Newmark Group, Inc. (Nasdaq: NMRK), together with its subsidiaries ("Newmark"), is a world leader in commercial real estate, seamlessly powering every phase of the property life cycle. Newmark's comprehensive suite of services and products is uniquely tailored to each client, from owners to occupiers, investors to founders, and startups to blue-chip companies. Combining the platform's global reach with market intelligence in both established and emerging property markets, Newmark provides superior service t ...

Newmark Group (NASDAQ:NMRK) has acquired RealFoundations, Inc., a global real estate consulting and managed services firm, it said on Tuesday. Terms of the deal were not disclosed. The transaction "strengthens Newmark's position as a leading global provider of investor and occupier ...

Core Insights - Newmark Group, Inc. has acquired RealFoundations, Inc., a professional services firm focused on the real estate industry [1] - This acquisition aims to enhance Newmark's Investor Solutions suite, improving its fund and asset management capabilities for institutional clients [1] Company Overview - Newmark Group, Inc. is a leading global commercial real estate advisory firm [1] - RealFoundations, Inc. is based in Dallas, Texas, and specializes in management consulting and managed services for the real estate sector [1] Strategic Implications - The acquisition is expected to accelerate the expansion of Newmark's services in the U.S., Europe, and Asia-Pacific [1] - Enhanced capabilities will position Newmark to deliver market-leading solutions to institutional clients [1]

Conference call scheduled for the same day at 10:00 a.m. ET For those who are unable to join the webcast, the Company expects to post dial-in information before the day of the call on the event's page at http://ir.nmrk.com. Webcast Replay , /PRNewswire/ -- Newmark Group, Inc. (Nasdaq: NMRK) ("Newmark" or "the Company"), a leading commercial real estate advisor and service provider to large institutional investors, global corporations, and other owners and occupiers, today announced the details of its thir ...

Core Insights - Newmark Group, Inc. has arranged a $425 million loan for Centerbridge Partners and Merit Hill Capital to refinance a national portfolio of 78 self-storage properties [1] - The portfolio consists of nearly 32,000 units across 4.65 million rentable square feet, with an NOI growth exceeding 18% since 2023 [2] - Demand for self-storage units in the U.S. remains strong, with a same-store occupancy rate of 90.7% and robust operational efficiency [3] Company Overview - Newmark Group, Inc. is a leading commercial real estate advisor with over $2.9 billion in revenues for the twelve months ended June 30, 2025, and operates from 165 offices globally [6] - Centerbridge Partners, L.P. manages approximately $43 billion in assets and focuses on private equity, private credit, and real estate investments [4] - Merit Hill Capital has acquired 535 self-storage facilities across 38 states, managing over 34.4 million rentable square feet [5]

Core Insights - Newmark Group, Inc. has advised a $4 billion joint venture for the development of a state-of-the-art AI data center campus in Lancaster, Pennsylvania, involving Blue Owl Capital, Chirisa Technology Parks, and Machine Investment Group [1][3] - The funding supports a long-term lease with a leading cloud computing company, establishing Lancaster as a key Mid-Atlantic hub for AI workloads [3][4] - This transaction expands Blue Owl's partnership with Chirisa Technology Parks to a total of $20 billion, covering over one gigawatt of capacity across Pennsylvania and Virginia [3] Company Overview - Newmark Group, Inc. is a leading commercial real estate advisor, generating revenues of over $2.9 billion for the twelve months ended June 30, 2025, and operates from 165 offices with over 8,400 professionals globally [5]

Group 1 - Newmark Group, Inc. (NMRK) has reached a key level of support, with its 50-day simple moving average crossing above its 200-day simple moving average, indicating a "golden cross" [1] - A golden cross is a technical chart pattern that suggests a bullish breakout, formed when a stock's short-term moving average surpasses a longer-term moving average [1][2] - Over the past four weeks, NMRK has gained 41.7%, and it currently holds a 1 (Strong Buy) rating on the Zacks Rank, suggesting potential for further breakout [3] Group 2 - The positive earnings outlook for NMRK is bolstered by two upward revisions in earnings estimates over the past 60 days, with no downward revisions, leading to an increase in the Zacks Consensus Estimate [3] - Investors are encouraged to consider adding NMRK to their watchlist due to the significant technical indicator and the positive movement in earnings estimates [4]

Newmark Mountain West Will Operate Across Five States, Forming Region's Leading Service Provider NEW YORK, Aug. 12, 2025 /PRNewswire/ -- Newmark Group, Inc. (Nasdaq: NMRK) ("Newmark" or "the Company"), a leading commercial real estate advisor and service provider to large institutional investors, global corporations, and other owners and occupiers, announces the strengthening of its presence in Utah, Idaho, Wyoming, Montana and Nevada through the execution of an alliance agreement with Mountain West Commerc ...

[Glossary of Terms, Abbreviations, and Acronyms](index=3&type=section&id=Glossary%20of%20Terms%2C%20Abbreviations%2C%20and%20Acronyms) This section defines key terms, abbreviations, and acronyms used in the report, covering corporate, financial, and real estate terminology [Where You Can Find More Information](index=10&type=section&id=WHERE%20YOU%20CAN%20FIND%20MORE%20INFORMATION) This section directs readers to the SEC and company websites for public filings, including annual, quarterly, and current reports [Special Note Regarding Forward-Looking Information](index=11&type=section&id=SPECIAL%20NOTE%20REGARDING%20FORWARD-LOOKING%20INFORMATION) This section highlights forward-looking statements, noting they are subject to macroeconomic, market, and regulatory risks, with no commitment to update - Key Risk Factors: - Macroeconomic and geopolitical uncertainties, including Ukraine-Russia, Middle East conflicts, interest rates, inflation, recession fears, and supply chain disruptions[25](index=25&type=chunk) - Challenges in repositioning business due to changing commercial real estate demand, such as decreased urban office/retail and increased suburban office/data centers[25](index=25&type=chunk) - Market conditions and volatility, including fluctuations in transaction volumes and governmental policies[26](index=26&type=chunk) - Potential deterioration of equity and debt capital markets for commercial real estate[26](index=26&type=chunk) - Competition for and retention of key personnel[26](index=26&type=chunk) - Risks related to the company's relationship and transactions with Cantor and its affiliates[27](index=27&type=chunk) - Impact of AI on the economy, industry, and business[27](index=27&type=chunk) - Regulatory changes, including climate-related disclosures and potential FTC ban on non-compete provisions[27](index=27&type=chunk) - Leadership changes and dependence on key employees[28](index=28&type=chunk) - Financial risks, including potential losses, increased leverage, and access to capital[28](index=28&type=chunk) - Impact of ESG ratings and policies[28](index=28&type=chunk) - Potential dilution from stock offerings and other transactions[29](index=29&type=chunk) - The company does not undertake to publicly update or revise any