PART I. Financial Information This section presents the company's unaudited financial statements, management's discussion and analysis, and disclosures on market risk and controls [Financial Statements (unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20%28unaudited%29) This section presents The RMR Group Inc.'s unaudited condensed consolidated financial statements, including balance sheets, income statements, cash flows, and detailed notes [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased as of December 31, 2021, primarily due to higher cash and cash equivalents, with a corresponding rise in total liabilities Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Dec 31, 2021 | Sep 30, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $181,887 | $159,835 | | Total current assets | $270,730 | $254,517 | | **Total assets** | **$522,402** | **$497,911** | | **Liabilities & Equity** | | | | Total current liabilities | $89,665 | $81,140 | | **Total liabilities** | **$168,525** | **$150,196** | | **Total equity** | **$353,877** | **$347,715** | [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Total revenues increased for the three months ended December 31, 2021, driving operating income growth, though net income attributable to RMR Inc. decreased due to lower unrealized gains Income Statement Summary (in thousands, except per share data) | Metric | Three Months Ended Dec 31, 2021 | Three Months Ended Dec 31, 2020 | | :--- | :--- | :--- | | Total management and advisory services revenues | $46,015 | $41,333 | | Total revenues | $181,568 | $156,946 | | Operating income | $20,093 | $13,732 | | Net income | $18,292 | $19,753 | | Net income attributable to The RMR Group Inc. | $8,042 | $8,897 | | Diluted EPS | $0.49 | $0.51 | [Condensed Consolidated Statements of Shareholders' Equity](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Shareholders%27%20Equity) Total equity increased during the quarter, driven by net income, partially offset by common share and tax distributions - For the three months ended Dec 31, 2021, total equity increased by **$6,200 thousand**, reflecting **$18,300 thousand** in net income, less **$10,800 thousand** in common share distributions and **$2,000 thousand** in tax distributions to members[13](index=13&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities increased for the three months ended December 31, 2021, with net cash used in financing activities primarily for distributions, resulting in higher cash and cash equivalents Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended Dec 31, 2021 | Three Months Ended Dec 31, 2020 | | :--- | :--- | :--- | | Net cash from operating activities | $34,968 | $27,660 | | Net cash used in investing activities | ($165) | ($560) | | Net cash used in financing activities | ($12,751) | ($13,550) | | **Increase in cash and cash equivalents** | **$22,052** | **$13,550** | | **Cash and cash equivalents at end of period** | **$181,887** | **$383,213** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's structure, revenue recognition, related party transactions, and segment reporting, highlighting management services to various clients and equity investments - RMR LLC provides management services to four Managed Equity REITs (DHC, ILPT, OPI, SVC), three Managed Operating Companies (ALR, Sonesta, TA), and other private clients[21](index=21&type=chunk)[22](index=22&type=chunk)[23](index=23&type=chunk) Management & Advisory Services Revenue by Client Type (Q1 FY22 vs Q1 FY21, in thousands) | Client Type | Q1 FY2022 | Q1 FY2021 | | :--- | :--- | :--- | | Managed Public Real Estate Capital | $36,992 | $33,866 | | Managed Private Real Estate Capital | $2,400 | $1,570 | | Managed Operating Companies | $6,570 | $5,638 | | **Total from Related Parties** | **$45,962** | **$41,074** | - The company holds equity method investments in Seven Hills Realty Trust (SEVN) and TravelCenters of America Inc. (TA), accounted for under the fair value option. As of Dec 31, 2021, the market value of these investments was **$8,600 thousand** in SEVN and **$32,100 thousand** in TA[54](index=54&type=chunk)[58](index=58&type=chunk) - For the three months ended Dec 31, 2021, the company declared and paid dividends of **$0.38 per common share**, totaling **$6,300 thousand**[91](index=91&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's business environment, operational results, and financial condition, highlighting revenue drivers, liquidity, and the impact of the COVID-19 pandemic on client industries - The company's business is dependent on its ability to operate and grow its clients' businesses, which include Managed REITs, Managed Operating Companies, and private capital vehicles. The business generally follows the U.S. real estate cycle[109](index=109&type=chunk) - Despite challenges from the COVID-19 pandemic on client industries, the company believes its financial resources are sufficient. As of Dec 31, 2021, it had **$181,900 thousand** in cash and cash equivalents and no debt[112](index=112&type=chunk) - A key future event is ILPT's pending acquisition of Monmouth Real Estate Investment Corporation (MNR) for approximately **$4.0 billion**, expected to close in the first half of 2022 and increase RMR's management fees[110](index=110&type=chunk)[145](index=145&type=chunk) [Results of Operations](index=26&type=section&id=Results%20of%20Operations) Total revenues increased for the three months ended December 31, 2021, driving a significant rise in operating income, though net income attributable to RMR Inc. declined due to lower unrealized gains Comparison of Operating Results (in thousands) | Line Item | Three Months Ended Dec 31, 2021 | Three Months Ended Dec 31, 2020 