsidiary, The Fidelity Deposit and Discount Bank (“the Company”), announced its unaudited, consolidated financial results for the three and twelve month periods ended December 31, 2024.

Unaudited Financial Information

Net income recorded for the year ended December 31, 2024 was $20.8 million, or $3.60 diluted earnings per share, compared to $18.2 million, or $3.19 diluted earnings per share, for the year ended December 31, 2023. The $2.6 million, or 14% increase in net income resulted primarily from the $7.6 million increase in non-interest income for 2024 compared to 2023. During 2023, the Company sold available-for-sale securities resulting in a $6.5 million loss, $5.1 million net of tax, which was the primary reason for the change in non-interest income. This was partially offset by the $3.7 million increase in non-interest expense.

Net income for the quarter ended December 31, 2024 was $5.8 million, or $1.01 diluted earnings per share, compared to $0.5 million, or $0.08 diluted earnings per share, for the quarter ended December 31, 2023. The $5.3 million increase in net income stemmed from a $6.5 million loss, $5.1 million net of tax, on the sale of securities which lowered non-interest income for the fourth quarter of 2023. This is coupled with a $1.5 million increase in net interest income to $16.4 million in the fourth quarter of 2024, compared to $14.9 million in the same quarter of 2023. These increases are offset by a $1.6 million increase in non-interest expense.

“We are pleased to post solid performance in Q4, attributable to the execution of our strategic initiatives and improvement in our net interest margin,” said Dan Santaniello, President and CEO. “Strong deposit and lending growth, along with positive balance sheet trends and credit metrics contributed to the achievement of year end asset balances of $2.6 billion and $20.8 million in net income. I would like to thank our bankers for their efforts and dedication in continuing to serve our clients, our shareholders and our communities well, positioning us for a strong 2025.”

Consolidated Year-To-Date Operating Results Overview

Net interest income was $61.9 million for the year ended December 31, 2024 compared to $62.1 million for the year ended December 31, 2023. The $0.2 million, or less than 1%, decline was the result of interest expense growing faster than interest income. On the asset side, the loan portfolio caused interest income growth by producing $12.6 million more in interest income primarily from an increase of 45 basis points in the fully-taxable equivalent (“FTE”) loan yields on $106.1 million in higher average balances. On the funding side, total interest expense increased by $13.4 million due to an increase in interest expense paid on deposits of $14.2 million from a 72 basis point higher rate paid on a $111.0 million larger average balance of interest-bearing deposits, partially offset by a decrease in interest expense on borrowings of $0.8 million for the twelve months ended December 31, 2024 compared to the same period in 2023.

The overall cost of interest-bearing liabilities was 2.60% for the twelve months ended December 31, 2024 compared to 1.93% for the twelve months ended December 31, 2023. The cost of funds increased 55 basis points to 1.99% for the twelve months ended December 31, 2024 from 1.44% for the same period of 2023. The FTE yield on interest-earning assets was 4.62% for the year ended December 31, 2024, an increase of 44 basis points from the 4.18% for the same period of 2023. The Company’s FTE (non-GAAP measurement) net interest spread was 2.02% for the twelve months ended December 31, 2024, a decrease of 23 basis points from the 2.25% recorded for the same period of 2023. FTE net interest margin decreased by 9 basis points to 2.72% for the twelve months ended December 31, 2024 from 2.81% for the same 2023 period due to the increase of 67 basis points in rates paid on interest-bearing liabilities growing at a faster pace than the increase of 44 basis points in yields on interest-earning assets.

For the year ended December 31, 2024, the provision for credit losses on loans was $1.3 million and the provision for credit losses on unfunded commitments was $0.1 million, compared to a $1.5 million provision for credit losses on loans and a $0.2 million net benefit for the provision for unfunded commitments for the year ended December 31, 2023. For the year ended December 31, 2024, the decrease in the provision for credit losses on loans compared to the prior year period was due to lower net charge-offs coupled with improved economic forecast assumptions. For the year ended December 31, 2024, the increase in the provision for credit losses on unfunded commitments compared to the prior period was due to growth in unfunded commitments, specifically in commercial construction commitments.

Total non-interest income for the year ended December 31, 2024 was $19.0 million, an increase of $7.6 million, or 67%, from $11.4 million for the year ended December 31, 2023. The primary driver of the large increase was a $6.5 million loss recognized on the sale of securities during 2023. The remaining $1.1 million increase resulted from increases of $0.6 million in additional trust fiduciary fees, $0.3 million in additional service charges on loans, $0.2 million more in debit card interchange fees and $0.1 million higher fees from financial services. Partially offsetting these increases, the Company received $0.3 million in recoveries from acquired charged-off loans during 2023. Additionally, the Company experienced a decrease of $0.2 million in fees from commercial loans with interest rate hedges compared to 2023.

Non-interest expenses increased to $55.5 million for the year ended December 31, 2024, an increase of $3.6 million, or 7%, from $51.9 million for the year ended December 31, 2023. Salaries and benefits expense increased $3.2 million due to an increase in employees and incentive-based compensation throughout the year ended December 31, 2024. There were additional increases throughout the period in professional fees of $0.6 million, and PA shares tax of $0.3 million. The increases were partially offset by $0.5 million less in fraud losses and $0.3 million less advertising and marketing expenses.