forward-looking statements[28](index=28&type=chunk) [PART I - FINANCIAL INFORMATION](index=15&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [ITEM 1. FINANCIAL STATEMENTS (unaudited)](index=15&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS%20(unaudited)) [Condensed Consolidated Balance Sheets](index=15&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to $5.39 billion from $4.71 billion, driven by loans held for sale and receivables; total liabilities rose to $3.86 billion from $3.17 billion, mainly from warehouse facilities and debt Balance Sheet Highlights (in thousands) | Metric | June 30, 2025 | December 31, 2024 | Change | | :---------------------------------------------------------------- | :------------ | :---------------- | :----- | | Total Assets | $5,389,959 | $4,710,120 | +14.4% | | Total Liabilities | $3,864,970 | $3,172,051 | +21.8% | | Total Equity | $1,513,455 | $1,524,169 | -0.7% | | Cash and cash equivalents | $195,829 | $197,691 | -0.9% | | Loans held for sale, at fair value | $1,349,240 | $774,905 | +74.1% | | Loans, forgivable loans and other receivables from employees and partners, net | $870,612 | $769,395 | +13.2% | | Warehouse facilities collateralized by U.S. Government Sponsored Enterprises | $1,290,864 | $754,308 | +71.1% | | Long-term debt | $871,210 | $670,673 | +29.9% | [Condensed Consolidated Statements of Operations](index=16&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q2 2025 total revenues increased 19.9% year-over-year, driven by Capital Markets and Management Services, with net income rising to $20.8 million; six-month revenues grew 20.7%, and net income turned positive to $12.1 million Three Months Ended June 30 (in thousands, except per share data) | Metric | 2025 | 2024 | Change | | :----------------------------------- | :----------- | :----------- | :----- | | Total Revenues | $759,112 | $633,375 | +19.9% | | Management Services, Servicing Fees and Other | $298,397 | $262,778 | +13.6% | | Leasing and Other Commissions | $237,262 | $208,557 | +13.8% | | Capital Markets | $223,453 | $162,040 | +37.9% | | Total Compensation and Employee Benefits | $515,184 | $403,009 | +27.8% | | Income (loss) from operations | $42,743 | $40,719 | +5.0% | | Consolidated net income (loss) | $29,511 | $23,415 | +26.0% | | Net income (loss) available to common stockholders | $20,819 | $14,280 | +45.8% | | Basic earnings per share | $0.12 | $0.08 | +50.0% | | Fully diluted earnings per share | $0.11 | $0.08 | +37.5% | Six Months Ended June 30 (in thousands, except per share data) | Metric | 2025 | 2024 | Change | | :----------------------------------- | :----------- | :----------- | :----- | | Total Revenues | $1,424,606 | $1,179,874 | +20.7% | | Management Services, Servicing Fees and Other | $582,290 | $519,712 | +12.0% | | Leasing and Other Commissions | $445,336 | $367,356 | +21.2% | | Capital Markets | $396,980 | $292,806 | +35.6% | | Total Compensation and Employee Benefits | $989,042 | $782,646 | +26.4% | | Income (loss) from operations | $25,224 | $18,108 | +39.3% | | Consolidated net income (loss) | $13,562 | $(2,900) | N/A (from loss to profit) | | Net income (loss) available to common stockholders | $12,053 | $(1,973) | N/A (from loss to profit) | | Basic earnings per share | $0.07 | $(0.01) | N/A (from loss to profit) | | Fully diluted earnings per share | $0.06 | $(0.01) | N/A (from loss to profit) | [Condensed Consolidated Statements of Comprehensive Income](index=17&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Q2 2025 consolidated net income was $29.5 million, resulting in comprehensive income of $42.7 million, up from $21.3 million due to foreign currency adjustments; six-month comprehensive income was $32.7 million, improving from an $8.0 million loss Comprehensive Income (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Consolidated net income (loss) | $29,511 | $23,415 | $13,562 | $(2,900) | | Foreign currency translation adjustments | $13,219 | $(2,151) | $19,147 | $(5,062) | | Comprehensive income (loss), net of tax | $42,730 | $21,264 | $32,709 | $(7,962) | | Comprehensive income (loss) available to common stockholders | $31,821 | $12,555 | $28,028 | $(6,025) | [Condensed Consolidated Statements of Changes in Equity](index=18&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Equity) Total equity slightly decreased from $1.52 billion to $1.51 billion, influenced by net income, foreign currency adjustments, and $125.5 million in share repurchases, partially offset by dividends Equity Changes (in thousands) | Metric | Balance, January 1, 2025 | Balance, June 30, 2025 | | :----------------------------------- | :----------------------- | :--------------------- | | Total Equity | $1,524,169 | $1,513,455 | | Consolidated net income (loss) | N/A | $13,562 | | Foreign currency translation adjustments | N/A | $19,147 | | Dividends to common stockholders | N/A | $(10,965) | | Repurchase of Class A Common Stock | N/A | $(125,523) | [Condensed Consolidated Statements of Cash Flows](index=20&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash used in operating activities was $559.1 million, primarily due to loan originations and receivables, largely offset by $575.8 million from financing activities Cash Flow Summary (Six Months Ended June 30, in thousands) | Metric | 2025 | 2024 | | :------------------------------------------------- | :----------- | :----------- | | Net cash used in operating activities | $(559,146) | $(327,269) | | Net cash used in investing activities | $(11,946) | $(16,620) | | Net cash provided by financing activities | $575,821 | $363,382 | | Net increase (decrease) in cash and cash equivalents and restricted cash | $4,729 | $19,493 | | Cash and cash equivalents and restricted cash at end of period | $309,594 | $278,199 | Key Operating Adjustments (Six Months Ended June 30, in thousands) | Metric | 2025 | 2024 | | :------------------------------------------------- | :----------- | :----------- | | Loan originations—loans held for sale | $(3,895,933) | $(3,198,267) | | Loan sales—loans held for sale | $3,360,791 | $2,924,275 | | Loans, forgivable loans and other receivables from employees and partners, net | $(157,926) | $(185,745) | Key Financing Activities (Six Months Ended June 30, in thousands) | Metric | 2025 | 2024 | | :------------------------------------------------- | :----------- | :----------- | | Proceeds from warehouse facilities | $3,895,933 | $3,198,267 | | Principal payments on warehouse facilities | $(3,359,378) | $(2,904,037) | | Borrowing of debt | $420,000 | $775,000 | | Repayment of debt | $(220,000) | $(575,000) | | Treasury stock repurchases | $(125,523) | $(92,668) | [Notes to Condensed Consolidated Financial Statements](index=21&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes detail the condensed consolidated financial statements, covering organization, accounting policies, equity, debt, related party transactions, and commitments and contingencies [(1) Organization and Basis of Presentation](index=21&type=section&id=(1)%20Organization%20and%20Basis%20of%20Presentation) Newmark is a leading commercial real estate advisor; its unaudited financial statements conform to U.S. GAAP, with recent accounting standard adoptions having no material impact - **Newmark** is a leading commercial real estate advisor and service provider, offering integrated services including capital markets, leasing, valuation, property management, and flexible workspace solutions[42](index=42&type=chunk) - Recently Adopted Accounting Pronouncements: - ASU No. 2022-06 (Reference Rate