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Management services revenue | $44,897 | $40,747 | $4,150 | 10.2% | | Advisory services revenue | $1,118 | $586 | $532 | 90.8% | | Total revenues | $181,568 | $156,946 | $24,622 | 15.7% | | Total compensation and benefits expense | $34,010 | $37,214 | ($3,204) | (8.6)% | | Operating income | $20,093 | $13,732 | $6,361 | 46.3% | | Net income attributable to The RMR Group Inc. | $8,042 | $8,897 | ($855) | (9.6)% | - The **$4,150 thousand** increase in management services revenue was primarily due to higher fees from DHC, OPI, and SVC because of their increased enterprise values, and a **$1,460 thousand** increase in fees from Sonesta due to its expansion[127](index=127&type=chunk) - The **$6,900 thousand** decrease in unrealized gains on equity method investments was a major factor in the decline of net income[126](index=126&type=chunk)[140](index=140&type=chunk) [Liquidity and Capital Resources](index=27&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with significant cash and no debt, with primary cash uses being operating expenses, tax distributions, and dividends to shareholders - As of Dec 31, 2021, the company had **$181,900 thousand** in cash and cash equivalents and no outstanding debt[142](index=142&type=chunk) - Cash from operating activities increased by **$7,300 thousand** year-over-year to **$35,000 thousand** for the quarter, reflecting higher net income (excluding non-cash gains) and changes in working capital[148](index=148&type=chunk)[149](index=149&type=chunk) - On Jan 13, 2022, a quarterly dividend of **$0.38 per share** was declared, totaling approximately **$6,300 thousand**, to be paid on or about Feb 17, 2022[146](index=146&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is not subject to significant direct market risk, as it avoids derivative instruments and debt, with primary risk being indirect impacts on client performance - The company does not use derivative instruments and has not issued debt, limiting its direct exposure to interest rate, commodity, or credit risks[152](index=152&type=chunk) - Cash and cash equivalents, including **$131,100 thousand** in money market funds as of Dec 31, 2021, are believed to have no material market risk[143](index=143&type=chunk)[153](index=153&type=chunk) [Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures are effective, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation as of December 31, 2021, the President and CEO and the EVP, CFO and Treasurer concluded that the company's disclosure controls and procedures are effective[155](index=155&type=chunk) - There were no material changes to the company's internal control over financial reporting during the quarter[156](index=156&type=chunk) [Warning Concerning Forward-Looking Statements](index=30&type=section&id=Warning%20Concerning%20Forward-Looking%20Statements) This section cautions that the report contains forward-looking statements subject to various risks and uncertainties, including the impact of COVID-19 and reliance on a limited number of clients - Forward-looking statements are subject to risks including the impact of COVID-19, reliance on a few clients, and the potential for management agreement terminations[158](index=158&type=chunk)[160](index=160&type=chunk) - The company's base management fees are tied to client asset values or market capitalizations, and incentive fees are not guaranteed, making future revenues potentially volatile[160](index=160&type=chunk)[161](index=161&type=chunk) PART II. Other Information This section covers updates on risk factors, equity security sales, and required exhibits and signatures [Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) The company reports no material changes to the risk factors from those previously disclosed in its Annual Report on Form 10-K for the fiscal year ended September 30, 2021 - There have been no material changes to the risk factors from those provided in the 2021 Annual Report[163](index=163&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the company's repurchase of 225 shares of Class A Common Stock in October 2021 to satisfy tax withholding obligations related to employee share awards Issuer Purchases of Equity Securities (Q1 FY2022) | Calendar Month | Number of Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | October 2021 | 225 | $34.05 | | **Total** | **225** | **$34.05** | - The share purchases were made to satisfy tax withholding obligations in connection with the vesting of Class A Common Share awards[164](index=164&type=chunk) [Exhibits](index=33&type=section&id=Item%206.%20Exhibits) This section provides a list of exhibits filed with the Form 10-Q, including certifications by the CEO and CFO and XBRL data files - The report includes Rule 13a-14(a) and Section 1350 certifications as exhibits, along with XBRL data files[165](index=165&type=chunk) [Signatures](index=34&type=section&id=Signatures) The report is duly signed on behalf of the registrant by Matthew P. Jordan, Executive Vice President, Chief Financial Officer and Treasurer, on January 27, 2022 - The Form 10-Q was signed on January 27, 2022, by Matthew P. Jordan, the company's principal financial and accounting officer[168](index=168&type=chunk)

The RMR Group Inc. (NASDAQ:RMR) Q4 2021 Earnings Conference Call November 16, 2021 10:00 AM ET Company Participants Michael Kodesch – Director-Investor Relations Adam Portnoy – President and Chief Executive Officer Matt Jordan – Chief Financial Officer Conference Call Participants Bryan Maher – B. Riley FBR Ronald Kamdem – Morgan Stanley Jim Sullivan – BTIG Kenneth Lee – RBC Capital Market Operator Good day and welcome to RMR's Fiscal Fourth Quarter 2021 Earnings Conference Call. All participants will be in ...