The provision for income taxes increased $1.0 million during 2024 compared to 2023 due to $3.6 million higher income before taxes.

Consolidated Fourth Quarter Operating Results Overview

Net interest income was $16.4 million for the fourth quarter of 2024, a 10% increase over the $14.9 million earned for the fourth quarter of 2023. The $1.5 million increase in net interest income resulted from the increase of $3.2 million in interest income primarily due to a $131.7 million increase in the average balance of interest-earning assets and a 32 basis point increase in the FTE yield. The loan portfolio had the biggest impact, producing a $3.2 million increase in interest income from $132.1 million in higher quarterly average balances and an increase of 37 basis points in the FTE loan yield. Slightly offsetting the higher interest income is a $1.7 million increase in interest expense due to a 24 basis point increase in the rates paid on interest-bearing liabilities coupled with a $152.4 million quarter-over-quarter increase in average interest-bearing deposit balances. The largest contributor to the increase in interest expense was due to growth in average balances and a 31 basis point increase in the rates paid on interest-bearing deposits.

The overall cost of interest-bearing liabilities was 2.60% for the fourth quarter of 2024, an increase of 24 basis points from the 2.36% paid for the fourth quarter of 2023. The cost of funds increased 21 basis points to 2.00% for the fourth quarter of 2024 from 1.79% for the fourth quarter of 2023. The Company’s FTE (non-GAAP measurement) net interest spread was 2.08% for the fourth quarter of 2024, up 8 basis points from the 2.00% recorded for the fourth quarter of 2023. FTE net interest margin increased by 12 basis points to 2.78% for the three months ended December 31, 2024 from 2.66% for the same 2023 period due to the increase of 32 basis points in the yields on interest-earning assets growing slightly faster than increase of 24 basis points in rates paid on interest-bearing liabilities.

For the three months ended December 31, 2024, the provision for credit losses on loans was $0.2 million partially offset by a $0.1 million net benefit in the provision for unfunded commitments, compared to a $0.1 million provision for credit losses on loans and a $0.1 million net benefit in the provision for credit losses on unfunded loan commitments for the three months ended December 31, 2023. For the three months ended December 31, 2024, the increase in the provision for credit losses on loans compared to the prior year period was due to higher net charge-offs compared to the same period of 2023. For the three months ended December 31, 2024, the $0.1 million net benefit for credit losses on unfunded commitments, which was unchanged from the prior year period, was due to a reduction in unfunded commitments as funds were advanced during the quarter.

Total non-interest income increased $6.8 million to $4.8 million in the fourth quarter of 2024 compared to the same period of 2023 primarily due to the $6.5 million loss recognized on the sale of securities during the fourth quarter of 2023. Additionally, the Company experienced an increase of $0.2 million in trust fiduciary activities revenue.

Non-interest expenses increased $1.6 million, or 12%, for the fourth quarter of 2024 to $14.4 million from $12.8 million for the same quarter of 2023. The increase in non-interest expenses was primarily due to $1.2 million increase in salaries and benefits expense from higher salaries related to new hires and banker incentives. There were also increases in professional services of $0.3 million, data center services of $0.1 million, and PA shares tax of $0.1 million.

The provision for income taxes increased $1.2 million during the fourth quarter of 2024 primarily due to the higher level of operating income compared to the fourth quarter of 2023.

Consolidated Balance Sheet & Asset Quality Overview

The Company’s total assets grew to $2.6 billion as of December 31, 2024, an increase of $81.5 million from December 31, 2023. The increase resulted from $114.3 million in growth in the loans and leases portfolio during the twelve months ended December 31, 2024. Asset growth was offset by a decline in cash and cash equivalents by $28.6 million and a decrease in the investment portfolio by $11.1 million. The decline in the investment portfolio was primarily due to $22.0 million in paydowns partially offset by a $15.4 million in purchases within the available-for-sale securities portfolio. As of December 31, 2024, the market value of held-to-maturity securities decreased by $2.6 million compared to December 31, 2023, bringing the portfolio down to a $31.2 million unrealized loss position.

During the same time period, total liabilities increased $67.0 million, or 3%. Deposit growth of $182.4 million was utilized to fund loan growth and pay-off of short-term borrowings as of December 31, 2024. The Company experienced an increase of $110.4 million in money market deposits and an increase of $125.9 million in time deposits due to promotional rates offered as a result of market competition. The growth in these products was partially offset by a decrease of $53.9 million in checking and savings account balances as of December 31, 2024. This decrease resulted primarily from declines experienced in average balances per checking and saving account, even though the number of accounts in each product grew throughout 2024. Also as of December 31, 2024, checking deposit balances remained at more than half of total deposits. As of December 31, 2024, the ratio of insured and collateralized deposits to total deposits was approximately 76%.