Reform): Deferred sunset date to **December 31, 2024**; no impact on financial statements[50](index=50&type=chunk) - ASU No. 2023-07 (Segment Reporting): Adopted **January 1, 2024**, for annual periods and **January 1, 2025**, for interim periods; no impact on financial statements[51](index=51&type=chunk) - ASU No. 2024-01 (Compensation—Stock Compensation): Adopted **January 1, 2025**; no material impact[52](index=52&type=chunk) - ASU No. 2024-02 (Codification Improvements): Adopted **January 1, 2025**; no material impact[53](index=53&type=chunk) [(2) Limited Partnership Interests in Newmark Holdings and BGC Holdings](index=24&type=section&id=(2)%20Limited%20Partnership%20Interests%20in%20Newmark%20Holdings%20and%20BGC%20Holdings) Newmark operates through consolidated VIEs with a complex equity structure involving various limited partnership interests, impacting compensation expense and noncontrolling interests through exchangeability into Class A common stock - As of **June 30, 2025**, the **Exchange Ratio** for Newmark Holdings limited partnership interests into Class A common stock was **0.9273**[63](index=63&type=chunk)[75](index=75&type=chunk) - **Redeemable Partnership Interests (FPUs)** are accounted for outside permanent capital, redeemable upon partner termination, and receive quarterly net income allocations reflected as compensation expense[66](index=66&type=chunk)[67](index=67&type=chunk) - **Limited Partnership Units (LPUs)** held by Newmark employees receive quarterly net income allocations (compensation expense) or are reflected in noncontrolling interests (for BGC employees); some are post-termination liability awards[68](index=68&type=chunk)[70](index=70&type=chunk)[71](index=71&type=chunk) - **Preferred Units** receive a fixed quarterly allocation of net profits (**0.6875% or 2.75% annually**) and are not exchangeable into Class A common stock or included in fully diluted share count[71](index=71&type=chunk) - **Cantor Units**, held by Cantor, are reflected as noncontrolling interests and receive quarterly net income/loss allocations; they were exchangeable for up to **18.3 million shares of Class B common stock** (convertible to Class A) as of **June 30, 2025**[74](index=74&type=chunk)[75](index=75&type=chunk) [(3) Summary of Significant Accounting Policies](index=26&type=section&id=(3)%20Summary%20of%20Significant%20Accounting%20Policies) This note confirms no significant changes to Newmark's accounting policies, detailing revenue recognition for Management Services, Leasing, and Capital Markets, and outlining policies for Goodwill, Intangible Assets, CECL, and segment reporting - Revenue Recognition: - **Management Services, Servicing Fees and Other:** Recognized when services performed, includes property/facilities management, flexible workspaces, and loan servicing fees[78](index=78&type=chunk) - **Leasing and Other Commissions:** Recognized at lease signing date if not subject to significant reversal[83](index=83&type=chunk) - **Capital Markets:** Investment sales recognized at close of escrow/transfer of title; commercial mortgage origination revenue (loan origination fees, sales premiums, OMSR fair value) recognized upon commitment to originate and sell[85](index=85&type=chunk) - **Goodwill** is not amortized and is tested annually for impairment; definite-lived intangible assets are amortized on a straight-line basis[86](index=86&type=chunk)[87](index=87&type=chunk) - **Current Expected Credit Losses (CECL)** methodology requires estimating lifetime expected credit losses for financial assets at amortized cost, leading to earlier recognition of credit loss provisions[88](index=88&type=chunk) - Newmark operates as **one reportable segment** (real estate services), with the CEO as the chief operating decision maker evaluating results by revenues and net income[93](index=93&type=chunk) Geographic Revenues (in thousands) | Region | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | U.S. | $666,697 | $552,261 | $1,241,647 | $1,013,722 | | U.K. | $49,984 | $45,904 | $104,616 | $96,277 | | Other | $42,431 | $35,210 | $78,343 | $69,875 | | **Total** | **$759,112** | **$633,375** | **$1,424,606** | **$1,179,874** | [(4) Earnings Per Share and Weighted-Average Shares Outstanding](index=29&type=section&id=(4)%20Earnings%20Per%20Share%20and%20Weighted-Average%20Shares%20Outstanding) Basic EPS for Q2 2025 was $0.12, up from $0.08, and fully diluted EPS was $0.11, up from $0.08; six-month basic EPS was $0.07 (vs. $(0.01) in 2024) and fully diluted EPS was $0.06 (vs. $(0.01) in 2024), reflecting improved profitability Basic EPS (in thousands, except per share data) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net income (loss) available to common stockholders | $20,819 | $14,280 | $12,053 | $(1,973) | | Basic weighted-average shares outstanding | 179,560 | 173,469 | 177,965 | 174,121 | | Basic earnings per share | $0.12 | $0.08 | $0.07 | $(0.01) | Fully Diluted EPS (in thousands, except per share data) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net income (loss) for fully diluted shares | $28,773 | $20,582 | $16,101 | $(1,973) | | Fully diluted weighted-average shares outstanding | 252,614 | 255,604 | 253,670 | 174,121 | | Fully diluted earnings per share | $0.11 | $0.08 | $0.06 | $(0.01) | [(5) Stock Transactions and Unit Purchases](index=30&type=section&id=(5)%20Stock%20Transactions%20and%20Unit%20Purchases) Newmark's Class A common stock outstanding decreased due to significant share repurchases, including 10.8 million shares from Mr. Lutnick in May 2025, with $125.5 million repurchased and $246.4 million remaining under authorization Class A Common Stock Outstanding | Period | Shares Outstanding at Beginning | Shares Outstanding at End | | :------------------------------- | :---------------------------- | :------------------------ | | Six Months Ended June 30, 2025 | 149,506,832 | 154,352,509 | | Six Months Ended June 30, 2024 | 152,639,359 | 150,384,929 | - Share Repurchases (Six Months Ended June 30, 2025): - Total Number of Shares Repurchased: **10,839,674**[108](index=108&type=chunk) - Average Price Paid per Share: **$11.58**[108](index=108&type=chunk) - Total Value: **$125.5 million**[108](index=108&type=chunk) - Remaining Authorization: **$246.4 million**[109](index=109&type=chunk) - On **May 16, 2025**, Mr. Howard W. Lutnick agreed to sell **10.8 million shares of Class A common stock** to Newmark for **$11.58 per share**, which closed on **May 19, 2025**[109](index=109&type=chunk) [(6) Investments](index=32&type=section&id=(6)%20Investments) Newmark's non-marketable investments had carrying values of $5.0 million as of June 30, 2025, and $5.2 million as of December 31, 2024, recognizing unrealized losses of $(0.2) million for Q2 and the six months ended June 30, 2025 Carrying Values of Investments (in thousands) | Date | Carrying Value | | :----------------- | :------------- | | June 30, 2025 | $5,031 | | December 31, 2024 | $5,213 | Unrealized Gains (Losses) (in thousands) | Period | Amount | | :------------------------------- | :------- | | Three Months Ended June 30, 2025 | $(200) | | Six Months Ended June 30, 2025 | $(200) | [(7) Capital and Liquidity Requirements](index=32&type=section&id=(7)%20Capital%20and%20Liquidity%20Requirements) Newmark met all capital and liquidity requirements as of June 30, 2025, exceeding Fannie Mae's net worth by $381.6 million and maintaining sufficient collateral for GSE programs - Newmark exceeded Fannie Mae's minimum net worth requirement by **$381.6 million** as of **June 30, 2025**, and **$370.2 