Table of Contents or UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-37616 THE RMR GROUP INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 47-4122583 (State of Organization) (IRS Employer Identification No.) T ...

____________________________________________________________________________ FOR IMMEDIATE RELEASE The RMR Group Inc. Announces Third Quarter Fiscal 2021 Results Net Income of $19.0 Million, or $0.50 Per Diluted Share Adjusted Net Income of $0.47 Per Diluted Share, a 27% Sequential Quarter Increase and a 24% Increase from Last Year Adjusted EBITDA of $24.4 Million, a 16% Sequential Quarter Increase and a 25% Increase from Last Year Newton, MA (August 5, 2021). The RMR Group Inc. (Nasdaq: RMR) today announce ...

Financial Data and Key Metrics Changes - Adjusted net income was reported at $0.47 per share, reflecting a 27% increase sequentially and a 24% increase year-over-year [7] - Adjusted EBITDA reached $24.4 million, representing a 16% sequential increase and a 25% year-over-year increase [7][36] - Adjusted EBITDA margin improved to 51.1%, a sequential increase of 300 basis points [36] Business Line Data and Key Metrics Changes - Management and advisory services revenues increased to $45.5 million, a $3.5 million sequential increase, driven by higher enterprise values and strong operating results from managed operators [29] - Over 2 million square feet of leases were arranged with a weighted average lease term of over 11 years and an average rent increase of just over 9% [12] Market Data and Key Metrics Changes - The company experienced increased office utilization rates and strong leasing momentum across its managed properties [9][12] - Cash collection rates remained high at approximately 99% [14] Company Strategy and Development Direction - The company is focusing on expanding its development capabilities, with significant projects like the $200 million redevelopment of 20 Mass Ave expected to be delivered in Q1 2023 [14][79] - The company is committed to building relationships with private LP capital providers and exploring potential real estate M&A targets [25][70] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the recovery in the commercial real estate sector, noting that both DHC and SVC are expected to improve as the economy recovers from COVID-19 [55] - The company is cautious about the pace of recovery, particularly regarding business travel and occupancy rates [54][55] Other Important Information - The merger of RMR Mortgage Trust and Tremont Mortgage Trust is on track, expected to enhance scale and shareholder liquidity [23] - The company ended the quarter with approximately $400 million in cash, with plans for a potential special dividend [24][100] Q&A Session Summary Question: Development appetite versus acquisitions - Management indicated that development activity is becoming a larger part of the company's strategy, although acquisitions will remain the primary focus for the foreseeable future [41][46] Question: Comparison of recovery between DHC and SVC - Management noted that both DHC and SVC are recovering, but the speed of recovery is uncertain and dependent on external factors like COVID-19 [55] Question: Capital allocation and development risk premium - Management stated that they are not far off from market prices for acquisitions and are targeting high single-digit returns for development projects [60][62] Question: Status of private equity platform - Management clarified that while they are not actively pursuing a private equity platform, they are open to opportunities that align with their core real estate focus [70][72] Question: Special dividend considerations - Management confirmed that they are still considering a special dividend of up to 50% of cash on hand, with a decision expected by the end of September [100]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-37616 THE RMR GROUP INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 47-4122583 (State of Organization) (IRS Employer Identification No.) Two Newton Place ...