Shareholders’ equity increased $14.5 million, or 8%, to $204.0 million at December 31, 2024 from $189.5 million at December 31, 2023. The increase was caused by $11.9 million higher retained earnings from net income of $20.8 million plus a $0.9 million, after tax, improvement in accumulated other comprehensive income from lower net unrealized losses recorded on available-for-sale securities, partially offset by $8.9 million in cash dividends paid to shareholders. An additional $1.7 million was recorded from the issuance of common stock under the Company’s stock plans and stock-based compensation expense. At December 31, 2024, there were no credit losses on available-for-sale and held-to-maturity debt securities. Accumulated other comprehensive income (loss) is excluded from regulatory capital ratios. The Company remains well capitalized with Tier 1 capital at 9.22% of total average assets as of December 31, 2024. Total risk-based capital was 14.78% of risk-weighted assets and Tier 1 risk-based capital was 13.60% of risk-weighted assets as of December 31, 2024. Tangible book value per share was $31.98 at December 31, 2024 compared to $29.57 at December 31, 2023. Tangible common equity was 7.16% of total assets at December 31, 2024 compared to 6.79% at December 31, 2023.

Asset Quality

Total non-performing assets were $7.8 million, or 0.30% of total assets at December 31, 2024, compared to $3.3 million, or 0.13% of total assets at December 31, 2023. Past due and non-accrual loans to total loans were 0.71% at December 31, 2024 compared to 0.46% at December 31, 2023. Net charge-offs to average total loans were 0.03% at December 31, 2024 compared to 0.04% at December 31, 2023.

About Fidelity D & D Bancorp, Inc. and The Fidelity Deposit and Discount Bank

Fidelity D & D Bancorp, Inc. has built a strong history as trusted financial advisor to the clients served by The Fidelity Deposit and Discount Bank (“Fidelity Bank”). Fidelity Bank continues its mission of exceeding client expectations through a unique banking experience. It operates 21 full-service offices throughout Lackawanna, Luzerne, Lehigh and Northampton Counties and a Fidelity Bank Wealth Management Office in Schuylkill County. Fidelity Bank provides a digital banking experience online at www.bankatfidelity.com, through the Fidelity Mobile Banking app, and in the Client Care Center at 1-800-388-4380. Additionally, the Bank offers full-service Wealth Management & Brokerage Services, a Mortgage Center, and a full suite of personal and commercial banking products and services. Part of the Company’s vision is to serve as the best bank for the community, which was accomplished by having provided over 5,960 hours of volunteer time and over $1.3 million in donations to non-profit organizations directly within the markets served throughout 2024. Fidelity Bank’s deposits are insured by the Federal Deposit Insurance Corporation up to the full extent permitted by law.

Non-GAAP Financial Measures

The Company uses non-GAAP financial measures to provide information useful to the reader in understanding its operating performance and trends, and to facilitate comparisons with the performance of other financial institutions. Management uses these measures internally to assess and better understand our underlying business performance and trends related to core business activities. The Company’s non-GAAP financial measures and key performance indicators may differ from the non-GAAP financial measures and key performance indicators other financial institutions use to measure their performance and trends. Non-GAAP financial measures should be supplemental to GAAP used to prepare the Company’s operating results and should not be read in isolation or relied upon as a substitute for GAAP measures. Reconciliations of non-GAAP financial measures to GAAP are presented in the tables below.

Interest income was adjusted to recognize the income from tax exempt interest-earning assets as if the interest was taxable, fully-taxable equivalent (“FTE”), in order to calculate certain ratios within this document. This treatment allows a uniform comparison among yields on interest-earning assets. Interest income was FTE adjusted, using the corporate federal tax rate of 21% for 2024 and 2023.

Forward-looking statements

Certain of the matters discussed in this press release constitute forward-looking statements for purposes of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and as such may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. The words “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” and similar expressions are intended to identify such forward-looking statements.

The Company’s actual results may differ materially from the results anticipated in these forward-looking statements due to a variety of factors, including, without limitation:

	■	local, regional and national economic conditions and changes thereto;
	■	the short-term and long-term effects of inflation, and rising costs to the Company, its customers and on the economy;
	■	the risks of changes and volatility of interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities and interest rate protection agreements, as well as interest rate risks;
	■	securities markets and monetary fluctuations and volatility;
	■	disruption of credit and equity markets;
	■	impacts of the capital and liquidity requirements of the Basel III standards and other regulatory pronouncements, regulations and rules;
	■	governmental monetary and fiscal policies, as well as legislative and regulatory changes;
	■	effects of short- and long-term federal budget and tax negotiations and their effect on economic and business conditions;
	■	the costs and effects of litigation and of unexpected or adverse outcomes in such litigation;
	■	the impact of new or changes in existing laws and regulations, including laws and regulations concerning taxes, banking, securities and insurance and their application with which the Company and its subsidiaries must comply;