million** as of **December 31, 2024**[114](index=114&type=chunk) - The company met all capital and liquidity requirements for GSEs and FHA as of **June 30, 2025**, and **December 31, 2024**[114](index=114&type=chunk)[115](index=115&type=chunk) [(8) Loans Held for Sale, at Fair Value](index=32&type=section&id=(8)%20Loans%20Held%20for%20Sale%2C%20at%20Fair%20Value) Loans held for sale increased to $1.35 billion as of June 30, 2025, from $774.9 million, with fair value adjustment gains totaling $19.1 million for Q2 2025 and $39.2 million for the six months Loans Held for Sale (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--------- | :------------ | :---------------- | | Cost Basis | $1,310,047 | $764,667 | | Fair Value | $1,349,240 | $774,905 | Gains (Losses) on Change in Fair Value (in thousands) | Period | 2025 | 2024 | | :------------------------------------------------- | :----------- | :----------- | | Three Months Ended June 30 | $19,072 | $6,853 | | Six Months Ended June 30 | $39,193 | $16,056 | Interest Income on Loans Held for Sale (in thousands) | Period | 2025 | 2024 | | :------------------------------------------------- | :----------- | :----------- | | Three Months Ended June 30 | $8,991 | $5,933 | | Six Months Ended June 30 | $17,298 | $12,815 | [(9) Derivatives](index=33&type=section&id=(9)%20Derivatives) Newmark's derivative notional amounts significantly increased for rate lock commitments ($211.9 million) and Forward Sales Contracts ($1.52 billion) as of June 30, 2025, resulting in net losses of $(7.7) million for Q2 and $(10.5) million for the six months Derivative Contract Fair Value and Notional Amounts (in thousands) | Derivative Contract | June 30, 2025 Assets | June 30, 2025 Liabilities | June 30, 2025 Notional Amounts | December 31, 2024 Assets | December 31, 2024 Liabilities | December 31, 2024 Notional Amounts | | :------------------ | :------------------- | :---------------------- | :----------------------------- | :----------------------- | :------------------------ | :------------------------------- | | Rate lock commitments | $3,787 | $1,128 | $211,899 | $1,010 | $1,350 | $81,717 | | Forward Sales Contracts | $1,476 | $14,666 | $1,521,946 | $7,491 | $3,253 | $846,384 | | **Total** | **$5,263** | **$15,794** | **$1,733,845** | **$8,501** | **$4,603** | **$928,101** | Gains and Losses on Derivative Contracts (in thousands) | Location of gains (losses) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Capital markets (Rate lock commitments) | $(1,657) | $1,107 | $3,761 | $3,136 | | Compensation and employee benefits (Rate lock commitments) | $(68) | $(363) | $(1,102) | $(833) | | Capital markets (Forward Sale Contracts) | $(5,938) | $(3,452) | $(13,190) | $(2,177) | | **Total** | **$(7,663)** | **$(2,708)** | **$(10,531)** | **$126** | [(10) Revenues from Contracts with Customers](index=34&type=section&id=(10)%20Revenues%20from%20Contracts%20with%20Customers) Revenues from contracts with customers increased to $639.6 million for Q2 2025 (up 21.3% YoY) and $1.20 billion for the six months (up 22.3% YoY), driven by growth across all service lines, with $163.7 million in remaining performance obligations Revenues from Contracts with Customers (in thousands) | Revenue Source | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Leasing and Other Commissions | $237,262 | $208,557 | $445,336 | $367,356 | | Investment sales | $106,623 | $91,731 | $199,481 | $162,554 | | Mortgage brokerage and debt placement | $65,137 | $28,260 | $102,323 | $55,360 | | Management Services | $230,613 | $198,778 | $448,725 | $392,199 | | **Total** | **$639,635** | **$527,326** | **$1,195,865** | **$977,469** | - Remaining performance obligations for Knotel and Deskeo totaled approximately **$163.7 million** as of **June 30, 2025**[128](index=128&type=chunk)[130](index=130&type=chunk) [(11) Capital markets](index=35&type=section&id=(11)%20Capital%20markets) Capital Markets revenues increased significantly by 37.9% to $223.5 million for Q2 2025 and by 35.6% to $397.0 million for the six months, driven by strong growth in investment sales and commercial mortgage origination Capital Markets Revenues (in thousands) | Revenue Source | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Investment Sales | $106,623 | $91,731 | $199,481 | $162,554 | | Fair Value of Expected Net Future Cash Flows from Servicing Recognized at Commitment, Net | $24,747 | $23,395 | $46,150 | $39,539 | | Loan Originations Related Fees and Sales Premiums, Net | $26,946 | $18,654 | $49,026 | $35,353 | | Mortgage Brokerage and Debt Placement | $65,137 | $28,260 | $102,323 | $55,360 | | **Total** | **$223,453** | **$162,040** | **$396,980** | **$292,806** | [(12) Mortgage Servicing Rights, Net](index=35&type=section&id=(12)%20Mortgage%20Servicing%20Rights%2C%20Net) The net balance of Mortgage Servicing Rights (MSRs) was $499.99 million as of June 30, 2025, a slight decrease from $517.58 million, with stable servicing fees and an estimated fair value of $644.5 million Mortgage Servicing Rights (MSRs) Net Balance (in thousands) | Date | Net Balance | | :----------------- | :---------- | | June 30, 2025 | $499,991 | | December 31, 2024 | $517,579 | - Estimated fair value of MSRs was **$644.5 million** as of **June 30, 2025**, and **$658.1 million** as of **December 31, 2024**[133](index=133&type=chunk) Servicing Fees and Other (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Servicing fees | $45,323 | $42,175 | $89,866 | $84,131 | | Escrow interest and placement fees | $12,492 | $15,556 | $24,734 | $29,746 | | Ancillary fees | $978 | $354 | $1,667 | $822 | | **Total** | **$58,793** | **$58,085** | **$116,267** | **$114,699** | [(13) Goodwill and Other Intangible Assets, Net](index=36&type=section&id=(13)%20Goodwill%20and%20Other%20Intangible%20Assets%2C%20Net) Goodwill increased to $788.7 million from $770.9 million due to adjustments; other intangible assets, net, decreased to $58.7 million from $64.5 million, with a 3.4-year weighted-average remaining life Goodwill (in thousands) | Date | Balance | | :----------------- | :---------- | | June 30, 2025 | $788,687 | | December 31, 2024 | $770,886 | Other Intangible Assets, Net (in thousands) | Date | Net Carrying Amount | Weighted Average Remaining Life (Years) | | :----------------- | :------------------ | :------------------------------------ | | June 30, 2025 | $58,697 | 3.4 | | December 31, 2024 | $64,468 | 3.9 | Intangible Amortization Expense (in thousands) | Period | 2025 | 2024 | | :------------------------------- | :----------- | :----------- | | Three Months Ended June 30 | $4,000 | $4,400 | | Six Months Ended June 30 | $8,200 | $8,900 | [(14) Fixed Assets, Net](index=37&type=section&id=(14)%20Fixed%20Assets%2C%20Net) Fixed assets, net, decreased to $159.3 million from $166.7 million; depreciation expense increased for Q2 and the six months, with significant impairment charges recorded during the six-month period Fixed Assets, Net (in thousands) | Date | Total, Net | | :----------------- | :--------- | | June 30, 2025 | $159,266 | | December 31, 2024 | $166,729 | Depreciation Expense (in thousands) | Period | 2025 | 2024 | | :------------------------------- | :----------- | :----------- | | Three Months Ended June 30 | $10,400 | $9,200 | | Six Months Ended June 30 | $25,600 | $20,600 | Impairment Charges (in thousands) | Period | 2025 | 2024 | | :------------------------------- | :----------- | :----------- | | Three Months Ended June 30 | $100 | $300 | | Six Months Ended June 30 | $6,500 | $2,100 | [(15) Leases](index=38&type=section&id=(15)%20Leases) Total