Tradeweb Reports Fourth Quarter and Full Year 2025 Financial Results
Quarterly Cash Dividend Raised by 16.7% to
$ 500 Million Share Repurchase Program Authorized
53.2% adjusted EBITDA margin and
"Tradeweb delivered strong fourth-quarter results, reporting record revenue of
All in, Tradeweb reported its 26th consecutive year of record annual revenue in 2025, underscoring the earnings durability of our multi-asset model spanning multiple client sectors and geographies. That momentum has continued into 2026, with January average daily volume of
|
SELECT FINANCIAL RESULTS |
|
4Q25 |
|
|
4Q24 |
|
Change |
|
Constant Currency Change (1) |
|
|
(dollars in thousands except per share amounts)(Unaudited) |
||||||||||
|
GAAP Financial Measures |
||||||||||
|
Total revenue |
$ |
521,183 |
|
$ |
463,344 |
|
12.5 |
% |
9.9 |
% |
|
Rates |
$ |
279,083 |
|
$ |
240,192 |
|
16.2 |
% |
12.9 |
% |
|
Credit |
$ |
118,408 |
|
$ |
113,572 |
|
4.3 |
% |
2.5 |
% |
|
Equities |
$ |
31,533 |
|
$ |
28,749 |
|
9.7 |
% |
5.9 |
% |
|
Money Markets |
$ |
45,623 |
|
$ |
44,258 |
|
3.1 |
% |
2.0 |
% |
|
Market Data |
$ |
33,783 |
|
$ |
30,011 |
|
12.6 |
% |
11.5 |
% |
|
Other |
$ |
12,753 |
|
$ |
6,562 |
|
94.3 |
% |
94.3 |
% |
|
Operating income |
$ |
221,013 |
|
$ |
188,540 |
|
17.2 |
% |
|
|
|
Net income |
$ |
367,124 |
|
$ |
159,942 |
|
129.5 |
% |
|
|
|
Net income attributable to |
$ |
324,992 |
|
$ |
142,210 |
|
128.5 |
% |
|
|
|
Diluted EPS |
$ |
1.51 |
|
$ |
0.66 |
|
128.8 |
% |
|
|
|
Net income margin |
|
70.4 |
% |
|
34.5 |
% |
+3,592 |
bps |
|
|
|
Non-GAAP Financial Measures |
||||||||||
|
Adjusted EBITDA (1) |
$ |
277,319 |
|
$ |
244,743 |
|
13.3 |
% |
11.3 |
% |
|
Adjusted EBITDA margin (1) |
|
53.2 |
% |
|
52.8 |
% |
+39 |
bps |
+65 |
bps |
|
Adjusted EBIT (1) |
$ |
257,129 |
|
$ |
227,347 |
|
13.1 |
% |
11.0 |
% |
|
Adjusted EBIT margin (1) |
|
49.3 |
% |
|
49.1 |
% |
+27 |
bps |
+45 |
bps |
|
Adjusted Net Income (1) |
$ |
206,973 |
|
$ |
181,183 |
|
14.2 |
% |
12.2 |
% |
|
Adjusted Diluted EPS (1) |
$ |
0.87 |
|
$ |
0.76 |
|
14.5 |
% |
13.2 |
% |
|
ADV (US $bn) (Unaudited) |
||||||||||
|
Asset Class |
Product |
|
4Q25 |
|
4Q24 |
YoY |
||||
|
Rates |
Cash |
$ |
557 |
$ |
509 |
9.4 |
% |
|||
|
|
Derivatives |
|
1,117 |
|
745 |
50.0 |
% |
|||
|
|
Total |
|
1,674 |
|
1,253 |
33.5 |
% |
|||
|
Credit |
Cash |
|
16 |
|
15 |
10.2 |
% |
|||
|
|
Derivatives |
|
17 |
|
13 |
37.9 |
% |
|||
|
|
Total |
|
34 |
|
27 |
22.9 |
% |
|||
|
Equities |
Cash |
|
14 |
|
11 |
23.6 |
% |
|||
|
|
Derivatives |
|
13 |
|
12 |
7.8 |
% |
|||
|
|
Total |
|
27 |
|
24 |
15.3 |
% |
|||
|
Money Markets |
Cash |
|
1,092 |
|
988 |
10.5 |
% |
|||
|
|
Total |
|
1,092 |
|
988 |
10.5 |
% |
|||
|
|
Total |
$ |
2,827 |
$ |
2,292 |
23.3 |
% |
|||
|
(1) |
Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted Net Income, Adjusted Diluted EPS and constant currency change are non-GAAP financial measures. See "Non-GAAP Financial Measures" below and the attached schedules for additional information and reconciliations of such non-GAAP financial measures. |
|
(2) |
Represents net income less net income attributable to non-controlling interests. |
DISCUSSION OF RESULTS: FOURTH QUARTER 2025
Rates – Revenues of
Credit – Revenues of
Equities – Revenues of
Money Markets – Revenues of
Market Data – Revenues of
Other – Revenues of
Operating Expenses of
Adjusted Expenses of
Non-operating Income – Other income (loss), net of
DISCUSSION OF RESULTS: FULL-YEAR 2025
Tradeweb recorded its 26th consecutive year of record annual revenues for the year ended
RECENT HIGHLIGHTS
-
Participated in a third wave of pioneering transactions on the Canton Network alongside a consortium of leading financial institutions, building on the successful completion of the initial on-chain
U.S. Treasury financing inJuly 2025 .