	■	the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Financial Accounting Standards Board and other accounting standard setters;
	■	the effects of competition from other commercial banks, thrifts, mortgage banking firms, consumer finance companies, credit unions, securities brokerage firms, insurance companies, money market and other mutual funds and other financial institutions operating in our market area and elsewhere, including institutions operating locally, regionally, nationally and internationally, together with such competitors offering banking products and services by mail, telephone, computer and the internet;
	■	the effects of economic conditions of any pandemic, epidemic or other health-related crisis such as COVID-19 and responses thereto on current customers and the operations of the Company, specifically the effect of the economy on loan customers’ ability to repay loans;
	■	the effects of bank failures, banking system instability, deposit fluctuations, loan and securities value changes;
	■	technological changes;
	■	the interruption or breach in security of our information systems, continually evolving cybersecurity and other technological risks and attacks resulting in failures or disruptions in customer account management, general ledger processing and loan or deposit updates and potential impacts resulting therefrom including additional costs, reputational damage, regulatory penalties, and financial losses;
	■	acquisitions and integration of acquired businesses;
	■	the failure of assumptions underlying the establishment of reserves for loan losses and estimations of values of collateral and various financial assets and liabilities;
	■	acts of war or terrorism; and
	■	the risk that our analyses of these risks and forces could be incorrect and/or that the strategies developed to address them could be unsuccessful.

The Company cautions readers not to place undue reliance on forward-looking statements, which reflect analyses only as of the date of this release. The Company has no obligation to update any forward-looking statements to reflect events or circumstances after the date of this release.

For more information please visit our investor relations web site located through www.bankatfidelity.com.

FIDELITY D & D BANCORP, INC. Unaudited Condensed Consolidated Balance Sheets (dollars in thousands)

At Period End:	December 31, 2024			December 31, 2023
Assets
Cash and cash equivalents	$	83,353		$	111,949
Investment securities		557,221			568,273
Restricted investments in bank stock		3,961			3,905
Loans and leases		1,800,856			1,686,555
Allowance for credit losses on loans		(19,666	)		(18,806	)
Premises and equipment, net		35,914			34,232
Life insurance cash surrender value		58,069			54,572
Goodwill and core deposit intangible		20,504			20,812
Other assets		44,404			41,667

Total assets	$	2,584,616		$	2,503,159

Liabilities
Non-interest-bearing deposits	$	533,935		$	536,143
Interest-bearing deposits		1,806,885			1,622,282
Total deposits		2,340,820			2,158,425
Short-term borrowings		–			117,000
Secured borrowings		6,266			7,372
Other liabilities		33,561			30,883
Total liabilities		2,380,647			2,313,680

Shareholders’ equity		203,969			189,479

Total liabilities and shareholders’ equity	$	2,584,616		$	2,503,159

Average Year-To-Date Balances:	December 31, 2024			December 31, 2023
Assets
Cash and cash equivalents	$	55,773		$	35,462
Investment securities		557,537			597,359
Restricted investments in bank stock		3,960			4,212
Loans and leases		1,741,349			1,635,286
Allowance for credit losses on loans		(19,391	)		(18,680	)
Premises and equipment, net		35,580			32,215
Life insurance cash surrender value		56,455			54,085
Goodwill and core deposit intangible		20,641			20,977
Other assets		41,755			44,180

Total assets	$	2,493,659		$	2,405,096

Liabilities
Non-interest-bearing deposits	$	527,825		$	558,962
Interest-bearing deposits		1,697,529			1,586,527
Total deposits		2,225,354			2,145,489
Short-term borrowings		32,446			49,860
Secured borrowings		6,830			7,489
Other liabilities		32,471			29,881
Total liabilities		2,297,101			2,232,719

Shareholders’ equity		196,558			172,377

Total liabilities and shareholders’ equity	$	2,493,659		$	2,405,096

FIDELITY D & D BANCORP, INC. Unaudited Condensed Consolidated Statements of Income (dollars in thousands)

	Three Months Ended						Twelve Months Ended
	Dec. 31, 2024			Dec. 31, 2023			Dec. 31, 2024			Dec. 31, 2023
Interest income
Loans and leases	$	24,584		$	21,406		$	93,269		$	80,629
Securities and other		3,475			3,434			13,753			13,206

Total interest income		28,059			24,840			107,022			93,835

Interest expense
Deposits		(11,468	)		(9,232	)		(43,165	)		(28,945	)
Borrowings and debt		(217	)		(707	)		(1,992	)		(2,843	)

Total interest expense		(11,685	)		(9,939	)		(45,157	)		(31,788	)

Net interest income		16,374			14,901			61,865			62,047

Provision for credit losses on loans		(250	)		(111	)		(1,325	)		(1,491	)
Net benefit (provision) for credit losses on unfunded loan commitments		85			65			(140	)		165
Non-interest income (loss)		4,847			(1,944	)		19,013			11,405
Non-interest expense		(14,395	)		(12,804	)		(55,541	)		(51,870	)

Income before income taxes		6,661			107			23,872			20,256

(Provision) benefit for income taxes		(826	)		361			(3,078	)		(2,046	)
Net income	$	5,835		$	468		$	20,794		$	18,210

	Three Months Ended
	Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024			Mar. 31, 2024			Dec. 31, 2023
Interest income
Loans and leases	$	24,584		$	24,036		$	22,516		$	22,133		$	21,406
Securities and other		3,475			3,263			3,523			3,492			3,434