lease liability was $590.8 million as of June 30, 2025, with a 5.15% weighted-average discount rate and 6.3-year remaining term; operating lease costs increased, and a $13.3 million credit was recognized from released accrued liabilities - Total lease liability was **$590.8 million** as of **June 30, 2025**, compared to **$598.3 million** as of **December 31, 2024**[147](index=147&type=chunk)[148](index=148&type=chunk) - As of **June 30, 2025**, the weighted-average discount rate was **5.15%** and the remaining weighted-average lease term was **6.3 years**[150](index=150&type=chunk) Operating Lease Costs (in thousands) | Period | 2025 | 2024 | | :------------------------------- | :----------- | :----------- | | Three Months Ended June 30 | $37,200 | $32,000 | | Six Months Ended June 30 | $71,000 | $65,500 | - A **$13.3 million credit** was recognized to "Operating, administrative and other" expense due to released accrued liabilities from the liquidation of an entity[150](index=150&type=chunk) [(16) Other Current Assets and Other Assets](index=39&type=section&id=(16)%20Other%20Current%20Assets%20and%20Other%20Assets) Other current assets increased to $118.1 million from $88.0 million, primarily due to higher other taxes; other assets also increased to $174.0 million from $147.9 million, mainly driven by an increase in deferred tax assets Other Current Assets (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :----------------- | :------------ | :---------------- | | Derivative assets | $5,263 | $8,501 | | Prepaid expenses | $54,102 | $51,481 | | Other taxes | $31,905 | $2,973 | | **Total** | **$118,068** | **$87,976** | Other Assets (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :----------------- | :------------ | :---------------- | | Deferred tax assets | $119,513 | $98,912 | | Non-marketable investments | $5,031 | $5,213 | | Other tax receivables | $10,670 | $8,900 | | **Total** | **$174,008** | **$147,926** | [(17) Warehouse Facilities Collateralized by U.S. Government Sponsored Enterprises](index=40&type=section&id=(17)%20Warehouse%20Facilities%20Collateralized%20by%20U.S.%20Government%20Sponsored%20Enterprises) Borrowings under warehouse facilities significantly increased to $1.29 billion from $754.3 million; the company had $1.55 billion in committed lines and $1.60 billion in uncommitted lines available Warehouse Facilities Borrowings (in thousands) | Date | Balance Outstanding | | :----------------- | :------------------ | | June 30, 2025 | $1,290,864 | | December 31, 2024 | $754,308 | - As of **June 30, 2025**, Newmark had **$1.55 billion** in committed loan funding lines and **$1.60 billion** in uncommitted loan funding lines available[156](index=156&type=chunk) [(18) Debt](index=40&type=section&id=(18)%20Debt) Total corporate debt increased to $871.2 million from $670.7 million, primarily due to increased Credit Facility borrowings; 7.500% Senior Notes remained at $600.0 million, and the Delayed Draw Term Loan was repaid Total Corporate Debt (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :----------------- | :------------ | :---------------- | | 7.500% Senior Notes | $596,210 | $595,673 | | Credit Facility | $275,000 | $75,000 | | **Total** | **$871,210** | **$670,673** | - The **7.500% Senior Notes** have a principal amount of **$600.0 million**, mature on **January 12, 2029**, and bear interest at **7.500% per year**; their fair value was **$636.6 million** as of **June 30, 2025**[159](index=159&type=chunk)[161](index=161&type=chunk) - Borrowings under the **Credit Facility** increased by **$200.0 million** during the six months ended June 30, 2025, reaching **$275.0 million** outstanding with a maturity date of **April 26, 2027**[175](index=175&type=chunk)[177](index=177&type=chunk) - The **$420.0 million Delayed Draw Term Loan** was repaid and terminated on **January 12, 2024**, using proceeds from the 7.500% Senior Notes offering[166](index=166&type=chunk) - Newmark had **$50.0 million** remaining under its debt repurchase authorization as of **June 30, 2025**[169](index=169&type=chunk) [(19) Financial Guarantee Liability](index=43&type=section&id=(19)%20Financial%20Guarantee%20Liability) The financial guarantee liability increased to $29.8 million from $26.3 million, reflecting a higher provision for expected credit losses; the maximum potential loss on credit risk loans serviced for Fannie Mae and Freddie Mac was approximately $10.5 billion Financial Guarantee Liability (in thousands) | Date | Balance | | :----------------- | :---------- | | June 30, 2025 | $29,790 | | December 31, 2024 | $26,315 | - Maximum potential loss on credit risk loans serviced for Fannie Mae and Freddie Mac was approximately **$10.5 billion** as of **June 30, 2025**, compared to **$10.0 billion** as of **December 31, 2024**[182](index=182&type=chunk) Provision for Expected Credit Losses (in thousands) | Period | 2025 | 2024 | | :------------------------------- | :----------- | :----------- | | Three Months Ended June 30 | $2,000 | $100 | | Six Months Ended June 30 | $3,500 | $1,400 | [(20) Concentrations of Credit Risk](index=44&type=section&id=(20)%20Concentrations%20of%20Credit%20Risk) Newmark's credit risk is concentrated in Fannie Mae DUS and Freddie Mac TAH loans, with 18% of the maximum potential loss ($10.5 billion) for properties in California and 13% in Texas as of June 30, 2025 - As of **June 30, 2025**, **18%** of the maximum potential loss (**$10.5 billion**) on credit risk loans was for properties located in **California**, and **13%** was for properties located in **Texas**[187](index=187&type=chunk) [(21) Escrow and Custodial Funds](index=44&type=section&id=(21)%20Escrow%20and%20Custodial%20Funds) Escrow and other custodial funds held by Newmark for borrowers amounted to $1.3 billion as of June 30, 2025, a decrease from $1.5 billion at December 31, 2024; these funds are segregated and excluded from Newmark's assets and liabilities Escrow and Custodial Funds (in thousands) | Date | Amount | | :----------------- | :----------- | | June 30, 2025 | $1,300,000 | | December 31, 2024 | $1,500,000 | [(22) Fair Value of Financial Assets and Liabilities](index=44&type=section&id=(22)%20Fair%20Value%20of%20Financial%20Assets%20and%20Liabilities) Newmark's financial assets and liabilities are measured at fair value using a three-level hierarchy; as of June 30, 2025, Level 2 assets totaled $1.35 billion, while Level 3 assets and liabilities were $5.3 million and $40.5 million, respectively Fair Value Hierarchy (in thousands, June 30, 2025) | Category | Level 1 | Level 2 | Level 3 | Total | | :----------------------------------- | :------ | :------------ | :------ | :------------ | | **Assets:** | | | | | | Marketable securities | $79 | $— | $— | $79 | | Loans held for sale, at fair value | $— | $1,349,240 | $— | $1,349,240 | | Rate lock commitments | $— | $— | $3,787 | $3,787 | | Forward Sales Contracts | $— | $— | $1,476 | $1,476 | | **Total Assets** | **$79** | **$1,349,240** | **$5,263** | **$1,354,582** | | **Liabilities:** | | | | | | Contingent consideration | $— | $— | $24,726 | $24,726 | | Rate lock commitments | $— | $— | $1,128 | $1,128 | | Forward Sales Contracts | $— | $— | $14,666 | $14,666 | | **Total Liabilities** | **$—** | **$—** | **$40,520** | **$40,520** | - Level 3 Valuation Inputs (June 30, 2025): - Contingent consideration: **Discount rate (0.0%-8.0%, weighted average 3.3%)**, **Probability of meeting earnout (99.0%-100.0%, weighted average 99.6%)**[194](index=194&type=chunk) [(23) Related Party