The RMR Group Inc. (NASDAQ:RMR) Q2 2021 Earnings Conference Call May 10, 2021 1:00 PM ET Company Participants Michael Kodesch - Director, Investor Relations Adam Portnoy - President and Chief Executive Officer Matt Jordan - Chief Financial Officer Conference Call Participants Jim Sullivan - BTIG Bryan Maher - B. Riley FBR Owen Lau - Oppenheimer Ronald Kamdem - Morgan Stanley Kenneth Lee - RBC Capital Markets Dean Stephan - Bank of America Operator Good day and welcome to The RMR Group Fiscal Second Quarter ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-37616 THE RMR GROUP INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 47-4122583 (State of Organization) (IRS Employer Identification No.) Two Newton Plac ...

The RMR Group Inc. (NASDAQ:RMR) Q1 2021 Results Conference Call February 2, 2021 10:00 AM ET Company Participants Michael Kodesch - Director of Investor Relations Adam Portnoy - President and Chief Executive Officer Matt Jordan - Chief Financial Officer Conference Call Participants Bryan Maher - B. Riley Securities Ronald Kamdem - Morgan Stanley Kwun Sum Lau - Oppenheimer & Co James Sullivan - BTIG, LLC Kenneth Lee - RBC Capital Markets, Dean Stephan - BofA Merrill Lynch Millie Wu - Citi Operator Good day ...

[Part I. Financial Information](index=3&type=section&id=PART%20I.%20Financial%20Information) [Item 1. Financial Statements (unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) The unaudited condensed consolidated financial statements for the quarter ended December 31, 2020, show a slight decrease in total revenues to $156.9 million, primarily due to lower management services fees [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of December 31, 2020, total assets increased slightly to $698.4 million, driven by a $13.5 million rise in cash and cash equivalents to $383.2 million Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Dec 31, 2020 | Sep 30, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$698,393** | **$690,253** | | Cash and cash equivalents | $383,213 | $369,663 | | Due from related parties | $68,445 | $82,605 | | **Total Liabilities** | **$150,276** | **$149,351** | | **Total Equity** | **$548,117** | **$540,902** | [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) For the three months ended December 31, 2020, total revenues decreased by 1.8% to $156.9 million, leading to a 37.0% drop in operating income to $13.7 million, despite an $8.1 million unrealized gain on an equity investment Condensed Consolidated Statement of Income Highlights (in thousands, except per share amounts) | Metric | Q1 FY2021 (ended Dec 31, 2020) | Q1 FY2020 (ended Dec 31, 2019) | | :--- | :--- | :--- | | Total Revenues | $156,946 | $159,892 | | Management and advisory services revenues | $41,333 | $48,122 | | Operating Income | $13,732 | $21,780 | | Net Income | $19,753 | $21,624 | | Net Income Attributable to RMR Inc. | $8,897 | $9,449 | | Diluted EPS | $0.51 | $0.58 | - Separation costs increased significantly to **$4.2 million** from **$260 thousand** in the prior-year period, heavily impacting operating income[11](index=11&type=chunk) - An unrealized gain of **$8.1 million** on an equity method investment (TA) accounted for under the fair value option bolstered pre-tax income, compared to a **$1.4 million** gain in the prior year[11](index=11&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities for the quarter was **$27.7 million**, a decrease from **$41.9 million** in the prior-year period, primarily due to changes in working capital and lower net income Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended Dec 31, 2020 | Three Months Ended Dec 31, 2019 | | :--- | :--- | :--- | | Net cash from operating activities | $27,660 | $41,920 | | Net cash used in investing activities | ($560) | ($148) | | Net cash used in financing activities | ($13,550) | ($14,525) | | **Increase in cash and cash equivalents** | **$13,550** | **$27,247** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's business structure, revenue sources, and related-party transactions, with over 99% of total revenues derived from related parties - RMR LLC provides management services to four publicly traded Managed Equity REITs (DHC, ILPT, OPI, SVC) and three Managed Operating Companies (Five Star, Sonesta, TA)[21](index=21&type=chunk)[22](index=22&type=chunk) Management & Advisory Services Revenue Breakdown (Q1 FY2021, in thousands) | Revenue Source | Amount | | :--- | :--- | | Base Business Management Fees (Managed Equity REITs) | $21,555 | | Property Management Fees | $12,379 | | Fees from Managed Operating Companies | $5,638 | | Advisory Services (RMRM & TRMT) | $586 | - For the three months ended December 31, 2020, revenues from related parties totaled **$156.7 million**, representing over **99%** of total revenues[75](index=75&type=chunk) - The company recorded separation costs of **$4.2 million**, primarily related to retirement agreements with former executive and non-executive