Total interest income		28,059			27,299			26,039			25,625			24,840

Interest expense
Deposits		(11,468	)		(11,297	)		(10,459	)		(9,941	)		(9,232	)
Borrowings and debt		(217	)		(571	)		(463	)		(741	)		(707	)

Total interest expense		(11,685	)		(11,868	)		(10,922	)		(10,682	)		(9,939	)

Net interest income		16,374			15,431			15,117			14,943			14,901

Provision for credit losses on loans		(250	)		(675	)		(275	)		(125	)		(111	)
Net benefit (provision) for credit losses on unfunded loan commitments		85			(135	)		(140	)		50			65
Non-interest income (loss)		4,847			4,979			4,615			4,572			(1,944	)
Non-interest expense		(14,395	)		(13,840	)		(13,616	)		(13,689	)		(12,804	)

Income before income taxes		6,661			5,760			5,701			5,751			107

(Provision) benefit for income taxes		(826	)		(793	)		(766	)		(694	)		361
Net income	$	5,835		$	4,967		$	4,935		$	5,057		$	468

FIDELITY D & D BANCORP, INC. Unaudited Condensed Consolidated Balance Sheets (dollars in thousands)

At Period End:	Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024			Mar. 31, 2024			Dec. 31, 2023
Assets
Cash and cash equivalents	$	83,353		$	120,169		$	78,085		$	72,733		$	111,949
Investment securities		557,221			559,819			552,495			559,016			568,273
Restricted investments in bank stock		3,961			3,944			3,968			3,959			3,905
Loans and leases		1,800,856			1,795,548			1,728,509			1,697,299			1,686,555
Allowance for credit losses on loans		(19,666	)		(19,630	)		(18,975	)		(18,886	)		(18,806	)
Premises and equipment, net		35,914			36,057			35,808			34,899			34,232
Life insurance cash surrender value		58,069			57,672			57,278			54,921			54,572
Goodwill and core deposit intangible		20,504			20,576			20,649			20,728			20,812
Other assets		44,404			41,778			42,828			44,227			41,667

Total assets	$	2,584,616		$	2,615,933		$	2,500,645		$	2,468,896		$	2,503,159

Liabilities
Non-interest-bearing deposits	$	533,935		$	549,710		$	527,572		$	537,824		$	536,143
Interest-bearing deposits		1,806,885			1,792,796			1,641,558			1,678,172			1,622,282
Total deposits		2,340,820			2,342,506			2,169,130			2,215,996			2,158,425
Short-term borrowings		–			25,000			98,120			25,000			117,000
Secured borrowings		6,266			6,323			7,237			7,299			7,372
Other liabilities		33,561			34,843			30,466			28,966			30,883
Total liabilities		2,380,647			2,408,672			2,304,953			2,277,261			2,313,680

Shareholders’ equity		203,969			207,261			195,692			191,635			189,479

Total liabilities and shareholders’ equity	$	2,584,616		$	2,615,933		$	2,500,645		$	2,468,896		$	2,503,159

Average Quarterly Balances:	Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024			Mar. 31, 2024			Dec. 31, 2023
Assets
Cash and cash equivalents	$	67,882		$	41,991		$	58,351		$	54,887		$	42,176
Investment securities		560,453			554,578			551,445			563,674			558,423
Restricted investments in bank stock		3,957			3,965			3,983			3,934			3,854
Loans and leases		1,797,023			1,763,254			1,707,598			1,696,669			1,664,905
Allowance for credit losses on loans		(20,050	)		(19,323	)		(19,171	)		(19,013	)		(19,222	)
Premises and equipment, net		36,065			36,219			35,433			34,591			33,629
Life insurance cash surrender value		57,919			57,525			55,552			54,796			54,449
Goodwill and core deposit intangible		20,529			20,602			20,677			20,759			20,844
Other assets		41,454			41,734			42,960			40,871			46,028

Total assets	$	2,565,232		$	2,500,545		$	2,456,828		$	2,451,168		$	2,405,086

Liabilities
Non-interest-bearing deposits	$	538,506		$	522,827		$	530,048		$	519,856		$	533,663
Interest-bearing deposits		1,769,265			1,702,187			1,670,211			1,647,615			1,616,826
Total deposits		2,307,771			2,225,014			2,200,259			2,167,471			2,150,489
Short-term borrowings		10,326			37,220			28,477			53,952			48,490
Secured borrowings		6,297			6,429			7,269			7,335			7,412
Other liabilities		34,695			31,999			30,734			32,434			30,745
Total liabilities		2,359,089			2,300,662			2,266,739			2,261,192			2,237,136

Shareholders’ equity		206,143			199,883			190,089			189,976			167,950

Total liabilities and shareholders’ equity	$	2,565,232		$	2,500,545		$	2,456,828		$	2,451,168		$	2,405,086