Transactions](index=47&type=section&id=(23)%20Related%20Party%20Transactions) Newmark engages in various transactions with related parties, primarily Cantor and its affiliates, including administrative services, employee loans, and capital markets activities, with significant events including Mr. Lutnick's stock sale and Cantor's unit exchange - Allocated expenses from Cantor for administrative services were **$7.8 million** for Q2 2025 (up **16.9% YoY**) and **$17.4 million** for the six months ended June 30, 2025 (up **22.2% YoY**)[201](index=201&type=chunk) - Aggregate balance of employee loans was **$870.6 million** as of **June 30, 2025**; compensation expense for these loans was **$31.2 million** for Q2 2025 and **$56.7 million** for the six months ended June 30, 2025[203](index=203&type=chunk) - Mr. Howard W. Lutnick sold **10,839,674 shares of Class A common stock** to Newmark for **$11.58 per share** on **May 19, 2025**, as part of his divestiture to comply with U.S. government ethics rules[207](index=207&type=chunk)[208](index=208&type=chunk) - On **February 18, 2025**, Cantor exchanged **7,782,387 exchangeable limited partnership interests** for **7,221,277 shares of Class A common stock**, which were then distributed to Cantor partners; this resulted in a **$17.5 million tax receivable agreement liability** to Cantor[254](index=254&type=chunk)[255](index=255&type=chunk) - Cantor purchased **$125.0 million aggregate principal amount** of Newmark's **7.500% Senior Notes**[260](index=260&type=chunk) [(24) Income Taxes](index=55&type=section&id=(24)%20Income%20Taxes) Newmark accounts for income taxes using the asset and liability method, recognizing deferred tax assets and liabilities, providing for uncertain tax positions, and recording valuation allowances; the OECD Pillar Two Framework and U.S. OBBBA are being evaluated - Newmark accounts for income taxes using the **asset and liability method**, recognizing deferred tax assets and liabilities for temporary differences[262](index=262&type=chunk)[263](index=263&type=chunk) - The company provides for uncertain tax positions and records a **valuation allowance** against deferred tax assets if realization is not more likely than not[264](index=264&type=chunk) - The **OECD Pillar Two Framework** (15% minimum global effective tax rate) and the **U.S. OBBBA** (tax law changes) are being evaluated for potential impacts, with no material impact expected on 2024 and 2025 tax rates from Pillar Two[330](index=330&type=chunk)[331](index=331&type=chunk) [(25) Accounts Payable, Accrued Expenses and Other Liabilities](index=55&type=section&id=(25)%20Accounts%20Payable%2C%20Accrued%20Expenses%20and%20Other%20Liabilities) Accounts payable, accrued expenses, and other current liabilities increased to $617.5 million from $577.9 million, driven by payroll taxes and derivative liabilities; other long-term liabilities rose to $250.4 million from $231.1 million, notably due to a new $17.5 million tax receivable agreement liability Accounts Payable, Accrued Expenses and Other Liabilities (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Accounts payable and accrued expenses | $288,678 | $272,324 | | Payroll taxes payable | $140,107 | $126,289 | | Derivative liability | $15,794 | $4,603 | | **Total** | **$617,502** | **$577,940** | Other Long-Term Liabilities (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Accrued compensation | $111,819 | $111,839 | | Financial guarantee liability | $29,790 | $26,315 | | Contingent consideration | $24,726 | $21,935 | | Tax receivable agreement liability | $17,511 | $— | | **Total** | **$250,384** | **$231,115** | [(26) Compensation](index=56&type=section&id=(26)%20Compensation) Total equity-based compensation and allocations significantly increased to $60.1 million for Q2 2025 (up 136.0% YoY) and $134.5 million for the six months (up 74.8% YoY), primarily due to timing of exchangeability grants and charges from Mr. Lutnick's unit exchanges Equity-based Compensation and Allocations (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Issuance of common stock and exchangeability expenses | $36,953 | $11,852 | $89,232 | $47,958 | | Limited partnership units amortization | $6,782 | $7,169 | $16,321 | $14,516 | | RSU amortization | $14,017 | $5,920 | $26,365 | $13,679 | | Allocations of net income to limited partnership units and FPUs | $2,389 | $545 | $2,569 | $776 | | **Total Equity-based compensation and allocations** | **$60,141** | **$25,486** | **$134,487** | **$76,929** | - The increase in equity-based compensation is primarily due to the timing of grants of exchangeability, including contract renewals, and **$21.1 million of charges** related to the exchange and redemption of former Executive Chairman Mr. Lutnick's remaining limited partnership units in Q1 2025[351](index=351&type=chunk) - The Equity Plan is authorized to issue up to **500.0 million shares of Class A common stock**; as of **June 30, 2025**, **119.4 million shares** had been granted and **380.6 million shares** were available for future awards[268](index=268&type=chunk) [(27) Commitments and Contingencies](index=59&type=section&id=(27)%20Commitments%20and%20Contingencies) Newmark had commitments to fund approximately $0.2 billion in construction loans and other forward commitments; the company is involved in legal actions, including a shareholder action regarding Mr. Lutnick's 2021 bonus, agreed to be settled for $50 million - Newmark was committed to fund approximately **$0.2 billion** in construction loans and other forward commitments as of **June 30, 2025**[283](index=283&type=chunk) - Contingent cash consideration for acquisitions from 2022 through Q2 2025 amounted to **$11.2 million**[284](index=284&type=chunk) - A consolidated shareholder action regarding Mr. Lutnick's December 2021 bonus award was agreed to be settled for a cash payment of **$50 million** to Newmark, to be paid by Newmark's D&O insurance carriers, pending court approval[409](index=409&type=chunk)[410](index=410&type=chunk) [(28) Subsequent Events](index=60&type=section&id=(28)%20Subsequent%20Events) On July 29, 2025, Newmark declared a quarterly dividend of $0.03 per share, payable on August 29, 2025 - A qualified quarterly dividend of **$0.03 per share** was declared on **July 29, 2025**, payable on **August 29, 2025**[289](index=289&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=61&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) This section analyzes Newmark's financial performance, business environment, and key drivers for the three and six months ended June 30, 2025, detailing revenue and expense trends, macroeconomic factors, and liquidity [Overview](index=61&type=section&id=Overview) Newmark is a leading commercial real estate advisor and service provider, offering a diverse range of integrated services to institutional investors, global corporations, and other owners and occupiers - Newmark is a leading commercial real estate advisor and service provider to large institutional investors, global corporations, and other owners and occupiers[292](index=292&type=chunk) - The company offers a diverse array of integrated services and products designed to meet the full needs of its clients[292](index=292&type=chunk) [Business Environment](index=61&type=section&id=Business%20Environment) Newmark's business is influenced by attracting talent, outsourcing trends, and macroeconomic factors like GDP, job growth, and interest rates, with the company achieving productivity gains and market share increases despite fluctuating market conditions - Key business drivers