Fourth Quarter 2025
Core Product
- Completed the first fully electronic European invoice spread trade via the request-for-market ("RFM") protocol on Tradeweb, with Nomura providing liquidity.
-
Announced an expansion of Tradeweb’s collaboration with the
European Central Bank to provide them with repo trading services for public sector securities from major European jurisdictions. - Completed the first-ever fully electronic RFM swaption package trade. Citadel and Barclays were counterparties on the trade, which was executed on the Tradeweb Swap Execution Facility ("TW SEF").
-
Expanded Tradeweb's dealer algorithmic execution capabilities for
U.S. Treasuries, providing institutional clients with access to deeper liquidity and smarter execution strategies through Tradeweb's comprehensive dealer algo suite. -
Launched Tradeweb's Alternative Trading System ("ATS") for the execution of sukuk and Saudi Riyal ("SAR")-denominated debt instruments in the
Kingdom of Saudi Arabia .
Digital Assets and Blockchain Technology
-
Diversified
Canton Coin exposure by exchangingCanton Coin to acquire pre-funded warrants to purchase shares of common stock ofTharimmune, Inc. (Nasdaq CM: “THAR”), a publicly traded digital asset treasury (DAT) company whose goal is to advance the adoption of institutional and decentralized finance applications on the Canton Network. -
In
October 2025 , Securitize announced that it entered into a definitive business combination agreement through which Securitize will become a publicly listed company, subject to shareholder approval, customary closing conditions and regulatory approvals, at a$1.25 billion pre-money equity value, subject to customary valuation adjustments. If the combination is completed, Tradeweb’s convertible note will convert into an equity interest in the combined public company, alongside other equity holders such as ARK Invest, BlackRock,Blockchain Capital , Hamilton Lane,Jump Crypto andMorgan Stanley Investment Management . - Completed the industry's first on-chain electronic auction for brokered certificates of deposit ("CDs").
-
Announced a collaboration with Chainlink, a leading operator for on-chain finance, to publish the Tradeweb FTSE
U.S. Treasury Benchmark Closing Prices on-chain viaDataLink , an institutional-grade data publishing service powered by Chainlink.
People
-
Appointed Sandra "Sandee"
Buchanan asChief People Officer and a member of the Executive Committee. -
Appointed
Rich Chun as Managing Director, Head ofAsia , to oversee Tradeweb's business operations, client engagement efforts and strategic initiatives in theAsia Pacific region.
Awards
-
Recognized in numerous awards celebrating our company and employees, including: Outstanding Fixed Income Trading Venue, Leaders in Trading Awards (The Trade); 100 Most Influential Women in European Finance 2025 –
Serene Murphy (Financial News ); Excellence in Trading –Iseult Conlin ,U.S. Women in Finance Awards (Markets Media); Rising Star –Casey Kenny ,U.S. Women in Finance Awards (Markets Media); Excellence in Marketing –Susan Bennett , European Women in Finance Awards (Markets Media); Rising Star –Lou Ducasse , European Women in Finance Awards (Markets Media); Ascent Award –Roseann Hilway , Women in Financial Markets
CAPITAL MANAGEMENT
-
$2.1 billion in cash and cash equivalents and an undrawn$500.0 million credit facility as ofDecember 31, 2025 -
As of
December 31, 2025 , we held 1.6 billion Canton Coins, valued at$242.7 million -
Free cash flow for the year ended
December 31, 2025 of$1.1 billion , up 31.6% compared to prior year period. See “Non-GAAP Financial Measures” for additional information -
Cash paid for capital expenditures and capitalized software development in the fourth quarter 2025 of
$34.8 million and$103.1 million in full-year 2025 -
During both the quarter and year ended
December 31, 2025 , as part of its 2022 Share Repurchase Program, Tradeweb purchased a total of 987,379 shares of Class A common stock, at an average price of$107.29 , for purchases totaling$105.9 million . During the month ofJanuary 2026 , Tradeweb purchased a total of 482,621 shares of Class A common stock, at an average price of$105.10 , for purchases totaling$50.7 million . As ofFebruary 5, 2026 , a total of$23.2 million remained available for repurchase pursuant to the 2022 Share Repurchase Program authorization -
On
February 5, 2026 , the Board of Directors approved the 2026 Share Repurchase Program which authorizes the purchase of up to$500 million of the Company’s Class A common stock once the 2022 Share Repurchase Program has been exhausted -
$0.5 million in shares of Class A common stock were withheld in the fourth quarter of 2025 and$49.4 million in shares of Class A common stock were withheld in the full-year 2025 to satisfy tax obligations related to the exercise of stock options and vesting of restricted stock units and performance-based restricted stock units held by employees -
The Board of Directors declared a quarterly cash dividend of
$0.14 per share of Class A common stock and Class B common stock, a 16.7% per share increase from prior year. This dividend will be payable onMarch 16, 2026 to stockholders of record as ofMarch 2, 2026
OTHER MATTERS
Full-Year 2026 Guidance*
-
Adjusted Expenses:
$1,100 - 1,160 million -
Acquisition and Refinitiv Transaction related depreciation and amortization expense:
$160 million - Assumed non-GAAP tax rate: ~23.5% - 24.5%
-
Cash capital expenditures and capitalized software development:
~$107 - 117 million -
LSEG Market Data Contract Revenue:
~$105 million
*GAAP operating expenses and tax rate guidance are not provided due to the inherent difficulty in quantifying certain amounts due to a variety of factors including the unpredictability in the movement of foreign currency rates. Expense guidance assumes an average 2026 Sterling/US$ foreign exchange rate of 1.32.