FIDELITY D & D BANCORP, INC. Selected Financial Ratios and Other Financial Data

	Three Months Ended
	Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024			Mar. 31, 2024			Dec. 31, 2023
Selected returns and financial ratios
Basic earnings per share	$	1.02		$	0.87		$	0.86		$	0.88		$	0.08
Diluted earnings per share	$	1.01		$	0.86		$	0.86		$	0.88		$	0.08
Dividends per share	$	0.40		$	0.38		$	0.38		$	0.38		$	0.38
Yield on interest-earning assets (FTE)*		4.68	%		4.68	%		4.58	%		4.52	%		4.36	%
Cost of interest-bearing liabilities		2.60	%		2.70	%		2.58	%		2.51	%		2.36	%
Cost of funds		2.00	%		2.08	%		1.96	%		1.93	%		1.79	%
Net interest spread (FTE)*		2.08	%		1.98	%		2.00	%		2.01	%		2.00	%
Net interest margin (FTE)*		2.78	%		2.70	%		2.71	%		2.69	%		2.66	%
Return on average assets		0.90	%		0.79	%		0.81	%		0.83	%		0.08	%
Pre-provision net revenue to average assets*		1.06	%		1.05	%		1.00	%		0.96	%		0.03	%
Return on average equity		11.26	%		9.89	%		10.44	%		10.71	%		1.10	%
Return on average tangible equity*		12.50	%		11.02	%		11.72	%		12.02	%		1.26	%
Efficiency ratio (FTE)*		65.48	%		65.33	%		66.47	%		67.56	%		63.74	%
Expense ratio		1.48	%		1.41	%		1.47	%		1.50	%		2.43	%

	Years ended
	Dec. 31, 2024			Dec. 31, 2023
Basic earnings per share	$	3.63		$	3.21
Diluted earnings per share	$	3.60		$	3.19
Dividends per share	$	1.54		$	1.46
Yield on interest-earning assets (FTE)*		4.62	%		4.18	%
Cost of interest-bearing liabilities		2.60	%		1.93	%
Cost of funds		1.99	%		1.44	%
Net interest spread (FTE)*		2.02	%		2.25	%
Net interest margin (FTE)*		2.72	%		2.81	%
Return on average assets		0.83	%		0.76	%
Pre-provision net revenue to average assets*		1.02	%		0.90	%
Return on average equity		10.58	%		10.56	%
Return on average tangible equity*		11.82	%		12.03	%
Efficiency ratio (FTE)*		66.19	%		62.67	%
Expense ratio		1.47	%		1.69	%

FIDELITY D & D BANCORP, INC. Selected Financial Ratios and Other Financial Data

Non-GAAP Measures	Three Months Ended						Twelve Months Ended
(dollars in thousands except per share data)	Dec. 31, 2024			Dec. 31, 2023			Dec. 31, 2024			Dec. 31, 2023
Net income	$	5,835		$	468		$	20,794		$	18,210
Loss (gain) on the sale of available-for-sale debt securities, net of income taxes		–			5,109			–			5,110
Adjusted net income*	$	5,835		$	5,577		$	20,794		$	23,320
Adjusted basic earnings per share*	$	1.02		$	0.98		$	3.63		$	4.11
Adjusted diluted earnings per share*	$	1.01		$	0.97		$	3.60		$	4.08
Adjusted return on average assets*		0.90	%		0.92	%		0.83	%		0.97	%
Adjusted return on average tangible equity*		12.51	%		15.04	%		11.82	%		15.40	%

Other financial data	At period end:
(dollars in thousands except per share data)	Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024			Mar. 31, 2024			Dec. 31, 2023
Assets under management	$	921,994		$	942,190		$	906,861		$	900,964		$	876,287
Book value per share	$	35.56		$	36.13		$	34.12		$	33.41		$	33.22
Tangible book value per share*	$	31.98		$	32.55		$	30.52		$	29.80		$	29.57
Equity to assets		7.89	%		7.92	%		7.83	%		7.76	%		7.57	%
Tangible common equity ratio*		7.16	%		7.19	%		7.06	%		6.98	%		6.79	%
Allowance for credit losses on loans to:
Total loans		1.09	%		1.09	%		1.10	%		1.11	%		1.12	%
Non-accrual loans	2.68x			2.77x			2.75x			5.31x			5.68x
Non-accrual loans to total loans		0.41	%		0.39	%		0.40	%		0.21	%		0.20	%
Non-performing assets to total assets		0.30	%		0.29	%		0.28	%		0.15	%		0.13	%
Net charge-offs to average total loans		0.03	%		0.02	%		0.03	%		0.01	%		0.04	%

Capital Adequacy Ratios
Total risk-based capital ratio		14.78	%		14.56	%		14.69	%		14.68	%		14.67	%
Common equity tier 1 risk-based capital ratio		13.60	%		13.38	%		13.52	%		13.47	%		13.42	%
Tier 1 risk-based capital ratio		13.60	%		13.38	%		13.52	%		13.47	%		13.42	%
Leverage ratio		9.22	%		9.30	%		9.30	%		9.15	%		9.15	%

* Non-GAAP Financial Measures – see reconciliations below

FIDELITY D & D BANCORP, INC. Reconciliations of Non-GAAP Financial Measures to GAAP