include attracting and retaining revenue-generating headcount, employee productivity, and industry volumes, which are influenced by economic growth, interest rates, and demand for commercial real estate and debt financing[294](index=294&type=chunk) - Revenue-generating headcount was flat or modestly up year-on-year from Q2 2024 through Q2 2025, with **productivity gains** being the primary driver of revenue growth[295](index=295&type=chunk) - Management Services revenues grew by **13.6% year-on-year** in Q2 2025, benefiting from increased outsourcing trends[298](index=298&type=chunk) - Newmark's loan servicing and asset management portfolio was **$182.0 billion** as of **June 30, 2025**, with **38.2%** in higher margin primary servicing[297](index=297&type=chunk) - U.S. GDP contracted **0.5%** in Q1 2025 but expanded **3.0%** in Q2 2025; U.S. non-farm payroll employment increased by approximately **64,000** in Q2 2025, a slower rate than recent averages[300](index=300&type=chunk)[301](index=301&type=chunk) - The **10-year U.S. Treasury yield** decreased by approximately **17 basis points** quarter-on-quarter and year-on-year to **4.2%** as of **June 30, 2025**; U.S. and U.K. inflation measures remained above 2% targets[303](index=303&type=chunk)[304](index=304&type=chunk) - Newmark's Q2 2025 Total Debt and investment sales volumes were up approximately **135%** and **26% year-on-year**, respectively, leading to significant market share gains in U.S. Total Debt (**9.4%**) and investment sales (**9.9%**) over the past twelve months[309](index=309&type=chunk)[310](index=310&type=chunk) - The MBA expects a record **$957 billion** of U.S. mortgage maturities in 2025 alone, and approximately **$2.1 trillion** between 2025 and 2027, which is expected to drive increased debt and investment sales activity[311](index=311&type=chunk) [Financial Overview](index=63&type=section&id=Financial%20Overview) This section outlines Newmark's revenue sources and expense categories, discussing the impact of business mix and seasonality on pre-tax margins, with revenues typically lowest in Q1 and strongest in Q4 - Newmark derives revenues from Management Services, Servicing Fees and Other; Leasing and Other Commissions; and Capital Markets (investment sales and commercial mortgage origination)[319](index=319&type=chunk) - The majority of operating costs consist of cash and non-cash compensation expenses, including base salaries, producer commissions, forgivable loans, discretionary bonuses, and equity-based compensation[316](index=316&type=chunk) - Pre-tax margins are affected by revenue mix; servicing revenues generally have higher margins, while property management and some outsourcing businesses have lower margins due to pass-through revenues[332](index=332&type=chunk) - The business exhibits seasonality, with revenues typically lowest in the **first quarter (average 21%)** and strongest in the **fourth quarter (average 30%)** for the five years from 2020 through 2024[332](index=332&type=chunk) [Results of Operations](index=67&type=section&id=Results%20of%20Operations) Newmark experienced significant revenue growth across all segments for both the three and six months ended June 30, 2025, driven by Capital Markets, Management Services, and Leasing; expenses increased, particularly equity-based compensation, leading to substantially improved net income - Three Months Ended June 30, 2025 vs. 2024: - Total Revenues: **$759.1 million (up 19.9%)**[333](index=333&type=chunk) - Management Services, Servicing Fees and Other: **$298.4 million (up 13.6%)**, driven by **30% V&A growth** and Servicing & Asset Management[335](index=335&type=chunk) - Leasing and Other Commissions: **$237.3 million (up 13.8%)**, driven by strong retail and office transactions[336](index=336&type=chunk) - Capital Markets: **$223.5 million (up 37.9%)**, driven by **135% Total Debt** and **26% investment sales volume improvement**[337](index=337&type=chunk) - Total Compensation and Employee Benefits: **$515.2 million (up 27.8%)**, with Equity-based compensation and allocations up **136.0%** due to timing of exchangeability grants[338](index=338&type=chunk)[339](index=339&type=chunk) - Net Income Available to Common Stockholders: **$20.8 million (up 45.8%)**[339](index=339&type=chunk) - Six Months Ended June 30, 2025 vs. 2024: - Total Revenues: **$1,424.6 million (up 20.7%)**[333](index=333&type=chunk) - Management Services, Servicing Fees and Other: **$582.3 million (up 12.0%)**, driven by **28% V&A growth**, Servicing & Asset Management, and outsourcing[347](index=347&type=chunk) - Leasing and Other Commissions: **$445.3 million (up 21.2%)**, driven by strong office and retail transactions[348](index=348&type=chunk) - Capital Markets: **$397.0 million (up 35.6%)**, driven by **22.7% investment sales** and **66.8% commercial mortgage origination growth**[349](index=349&type=chunk) - Total Compensation and Employee Benefits: **$989.0 million (up 26.4%)**, with Equity-based compensation and allocations up **74.8%** due to timing of exchangeability grants and **$21.1 million** from Mr. Lutnick's unit exchanges[350](index=350&type=chunk)[351](index=351&type=chunk) - Net Income Available to Common Stockholders: **$12.1 million** (from $(2.0) million loss)[352](index=352&type=chunk) [Financial Position, Liquidity and Capital Resources](index=70&type=section&id=Financial%20Position%2C%20Liquidity%20and%20Capital%20Resources) Newmark's total assets increased to $5.4 billion and liabilities to $3.9 billion; the company maintains strong liquidity with $195.8 million in cash and $325.0 million available under its Credit Facility, with debt increasing to $871.2 million and $50.0 million remaining under debt repurchase authorization - Total assets were **$5.4 billion** and total liabilities were **$3.9 billion** as of **June 30, 2025**[362](index=362&type=chunk)[363](index=363&type=chunk) - As of **June 30, 2025**, Newmark had **$195.8 million** in cash and cash equivalents and **$325.0 million** available under its **$600.0 million revolving Credit Facility**[364](index=364&type=chunk) Debt (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :----------------- | :------------ | :---------------- | | 7.500% Senior Notes | $596,210 | $595,673 | | Credit Facility | $275,000 | $75,000 | | **Total Corporate Debt** | **$871,210** | **$670,673** | - Newmark had **$50.0 million** remaining under its debt repurchase authorization as of **June 30, 2025**[387](index=387&type=chunk) Cash Flows (Six Months Ended June 30, in thousands) | Metric | 2025 | 2024 | | :------------------------------------------------- | :----------- | :----------- | | Net cash used in operating activities | $(559,146) | $(327,269) | | Net cash provided by financing activities | $575,821 | $363,382 | Credit Ratings (June 30, 2025) | Rating Agency | Rating | Outlook | | :-------------------- | :----- | :------ | | Fitch Ratings Inc. | BBB- | Stable | | JCRA | BBB+ | Stable | | Kroll Bond Rating Agency | BBB- | Stable | | S&P Global Ratings | BB+ | Stable | [Equity](index=74&type=section&id=Equity) Newmark's fully diluted weighted-average share count for the six months ended June 30, 2025, was 253.7 million; the company repurchased $125.5 million of Class A common stock, with $246.4 million remaining under authorization, and maintains a dual-class system with Cantor and CFGM holding significant voting power Fully Diluted Weighted-Average Shares Outstanding (Six Months Ended June 30, in thousands) | Metric | 2025 | 2024 | | :----------------------------------- | :----------- | :----------- | | Common stock outstanding | 177,965 | 174,121 | | Partnership units | 71,684 | — | | RSUs (Treasury stock method) | 3,724 | — | | Newmark exchange shares | 297 | — | | **Total** | **253,670** | **174,121** | - Newmark repurchased approximately **$125.5 million of Class A common stock** during Q2 2025, with **$246.4 million** remaining under its Share Repurchase and Unit Purchase Authorization as of **June 30, 2025**[448](index=448&type=chunk) - Newmark maintains a dual-class structure (Class A: **1 vote**, Class B: **10 votes**); as of **June 30, 2025**, Cantor and CFGM collectively held **21,285,533 shares of Class B common stock** and **1,025,612 shares of Class A common stock**, representing approximately **58.3% of total voting power**[449](index=449&type=chunk) - The Exchange Ratio between Newmark Holdings limited partnership interests and common stock was **0.9273** as of **June 30, 2025**[461](index=461&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=85&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) Newmark faces credit risk from Fannie Mae DUS and Freddie Mac TAH loans, concentrated in California and Texas; interest rate risk affects earnings from escrows and borrowing costs, with a 100-basis point SOFR change impacting annual earnings by $12.9 million; foreign currency risk is not material but expected to grow - Credit Risk: - Exposure: **Fannie Mae DUS** and **Freddie Mac TAH loans**[473](index=473&type=chunk) - Maximum Contingent Liability: Approximately **33% of outstanding principal balance**[473](index=473&type=chunk) - Concentration (June 30, 2025): **18% of maximum loss in California**, **13% in Texas**[474](index=474&type=chunk) - Interest Rate Risk: - **7.500% Senior Notes**: Not currently subject to interest rate fluctuations[475](index=475&type=chunk) - **Credit Facility**: Interest rate based on **SOFR**[475](index=475&type=chunk) - Earnings from Escrows: A **100-basis point increase/decrease** in 30-day SOFR would increase/decrease annual earnings by **$12.9 million** (based on June 30, 2025, escrow balances)[477](index=477&type=chunk) - Warehouse Facilities Borrowing Costs: A **100-basis point increase/decrease** in 30-day SOFR would decrease/increase annual earnings by **$12.9 million** (based on June 30, 2025, outstanding balances)[478](index=478&type=chunk) - During 2024, borrowing costs on warehouse facilities exceeded interest income from loans held for sale due to the inverted yield curve[478](index=478&type=chunk) - Foreign Currency Risk: Not currently material, but expected to grow with international expansion, potentially presenting a material risk in the future[479](index=479&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=86&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Newmark's CEO and CFO concluded that the company's disclosure controls and procedures were effective as of June 30, 2025, with no material changes in internal control over financial reporting during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that Newmark Group, Inc.'s disclosure controls and procedures were **effective** as of **June 30, 2025**[480](index=480&type=chunk) - There were **no changes in internal control over financial reporting** that materially affected, or are reasonably likely to materially affect, internal control over financial reporting during the quarter ended **June 30, 2025**[481](index=481&type=chunk) [PART II - OTHER INFORMATION](index=88&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [ITEM 1. LEGAL PROCEEDINGS](index=88&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) This section refers to the detailed descriptions of legal proceedings provided in Note 27 of the financial statements and the 'Legal Proceedings' subsection within Management's Discussion and Analysis - Legal proceedings are described in **Note 27** to the unaudited condensed consolidated financial statements and the "Legal Proceedings" section of Item 2[484](index=484&type=chunk) [ITEM 1A. RISK FACTORS](index=88&type=section&id=ITEM%201A.%20RISK%20FACTORS) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024 - There have been **no material changes** to the risk factors previously disclosed in the Annual Report on Form 10-K for the year ended **December 31, 2024**[485](index=485&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=88&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) This section incorporates by reference the information regarding unregistered sales of equity securities and use of proceeds from Note 5 ('Stock Transactions and Unit Purchases') and Note 26 ('Compensation') of the financial statements - Information regarding unregistered sales of equity securities and use of proceeds is incorporated by reference from **Note 5** and **Note 26** of the financial statements[486](index=486&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=88&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) This item is not applicable to the company - This item is **not applicable**[487](index=487&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=88&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This item is not applicable to the company - This item is **not applicable**[488](index=488&type=chunk) [ITEM 5. OTHER INFORMATION](index=88&type=section&id=ITEM%205.%20OTHER%20INFORMATION) During the quarter ended June 30, 2025, none of the company's directors or executive officers adopted or terminated a 'Rule 10b5-1 trading arrangement' or 'non-Rule 10b5-1 trading arrangement' - None of the company's directors or executive officers adopted or terminated a "**Rule 10b5-1 trading arrangement**" or "**non-Rule 10b5-1 trading arrangement**" during the quarter ended **June 30, 2025**[489](index=489&type=chunk) [ITEM 6. EXHIBITS](index=88&type=section&id=ITEM%206.%20EXHIBITS) This section lists the exhibits filed with the Quarterly Report on Form 10-Q, including offer letters, certifications, and XBRL formatted financial statements - The Exhibit Index includes an Offer Letter for Luis Alvarado, Section 302 and 906 Certifications, and iXBRL formatted financial statements[491](index=491&type=chunk)

Core Viewpoint - Newmark Group (NMRK) is positioned as a strong investment opportunity due to its improving earnings outlook and analysts' increasing earnings estimates [1][2]. Earnings Estimates - Analysts are optimistic about Newmark Group's earnings prospects, leading to upward revisions in estimates, which are expected to positively impact the stock price [2]. - The current-quarter earnings estimate is projected at $0.41 per share, reflecting a year-over-year increase of +24.2%. Over the last 30 days, two estimates have been revised upward, resulting in a 10.96% increase in the Zacks Consensus Estimate [6]. - For the full year, the earnings estimate stands at $1.52 per share, indicating a +23.6% change from the previous year. One estimate has been revised upward in the past month, contributing to a 5.21% increase in the consensus estimate [7][8]. Zacks Rank - Newmark Group has achieved a Zacks Rank of 2 (Buy), indicating strong agreement among analysts regarding the positive earnings revisions. This ranking is part of a system that has historically shown outperformance, with Zacks 1 Ranked stocks averaging a +25% annual return since 2008 [3][9]. - Stocks with Zacks Rank 1 (Strong Buy) and 2 (Buy) have been shown to significantly outperform the S&P 500 [9]. Stock Performance - Newmark Group shares have increased by 21.3% over the past four weeks, suggesting investor confidence in the company's earnings growth potential [10].