CONFERENCE CALL
- To join the call via audio webcast, click here: https://edge.media-server.com/mmc/p/sewc5z3i/
-
To join the call via phone, please register in advance here: https://register-conf.media-server.com/register/BI67c55c84683e4959a056498dfe6e355c
Registered participants will receive an email confirmation with a unique PIN to access the conference call.
An archived recording of the call will be available afterward at https://investors.tradeweb.com.
ABOUT
|
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) |
||||||||||||||||
|
|
|
Quarter Ended |
|
Year Ended |
||||||||||||
|
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Revenues |
|
(dollars in thousands, except per share amounts) |
||||||||||||||
|
Transaction fees and commissions |
|
$ |
428,006 |
|
|
$ |
384,128 |
|
|
$ |
1,700,427 |
|
|
$ |
1,423,547 |
|
|
Subscription fees |
|
|
60,018 |
|
|
|
55,026 |
|
|
|
234,017 |
|
|
|
206,659 |
|
|
LSEG market data fees |
|
|
23,169 |
|
|
|
20,552 |
|
|
|
93,197 |
|
|
|
82,145 |
|
|
Other |
|
|
9,990 |
|
|
|
3,638 |
|
|
|
24,788 |
|
|
|
13,598 |
|
|
Total revenue |
|
|
521,183 |
|
|
|
463,344 |
|
|
|
2,052,429 |
|
|
|
1,725,949 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Expenses |
|
|
|
|
|
|
|
|
||||||||
|
Employee compensation and benefits |
|
|
159,268 |
|
|
|
152,206 |
|
|
|
670,831 |
|
|
|
592,690 |
|
|
Depreciation and amortization |
|
|
60,091 |
|
|
|
62,854 |
|
|
|
250,189 |
|
|
|
219,999 |
|
|
Technology and communications |
|
|
35,520 |
|
|
|
28,728 |
|
|
|
128,327 |
|
|
|
98,568 |
|
|
General and administrative |
|
|
21,786 |
|
|
|
12,291 |
|
|
|
88,402 |
|
|
|
56,317 |
|
|
Professional fees |
|
|
15,291 |
|
|
|
13,574 |
|
|
|
53,391 |
|
|
|
60,132 |
|
|
Occupancy |
|
|
8,214 |
|
|
|
5,151 |
|
|
|
25,951 |
|
|
|
20,215 |
|
|
Total expenses |
|
|
300,170 |
|
|
|
274,804 |
|
|
|
1,217,091 |
|
|
|
1,047,921 |
|
|
Operating income |
|
|
221,013 |
|
|
|
188,540 |
|
|
|
835,338 |
|
|
|
678,028 |
|
|
Tax receivable agreement liability adjustment |
|
|
9,786 |
|
|
|
8,600 |
|
|
|
9,786 |
|
|
|
7,730 |
|
|
Interest income |
|
|
19,238 |
|
|
|
14,803 |
|
|
|
68,407 |
|
|
|
74,037 |
|
|
Interest expense |
|
|
(403 |
) |
|
|
(573 |
) |
|
|
(1,941 |
) |
|
|
(4,279 |
) |
|
Other income (loss), net |
|
|
207,078 |
|
|
|
(1,124 |
) |
|
|
263,384 |
|
|
|
(1,114 |
) |
|
Income before taxes |
|
|
456,712 |
|
|
|
210,246 |
|
|
|
1,174,974 |
|
|
|
754,402 |
|
|
Provision for income taxes |
|
|
(89,588 |
) |
|
|
(50,304 |
) |
|
|
(253,474 |
) |
|
|
(184,439 |
) |
|
Net income |
|
|
367,124 |
|
|
|
159,942 |
|
|
|
921,500 |
|
|
|
569,963 |
|
|
Less: Net income attributable to non-controlling interests |
|
|
42,132 |
|
|
|
17,732 |
|
|
|
108,708 |
|
|
|
68,456 |
|
|
Net income attributable to |
|
$ |
324,992 |
|
|
$ |
142,210 |
|
|
$ |
812,792 |
|
|
$ |
501,507 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Earnings per share attributable to |
|
|
|
|
|
|
|
|
||||||||
|
Basic |
|
$ |
1.52 |
|
|
$ |
0.67 |
|
|
$ |
3.81 |
|
|
$ |
2.35 |
|
|
Diluted |
|
$ |
1.51 |
|
|
$ |
0.66 |
|
|
$ |
3.78 |
|
|
$ |
2.33 |
|
|
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
||||||||
|
Basic |
|
|
213,065,776 |
|
|
|
213,039,958 |
|
|
|
213,213,371 |
|
|
|
213,030,056 |
|
|
Diluted |
|
|
214,740,747 |
|
|
|
215,043,352 |
|
|
|
214,898,240 |
|
|
|
214,924,763 |
|
|
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (UNAUDITED) |
||||||||||||||||
|
Reconciliation of Net Income to Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EBIT and Adjusted EBIT Margin |
|
Quarter Ended |
|
Year Ended |
||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
|
|
|
(dollars in thousands) |
||||||||||||||
|
Net income |
|
$ |
367,124 |
|
|
$ |
159,942 |
|
|
$ |
921,500 |
|
|
$ |
569,963 |
|
|
Merger and acquisition transaction and integration costs (1) |
|
|
157 |
|
|
|
1,071 |
|
|
|
6,891 |
|
|
|
22,823 |
|
|
Interest income |
|
|
(19,238 |
) |
|
|
(14,803 |
) |
|
|
(68,407 |
) |
|
|
(74,037 |
) |
|
Interest expense |
|
|
403 |
|
|
|
573 |
|
|
|
1,941 |
|
|
|
4,279 |
|
|
Depreciation and amortization |
|
|
60,091 |
|
|
|
62,854 |
|
|
|