Reconciliations of Non-GAAP Measures to GAAP	Three Months Ended
(dollars in thousands)	Dec. 31, 2024			Sep. 30, 2024			Jun. 30, 2024			Mar. 31, 2024			Dec. 31, 2023
FTE net interest income (non-GAAP)
Interest income (GAAP)	$	28,059		$	27,299		$	26,039		$	25,625		$	24,840
Adjustment to FTE		764			775			751			747			664
Interest income adjusted to FTE (non-GAAP)		28,823			28,074			26,790			26,372			25,504
Interest expense (GAAP)		11,685			11,868			10,922			10,682			9,939
Net interest income adjusted to FTE (non-GAAP)	$	17,138			16,206		$	15,868			15,690			15,565

Efficiency Ratio (non-GAAP)
Non-interest expenses (GAAP)	$	14,395		$	13,840		$	13,616		$	13,689		$	12,804

Net interest income (GAAP)		16,374			15,431			15,117			14,943			14,901
Plus: taxable equivalent adjustment		764			775			751			747			664
Non-interest income (GAAP)		4,847			4,979			4,615			4,572			(1,944	)
Less: (Loss) gain on sales of securities		–			–			–			–			(6,467	)
Net interest income (FTE) plus adjusted non-interest income (non-GAAP)	$	21,985		$	21,185		$	20,483		$	20,262		$	20,088
Efficiency ratio (non-GAAP) ⁽¹⁾		65.47	%		65.33	%		66.48	%		67.56	%		63.74	%
⁽¹⁾ The reported efficiency ratio is a non-GAAP measure calculated by dividing non-interest expense by the sum of net interest income, on an FTE basis, and adjusted non-interest (loss) income.

Tangible Book Value per Share/Tangible Common Equity Ratio (non-GAAP)
Total assets (GAAP)	$	2,584,616		$	2,615,933		$	2,500,645		$	2,468,896		$	2,503,159
Less: Intangible assets, primarily goodwill		(20,504	)		(20,576	)		(20,649	)		(20,728	)		(20,812	)
Tangible assets		2,564,112			2,595,357			2,479,996			2,448,168			2,482,347
Total shareholders’ equity (GAAP)		203,969			207,261			195,692			191,635			189,479
Less: Intangible assets, primarily goodwill		(20,504	)		(20,576	)		(20,649	)		(20,728	)		(20,812	)
Tangible common equity		183,465			186,685			175,043			170,907			168,667

Common shares outstanding, end of period		5,736,252			5,736,025			5,735,728			5,735,732			5,703,636
Tangible Common Book Value per Share	$	31.98		$	32.55		$	30.52		$	29.80		$	29.57
Tangible Common Equity Ratio		7.16	%		7.19	%		7.06	%		6.98	%		6.79	%

Pre-Provision Net Revenue to Average Assets
Income before taxes (GAAP)	$	6,661		$	5,760		$	5,701		$	5,751		$	107
Plus: Provision for credit losses		165			810			415			75			47
Total pre-provision net revenue (non-GAAP)		6,826			6,570			6,116			5,826			154
Total (annualized) (non-GAAP)	$	27,157		$	26,423		$	24,600		$	23,432		$	609

Average assets	$	2,565,232		$	2,500,545		$	2,456,828		$	2,451,168		$	2,405,086
Pre-Provision Net Revenue to Average Assets (non-GAAP)		1.06	%		1.05	%		1.00	%		0.96	%		0.03	%

FIDELITY D & D BANCORP, INC. Reconciliations of Non-GAAP Financial Measures to GAAP

Reconciliations of Non-GAAP Measures to GAAP	Years ended
(dollars in thousands)	Dec. 31, 2024			Dec. 31, 2023
FTE net interest income (non-GAAP)
Interest income (GAAP)	$	107,022		$	93,835
Adjustment to FTE		3,036			2,850
Interest income adjusted to FTE (non-GAAP)		110,058			96,685
Interest expense (GAAP)		45,157			31,788
Net interest income adjusted to FTE (non-GAAP)	$	64,901			64,897

Efficiency Ratio (non-GAAP)
Non-interest expenses (GAAP)	$	55,541		$	51,870

Net interest income (GAAP)		61,865			62,047
Plus: taxable equivalent adjustment		3,036			2,850
Non-interest income (GAAP)		19,013			11,405
Less: (Loss) gain on sales of securities		–			(6,468	)
Net interest income (FTE) plus non-interest income (non-GAAP)	$	83,914		$	82,770
Efficiency ratio (non-GAAP) ⁽¹⁾		66.19	%		62.67	%
⁽¹⁾ The reported efficiency ratio is a non-GAAP measure calculated by dividing non-interest expense by the sum of net interest income, on an FTE basis, and adjusted non-interest (loss) income.

Pre-Provision Net Revenue to Average Assets
Income before taxes (GAAP)	$	23,873		$	20,256
Plus: Provision for credit losses		1,465			1,327
Total pre-provision net revenue (non-GAAP)	$	25,338		$	21,583

Average assets	$	2,493,659		$	2,405,096
Pre-Provision Net Revenue to Average Assets (non-GAAP)		1.02	%		0.90	%

Contacts:

Daniel J. Santaniello	Salvatore R. DeFrancesco, Jr.
President and Chief Executive Officer	Treasurer and Chief Financial Officer
570-504-8035	570-504-8000

MIL-OSI: Waldencast Announces Participation in the 2025 IMCAS World Congress

Source: GlobeNewswire (MIL-OSI)

LONDON, Jan. 29, 2025 (GLOBE NEWSWIRE) — Waldencast plc, (NASDAQ: WALD) (“Waldencast”), a global multi-brand beauty and wellness platform, today announced its participation in the 2025 International Master Course on Aging Science (IMCAS) World Congress, which will be held in Paris from January 30, 2025 to February 1, 2025.

The IMCAS World Congress is one of the most highly anticipated events in the dermatology, plastic surgery, and aging science community. It gathers industry leaders and executives to discuss the latest breakthroughs, innovations, and business opportunities.

Michel Brousset, Founder and Chief Executive Officer, will participate in a capital markets roundtable where he will discuss the future of medical grade skincare and the overall beauty and aesthetics industry.

Additionally, Dr. Suzan Obagi, Chief Medical Director at Obagi Medical, will participate in two sessions at the event. The first is a lecture titled “Pairing Skincare with Procedures to Enhance Results and Minimize Complications,” which will focus on the complications of energy-based devices and how to minimize the effects. The second is a scientific committee symposium focused on hyperpigmentation.

About Waldencast
Founded by Michel Brousset and Hind Sebti, Waldencast’s ambition is to build a global best-in-class beauty and wellness operating platform by developing, acquiring, accelerating, and scaling conscious, high-growth purpose-driven brands. Waldencast’s vision is fundamentally underpinned by its brand-led business model that ensures proximity to its customers, business agility, and market responsiveness, while maintaining each brand’s distinct DNA. The first step in realizing its vision was the business combination with Obagi Skincare and Milk Makeup. As part of the Waldencast platform, its brands will benefit from the operational scale of a multi-brand platform; the expertise in managing global beauty brands at scale; a balanced portfolio to mitigate category fluctuations; asset light efficiency; and the market responsiveness and speed of entrepreneurial indie brands. For more information please visit: https://ir.waldencast.com/.

About Obagi Medical
Obagi Medical is an industry-leading, advanced skincare line rooted in research and skin biology, refined with a legacy of 35 years’ experience. First known as leaders in the treatment of hyperpigmentation with the Obagi Nu-Derm^® System, Obagi products are designed to diminish the appearance of premature aging, photodamage, skin discoloration, acne, and sun damage. Backed by science and trusted by professionals, Obagi empowers individuals to achieve healthy, beautiful skin. More information about Obagi is available on the brand’s website, https://www.obagi.com.

About Suzan Obagi, MD
Suzan Obagi, MD Obagi is an Associate Professor of Dermatology and Plastic Surgery at the University of Pittsburgh Medical Center (UPMC) and serves as the director of the state-of-the-art UPMC Cosmetic Surgery and Skin Health Center. Dr. Obagi’s academic commitments include clinical research, training residents in dermatologic surgery & cosmetic dermatologic surgery, and in her role as the director of the cosmetic dermatologic surgery fellowship.

Dr. Obagi has worked on various committees with the American Society for Dermatologic Surgery, has formerly served as vice president of the American Board of Cosmetic Surgery and the President of the American Academy of Cosmetic Surgery, and is a past president of the Cosmetic Surgery Foundation. In addition, Dr. Obagi trains physicians from around the world on the latest in cosmetic and laser surgery.

Contacts

Investors
ICR
Allison Malkin
investors@waldencast.com

Media
ICR
Brittany Fraser/Alecia Pulman
waldencast@icrinc.com

https://www.youtube.com/watch?v=3oPH_lWbtso

MIL-OSI Video: Democratic Republic of the Congo – MONUSCO briefing | United Nations

Source: United Nations (Video News)

Briefing by Ms. Vivian van de Perre, Deputy Special Representative of the Secretary-General for Protection and Operations, United Nations Organization Stabilization Mission in the Democratic Republic of the Congo, on the situation concerning the Democratic Republic of the Congo.

MIL OSI Video –

https://www.youtube.com/watch?v=h7DDOccoHVk

MIL-OSI Video: Democratic Republic of the Congo on the Country – Security Council Media Stakeout

Source: United Nations (Video News)

Media stakeout by Therese Kayikwamba Wagner, State Minister, Minister of Foreign Affairs, International Cooperation and Francophonie of the Democratic Republic of the Congo, on the situation in the country.

MIL OSI Video –

https://www.youtube.com/watch?v=tc3odD6pfxg

MIL-OSI Video: UNRWA Chief Briefs Security Council | United Nations

Source: United Nations (Video News)

UNRWA Commissioner-General Philippe Lazzarini addressed the UN Security Council Tuesday morning, pushing back against the implementation of the Knesset legislation that would ‘cripple’ UNRWA’s operations. He insists on a genuine political path forward that delineates UNRWA’s role as a provider of education and healthcare and stresses the importance adequate financial resources.

MIL OSI Video –