officers[82](index=82&type=chunk)[84](index=84&type=chunk) - A quarterly dividend of **$0.38 per share** was declared and paid during the quarter, totaling **$6.2 million**[88](index=88&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the significant impact of the COVID-19 pandemic on its Client Companies, leading to a decline in management services revenue, while maintaining a strong liquidity position [Overview and Business Environment](index=23&type=section&id=Overview%20and%20Business%20Environment) The company's business is closely tied to the U.S. real estate cycle and has been significantly impacted by the COVID-19 pandemic, particularly in hospitality, travel, and senior housing sectors - The COVID-19 pandemic has had a particularly severe impact on industries where Client Companies operate, including hospitality, travel, service retail, and senior housing[107](index=107&type=chunk) - The majority of Managed Equity REITs are currently paying business management fees based on their total market capitalization, making revenues susceptible to share price volatility[108](index=108&type=chunk) - Client Companies have granted temporary rent deferrals totaling **$20.1 million** to **239 tenants**, which delays the recognition of property management fees for RMR[108](index=108&type=chunk)[109](index=109&type=chunk) [Results of Operations](index=28&type=section&id=Results%20of%20Operations) Comparing Q1 FY2021 to Q1 FY2020, management services revenue decreased by **$6.5 million**, while total compensation and benefits expense rose by **$5.2 million**, leading to a **37.0%** fall in operating income Change in Operating Results (Q1 FY2021 vs Q1 FY2020, in thousands) | Line Item | $ Change | % Change | | :--- | :--- | :--- | | Management services revenue | $(6,528) | (13.8)% | | Total compensation and benefits expense | $5,175 | 16.2% | | Operating income | $(8,048) | (37.0)% | | Net income attributable to The RMR Group Inc. | $(552) | (5.8)% | - The decrease in management services revenue was primarily due to lower base business management fees from DHC (**$1.5 million**), OPI (**$1.0 million**), and SVC (**$3.1 million**) resulting from declines in their market capitalizations[127](index=127&type=chunk) - Equity-based compensation expense increased by **$2.0 million**, mainly due to the acceleration of unvested shares for retiring officers and higher share prices of Client Companies[126](index=126&type=chunk)[134](index=134&type=chunk) [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with **$383.2 million** in cash and cash equivalents and no debt as of December 31, 2020, continuing to pay quarterly dividends - As of December 31, 2020, the company had **$383.2 million** in cash and cash equivalents and no outstanding debt[142](index=142&type=chunk) - In January 2021, a quarterly dividend of **$0.38 per share** was declared, expected to total approximately **$10.7 million** in aggregate distributions to shareholders and RMR LLC members[145](index=145&type=chunk) - The company has a liability of **$29.95 million** related to the Tax Receivable Agreement, of which **$2.2 million** is expected to be paid in fiscal year 2021[79](index=79&type=chunk)[150](index=150&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=30&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is not subject to significant direct market risk from interest rates, commodity prices, or credit risk, but its revenues are indirectly exposed to market conditions affecting Client Companies - The company does not invest in derivative instruments or issue debt securities, limiting direct market risk[151](index=151&type=chunk) - Indirect market risk exists because if Client Companies are negatively impacted by market conditions, the company's revenues would likely decline[151](index=151&type=chunk) [Item 4. Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of December 31, 2020, with no material changes to internal control over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures are effective as of December 31, 2020[155](index=155&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[156](index=156&type=chunk) [Part II. Other Information](index=32&type=section&id=PART%20II.%20Other%20Information) [Item 1A. Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) The company states that there have been no material changes to the risk factors from those previously disclosed in its Annual Report on Form 10-K for the fiscal year ended September 30, 2020 - There have been no material changes to the risk factors from those provided in the 2020 Annual Report[165](index=165&type=chunk) [Item 6. Exhibits](index=33&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including certifications by the principal executive and financial officers, and XBRL data files [Signatures](index=34&type=section&id=Signatures) The report is signed by Matthew P. Jordan, Executive Vice President, Chief Financial Officer and Treasurer, on behalf of the registrant, dated February 2, 2021