250,189 |
|
|
|
219,999 |
|
|
Stock-based compensation expense (2) |
|
|
525 |
|
|
|
701 |
|
|
|
2,327 |
|
|
|
6,096 |
|
|
Provision for income taxes |
|
|
89,588 |
|
|
|
50,304 |
|
|
|
253,474 |
|
|
|
184,439 |
|
|
Foreign exchange (gains) / losses (3) |
|
|
(4,467 |
) |
|
|
(8,423 |
) |
|
|
13,112 |
|
|
|
(6,326 |
) |
|
Tax receivable agreement liability adjustment (4) |
|
|
(9,786 |
) |
|
|
(8,600 |
) |
|
|
(9,786 |
) |
|
|
(7,730 |
) |
|
Other (income) loss, net |
|
|
(207,078 |
) |
|
|
1,124 |
|
|
|
(263,384 |
) |
|
|
1,114 |
|
|
Adjusted EBITDA |
|
$ |
277,319 |
|
|
$ |
244,743 |
|
|
$ |
1,107,857 |
|
|
$ |
920,620 |
|
|
Less: Depreciation and amortization |
|
|
(60,091 |
) |
|
|
(62,854 |
) |
|
|
(250,189 |
) |
|
|
(219,999 |
) |
|
Add: D&A related to acquisitions and the Refinitiv Transaction (5) |
|
|
39,901 |
|
|
|
45,458 |
|
|
|
176,322 |
|
|
|
156,489 |
|
|
Adjusted EBIT |
|
$ |
257,129 |
|
|
$ |
227,347 |
|
|
$ |
1,033,990 |
|
|
$ |
857,110 |
|
|
Net income margin (6) |
|
|
70.4 |
% |
|
|
34.5 |
% |
|
|
44.9 |
% |
|
|
33.0 |
% |
|
Adjusted EBITDA margin (6) |
|
|
53.2 |
% |
|
|
52.8 |
% |
|
|
54.0 |
% |
|
|
53.3 |
% |
|
Adjusted EBIT margin (6) |
|
|
49.3 |
% |
|
|
49.1 |
% |
|
|
50.4 |
% |
|
|
49.7 |
% |
|
(1) |
Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration. |
|
(2) |
Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the quarters and years ended |
|
(3) |
Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity’s functional currency. |
|
(4) |
Represents income recognized during the applicable period due to changes in the tax receivable agreement liability recorded in the consolidated statements of financial condition as a result of, as applicable, changes in the mix of earnings, tax legislation and tax rates in various jurisdictions which impacted our tax savings. |
|
(5) |
Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction). |
|
(6) |
Net income margin, Adjusted EBITDA margin and Adjusted EBIT margin are defined as net income, Adjusted EBITDA and Adjusted EBIT, respectively, divided by revenue for the applicable period. |
| Reconciliation of Net Income to Adjusted Net Income and Adjusted Diluted EPS |
|
Quarter Ended |
|
Year Ended |
||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
|
|
|
(dollars in thousands, except per share amounts) |
||||||||||||||
|
Earnings per diluted share |
|
$ |
1.51 |
|
|
$ |
0.66 |
|
|
$ |
3.78 |
|
|
$ |
2.33 |
|
|
Net income attributable to |
|
$ |
324,992 |
|
|
$ |
142,210 |
|
|
$ |
812,792 |
|
|
$ |
501,507 |
|
|
Net income attributable to non-controlling interests (1) |
|
|
42,132 |
|
|
|
17,732 |
|
|
|
108,708 |
|
|
|
68,456 |
|
|
Net income |
|
|
367,124 |
|
|
|
159,942 |
|
|
|
921,500 |
|
|
|
569,963 |
|
|
Provision for income taxes |
|
|
89,588 |
|
|
|
50,304 |
|
|
|
253,474 |
|
|
|
184,439 |
|
|
Merger and acquisition transaction and integration costs (2) |
|
|
157 |
|
|
|
1,071 |
|
|
|
6,891 |
|
|
|
22,823 |
|
|
D&A related to acquisitions and the Refinitiv Transaction (3) |
|
|
39,901 |
|
|
|
45,458 |
|
|
|
176,322 |
|
|
|
156,489 |
|
|
Stock-based compensation expense (4) |
|
|
525 |
|
|
|
701 |
|
|
|
2,327 |
|
|
|
6,096 |
|
|
Foreign exchange (gains) / losses (5) |
|
|
(4,467 |
) |
|
|
(8,423 |
) |
|
|
13,112 |
|
|
|
(6,326 |
) |
|
Tax receivable agreement liability adjustment (6) |
|
|
(9,786 |
) |
|
|
(8,600 |
) |
|
|
(9,786 |
) |
|
|
(7,730 |
) |
|
Other (income) loss, net |
|
|
(207,078 |
) |
|
|
1,124 |
|
|
|
(263,384 |
) |
|
|
1,114 |
|
|
Adjusted Net Income before income taxes |
|
|
275,964 |
|
|
|
241,577 |
|
|
|
1,100,456 |
|
|
|
926,868 |
|
|
Adjusted income taxes (7) |
|
|
(68,991 |
) |
|
|
(60,394 |
) |
|
|
(275,114 |
) |
|
|
(231,717 |
) |
|
Adjusted Net Income |
|
$ |
206,973 |
|
|
$ |
181,183 |
|
|
$ |
825,342 |
|
|
$ |
695,151 |
|
|
Adjusted Diluted EPS (8) |
|
$ |
0.87 |
|
|
$ |
0.76 |
|
|
$ |
3.47 |
|
|
$ |
2.92 |
|
|
(1) |
Represents the reallocation of net income attributable to non-controlling interests from the assumed exchange of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock. |
|
(2) |
Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration. |
|
(3) |
Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction). |
|
(4) |
Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the quarters and years ended |
|
(5) |
Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity’s functional currency. |
|
(6) |
Represents income recognized during the applicable period due to changes in the tax receivable agreement liability recorded in the consolidated statements of financial condition as a result of, as applicable, changes in the mix of earnings, tax legislation and tax rates in various jurisdictions which impacted our tax savings. |
|
(7) |
Represents corporate income taxes at an assumed effective tax rate of 25.0% applied to Adjusted Net Income before income taxes for the quarters and years ended |
|
(8) |
For a summary of the calculation of Adjusted Diluted EPS, see “Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted Diluted Weighted Average Shares Outstanding and Adjusted Diluted EPS” below. |
|
The following table summarizes the calculation of Adjusted Diluted EPS for the periods presented: |
||||||||||||
|
Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted Diluted Weighted Average Shares Outstanding and Adjusted Diluted EPS |
|
Quarter Ended |
|
Year Ended |
||||||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|||||
|
Diluted weighted average shares of Class A and Class B common stock outstanding |
|
|
214,740,747 |
|
|
215,043,352 |
|
|
214,898,240 |
|
|
214,924,763 |
|
Weighted average of other participating securities (1) |
|
|
170,479 |
|
|
249,907 |
|
|
167,018 |
|
|
165,565 |
|
Assumed exchange of LLC Interests for shares of Class A or Class B common stock (2) |
|
|
23,057,090 |
|
|
23,073,616 |
|
|
23,063,110 |
|
|
23,076,373 |
|
Adjusted diluted weighted average shares outstanding |
|
|
237,968,316 |
|
|
238,366,875 |
|
|
238,128,368 |
|
|
238,166,701 |
|
Adjusted Net Income (in thousands) |
|
$ |
206,973 |
|
$ |
181,183 |
|
$ |
825,342 |
|
$ |
695,151 |
|
Adjusted Diluted EPS |
|
$ |
0.87 |
|
$ |
0.76 |
|
$ |
3.47 |
|
$ |
2.92 |
|
(1) |
Represents the weighted average of unvested stock awards and unsettled vested stock awards issued to certain retired or terminated employees that are entitled to non-forfeitable dividend equivalent rights and are considered participating securities prior to being issued and outstanding shares of common stock in accordance with the two-class method used for purposes of calculating earnings per share. |
|
(2) |
Assumes the full exchange of the weighted average of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock, resulting in the elimination of the non-controlling interests and recognition of the net income attributable to non-controlling interests. |
| Reconciliation of Operating Expenses to Adjusted Expenses |
|
Quarter Ended |
|
Year Ended |
||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
|
|
|
(dollars in thousands) |
||||||||||||||
|
Operating expenses |
|
$ |
300,170 |
|
|
$ |
274,804 |
|
|
$ |
1,217,091 |
|
|
$ |
1,047,921 |
|
|
Merger and acquisition transaction and integration costs (1) |
|
|
(157 |
) |
|
|
(1,071 |
) |
|
|
(6,891 |
) |
|
|
(22,823 |
) |
|
D&A related to acquisitions and the Refinitiv Transaction (2) |
|
|
(39,901 |
) |
|
|
(45,458 |
) |
|
|
(176,322 |
) |
|
|
(156,489 |
) |
|
Stock-based compensation expense (3) |
|
|
(525 |
) |
|
|
(701 |
) |
|
|
(2,327 |
) |
|
|
(6,096 |
) |
|
Foreign exchange gains / (losses) (4) |
|
|
4,467 |
|
|
|
8,423 |
|
|
|
(13,112 |
) |
|
|
6,326 |
|
|
Adjusted Expenses |
|
$ |
264,054 |
|
|
$ |
235,997 |
|
|
$ |
1,018,439 |
|
|
$ |
868,839 |
|
|
(1) |
Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration. |
|
(2) |
Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction). |
|
(3) |
Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the quarters and years ended |
|
(4) |
Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity’s functional currency. |
|
|
Year Ended |
|||||||
|
Reconciliation of Cash Flow from Operating Activities to Free Cash Flow |
|
|
2025 |
|
|
|
2024 |
|
|
|
|
(dollars in thousands) |
||||||
|
Cash flow from operating activities |
|
$ |
1,167,646 |
|
|
$ |
897,741 |
|
|
Less: Capitalization of software development costs |
|
|
(62,541 |
) |
|
|
(47,909 |
) |
|
Less: Purchases of furniture, equipment and leasehold improvements |
|
|
(40,552 |
) |
|
|
(40,960 |
) |
|
Free Cash Flow |
|
$ |
1,064,553 |
|
|
$ |
808,872 |
|
|
BASIC AND DILUTED EPS CALCULATIONS (UNAUDITED)
The following table summarizes the basic and diluted earnings per share calculations for |
||||||||||||||||
|
EPS: Net income attributable to |
|
Quarter Ended |
|
Year Ended |
||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
|
|
|
(dollars in thousands, except per share amounts) |
||||||||||||||
|
Numerator: |
|
|
|
|
|
|
|
|
||||||||
|
Net income attributable to |
|
$ |
324,992 |
|
|
$ |
142,210 |
|
|
$ |
812,792 |
|
|
$ |
501,507 |
|
|
Less: Distributed and undistributed earnings allocated to participating securities (1) |
|
|
(260 |
) |
|
|
(167 |
) |
|
|
(636 |
) |
|
|
(389 |
) |
|
Net income attributable to outstanding shares of Class A and Class B common stock – Basic and Diluted |
|
$ |
324,732 |
|
|
$ |
142,043 |
|
|
$ |
812,156 |
|
|
$ |
501,118 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Denominator: |
|
|
|
|
|
|
|
|
||||||||
|
Weighted average shares of Class A and Class B common stock outstanding – Basic |
|
|
213,065,776 |
|
|
|
213,039,958 |
|
|
|
213,213,371 |
|
|
|
213,030,056 |
|
|
Dilutive effect of PRSUs |
|
|
489,115 |
|
|
|
661,696 |
|
|
|
460,612 |
|
|
|
589,171 |
|
|
Dilutive effect of options |
|
|
267,525 |
|
|
|
303,253 |
|
|
|
284,464 |
|
|
|
428,926 |
|
|
Dilutive effect of RSUs and RSAs |
|
|
390,413 |
|
|
|
561,703 |
|
|
|
407,012 |
|
|
|
415,957 |
|
|
Dilutive effect of PSUs |
|
|
527,918 |
|
|
|
476,742 |
|
|
|
532,781 |
|
|
|
460,653 |
|
|
Weighted average shares of Class A and Class B common stock outstanding – Diluted |
|
|
214,740,747 |
|
|
|
215,043,352 |
|
|
|
214,898,240 |
|
|
|
214,924,763 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Earnings per share – Basic |
|
$ |
1.52 |
|
|
$ |
0.67 |
|
|
$ |
3.81 |
|
|
$ |
2.35 |
|
|
Earnings per share – Diluted |
|
$ |
1.51 |
|
|
$ |
0.66 |
|
|
$ |
3.78 |
|
|
$ |
2.33 |
|
|
(1) |
During the quarters ended |
|
REVENUES BY ASSET CLASS (UNAUDITED) |
||||||||||||||||||||||||
|
|
|
Quarter Ended |
|
Quarter Ended |
|
Year Ended |
|
Year Ended |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
Revenues |
|
Variable |
|
Fixed |
|
Variable |
|
Fixed |
|
Variable |
|
Fixed |
|
Variable |
|
Fixed |
||||||||
|
|
|
(dollars in thousands) |
||||||||||||||||||||||
|
Rates |
|
$ |
207,735 |
|
$ |
71,348 |
|
$ |
175,407 |
|
$ |
64,785 |
|
$ |
813,244 |
|
$ |
280,285 |
|
$ |
660,438 |
|
$ |
244,500 |
|
Credit |
|
|
100,939 |
|
|
17,469 |
|
|
103,377 |
|
|
10,195 |
|
|
425,317 |
|
|
62,720 |
|
|
423,708 |
|
|
35,332 |
|
Equities |
|
|
29,062 |
|
|
2,471 |
|
|
26,470 |
|
|
2,279 |
|
|
117,520 |
|
|
9,504 |
|
|
94,964 |
|
|
9,220 |
|
Money Markets |
|
|
41,118 |
|
|
4,505 |
|
|
40,030 |
|
|
4,228 |
|
|
156,224 |
|
|
17,636 |
|
|
98,216 |
|
|
17,004 |
|
Market Data |
|
|
99 |
|
|
33,684 |
|
|
89 |
|
|
29,922 |
|
|
415 |
|
|
133,309 |
|
|
457 |
|
|
117,563 |
|
Other |
|
|
6,816 |
|
|
5,937 |
|
|
468 |
|
|
6,094 |
|
|
11,692 |
|
|
24,563 |
|
|
981 |
|
|
23,566 |
|
Total revenue |
|
$ |
385,769 |
|
$ |
135,414 |
|
$ |
345,841 |
|
$ |
117,503 |
|
$ |
1,524,412 |
|
$ |
528,017 |
|
$ |
1,278,764 |
|
$ |
447,185 |
|
AVERAGE VARIABLE FEES PER MILLION DOLLARS OF VOLUME (UNAUDITED) |
|||||||||
|
|
|
Quarter Ended |
|
YoY |
|||||
|
|
|
2025 |
|
2024 |
|
% Change |
|||
|
Rates |
|
$ |
1.98 |
|
$ |
2.23 |
|
(11.5 |
)% |
|
Rates Cash |
|
$ |
2.26 |
|
$ |
2.37 |
|
(4.6 |
)% |
|
Rates Derivatives |
|
$ |
1.84 |
|
$ |
2.14 |
|
(14.3 |
)% |
|
Rates Derivatives (≥ 1 year) |
|
$ |
3.69 |
|
$ |
3.63 |
|
1.7 |
% |
|
Other Rates Derivatives (1) |
|
$ |
0.21 |
|
$ |
0.26 |
|
(19.9 |
)% |
|
|
|
|
|
|
|
|
|||
|
Credit |
|
$ |
48.02 |
|
$ |
60.36 |
|
(20.4 |
)% |
|
Cash Credit (2) |
|
$ |
126.83 |
|
$ |
148.07 |
|
(14.3 |
)% |
|
Credit Derivatives, |
|
$ |
7.34 |
|
$ |
7.98 |
|
(8.1 |
)% |
|
|
|
|
|
|
|
|
|||
|
Equities |
|
$ |
16.71 |
|
$ |
17.56 |
|
(4.8 |
)% |
|
Equities Cash |
|
$ |
25.98 |
|
$ |
29.00 |
|
(10.4 |
)% |
|
Equities Derivatives |
|
$ |
6.98 |
|
$ |
7.07 |
|
(1.3 |
)% |
|
|
|
|
|
|
|
|
|||
|
Money Markets |
|
$ |
0.54 |
|
$ |
0.57 |
|
(5.9 |
)% |
|
|
|
|
|
|
|
|
|||
|
Total |
|
$ |
2.04 |
|
$ |
2.28 |
|
(10.2 |
)% |
|
Total excluding Other Rates Derivatives (3) |
|
$ |
2.51 |
|
$ |
2.59 |
|
(3.2 |
)% |
|
(1) |
Includes Swaps/Swaptions of tenor less than 1 year and Rates Futures. |
|
(2) |
The “Cash Credit” category represents the “Credit” asset class excluding (1) Credit Derivatives (2) |
|
(3) |
Included to contextualize the impact of short-tenored Swaps/Swaptions and Rates Futures on blended fees per million across periods presented. |
|
AVERAGE DAILY VOLUME (UNAUDITED) |
||||||||||||||
|
|
|
|
2025 Q4 |
|
2024 Q4 |
|
YoY |
|||||||
|
Asset Class |
Product |
|
ADV (USD mm) |
Volume (USD mm) |
|
ADV (USD mm) |
Volume (USD mm) |
|
ADV |
|||||
|
Rates |
Cash |
|
$ |
556,909 |
$ |
34,664,626 |
|
$ |
508,863 |
$ |
31,654,127 |
|
9.44 |
% |
|
|
|
|
233,591 |
|
14,482,640 |
|
|
224,928 |
|
13,945,561 |
|
3.85 |
% |
|
|
European Government Bonds |
|
|
62,299 |
|
3,987,160 |
|
|
48,016 |
|
3,073,052 |
|
29.75 |
% |
|
|
Mortgages |
|
|
248,701 |
|
15,419,453 |
|
|
226,707 |
|
14,055,856 |
|
9.70 |
% |
|
|
Other Government Bonds |
|
|
12,317 |
|
775,373 |
|
|
9,211 |
|
579,657 |
|
33.73 |
% |
|
|
|
Derivatives |
|
|
1,117,054 |
|
70,468,872 |
|
|
744,591 |
|
46,914,537 |
|
50.02 |
% |
|
Swaps/Swaptions ≥ 1Y |
|
|
523,152 |
|
32,997,415 |
|
|
416,896 |
|
26,248,749 |
|
25.49 |
% |
|
|
Swaps/Swaptions < 1Y |
|
|
583,556 |
|
36,825,275 |
|
|
320,517 |
|
20,205,645 |
|
82.07 |
% |
|
|
Futures |
|
|
10,346 |
|
646,182 |
|
|
7,178 |
|
460,143 |
|
44.13 |
% |
|
|
|
Total |
|
|
1,673,963 |
|
105,133,498 |
|
|
1,253,454 |
|
78,568,664 |
|
33.55 |
% |
|
Credit |
Cash |
|
|
16,251 |
|
1,009,854 |
|
|
14,751 |
|
919,420 |
|
10.17 |
% |
|
|
|
|
6,929 |
|
429,586 |
|
|
6,487 |
|
402,207 |
|
6.81 |
% |
|
|
|
|
|
2,900 |
|
179,796 |
|
|
3,116 |
|
193,168 |
|
(6.92 |
)% |
|
|
|
|
|
1,019 |
|
63,198 |
|
|
793 |
|
49,196 |
|
28.46 |
% |
|
|
|
|
|
246 |
|
15,242 |
|
|
219 |
|
13,598 |
|
12.09 |
% |
|
|
European Credit |
|
|
2,636 |
|
168,734 |
|
|
2,280 |
|
145,902 |
|
15.65 |
% |
|
|
Municipal Bonds |
|
|
494 |
|
30,625 |
|
|
421 |
|
26,113 |
|
17.28 |
% |
|
|
Chinese Bonds |
|
|
1,653 |
|
99,184 |
|
|
1,166 |
|
72,276 |
|
41.80 |
% |
|
|
Other Credit Bonds |
|
|
374 |
|
23,488 |
|
|
269 |
|
16,960 |
|
38.99 |
% |
|
|
|
Derivatives |
|
|
17,391 |
|
1,092,210 |
|
|
12,613 |
|
793,229 |
|
37.88 |
% |
|
Swaps |
|
|
17,391 |
|
1,092,210 |
|
|
12,613 |
|
793,229 |
|
37.88 |
% |
|
|
|
Total |
|
|
33,642 |
|
2,102,063 |
|
|
27,364 |
|
1,712,648 |
|
22.94 |
% |
|
Equities |
Cash |
|
|
13,919 |
|
890,810 |
|
|
11,265 |
|
720,972 |
|
23.56 |
% |
|
|
|
|
10,433 |
|
667,689 |
|
|
8,104 |
|
518,641 |
|
28.74 |
% |
|
|
International ETFs |
|
|
3,486 |
|
223,121 |
|
|
3,161 |
|
202,331 |
|
10.28 |
% |
|
|
|
Derivatives |
|
|
13,254 |
|
848,246 |
|
|
12,295 |
|
786,854 |
|
7.80 |
% |
|
Convertibles/Swaps/Options |
|
|
9,118 |
|
583,536 |
|
|
8,906 |
|
570,007 |
|
2.37 |
% |
|
|
Futures |
|
|
4,136 |
|
264,710 |
|
|
3,388 |
|
216,847 |
|
22.07 |
% |
|
|
|
Total |
|
|
27,173 |
|
1,739,056 |
|
|
23,560 |
|
1,507,825 |
|
15.34 |
% |
|
Money Markets |
Cash |
|
|
1,092,105 |
|
76,306,916 |
|
|
988,101 |
|
69,908,118 |
|
10.53 |
% |
|
Repurchase Agreements (Repo) |
|
|
801,365 |
|
50,034,357 |
|
|
687,715 |
|
42,874,735 |
|
16.53 |
% |
|
|
Other Money Markets |
|
|
290,740 |
|
26,272,559 |
|
|
300,385 |
|
27,033,383 |
|
(3.21 |
)% |
|
|
|
Total |
|
|
1,092,105 |
|
76,306,916 |
|
|
988,101 |
|
69,908,118 |
|
10.53 |
% |
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
ADV (USD mm) |
Volume (USD mm) |
|
ADV (USD mm) |
Volume (USD mm) |
|
YoY |
|||||
|
|
Total |
|
$ |
2,826,883 |
$ |
185,281,533 |
|
$ |
2,292,479 |
$ |
151,697,256 |
|
23.31 |
% |
To access historical traded volumes, go to https://www.tradeweb.com/newsroom/monthly-activity-reports/.
BASIS OF PRESENTATION
Numerical figures included in this release have been subject to rounding adjustments and as a result totals may not be the arithmetic aggregation of the amounts that precede them and figures expressed as percentages may not total 100%.
Please refer to the Company's previously filed Quarterly Reports on Form 10-Q and Annual Report on Form 10-K for capitalized terms not otherwise defined herein.
UNAUDITED INTERIM AND FULL YEAR RESULTS
The interim and full year financial results presented herein for the quarters and years ended
FORWARD-LOOKING STATEMENTS
This release contains forward-looking statements within the meaning of the federal securities laws. Statements related to, among other things, our guidance, including full-year 2026 guidance and full-year 2026 revenue guidance related to the LSEG market data license agreement, any acquisitions, investments, partnerships and collaborations, future performance, the industry and markets in which we operate, our expectations, beliefs, plans, strategies, objectives, prospects and assumptions and future events are forward-looking statements.
We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control. These and other important factors, including those discussed under the heading “Risk Factors” in the documents of
NON-GAAP FINANCIAL MEASURES
This release contains “non-GAAP financial measures,” including Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted Net Income, Adjusted Net Income per diluted share ("Adjusted Diluted EPS"), Adjusted Expenses, Free Cash Flow and constant currency change, which are supplemental financial measures that are not calculated and presented in accordance with GAAP. We make use of non-GAAP financial measures in evaluating our past results and future prospects. We present these non-GAAP financial measures because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance.
Management and our board of directors use Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT and Adjusted EBIT margin to assess our financial performance and believe they are helpful in highlighting trends in our core operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Further, our executive incentive compensation is based in part on components of Adjusted EBITDA.
We use Adjusted Net Income and Adjusted Diluted EPS as supplemental metrics to evaluate our business performance in a way that also considers our ability to generate profit without the impact of certain items. Each of the normal recurring adjustments and other adjustments included in Adjusted Net Income and Adjusted Diluted EPS help to provide management with a measure of our operating performance over time by removing items that are not related to day-to-day operations or are non-cash expenses.
We use Adjusted Expenses as a supplemental metric to evaluate our underlying operating performance over time by removing items that are not related to day-to-day operations or are non-cash expenses.
We use Free Cash Flow to assess our liquidity in a way that considers the amount of cash generated from our core operations after non-acquisition related expenditures for capitalized software development costs and furniture, equipment and leasehold improvements.
We present certain changes on a “constant currency” basis. Since our consolidated financial statements are presented in
See the attached schedules for reconciliations of the non-GAAP financial measures contained in this release to their most comparable GAAP financial measure. Non-GAAP financial measures have limitations as analytical tools, and you should not consider these non-GAAP financial measures in isolation or as alternatives to net income attributable to
Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. In addition, the non-GAAP financial measures contained in this release may not be comparable to similarly titled measures used by other companies in our industry or across different industries.
MARKET AND INDUSTRY DATA
This release includes estimates regarding market and industry data that we prepared based on our management’s knowledge and experience in the markets in which we operate, together with information obtained from various sources, including publicly available information, industry reports and publications, surveys, our clients, trade and business organizations and other contacts in the markets in which we operate. In presenting this information, we have made certain assumptions that we believe to be reasonable based on such data and other similar sources and on our knowledge of, and our experience to date in, the markets in which we operate. While such information is believed to be reliable for the purposes used herein, no representations are made as to the accuracy or completeness thereof and we take no responsibility for such information.
TRADEWEB SOCIAL MEDIA
Investors and others should note that Tradeweb announces material financial and operational information using its investor relations website, press releases,
View source version on businesswire.com: https://www.businesswire.com/news/home/20260203654712/en/
Investor Relations
Ashley.Serrao@Tradeweb.com
Sameer.Murukutla@Tradeweb.com
Media Relations
Daniel.Noonan@Tradeweb.com
Savannah.Steele@Tradeweb.com
Source: