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Artisan Partners Asset Management Inc. (APAM)

CIK: 0001517302. SIC: 6282 Investment Advice. Latest 10-K as of: 2026-02-20.

SIC breadcrumb: Finance, Insurance, And Real Estate > Security And Commodity Brokers, Dealers, Exchanges, And Services > SIC 6282 Investment Advice

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1517302. Latest filing source: 0001517302-26-000047.

Informational only - descriptive public-record data, not investment advice.

Business

Read APAM's verbatim Item 1 Business section from its latest 10-K: Business.

Risk Factors

Read APAM's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue1,196,688,000USD20252026-02-20
Net income290,320,000USD20252026-02-20
Assets1,577,292,000USD20252026-02-20

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-20. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001517302.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric2016201720182019202020212022202320242025
Revenue720,859,000795,624,000828,635,000798,952,000899,567,0001,227,236,000993,285,000975,131,0001,111,802,0001,196,688,000
Net income73,030,00049,599,000158,309,000156,536,000212,617,000336,516,000206,755,000222,289,000259,748,000290,320,000
Operating income234,234,000286,411,000304,941,000283,455,000358,324,000540,491,000344,097,000303,592,000366,629,000399,631,000
Diluted EPS2.842.653.405.092.943.193.664.05
Operating cash flow270,360,000225,954,000333,322,000292,793,000318,677,000398,551,000312,610,000253,028,000372,838,000171,988,000
Capital expenditures2,933,0001,578,0002,834,0003,498,0002,049,0002,435,0006,637,0002,257,0001,570,000371,000
Dividends paid115,384,000131,021,000167,780,000188,178,000203,006,000274,740,000248,696,000183,378,000221,956,000257,105,000
Assets936,166,000837,155,000805,014,000933,619,0001,151,962,0001,208,047,0001,234,608,0001,405,858,0001,618,756,0001,577,292,000
Liabilities818,452,000666,509,000630,178,000752,008,000867,167,000801,051,000819,971,000802,101,000868,837,000794,873,000
Stockholders' equity131,711,000109,923,000135,044,000132,957,000180,477,000276,204,000262,221,000324,151,000388,924,000438,831,000
Free cash flow267,427,000224,376,000330,488,000289,295,000316,628,000396,116,000305,973,000250,771,000371,268,000171,617,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric2016201720182019202020212022202320242025
Net margin10.13%6.23%19.10%19.59%23.64%27.42%20.82%22.80%23.36%24.26%
Operating margin32.49%36.00%36.80%35.48%39.83%44.04%34.64%31.13%32.98%33.39%
Return on equity55.45%45.12%117.23%117.73%117.81%121.84%78.85%68.58%66.79%66.16%
Return on assets7.80%5.92%19.67%16.77%18.46%27.86%16.75%15.81%16.05%18.41%
Liabilities / equity6.216.064.675.664.802.903.132.472.231.81

Industry Peer Context

Each number-line places APAM against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

Net margin peer context

APAM Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 34.APAM Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 34.34 SIC peersMin -46.9%Median 15.3%Max 59.0%APAM 24.3%

Operating margin peer context

APAM Operating margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 20.APAM Operating margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 20.20 SIC peersMin -29.0%Median 21.8%Max 37.7%APAM 33.4%

ROE peer context

APAM ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 34.APAM ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 34.34 SIC peersMin -100.1%Median 15.5%Max 168.1%APAM 66.2%

ROA peer context

APAM ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 35.APAM ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6282; peer count 35.35 SIC peersMin -10.2%Median 4.8%Max 18.4%APAM 18.4%

Financial Bridges

Waterfall figures reconcile reported SEC companyfacts components. Missing bridges are omitted when required components are not present for the same fiscal year.

Free cash flow = operating cash flow - capital expenditures

APAM FY2025 free cash flow bridge from reported figures.APAM FY2025 free cash flow bridge from reported figures.APAM free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$172.0MOperating cash flow-$371.0KCapex$171.6MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001517302-26-000047; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001517302-26-000047; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001517302-26-000047; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

APAM revenue, last 5 periods. Source: SEC companyfacts FY2025.APAM revenue, last 5 periods. Source: SEC companyfacts FY2025.APAM RevenueLatest point: FY2025 = $1.2BSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: Revenues. Source concepts: us-gaap:Revenues.

APAM net income, last 5 periods. Source: SEC companyfacts FY2025.APAM net income, last 5 periods. Source: SEC companyfacts FY2025.APAM Net incomeLatest point: FY2025 = $290.3MSource: SEC companyfacts FY2025.Fiscal yearNet income$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

APAM operating income, last 5 periods. Source: SEC companyfacts FY2025.APAM operating income, last 5 periods. Source: SEC companyfacts FY2025.APAM Operating incomeLatest point: FY2025 = $399.6MSource: SEC companyfacts FY2025.Fiscal yearOperating income$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: OperatingIncomeLoss. Source concepts: us-gaap:OperatingIncomeLoss.

APAM diluted eps, last 5 periods. Source: SEC companyfacts FY2025.APAM diluted eps, last 5 periods. Source: SEC companyfacts FY2025.APAM Diluted EPSLatest point: FY2025 = $4.05/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$3.00/share$6.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

APAM operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.APAM operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.APAM Operating cash flowLatest point: FY2025 = $172.0MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

APAM capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.APAM capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.APAM Capital expendituresLatest point: FY2025 = $371.0KSource: SEC companyfacts FY2025.Fiscal yearCapital expenditures$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

APAM dividends paid, last 5 periods. Source: SEC companyfacts FY2025.APAM dividends paid, last 5 periods. Source: SEC companyfacts FY2025.APAM Dividends paidLatest point: FY2025 = $257.1MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

APAM assets, last 5 periods. Source: SEC companyfacts FY2025.APAM assets, last 5 periods. Source: SEC companyfacts FY2025.APAM AssetsLatest point: FY2025 = $1.6BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: Assets. Source concepts: us-gaap:Assets.

APAM liabilities, last 5 periods. Source: SEC companyfacts FY2025.APAM liabilities, last 5 periods. Source: SEC companyfacts FY2025.APAM LiabilitiesLatest point: FY2025 = $794.9MSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$500.0M$1.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

APAM stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.APAM stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.APAM Stockholders' equityLatest point: FY2025 = $438.8MSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

APAM free cash flow, last 5 periods. Source: SEC companyfacts FY2025.APAM free cash flow, last 5 periods. Source: SEC companyfacts FY2025.APAM Free cash flowLatest point: FY2025 = $171.6MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001517302-26-000047; filed 2026-02-20. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-04. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001517302.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q12022-03-310.90reported discrete quarter
2022-Q22022-06-300.62reported discrete quarter
2022-Q32023-03-310.72reported discrete quarter
2023-Q22023-06-30242,903,00053,625,0000.76reported discrete quarter
2023-Q32023-09-30248,722,00053,155,0000.76reported discrete quarter
2023-Q42023-12-31248,997,00064,756,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31264,351,00059,481,0000.84reported discrete quarter
2024-Q22024-06-30270,818,00057,574,0000.80reported discrete quarter
2024-Q32024-09-30279,582,00072,990,0001.03reported discrete quarter
2024-Q42024-12-31297,051,00069,703,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31277,147,00061,139,0000.82reported discrete quarter
2025-Q22025-06-30282,749,00067,555,0000.94reported discrete quarter
2025-Q32025-09-30301,287,00066,830,0000.93reported discrete quarter
2025-Q42025-12-31335,505,00094,796,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31303,012,00058,041,0000.76reported discrete quarter

Quarterly Charts

APAM quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.APAM quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.APAM Quarterly RevenueLatest point: 2026-Q1 = $303.0MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$250.0M$500.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001517302-26-000091; filed 2026-05-04. Concept: Revenues. Source concepts: us-gaap:Revenues.

APAM quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.APAM quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.APAM Quarterly Net incomeLatest point: 2026-Q1 = $58.0MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001517302-26-000091; filed 2026-05-04. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

APAM quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.APAM quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.APAM Quarterly Diluted EPSLatest point: 2026-Q1 = $0.76/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$0.75/share$1.50/share2022-Q12022-Q22022-Q32023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001517302-26-000091; filed 2026-05-04. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001517302-26-000091.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-04. Report date: 2026-03-31.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview and Recent Highlights

We are a global multi-asset investment platform focused on providing a broad range of high-value added investment strategies in growing asset classes to sophisticated clients around the world. As of March 31, 2026, our 12 autonomous investment teams managed a total of 27 investment strategies across multiple asset classes and investment styles.

We focus on attracting, retaining and developing talented investment professionals and creating an environment in which each investment team is provided ample resources and support, transparent and direct financial incentives, a high degree of investment autonomy, and a long-term time horizon. We create new investment strategies when we identify opportunities to add value for clients, oftentimes through the use of a broad array of securities, instruments and techniques (which we call degrees of freedom) to differentiate returns and manage risk.

We offer our investment management capabilities primarily to sophisticated investors that operate with institutional decision-making processes and longer-term investment horizons. We employ knowledgeable and investment focused relationship managers who are directly aligned with our investment teams, and we pair them with regional and distribution channel experts. We provide access to many of our investment strategies through multiple investment vehicles, including separate accounts and different types of pooled vehicles. As of March 31, 2026, approximately 74% of our assets under management (AUM) were managed for clients and investors domiciled in the U.S. and 26% of our AUM were managed for clients and investors domiciled outside of the U.S.

As a high-value added investment manager we expect that long-term investment performance will be the primary driver of our long-term business and financial results. If we maintain and evolve existing investment strategies and launch new investment strategies that meet the needs of and generate attractive outcomes for sophisticated asset allocators, we believe that we will continue to generate strong business and financial results.

Over shorter time periods, changes in our business and financial results are largely driven by market conditions and fluctuations in our AUM that may not necessarily be the result of our long-term investment performance or the long-term demand for our strategies. For this reason, we expect that our business and financial results will fluctuate over time.

We strive to maintain a financial model that is transparent and predictable. We derive nearly all of our revenues from investment management fees, most of which are based on a specified percentage of clients’ AUM. A majority of our expenses, including most of our compensation expense, vary directly with changes in our revenues.

We invest thoughtfully to support our investment teams and future growth, while also paying out to stockholders and partners a majority of the cash that we generate from operations through dividends and distributions. We expect to continue to invest in the growth of the business, with a focus on adding new investment capabilities and more degrees of freedom in areas where both opportunity and client demand exist, and in which we can differentiate our active management and add value for clients.

Financial highlights for the quarter included the following:

•During the three months ended March 31, 2026, our AUM declined to $173.0 billion, a decrease of $6.9 billion, or 4%, compared to $179.9 billion at December 31, 2025, primarily due to $4.6 billion of market depreciation, $3.1 billion of net client cash outflows and $0.1 billion of Artisan Funds’ distributions not reinvested, partially offset by the acquisition of $0.9 billion from Grandview Property Partners.

•Average AUM for the three months ended March 31, 2026 was $182.4 billion, an increase of 1% from the average of $180.9 billion for the three months ended December 31, 2025, and an increase of 9% from the average of $166.7 billion for the three months ended March 31, 2025.

•We earned $303.0 million in revenue for the three months ended March 31, 2026, an increase of 9% from revenues of $277.1 million for the three months ended March 31, 2025.

•Our GAAP operating margin was 31.1% for the three months ended March 31, 2026, compared to 31.2% for the three months ended March 31, 2025. Adjusted operating margin was 31.1% for the three months ended March 31, 2026, compared to 32.1% for the three months ended March 31, 2025.

•We generated $0.76 of earnings per basic and diluted share and $0.87 of adjusted EPS.

•We acquired Grandview Property Partners for $22.5 million of upfront cash consideration with future consideration payable upon the achievement of committed capital milestones and certain revenue run rates for future Grandview Funds as well as the underlying performance of those funds over the seven-year period following the acquisition's closing date.

•We declared and distributed dividends of $1.58 per share of Class A common stock during the three months ended March 31, 2026.

•We declared, effective April 28, 2026, a quarterly dividend with respect to the three months ended March 31, 2026, of $0.77 per share of Class A common stock.

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Global markets and our AUM were volatile during the period. We reached record AUM near the end of February 2026 before declining to $173 billion at March 31, 2026. Preliminary AUM as of April 30, 2026, increased to approximately $183 billion reflecting global market movements.

Organizational Structure

Organizational Structure

Our operations are conducted through Artisan Partners Holdings LP (“Holdings”) and its subsidiaries. On March 12, 2013, Artisan Partners Asset Management Inc. (“APAM”) and Holdings completed a series of transactions (the “IPO Reorganization”) to reorganize their capital structures in connection with the initial public offering (“IPO”) of APAM’s Class A common stock. The IPO Reorganization and IPO were completed on March 12, 2013.

Limited partners of Holdings, some of whom are employees, held approximately 12% of the equity interests in Holdings as of March 31, 2026 which is reflected as noncontrolling interest.

We operate our business in a single segment.

Holdings Unit Exchanges

During the three months ended March 31, 2026, certain limited partners of Holdings exchanged 160,114 common units (along with a corresponding number of shares of Class B or Class C common stock of APAM, as applicable) for 160,114 shares of Class A common stock. In connection with the exchanges, APAM received 160,114 GP units of Holdings increasing its ownership interest in Holdings.

APAM’s equity ownership interest in Holdings was 88% and 87% at March 31, 2026 and December 31, 2025, respectively.

Financial Overview

Economic Environment

Global market conditions can materially impact our financial performance. Because the revenue we earn is based on the value of our AUM, fluctuations in our AUM due to changes in the economic environment and financial markets will result in corresponding fluctuations in our revenue and earnings.

The following table presents the total returns of relevant market indices for the three months ended March 31, 2026 and 2025:

For the Three Months Ended March 31,
20262025
S&P 500 Index(4.3)%(4.3)%
MSCI All Country World Index(3.2)%(1.3)%
MSCI EAFE Index(1.2)%6.9%
Russell® Midcap Index1.3%(3.4)%
MSCI Emerging Markets Index(0.2)%2.9%
ICE BofA US High Yield Index(0.5)%0.9%

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Key Performance Indicators

When we review our business and financial performance we consider, among other things, the following:

For the Three Months Ended March 31,
20262025
(unaudited; dollars in millions)
Assets under management at period end$172,981$162,390
Average assets under management (1)$182,403$166,743
Net client cash flows (2)$(3,117)$(2,840)
Total revenues$303.0$277.1
Weighted average fee (3)67.4bps67.5bps
Operating margin31.1%31.2%
Adjusted operating margin (4)31.1%32.1%
(1) We compute average AUM by averaging day-end AUM for the applicable period.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(3) We compute our weighted average fee by dividing annualized investment advisory fees, including performance fees, by average AUM for the applicable period. AUM within our consolidated investment products, and investment advisory fees earned thereon, are excluded from our weighted average fee calculations and total revenues, since any such revenues are eliminated upon consolidation.
(4) Adjusted measures are non-GAAP measures and are explained and reconciled to the comparable GAAP measures in “Supplemental Non-GAAP Financial Information” below.

AUM and Investment Performance

Changes to our operating results from one period to another are primarily caused by changes in the amount of our AUM. A key driver of changes in our AUM over time is the long-term investment performance of our investment strategies. Changes in the relative composition of our AUM among our investment strategies and vehicles and the effective fee rates on our products also impact our operating results.

The amount and composition of our AUM are, and will continue to be, influenced by a variety of factors including, among others:

•investment performance, including fluctuations in both the financial markets and foreign currency exchange rates and the quality of our investment decisions as assessed relative to applicable third-party benchmarks and peer groups, as appropriate;

•flows of client assets into and out of our various strategies and investment vehicles;

•our decision to close strategies or limit the growth of assets in a strategy or a vehicle when we believe it is in the best interest of our clients, as well as our decision to re-open strategies, in part or entirely;

•our ability to attract and retain qualified investment, management, and marketing and client service professionals;

•industry trends towards products, strategies, vehicles or services that we do not offer;

•competitive conditions in the investment management and broader financial services sectors; and

•investor sentiment and confidence.

24

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The table below sets forth changes in our total AUM:

[[GREPCENT_TABLE]]
[["","For the Three Months Ended March 31,","","Period-to-Period"],["","2026","","2025","","$","","%"],["","(unaudited; in millions)"],["Beginning assets under management","$","179,928","","","$","161,208","","","$","18,720","","","11.6","%"],["Gross client cash inflows","9,188","","","7,014","","","2,174","","","31.0","%"],["Gross client cash outflows","(12,305)","","","(9,854)","","","(2,451)","","","(24.9)","%"],["Net client cash flows","(3,117)","","","(2,840)","","","(277)","","","(9.8)","%"],["Acquisitions (1)","880","","","\u2014","","","880","","","N/M"],["Artisan Funds\u2019 distributions not reinvested (2)","(134)","","","(116)","","","(18)","","","(15.5)","%"],["Investment returns and other (3)","(4,576)","","","4,138","","","(8,714)","","","(210.6)","%"],["Ending assets under management","$","172,981","","","$","162,390","","","$","10,591","","","6.5","%"],["Average assets under management","$","182,403","","","$","166,743","","","$","15,660","","","9.4","%"],["(1) Represents assets acquired upon the closing of the Grandview Property Partners acquisition."],["(2) Artisan Funds\u2019 distr

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2026-02-20. Report date: 2025-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of the results of operations and financial condition of the Company should be read in conjunction with the “Forward-Looking Statements” disclosure preceding Part I and the “Risk Factors” set forth in Item 1A of Part I of this Annual Report on Form 10‑K, each of which describe our risks, uncertainties and other important factors in more detail.

Overview and Recent Highlights

We are a global multi-asset investment platform focused on providing a broad range of high-value added investment strategies in growing asset classes to sophisticated clients around the world. As of December 31, 2025, our 11 autonomous investment teams managed a total of 26 investment strategies across multiple asset classes and investment styles.

We focus on attracting, retaining and developing talented investment professionals and creating an environment in which each investment team is provided ample resources and support, transparent and direct financial incentives, a high degree of investment autonomy, and a long-term time horizon. We create new investment strategies when we identify opportunities to add value for clients, oftentimes through the use of a broad array of securities, instruments, and techniques (which we call degrees of freedom) to differentiate returns and manage risk.

We offer our investment management capabilities primarily to sophisticated investors that operate with institutional decision-making processes and longer-term investment horizons. We employ knowledgeable and investment focused relationship managers who are directly aligned with our investment teams, and we pair them with regional and distribution channel experts. We provide access to our investment strategies through multiple investment vehicles, including separate accounts and different types of pooled vehicles. As of December 31, 2025, approximately 74% of our AUM were managed for clients and investors domiciled in the U.S. and 26% of our AUM were managed for clients and investors domiciled outside of the U.S.

As a high value-added investment manager we expect that long-term investment performance will be the primary driver of our long-term business and financial results. If we maintain and evolve existing investment strategies and launch new investment strategies that meet the needs of and generate attractive outcomes for sophisticated asset allocators, we believe that we will continue to generate strong business and financial results.

Over shorter time periods, changes in our business and financial results are largely driven by market conditions and fluctuations in our AUM that may not necessarily be the result of our long-term investment performance or the long-term demand for our strategies. For this reason, we expect that our business and financial results will be lumpy over time.

We strive to maintain a financial model that is transparent and predictable. We derive nearly all of our revenues from investment management fees, most of which are based on a specified percentage of clients’ average AUM. A majority of our expenses, including most of our compensation expense, vary directly with changes in our revenues.

We invest thoughtfully to support our investment teams and future growth, while also paying out to stockholders and partners a majority of the cash that we generate from operations through dividends and distributions. We expect to continue to invest in the growth of the business, with a focus on adding new investment capabilities and more degrees of freedom in areas where both opportunity and client demand exist, and in which we can differentiate our active management and add value for clients.

Financial highlights for 2025 included the following:

•During the year ended December 31, 2025, our AUM increased to $179.9 billion, an increase of $18.7 billion, or 12%, compared to $161.2 billion at December 31, 2024, as a result of $33.4 billion of market appreciation, partially offset by $12.7 billion of net client cash outflows, and $2.0 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders.

•Average AUM for the year ended December 31, 2025 was $173.0 billion, an increase of 8.0% from the average of $160.2 billion for the year ended December 31, 2024.

•We earned $1,196.7 million in revenue for the year ended December 31, 2025, a 7.6% increase from revenues of $1,111.8 million for the year ended December 31, 2024.

•Our GAAP operating margin was 33.4% in 2025, compared to 33.0% in 2024. Adjusted operating margin was 35.3% in 2025, compared to 33.8% in 2024.

•We generated $4.05 of earnings per basic and diluted share and $3.93 of adjusted EPS.

•We declared and distributed dividends of $3.63 per share of Class A common stock during 2025.

•We declared, effective February 3, 2026, a quarterly dividend of $1.01 per share of Class A common stock with respect to the December 2025 quarter and a special annual dividend of $0.57 per share, for a total of $3.87 of dividends per share with respect to 2025.

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Organizational Structure

Organizational Structure

Our operations are conducted through Artisan Partners Holdings LP (“Holdings”) and its subsidiaries. On March 12, 2013, Artisan Partners Asset Management Inc. (“APAM”) and Holdings completed a series of transactions (the “IPO Reorganization”) to reorganize their capital structures in connection with the initial public offering (“IPO”) of APAM’s Class A common stock. The IPO Reorganization and IPO were completed on March 12, 2013.

Limited partners of Holdings, some of whom are employees, held approximately 13% of the equity interests in Holdings as of December 31, 2025. Our results reflect that significant noncontrolling interest.

We operate our business in a single segment.

Holdings Unit Exchanges

During the year ended December 31, 2025, certain limited partners of Holdings exchanged 71,500 common units (along with a corresponding number of shares of Class B or Class C common stock of APAM, as applicable) for 71,500 shares of Class A common stock. In connection with the exchanges, APAM received 71,500 GP units of Holdings.

APAM’s equity ownership interest in Holdings was 87% at December 31, 2024 and December 31, 2025.

Financial Overview

Economic Environment

Global market conditions can materially impact our financial performance. Because the revenue we earn is based on the value of our AUM, fluctuations in our AUM due to changes in the economic environment and financial markets will result in corresponding fluctuations in our revenues and earnings.

The following table presents the total returns of relevant market indices for the years ended December 31, 2025, 2024 and 2023:

For the Years Ended December 31,
202520242023
S&P 500 Index17.9%25.0%26.3%
MSCI All Country World Index22.3%17.5%22.2%
MSCI EAFE Index31.2%3.8%18.2%
Russell® Midcap Index10.6%15.3%17.2%
MSCI Emerging Markets Index33.6%7.5%9.8%
ICE BofA US High Yield Index8.5%8.2%13.5%

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Key Performance Indicators

When we review our business and financial performance we consider, among other things, the following:

For the Years Ended December 31,
202520242023
(unaudited; dollars in millions)
Assets under management at period end$179,928$161,208$150,167
Average assets under management (1)$173,004$160,232$139,321
Net client cash flows (2)$(12,662)$(3,699)$(4,076)
Total revenues$1,197$1,112$975
Weighted average fee (3)69.3 bps69.5 bps70.4 bps
Operating margin33.4%33.0%31.1%
Adjusted operating margin (4)35.3%33.8%31.6%
(1) We compute average AUM by averaging day-end AUM for the applicable period.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(3) We compute our weighted average fee by dividing annualized investment management fees, including performance fees, by average AUM for the applicable period. Prior to December 2025, we presented weighted average management fee, which excluded performance fees. The change was made as performance fees have become a more meaningful component of our revenues. Historical figures have been recast for comparability. AUM within our consolidated investment products, and any investment advisory fees earned thereon, are excluded from our weighted average fee calculations since any such revenues are eliminated upon consolidation.
(4) Adjusted measures are non-GAAP measures and are explained and reconciled to the comparable GAAP measures in “Supplemental Non-GAAP Financial Information” below.

Assets Under Management and Investment Performance

Changes to our operating results from one period to another are primarily caused by changes in the amount of our AUM. A key driver of changes in our AUM over time is the long-term investment performance of our investment strategies. Changes in the relative composition of our AUM among our investment strategies and vehicles and the effective fee rates on our investment products also impact our operating results.

The amount and composition of our AUM are, and will continue to be, influenced by a variety of factors including, among others:

•investment performance, including fluctuations in financial markets and foreign currency exchange rates and the quality of our investment decisions, as assessed relative to applicable third-party benchmarks and peer groups, as appropriate;

•flows of client assets into and out of our various strategies and investment vehicles;

•our decision to close strategies or limit the growth of assets in a strategy or a vehicle when we believe it is in the best interest of our clients, as well as our decision to re-open strategies, in part or entirely;

•our ability to attract and retain qualified investment, management, and marketing and client service professionals;

•industry trends towards products, strategies, vehicles or services that we do not offer;

•competitive conditions in the investment management and broader financial services sectors; and

•investor sentiment and confidence.

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The table below sets forth changes in our total AUM:

For the Years Ended December 31,
202520242023
(unaudited; dollars in millions)
Beginning assets under management$161,208$150,167$127,892
Gross client cash inflows27,03425,65021,395
Gross client cash outflows(39,696)(29,349)(25,471)
Net client cash flows (1)(12,662)(3,699)(4,076)
Artisan Funds’ distributions not reinvested(1,982)(1,193)(684)
Investment returns and other (2)33,36415,93327,035
Ending assets under management$179,928$161,208$150,167
Average assets under management$173,004$160,232$139,321
(1) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(2) Includes the impact of translating the value of AUM denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

Our equity strategies experienced net outflows of $15.6 billion in 2025, driven primarily by the Global Opportunities, U.S. Mid-Cap Growth and Non-U.S. Small-Mid Growth strategies. These outflows reflected (i) weaker relative performance over recent periods in certain strategies, (ii) client reallocations across asset classes and vehicles and (iii) profit taking following strong longer-term absolute returns in certain strategies. In contrast, our Credit and Alternative asset classes each generated net inflows in 2025, supported by relative performance and continued client demand for those asset classes.

While net flows are inherently difficult to predict, if recent performance and market trends persist, we could continue to experience net outflows in our equity strategies and net inflows in our credit and alternative strategies in 2026. Over the long term, we expect to generate the majority of our AUM growth through investment returns, which has been our historical experience.

We monitor the availability of attractive investment opportunities relative to the amount of assets we manage in each of our investment strategies and the velocity at which the strategies are experiencing inflows. When appropriate, we will close a strategy to new investors or otherwise take action to slow or restrict its growth, even though our aggregate AUM may be negatively impacted in the short term. We may also re-open a strategy, widely or selectively, to fill available capacity or manage the diversification of our client base in that strategy. We believe that management of our investment capacity protects our ability to manage assets successfully, which protects the interests of our clients and, in the long term, protects our ability to retain client assets and maintain our profit margins.

When we close or otherwise restrict the growth of a strategy, we typically continue to allow additional investments in the strategy by existing clients and certain related entities. We may also permit new investments by other eligible investors in our discretion. As a result, during a given period we may have net client cash inflows in a closed strategy. However, when a strategy is closed or its growth is restricted we expect there to be periods of net client cash outflows.

The unaudited table on the following page sets forth the average annual total returns (gross of fees) for each composite and its respective benchmark (and style benchmark, if applicable) over a multi-horizon time period as of December 31, 2025. Returns for periods less than one year are not annualized.

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Composite InceptionStrategy AUMAverage Annual Total Returns (Gross of Fees)(2)Average Annual Value-Added (3) Since Inception (bps)
Investment Team and StrategyDate(in $MM) (1)1 YR3 YR5 YR10 YRInception
Growth Team
Global Opportunities Strategy2/1/2007$16,53710.14%16.73%5.25%12.42%11.00%348
MSCI All Country World Index22.34%20.63%11.19%11.71%7.52%
Global Discovery Strategy9/1/20171,10713.25%17.59%5.33%---13.51%530
MSCI All Country World Small Mid Cap Index19.29%14.56%7.27%---8.21%
U.S. Mid-Cap Growth Strategy4/1/199710,28016.05%18.13%3.33%12.08%14.33%440
Russell® Midcap Index10.60%14.34%8.67%11.00%10.32%
Russell® Midcap Growth Index8.66%18.62%6.64%12.48%9.93%
U.S. Small-Cap Growth Strategy4/1/19952,7829.56%12.26%(1.42)%11.82%10.55%260
Russell® 2000 Index12.81%13.72%6.09%9.61%9.05%
Russell® 2000 Growth Index13.01%15.57%3.18%9.57%7.95%
Franchise Strategy10/1/2024$55321.10%---------16.89%35
MSCI All Country World Index22.34%---------16.54%
Global Equity Team
Global Equity Strategy4/1/201043247.84%25.85%11.25%14.37%13.66%373
MSCI All Country World Index22.34%20.63%11.19%11.71%9.93%
Non-U.S. Growth Strategy1/1/199615,47537.93%21.19%9.83%9.47%10.22%456
MSCI EAFE Index31.22%17.21%8.92%8.18%5.66%
U.S. Value Team
Value Equity Strategy7/1/20055,75014.66%17.76%13.28%13.57%9.86%149
Russell® 1000 Index17.37%22.72%13.58%14.58%10.97%
Russell® 1000 Value Index15.91%13.88%11.32%10.52%8.37%
U.S. Mid-Cap Value Strategy4/1/19992,1132.82%9.07%7.82%9.11%11.48%191
Russell® Midcap Index10.60%14.34%8.67%11.00%9.67%
Russell® Midcap Value Index11.05%12.26%9.82%9.77%9.57%
Value Income Strategy3/1/20221711.35%11.48%------6.61%(744)
S&P 500 Index17.88%22.98%------14.05%
International Value Group
International Value Strategy7/1/200253,06424.05%18.39%12.97%11.18%12.03%515
MSCI EAFE Index31.22%17.21%8.92%8.18%6.88%
International Explorer Strategy11/1/202091220.17%16.43%10.57%---14.83%401
MSCI All Country World Index Ex USA Small Cap29.26%15.59%6.90%---10.82%
Global Special Situations Strategy4/1/202534------------7.22%(140)
ICE BofA Global High Yield Index------------8.62%
Global Value Team
Global Value Strategy7/1/200736,28035.45%24.71%14.65%12.46%10.22%301
MSCI All Country World Index22.34%20.63%11.19%11.71%7.21%
Select Equity Strategy3/1/202098430.58%24.95%13.91%---15.77%(147)
S&P 500 Index17.88%22.98%14.42%---17.24%
Sustainable Emerging Markets Team
Sustainable Emerging Markets Strategy7/1/20062,53743.91%22.58%5.99%11.02%6.95%118
MSCI Emerging Markets Index33.57%16.38%4.19%8.41%5.77%
Credit Team
High Income Strategy4/1/201413,1919.08%11.74%6.32%8.16%7.31%232
ICE BofA US High Yield Index8.50%10.02%4.49%6.44%4.99%
Credit Opportunities Strategy7/1/201736711.06%18.58%13.73%---13.57%1,091
ICE BofA US Dollar 3-Month Deposit Offered Rate Constant Maturity Index4.42%5.00%3.25%---2.66%
Floating Rate Strategy1/1/2022937.50%10.35%------7.45%84
S&P UBS Leveraged Loan Index5.94%9.30%------6.61%
Custom Credit Solutions (4)7/1/20251,400------------------

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Developing World Team
Developing World Strategy7/1/20154,2839.15%22.93%0.17%13.37%11.36%531
MSCI Emerging Markets Index33.57%16.38%4.19%8.41%6.05%
Antero Peak Group
Antero Peak Strategy5/1/20172,22021.80%23.66%12.20%---18.98%415
S&P 500 Index17.88%22.98%14.42%---14.83%
Antero Peak Hedge Strategy11/1/201722618.28%20.32%9.92%---13.86%(73)
S&P 500 Index17.88%22.98%14.42%---14.59%
International Small-Mid Team
Non-U.S. Small-Mid Growth Strategy1/1/20194,91319.78%10.73%1.92%---10.86%123
MSCI All Country World Index Ex USA Small Mid Cap30.74%16.13%6.80%---9.63%
EMsights Capital Group
Global Unconstrained Strategy4/1/20221,18512.79%11.30%------11.30%708
ICE BofA 3-month Treasury Bill Index4.18%4.81%------4.22%
Emerging Markets Debt Opportunities Strategy5/1/20221,33216.77%14.01%------13.74%630
J.P. Morgan EMB Hard Currency/Local Currency 50-5015.34%9.54%------7.44%
Emerging Markets Local Opportunities Strategy8/1/20221,86125.39%13.73%------13.16%395
J.P. Morgan GBI-EM Global Diversified Index19.26%9.47%------9.21%
Total Assets Under Management$179,928
(1) AUM includes $123 million in the aggregate for which Artisan Partners provides investment models to managed account sponsors (reported on a lag not exceeding one quarter).
(2) We measure investment performance based upon the results of our “composites”, which represent the aggregate performance of all discretionary client accounts, including pooled investment vehicles, invested in the same strategy except those accounts with respect to which we believe client-imposed restrictions may have a material impact on portfolio construction and those accounts managed in a currency other than U.S. dollars (the results of these accounts, which represented approximately 18% of our AUM at December 31, 2025, are maintained in separate composites, which are not presented in these materials). Returns for periods less than one year are not annualized.
(3) Value-added is the amount, in basis points, by which the average annual gross composite return of each of our strategies has outperformed or underperformed its respective benchmark. See Forward-Looking Statements and Other Disclosures for further information on the benchmark indexes used. Value-added for periods less than one year is not annualized.
(4) Custom Credit Solutions represents assets managed by the Credit team within custom, investor-driven mandates for which there is no combined performance track record. A portion of this AUM was previously reported under the High Income strategy through month end June 30, 2025.

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The tables below set forth changes in our AUM by investment team:

By Investment Team (1)
Year EndedGrowthGlobal EquityU.S. ValueInt’l Value GroupGlobal ValueSEMCreditDeveloping WorldAntero Peak GroupInt’l Small-MidEMsights Capital GroupTotal
December 31, 2025(unaudited; in millions)
Beginning assets under management$38,445$12,934$7,597$44,295$28,679$1,552$11,942$4,100$2,211$6,544$2,909$161,208
Gross client cash inflows3,6731,3807448,7283,7806304,8148284916421,32427,034
Gross client cash outflows(14,698)(2,668)(1,200)(8,232)(4,904)(332)(2,376)(972)(668)(3,174)(472)(39,696)
Net client cash flows (2)(11,025)(1,288)(456)496(1,124)2982,438(144)(177)(2,532)852(12,662)
Artisan Funds’ distributions not reinvested(83)(271)(16)(1,110)(39)(2)(377)(23)(52)(9)(1,982)
Investment returns and other3,9224,53275510,3299,7486891,04832743595362633,364
Ending assets under management$31,259$15,907$7,880$54,010$37,264$2,537$15,051$4,283$2,446$4,913$4,378$179,928
Average assets under management$36,189$14,774$7,635$50,186$32,802$2,001$13,239$4,571$2,388$5,532$3,687$173,004
December 31, 2024
Beginning assets under management$38,546$13,725$7,057$41,009$25,670$917$9,683$3,453$2,101$7,151$855$150,167
Gross client cash inflows4,2565196557,2503,5071,0944,4195584898822,02125,650
Gross client cash outflows(9,652)(2,685)(804)(6,238)(3,254)(552)(2,745)(887)(957)(1,494)(81)(29,349)
Net client cash flows (2)(5,396)(2,166)(149)1,0122535421,674(329)(468)(612)1,940(3,699)
Artisan Funds’ distributions not reinvested(112)(109)(11)(507)(31)(360)(46)(16)(1)(1,193)
Investment returns and other5,4071,4847002,7812,787939459766242111515,933
Ending assets under management$38,445$12,934$7,597$44,295$28,679$1,552$11,942$4,100$2,211$6,544$2,909$161,208
Average assets under management$39,403$13,688$7,454$44,170$28,029$1,414$11,040$3,917$2,282$7,096$1,739$160,232
December 31, 2023
Beginning assets under management$33,977$13,871$6,088$30,210$21,767$873$7,140$3,466$3,676$6,752$72$127,892
Gross client cash inflows3,7307644528,1902,0921383,62358534272275721,395
Gross client cash outflows(6,570)(2,759)(762)(4,415)(3,755)(236)(2,063)(1,513)(2,331)(1,063)(4)(25,471)
Net client cash flows (2)(2,840)(1,995)(310)3,775(1,663)(98)1,560(928)(1,989)(341)753(4,076)
Artisan Funds’ distributions not reinvested(11)(26)(36)(325)(15)(270)(1)(684)
Investment returns and other7,4201,8751,3157,3495,5811421,2539154147413027,035
Ending assets under management$38,546$13,725$7,057$41,009$25,670$917$9,683$3,453$2,101$7,151$855$150,167
Average assets under management$36,541$13,849$6,514$35,990$23,332$874$8,328$3,512$3,041$6,949$391$139,321
(1) Effective March 31, 2024, the International Small-Mid team, managing the Non-U.S. Small-Mid Growth strategy, became its own autonomous investment franchise. For comparability purposes, historical AUM for both the Global Equity team and the International Small-Mid team are presented as though they were distinct teams prior to March 31, 2024.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested.

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The goal of our marketing, distribution and client service efforts is to establish and maintain a client base that is diversified by investment strategy, client type and distribution channel. As distribution channels have evolved to have more institutional-like decision making processes and longer-term investment horizons, we have expanded our distribution efforts into those areas.

The table below sets forth our AUM by distribution channel:

As of December 31, 2025As of December 31, 2024As of December 31, 2023
$ in millions% of total$ in millions% of total$ in millions% of total
Distribution Channel (1)(unaudited)(unaudited)(unaudited)
Intermediated Wealth (2)$110,46961.4%$94,43458.6%$84,37456.2%
Institutional (2)69,45938.6%66,77441.4%65,79343.8%
Ending Assets Under Management$179,928100.0%$161,208100.0%$150,167100.0%
(1) The allocation of AUM by distribution channel involves the use of estimates and the exercise of judgment.
(2) In the first quarter of 2025, we combined our intermediary and retail distribution channels, which we renamed the intermediated wealth channel, and recategorized certain client AUM to better reflect how management assesses and utilizes this information in the management of the business. Channel information for prior periods was reclassified for comparability purposes.

Our institutional channel includes AUM sourced from defined contribution plan clients, which made up approximately 7% of our total AUM as of December 31, 2025.

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The following tables set forth the changes in our AUM by vehicle type:

Year EndedArtisan Funds and Artisan Global FundsSeparate Accounts and Other (1)Total
December 31, 2025(unaudited; in millions)
Beginning assets under management$77,614$83,594$161,208
Gross client cash inflows19,2857,74927,034
Gross client cash outflows(22,447)(17,249)(39,696)
Net client cash flows (2)(3,162)(9,500)(12,662)
Artisan Funds’ distributions not reinvested(1,982)(1,982)
Investment returns and other15,36018,00433,364
Net transfers (3)45(45)
Ending assets under management$87,875$92,053$179,928
Average assets under management$84,106$88,898$173,004
December 31, 2024
Beginning assets under management$72,763$77,404$150,167
Gross client cash inflows16,4869,16425,650
Gross client cash outflows(17,297)(12,052)(29,349)
Net client cash flows (2)(811)(2,888)(3,699)
Artisan Funds’ distributions not reinvested(1,193)(1,193)
Investment returns and other6,9019,03215,933
Net transfers (3)(46)46
Ending assets under management$77,614$83,594$161,208
Average assets under management$77,518$82,714$160,232
December 31, 2023
Beginning assets under management$60,811$67,081$127,892
Gross client cash inflows15,1386,25721,395
Gross client cash outflows(15,079)(10,392)(25,471)
Net client cash flows (2)59(4,135)(4,076)
Artisan Funds’ distributions not reinvested(684)(684)
Investment returns and other12,59214,44327,035
Net transfers (3)(15)15
Ending assets under management$72,763$77,404$150,167
Average assets under management$67,412$71,909$139,321
(1) Separate accounts and other consists of AUM we manage in or through vehicles other than Artisan Funds or Artisan Global Funds.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested.
(3) Net transfers represents certain amounts that we have identified as having been transferred out of one investment strategy, investment vehicle or account and into another strategy, vehicle or account.

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The following table sets forth our AUM by asset class:

Years EndedEquity (1)Credit (2)Alternative (3)Total
December 31, 2025(unaudited; in millions)
Beginning assets under management$143,969$13,877$3,362$161,208
Gross client cash inflows20,3655,3761,29327,034
Gross client cash outflows(35,996)(2,535)(1,165)(39,696)
Net client cash flows (4)(15,631)2,841128(12,662)
Artisan Funds' distributions not reinvested(1,573)(379)(30)(1,982)
Investment returns and other31,2531,53857333,364
Ending assets under management$158,018$17,877$4,033$179,928
Average assets under management$153,594$15,643$3,767$173,004
December 31, 2024
Beginning assets under management$137,368$10,009$2,790$150,167
Gross client cash inflows18,7086,06787525,650
Gross client cash outflows(25,548)(2,793)(1,008)(29,349)
Net client cash flows (4)(6,840)3,274(133)(3,699)
Artisan Funds' distributions not reinvested(786)(360)(47)(1,193)
Investment returns and other14,22795475215,933
Ending assets under management$143,969$13,877$3,362$161,208
Average assets under management$145,000$11,954$3,278$160,232
December 31, 2023
Beginning assets under management$116,832$7,059$4,001$127,892
Gross client cash inflows16,6714,04667821,395
Gross client cash outflows(21,072)(2,059)(2,340)(25,471)
Net client cash flows (4)(4,401)1,987(1,662)(4,076)
Artisan Funds' distributions not reinvested(414)(270)(684)
Investment returns and other25,3511,23345127,035
Ending assets under management$137,368$10,009$2,790$150,167
Average assets under management$127,390$8,440$3,491$139,321
(1) Equity includes the following investment strategies: U.S. Mid-Cap Growth, U.S. Small-Cap Growth, U.S. Mid-Cap Value, Non-U.S. Growth, International Value, Global Opportunities, Global Equity, Value Equity, Global Value, Sustainable Emerging Markets, Global Discovery, Developing World, Non-U.S. Small-Mid Growth, International Explorer, Select Equity, Value Income and Franchise.
(2) Credit includes the following investment strategies: High Income, Floating Rate, Emerging Markets Debt Opportunities, Emerging Markets Local Opportunities and Custom Credit Solutions.
(3) Alternative includes the following investment strategies: Antero Peak, Antero Peak Hedge, China Post-Venture, Credit Opportunities, Global Unconstrained and Global Special Situations.
(4) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested.

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Artisan Investment Vehicles

The following table sets forth AUM as of and total revenue for the year ended December 31, 2025 for our various investment vehicles:

Artisan FundsArtisan Global FundsSeparate Accounts and Other
(in millions)
AUM$78,844$9,031$92,053
Percent of total AUM44%5%51%
Revenues$683.5$58.3$454.9
Percent of total revenue57%5%38%

Artisan Funds and Artisan Global Funds have contractual tiered fees rates that depend on the investment strategy, the amount of shareholder investment and other factors. Our contractual tiered fee rates for the series of Artisan Funds and Artisan Global Funds range from 0.60% to 1.05% of fund assets and 0.35% to 1.85% of AUM, respectively.

The “separate accounts and other” category consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as certain Custom Credit Solutions, which represent assets managed by the Credit team within custom, investor-driven mandates. In addition, assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority are also included within the “separate accounts and other” category.

Traditional separate account clients are generally subject to standard fee schedules that vary by investment strategy and, through the application of standard breakpoints, reflect the size of the account and client relationship. There are a number of exceptions to our standard fee schedules, including exceptions based on the nature of a client relationship and the aggregate value of a client’s assets under our management.

Some of our strategies are also accessible to certain types of employee benefit plans through Artisan-branded collective investment trusts. We act as investment adviser to the collective investment trusts and earn a management fee for providing this service.

Artisan serves as the investment manager and acts as the general partner for certain Artisan Private Funds. Under the terms of these agreements, Artisan earns a management fee, and for certain funds is entitled to receive either an allocation of profits or a performance-based fee.

The following table sets forth the weighted average fee rates across our products for the years ended December 31, 2025, 2024 and 2023:

For the Years Ended December 31,
202520242023
Artisan Funds and Artisan Global Funds0.883%0.887%0.901%
Separate accounts and other (total)0.513%0.512%0.519%
Traditional separate accounts0.482%0.490%0.491%
Collective investment trusts0.699%0.701%0.665%
Private funds0.773%0.558%0.654%

As is typical in the asset management industry, our rates of fee decline as the assets under our management in a relationship increase, and because of differences in our fees by investment strategy or investment vehicle, a change in the composition of our AUM, in particular a shift of assets to strategies or vehicles with lower effective rates of fees, could have a material impact on our overall weighted average rate of fee. See “—Qualitative and Quantitative Disclosures Regarding Market Risk—Market Risk” for a sensitivity analysis that demonstrates the impact that certain changes in the composition of our AUM could have on our revenues.

Investment Advisory Revenues

Essentially all of our revenues consist of fees earned from managing clients’ assets. Investment advisory fees, which are comprised of management fees and performance fees (including incentive allocations), fluctuate based on a number of factors, including the total value of our AUM, the composition of AUM among investment vehicles and investment strategies, changes in the fee rates on our products, the extent to which we enter into fee arrangements that differ from our standard fee schedules, which can be affected by custom and the competitive landscape in the relevant market, and, for the accounts on which we earn performance fees, the investment performance of those accounts.

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The different fee structures associated with Artisan Funds, Artisan Global Funds and separate accounts and other pooled vehicles, and the different fee schedules applicable to each of our investment strategies, make the composition of our AUM an important determinant of the investment advisory fees we earn. Historically, we have received higher effective rates of fees from Artisan Funds and Artisan Global Funds than from traditional separate accounts, reflecting, among other things, the different and broader array of services we provide to Artisan Funds and Artisan Global Funds. Our fees also differ by investment strategy, with higher-capacity strategies having lower standard fee rates than strategies with more limited capacity.

Certain separate account clients pay us fees based on the performance of their accounts relative to agreed-upon benchmarks, which typically results in a lower base fee, but allows us to earn higher fees if the performance we achieve for that client is superior to the performance of the agreed-upon benchmark. We may also receive performance fees or incentive allocations from Artisan Private Funds. Approximately 3% of our $179.9 billion of AUM as of December 31, 2025, have performance fee billing arrangements.

The following table sets forth revenues we earned by vehicle type for the years ended December 31, 2025, 2024 and 2023:

For the Years Ended December 31,
202520242023
Revenues(in millions)
Management fees
Artisan Funds and Artisan Global Funds$741.8$688.8$606.3
Separate accounts and other425.8408.2364.5
Performance fees29.114.84.3
Total revenues$1,196.7$1,111.8$975.1

Management fees and performance fees (including incentive allocations) earned from consolidated investment products are eliminated from revenue upon consolidation.

For the years ended December 31, 2025, 2024 and 2023, approximately 80%, 80% and 82%, respectively, of our investment advisory fees were earned from clients located in the United States.

Operating Expenses

Our operating expenses consist primarily of compensation and benefits, distribution, servicing and marketing, occupancy, communication and technology and general and administrative expenses.

Our expenses fluctuate due to a number of factors, including the following:

•variations in the amount of total compensation expense due to, among other things, changes in the amount of incentive compensation earned and long-term incentive awards made, variations in our employee count (including the addition of new investment teams), changes in our product mix and other competitive factors; and

•expenses, such as distribution fees, rent, professional service fees, technology and data-related costs, that are incurred to operate and grow our business.

A significant portion of our operating expenses are variable and fluctuate in direct relation to our AUM and revenues. Even if we experience declining revenues, we expect to continue to make the expenditures necessary for us to manage and grow our business. As a result, our profits may decline.

Compensation and Benefits

Compensation and benefits includes (i) salaries, incentive compensation and benefits costs and (ii) long-term incentive compensation expense related to equity and cash awards granted to employees.

Incentive compensation comprises a significant portion of our senior employees’ total compensation. The amount of incentive compensation paid to members of our investment teams and distribution team is based in large part on formulas that are tied directly to revenues. For each of our investment teams, incentive compensation generally represents 25% of the asset-based management fees and a share of performance-based fees generated by the AUM in the team’s strategy or strategies. Incentive compensation paid to most other employees is discretionary and determined based on individual performance and our overall results during the applicable year.

The Company is primarily self-insured for health benefits up to certain annual stop-loss limits. Expense is recognized based on claims filed and an estimate of claims incurred but not yet reported, as determined by an independent third party.

Fixed compensation costs are comprised primarily of salaries, benefits and long-term incentive compensation expense. Fixed compensation costs, exclusive of long-term incentive compensation, are expected to increase mid-single digits in 2026 reflecting merit increases and anticipated growth in our number of full-time employees, including the Grandview acquisition. Certain compensation and benefits expenses are generally higher in the beginning of the year, including employer funded retirement and health care contributions and payroll taxes. We expect these expenses will add approximately $6 million to our expenses in the first quarter of 2026, compared to the fourth quarter of 2025.

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Equity awards granted to our employees consist of standard restricted awards that generally vest on a pro rata basis over 5 years and career awards that vest when both of the following conditions are met (1) pro-rata time vesting over 5 years and (2) a qualifying retirement (as defined in the award agreements). Beginning with the 2024 grant, the pro rata 5-year vesting requirement is waived when a career award recipient has a qualified retirement after having met an age-plus-service condition. Career vesting awards granted to investment team members are generally further subject to the Franchise Protection Clause, which applies to current or future portfolio managers and founding investment team members. The Franchise Protection Clause provides that the total number of career awards ultimately vesting will be reduced to the extent that cumulative net client cash outflows from the award recipient’s investment team during a specified measurement period exceeds a set threshold.

Performance share units (“PSUs”) were granted to certain executive officers of the Company in 2020, 2021 and 2022 with the amount of shares vesting dependent on the Company’s adjusted operating margin and total stockholder return relative to a peer group over a three year measurement period. As of December 31, 2025, all outstanding PSUs had met the required performance conditions, but remain outstanding subject to meeting a qualifying retirement vesting condition.

The estimated grant date fair value of equity awards is recognized as compensation expense on a straight-line basis over the requisite service period of the award. The initial requisite service period is generally five years for restricted stock awards and restricted stock units, and was three years for PSUs. If an employee is eligible to fully vest in an award upon a qualified retirement, the initial requisite service period is equal to the employee’s required retirement notice period, which is generally either 12 or 18 months.

We grant cash-based long-term incentive awards, referred to as franchise capital awards, to certain investment team members in lieu of equity awards. Franchise capital awards are subject to the same vesting and forfeiture provisions as the equity awards. Prior to vesting, franchise capital awards are generally allocated to one or more of Artisan’s investment strategies. The underlying investment holdings and franchise capital award liability are marked to market value each quarter. The change in value of the award liability is included in compensation expense. The change in value of the underlying investment holdings is included in non-operating income/(expense).

We expect to reserve approximately 4% of our management fee revenues each quarter for future franchise capital awards, which we expect to make after the conclusion of each year. Over the long-term, we believe the economic impact of the reduced cash available for dividends will be offset by a corresponding reduction in dilution, as we expect to grant fewer equity awards as a result of the franchise capital awards.

During the first quarter of 2026, the Board approved the annual grant of long-term incentive awards with a grant date fair value of $71.8 million consisting of $21.2 million of restricted share-based awards and $50.6 million of franchise capital awards, to certain employees pursuant to the Company’s 2023 Omnibus Incentive Compensation Plan. The grant will be effective March 2, 2026.

Since the IPO, and including the grant in the first quarter of 2026, our Board has approved equity grants of 13,282,409 restricted share-based awards. Total unrecognized non-cash compensation expense for these awards is $66.0 million. As of the date of this filing, unvested equity awards consist of the following number of shares by vesting condition:

Service OnlyService & Performance ConditionsService & Market ConditionsTotal
Standard Pro Rata 5-Year Vesting891,320891,320
Qualified Retirement2,735,1251,550,91138,9854,325,021
Total Unvested3,626,4451,550,91138,9855,216,341

Including the long-term incentive award approved in the first quarter of 2026, total unrecognized long-term incentive compensation expense (including both equity grants and franchise capital awards) is $235.4 million. Long-term incentive compensation expense in 2026 is expected to be approximately $85.0 million, excluding the impact of forfeitures and investment returns on the franchise capital awards’ underlying investments. The retirement acceleration feature added to certain awards granted beginning in 2024 results in higher amortization expense relative to prior awards which did not accelerate upon retirement. The incremental impact of the retirement acceleration feature will decrease over time, and we currently expect the impact on 2027 compensation expense to be approximately $5 million lower than the impact on 2026 compensation expense.

We expect to continue to make annual long-term incentive awards each year, though the form and structure of the awards may change as we seek to maximize alignment between our associates and our clients and stockholders. The actual amount of the expense over time will depend primarily on the size of awards made. The size of the annual long-term incentive awards will vary from year to year and will be influenced by our results and other factors. From time to time, we may also grant individual long-term incentive awards in connection with talent acquisition and retention.

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Distribution, Servicing and Marketing

Distribution, servicing and marketing expenses primarily represent payments we make to broker-dealers, financial advisors, defined contribution plan providers, mutual fund supermarkets and other intermediaries for selling, servicing and administering accounts invested in shares of Artisan Funds. Artisan Funds authorizes intermediaries to accept purchase, exchange and redemption orders for shares of Artisan Funds on its behalf. Many intermediaries charge a fee for those services. Artisan Funds pays a portion of some of those fees, which portion is intended to compensate the intermediary for its provision of services of the type that would be provided by Artisan Funds’ transfer agent or other service providers if the shares were registered directly on the books of Artisan Funds’ transfer agent. Like the investment management fees we earn as adviser to Artisan Funds, distribution, servicing and marketing fees typically vary with the value of the assets invested in shares of Artisan Funds. The allocation of such fees between us and Artisan Funds is determined by the board of Artisan Funds, based on information and a recommendation provided by us, with the goal of allocating to us, at a minimum, all costs attributable to the marketing and distribution of shares of Artisan Funds. A significant portion of Artisan Funds’ shares are held by investors through intermediaries to which we pay distribution, servicing and marketing expenses.

Total distribution, servicing and marketing fees will increase as we increase our AUM sourced through intermediaries that charge these fees or similar fees. The amount we pay to intermediaries for distribution and administrative services varies by share class. As assets have transferred from the Investor share class to the Advisor and Institutional share classes, the amount we have paid for distribution, servicing and marketing relative to average AUM in the Artisan Funds has decreased. Consistent with the experience of other investment managers, as the foregoing expenses have decreased, we have seen increased requests from intermediaries for alternative forms of compensation. To date, such alternative forms of compensation have not been material, but they could be over time.

Occupancy

Occupancy expenses include operating leases for facilities, furniture and office equipment, miscellaneous facility related costs and depreciation expense associated with furniture purchases and leasehold improvements.

Communication and technology

Communication and technology expenses include information and data subscriptions, telecommunication device and data costs, information systems consulting fees, equipment and software maintenance expenses, operating leases for information technology equipment and depreciation and amortization expenses associated with computer hardware and software. Information and data subscriptions represent the costs we pay to obtain investment research and other data we need to operate our business. A portion of these expenses generally increase or decrease in relative proportion to the number of our employees and the overall size and scale of our business operations. We expect to continue our measured investments in technology to support our investment teams, distribution efforts and scalable operations.

On behalf of our clients, we make decisions to buy and sell securities, select broker-dealers to execute trades and negotiate brokerage commission rates. In connection with these transactions, we receive research products and services from broker-dealers in exchange for the business we conduct with such firms. Some of those research products and services could be acquired for cash and our receipt of those products and services through the use of client commissions, or soft dollars, reduces cash expenses we would otherwise incur. In response to the Markets in Financial Instruments Directive II and industry changes prompted by it, we have in the past experienced requests from clients to bear research expenses that are currently paid for using soft dollars. In response to such requests or as a result of changes in our operations, we may eventually bear more of the costs of research that are currently paid for using soft dollars, which could increase our operating expenses materially.

General and Administrative

General and administrative expenses include professional fees, travel and entertainment, certain state and local taxes, directors’ and officers’ liability insurance, director fees and other miscellaneous expenses we incur in operating our business.

We expect 2026 Occupancy, Communication and technology and General and administrative expenses in the aggregate to increase by mid-single digits compared to 2025.

Non-Operating Income (Expense)

Interest Expense

Interest expense primarily relates to the interest we pay on our debt. For a description of the terms of our debt, see “—Liquidity, Capital Resources, and Contractual Obligations”. Interest expense also includes interest on TRA payments, which is incurred between the due date (without extension) for APAM’s federal income tax return and the date on which APAM makes TRA payments.

Interest Income on Cash and Cash Equivalents and Other

Interest income on cash and cash equivalents and other includes income earned from investing excess operating cash in various money market funds.

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Net Gain (Loss) on the Tax Receivable Agreements

Non-operating income (expense) also includes gains or losses related to the changes in our estimate of the payment obligation under the TRAs, including the impact of tax rate changes. The effect of changes in our estimate of amounts payable under the TRAs, including the effect of changes in enacted tax rates and in applicable tax laws, is included in net income.

Net Investment Gain (Loss) of Consolidated Investment Products

Net investment gain (loss) of consolidated investment products represents the realized and unrealized investment gains (losses) related to investment products that are included in our consolidated financial statements because Artisan holds a controlling financial interest in the respective investment entities. Significant portions of net investment gain (loss) of consolidated investment products are offset by noncontrolling interests in our Consolidated Statements of Operations.

Net Investment Gain (Loss) of Nonconsolidated Investment Products

Net investment gain (loss) of nonconsolidated investment products includes realized and unrealized investment gains (losses) related to nonconsolidated investment products and dividends earned on nonconsolidated equity securities.

Net Income (Loss) Attributable to Noncontrolling Interests

Net Income (Loss) Attributable to Noncontrolling Interests - Holdings

Net income (loss) attributable to noncontrolling interests - Holdings represents the portion of earnings or loss attributable to the ownership interests in Artisan Partners Holdings held by the limited partners of Artisan Partners Holdings.

Net Income (Loss) Attributable to Noncontrolling Interests - Consolidated Investment Products

Net income (loss) attributable to noncontrolling interests - consolidated investment products represents the portion of earnings or loss attributable to third-party investors’ ownership interests in consolidated investment products.

Provision for Income Taxes

The provision for income taxes primarily represents APAM’s U.S. federal, state and local income taxes on its allocable portion of Holdings’ income, as well as foreign income taxes payable by Holdings’ subsidiaries. Our effective income tax rate is dependent on many factors, including a rate benefit attributable to the fact that a portion of Holdings’ taxable earnings are not subject to corporate level taxes. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. The effective tax rate is also lower than the statutory rate due to dividends paid on unvested share-based awards. These favorable impacts are partially offset by the impact of permanent items, including certain executive compensation expenses, that are not deductible for tax purposes.

As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes.

We currently estimate that our GAAP and adjusted effective tax rates will increase 1% to 3% beginning in 2027 as a result of the compensation deduction limitation rules within the One Big Beautiful Bill Act (“OBBBA”).

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Results of Operations

Year Ended December 31, 2025, Compared to Year Ended December 31, 2024

For the Years Ended December 31,Period-to-Period
20252024$%
Statements of operations data:(in millions, except share and per-share data)
Revenues
Management fees$1,167.6$1,097.0$70.66%
Performance fees29.114.814.397%
Total revenues1,196.71,111.884.98%
Operating Expenses
Total compensation and benefits649.6594.155.59%
Other operating expenses147.5151.1(3.6)(2)%
Total operating expenses797.1745.251.97%
Total operating income399.6366.633.09%
Non-operating income (expense)
Interest expense(8.6)(8.6)%
Other non-operating income (expense)98.182.615.519%
Total non-operating income (expense)89.574.015.521%
Income before income taxes489.1440.648.511%
Provision for income taxes111.390.920.422%
Net income before noncontrolling interests377.8349.728.18%
Less: Noncontrolling interests - Artisan Partners Holdings58.252.95.310%
Less: Noncontrolling interests - consolidated investment products29.337.1(7.8)(21)%
Net income attributable to Artisan Partners Asset Management Inc.$290.3$259.7$30.612%
Share Data
Basic earnings per share$4.05$3.66
Diluted earnings per share$4.05$3.66
Basic weighted average number of common shares outstanding65,603,94264,900,228
Diluted weighted average number of common shares outstanding65,603,94264,939,183

Revenues

The increase in revenues of $84.9 million, or 8%, for the year ended December 31, 2025, compared to the year ended December 31, 2024, was driven primarily by a $12.8 billion, or 8%, increase in our average AUM and a $14.3 million increase in performance fee revenue. The increase in performance fee revenue resulted from higher relative investment outperformance in products with performance fee billing arrangements.

The weighted average fee rate, inclusive of performance fees, was 69.3 basis points for the year ended December 31, 2025, compared to 69.5 basis points for the year ended December 31, 2024. The following table sets forth investment advisory fees and the weighted average fee by investment vehicle. The weighted average fee for Artisan Funds and Artisan Global Funds reflects the additional services we provide to these pooled vehicles.

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Separate Accounts and Other (1)Artisan Funds and Artisan Global Funds
For the Years Ended December 31,2025202420252024
(dollars in millions)
Investment advisory fees$454.9$423.0$741.8$688.8
Weighted average fee (2)51.3 bps51.2 bps88.3 bps88.7 bps
Percentage of ending AUM51%52%49%48%
(1) Separate accounts and other consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds.
(2) We compute our weighted average fee by dividing annualized investment management fees, inclusive of performance fees, by average AUM for the applicable period. Prior to December 2025, we presented weighted average management fee, which was exclusive of performance fees. Historical figures have been recast for comparability.

Operating Expenses

Compensation and Benefits

For the Years Ended December 31,Period-to-Period
20252024$%
(in millions)
Salaries, incentive compensation and benefits (1)$552.6$521.0$31.66%
Long-term incentive compensation awards97.073.123.933%
Total compensation and benefits$649.6$594.1$55.59%
(1) Excluding long-term incentive compensation awards.

The increase in total compensation and benefits was driven by a $26.4 million increase in incentive compensation primarily related to increased revenues and a $23.9 million increase in long-term incentive compensation, which included a $15.3 million increase due to changes in the market value of outstanding long-term incentive awards.

Total compensation and benefits was 54% and 53% of our revenues for the years ended December 31, 2025 and 2024, respectively.

Other operating expenses

Other operating expenses decreased $3.6 million for the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to a decrease in general and administrative costs, most notably decreases in travel and entertainment costs, occupancy-related abandonment charges and professional fees.

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Non-Operating Income (Expense)

Non-operating income (expense) consisted of the following:

For the Years Ended December 31,Period-to-Period
20252024$%
(in millions)
Net investment gain (loss) of consolidated investment products$47.4$52.0$(4.6)(9)%
Net investment gain (loss) on nonconsolidated seed investments8.77.01.724%
Net investment gain (loss) on nonconsolidated franchise capital investments32.014.517.5121%
Total net investment gain (loss)$88.1$73.514.620%
Interest expense(8.6)(8.6)%
Interest income on cash and cash equivalents and other9.49.6(0.2)(2)%
Net gain (loss) on the tax receivable agreements0.6(0.5)1.1220%
Total non-operating income (expense)$89.5$74.0$15.521%

Net investment gain (loss) of consolidated investment products, net investment gain (loss) on nonconsolidated seed investments and net investment gain (loss) on franchise capital investments increased $14.6 million in aggregate for the year ended December 31, 2025, compared to the year ended December 31, 2024, predominantly due to market conditions.

Artisan’s share of the $88.1 million total investment gains for the year ended December 31, 2025 was $58.0 million, comprised of $36.1 million of gains on investments to hedge compensation plans and $21.9 million of gains on seed investments. $30.1 million of the total investment gains for the year ended December 31, 2025 were attributable to noncontrolling interests.

Provision for Income Taxes

APAM’s effective income tax rate for the years ended December 31, 2025 and 2024 was 22.7% and 20.6%, respectively. The increase in effective tax rate was primarily due to the enactment of the OBBBA, which increased the effective tax rate by 2.2%.

Several factors contribute to the effective tax rate, including a rate benefit attributable to the fact that approximately 14% of Holdings’ full year projected taxable earnings were not subject to corporate-level taxes for the years ended December 31, 2025 and 2024. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes. The effective tax rate was favorably impacted in both periods due to tax deductible dividends paid on unvested restricted share-based awards.

Earnings Per Share

Weighted average basic and diluted shares of Class A common stock outstanding were higher for the year ended December 31, 2025, compared to the year ended December 31, 2024, as a result of unit exchanges and equity award grants. See Note 12, “Earnings Per Share” in the Notes to the consolidated financial statements in Item 8 of this report for further discussion of earnings per share.

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Year Ended December 31, 2024, Compared to the Year Ended December 31, 2023

For the Years Ended December 31,For the Period-to-Period
20242023$%
Statements of operations data:(in millions, except share and per-share data)
Revenues
Management fees$1,097.0$970.8$126.213%
Performance fees14.84.310.5244%
Total revenues1,111.8975.1136.714%
Operating Expenses
Total compensation and benefits594.1529.464.712%
Other operating expenses151.1142.19.06%
Total operating expenses745.2671.573.711%
Total operating income366.6303.663.021%
Non-operating income (expense)
Interest expense(8.6)(8.6)%
Other non-operating income82.688.7(6.1)(7)%
Total non-operating income (expense)74.080.1(6.1)(8)%
Income before income taxes440.6383.756.915%
Provision for income taxes90.971.919.026%
Net income before noncontrolling interests349.7311.837.912%
Less: Noncontrolling interests - Artisan Partners Holdings52.949.53.47%
Less: Noncontrolling interests - consolidated investment products37.140.0(2.9)(7)%
Net income attributable to Artisan Partners Asset Management Inc.$259.7$222.3$37.417%
Share Data
Basic earnings per share$3.66$3.19
Diluted earnings per share$3.66$3.19
Basic weighted average number of common shares outstanding64,900,22863,451,932
Diluted weighted average number of common shares outstanding64,939,18363,486,479

A detailed discussion of the year-over-year results for the year ended December 31, 2024, compared to the year ended December 31, 2023, can be found in “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 25, 2025.

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Supplemental Non-GAAP Financial Information

Our management uses non-GAAP measures (referred to as “adjusted” measures) of net income to evaluate the profitability and efficiency of the underlying operations of our business and as a factor when considering net income available for distributions and dividends. These adjusted measures remove the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products, (4) non-recurring expenses and (5) the adjustment to deferred taxes as a result of the OBBBA enactment. These adjusted measures also remove the non-operational complexities of our structure by adding back noncontrolling interests and assuming all income of Artisan Partners Holdings is allocated to APAM. Management believes these non-GAAP measures provide meaningful information to analyze our profitability and efficiency between periods and over time. We have included these non-GAAP measures to provide investors with the same financial metrics used by management to manage the Company.

Non-GAAP measures should be considered in addition to, and not as a substitute for, financial measures prepared in accordance with GAAP. Our non-GAAP measures may differ from similar measures used by other companies, even if similar terms are used to identify such measures. Our non-GAAP measures are as follows:

•Adjusted net income represents net income excluding the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products, (4) non-recurring expenses and (5) the adjustment to deferred taxes as a result of the OBBBA enactment. Adjusted net income also reflects income taxes assuming the vesting of all unvested Class A share-based awards and as if all outstanding limited partnership units of Artisan Partners Holdings had been exchanged for Class A common stock of APAM on a one-for-one basis. Assuming full vesting and exchange, all income of Artisan Partners Holdings is treated as if it were allocated to APAM, and the adjusted provision for income taxes represents an estimate of income tax expense at an effective rate reflecting APAM’s current federal, state and local income statutory tax rates. The adjusted tax rate was 24.7% for all periods presented.

•Adjusted net income per adjusted share is calculated by dividing adjusted net income by adjusted shares. The number of adjusted shares is derived by assuming the vesting of all unvested Class A share-based awards and the exchange of all outstanding limited partnership units of Artisan Partners Holdings for Class A common stock of APAM on a one-for-one basis.

•Adjusted operating income represents the operating income of the consolidated company excluding compensation expense related to market valuation changes in compensation plans and non-recurring expenses.

•Adjusted operating margin is calculated by dividing adjusted operating income by total revenues.

•Adjusted EBITDA represents adjusted net income before interest expense, income taxes, depreciation and amortization expense.

Net gain (loss) on the tax receivable agreements represents the income (expense) associated with the change in estimate of amounts payable under the tax receivable agreements entered into in connection with APAM’s initial public offering and related reorganization.

Compensation expense (reversal) related to market valuation changes in compensation plans represents the expense (income) associated with the change in the long-term incentive award liability resulting from investment returns of the underlying investment products. Because the compensation expense impact of the investment market exposure is economically hedged, management believes it is useful to reflect the expected net income offset in the calculation of adjusted operating income, adjusted net income and adjusted EBITDA. The related investment gain (loss) on the underlying investments is included in the adjustment for net investment gain (loss) of investment products.

Net investment gain (loss) of investment products represents the non-operating income (expense) related to the Company’s investments, in both consolidated investment products and nonconsolidated investment products, including investments held to economically hedge compensation plans. Excluding these non-operating market gains or losses on investments provides greater transparency to evaluate the profitability and efficiency of the underlying operations of the business. Interest income generated on cash and cash equivalents is considered part of normal operations, and therefore, is not excluded from adjusted net income.

Non-recurring expenses represents non-recurring professional fees that are not reflective of core operations.

The adjustment to income tax expense as a result of the OBBBA enactment relates to the remeasurement of deferred tax assets upon its enactment, specifically associated with new compensation deduction limitation rules effective for the Company starting in 2027.

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The following table sets forth, for the periods indicated, a reconciliation from GAAP financial measures to non-GAAP measures:

For the Years Ended December 31,
202520242023
Reconciliation of non-GAAP financial measures:
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$290.3$259.7$222.3
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings58.252.949.5
Add back: Provision for income taxes111.390.971.9
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans23.07.84.8
Add back: Net (gain) loss on the tax receivable agreements(0.6)0.5(0.5)
Add back: Net investment (gain) loss of investment products attributable to APAM(58.0)(31.9)(38.4)
Add back: Non-recurring expenses1.6
Less: Adjusted provision for income taxes104.894.276.5
Adjusted net income (Non-GAAP)$319.4$287.3$233.1
Average shares outstanding
Class A common shares65.664.963.4
Assumed vesting or exchange of:
Unvested Class A restricted share-based awards5.35.55.7
Artisan Partners Holdings units outstanding (noncontrolling interests)10.210.511.5
Adjusted shares81.180.980.6
Basic earnings per share (GAAP)$4.05$3.66$3.19
Diluted earnings per share (GAAP)$4.05$3.66$3.19
Adjusted net income per adjusted share (Non-GAAP)$3.93$3.55$2.89
Operating income (GAAP)$399.6$366.6$303.6
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans23.07.84.8
Add back: Non-recurring expenses1.6
Adjusted operating income (Non-GAAP)$422.6$376.0$308.4
Operating margin (GAAP)33.4%33.0%31.1%
Adjusted operating margin (Non-GAAP)35.3%33.8%31.6%
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$290.3$259.7$222.3
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings58.252.949.5
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans23.07.84.8
Add back: Net (gain) loss on the tax receivable agreements(0.6)0.5(0.5)
Add back: Net investment (gain) loss of investment products attributable to APAM(58.0)(31.9)(38.4)
Add back: Interest expense8.68.68.6
Add back: Provision for income taxes111.390.971.9
Add back: Depreciation and amortization9.39.99.3
Add back: Non-recurring expenses1.6
Adjusted EBITDA (Non-GAAP)$442.1$400.0$327.5

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Liquidity, Capital Resources and Contractual Obligations

Our working capital needs, including accrued incentive compensation payments, have been and are expected to be met primarily through cash generated by our operations. The assets and liabilities of consolidated investment products attributable to third-party investors do not impact our liquidity and capital resources. We have no right to the benefits from, nor do we bear the risks associated with, the assets and liabilities of consolidated investment products, beyond our direct equity investment and any investment advisory fees earned. Accordingly, assets and liabilities of consolidated investment products attributable to third-party investors are excluded from the amounts and discussions below. The following table shows our liquidity position as of December 31, 2025 and December 31, 2024:

December 31, 2025December 31, 2024
(in millions)
Cash and cash equivalents$214.4$201.2
Accounts receivable154.5118.7
Seed investments (1)151.6154.9
Undrawn commitment on revolving credit facility100.0100.0
(1) Seed investments include Artisan's direct equity investments in consolidated and nonconsolidated investment products. The balance excludes $219.4 million and $150.4 million of investments made related to funded long-term incentive compensation plans as of December 31, 2025 and December 31, 2024, respectively.

We manage our cash balances in order to fund our day-to-day operations. We mitigate concentration risk through the diversification of financial institutions holding daily operating cash balances and by investing excess operating cash in various money market funds. $166.5 million of our cash and cash equivalents balance was invested in money market funds as of December 31, 2025.

Accounts receivable primarily represent investment advisory fees that have been earned, but not yet received from our clients. We perform a review of our receivables on a monthly basis to assess collectability. As of December 31, 2025, none of our receivables were considered uncollectible.

We utilize cash to make seed investments in Artisan-sponsored investment products to support the development of new investment strategies and vehicles. As of December 31, 2025, the balance of all seed investments, including investments in consolidated investment products, was $151.6 million. The seed investments are generally redeemable at our discretion, subject to certain monthly or quarterly timing restrictions for certain Artisan Private Funds. We monitor for opportunities to redeem existing seed investments as sufficient scale in those strategies and vehicles is achieved.

During the year ended December 31, 2025, we made investments of $46.8 million related to funded long-term incentive compensation plans. As of December 31, 2025, the value of investments held in connection with funded long-term incentive compensations plans was $219.4 million. In the first quarter of 2026, we intend to invest an additional $50.6 million related to our economic hedge of franchise capital awards in connection with the grant that was approved by our Board on January 29, 2026.

In October 2023, we committed $16.0 million of capital as a seed investment in the Artisan Dislocation Opportunities Fund LP, a private fund that will call capital contributions and begin investment activity upon the occurrence of a market-based trigger. As of December 31, 2025, the trigger had not occurred and the capital had not yet been called, therefore the committed capital is not recorded in the Consolidated Statements of Financial Condition. The capital commitment terminates if the market trigger does not occur within three years of the October 30, 2023 initial closing date.

Under the terms of the Grandview Property Partners purchase agreement, we agreed to provide up to $50 million of seed capital commitments across Grandview’s next two flagship funds.

We expect our investment portfolio to continue to grow as we grant additional annual franchise capital awards and make additional seed capital investments in new strategies and vehicles to support our growth.

On August 15, 2025, Artisan Partners Holdings LP issued $50 million of 5.43% Series G Senior Notes and used the proceeds, along with cash on hand, to repay the $60 million of 4.29% Series D Senior Notes that matured on August 16, 2025. The Company incurred debt issuance costs of $0.5 million related to the notes which are amortized as interest expense over the life of the instrument.

As of December 31, 2025, we have $190 million in unsecured notes outstanding and a $100 million revolving credit facility with a five-year term ending in August 2027. The notes are comprised of three series, Series E, Series F and Series G, each with a balloon payment at maturity. The $100 million revolving credit facility was unused as of and for the year ended December 31, 2025.

The fixed interest rate on each series of unsecured notes is subject to a 100 basis point increase in the event Holdings receives a below-investment grade rating and any such increase will continue to apply until an investment grade rating is received. Holdings maintained an investment grade rating for the year ended December 31, 2025.

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These borrowings contain certain customary covenants including limitations on Artisan Partners Holdings’ ability to: (i) incur additional indebtedness or liens, (ii) engage in mergers or other fundamental changes, (iii) sell or otherwise dispose of assets including equity interests and (iv) make dividend payments or other distributions to Artisan Partners Holdings’ partners (other than, among others, tax distributions paid to partners for the purpose of funding tax liabilities attributable to their interests) when a default occurred and is continuing or would result from such a distribution. In addition, in the event of a Change of Control (as defined in the Note Purchase Agreement) or if Artisan’s average AUM for a fiscal quarter is below $45 billion, Holdings is generally required to offer to pre-pay the notes. Artisan Partners Limited Partnership, a wholly-owned subsidiary of Holdings, has guaranteed Holdings’ obligations under the terms of the Note Purchase Agreement.

In addition, covenants in the note purchase and revolving credit agreements require Artisan Partners Holdings to maintain the following financial ratios:

•leverage ratio (calculated as the ratio of consolidated total indebtedness on any date to consolidated EBITDA for the period of four consecutive fiscal quarters ended on or prior to such date) cannot exceed 3.00 to 1.00 (Artisan Partners Holdings’ leverage ratio for the year ended December 31, 2025 was 0.4 to 1.00); and

•interest coverage ratio (calculated as the ratio of consolidated EBITDA for any period of four consecutive fiscal quarters to consolidated interest expense for such period) cannot be less than 4.00 to 1.00 for such period (Artisan Partners Holdings’ interest coverage ratio for the year ended December 31, 2025 was 60.3 to 1.00).

Our failure to comply with any of the covenants or restrictions described above could result in an event of default under the agreements, giving our lenders the ability to accelerate repayment of our obligations. We were in compliance with all debt covenants as of December 31, 2025.

As of December 31, 2025, we had approximately $151.0 million of future minimum rent commitments under non-cancellable leasing arrangements.

Distributions and Dividends

Artisan Partners Holdings’ distributions, including distributions to APAM, for the years ended December 31, 2025 and 2024 were as follows:

For the Years Ended December 31,
20252024
(in millions)
Holdings Partnership Distributions to Limited Partners$56.2$48.9
Holdings Partnership Distributions to APAM363.1305.9
Total Holdings Partnership Distributions$419.3$354.8

APAM, acting as the general partner of Artisan Partners Holdings, declared, effective February 3, 2026, a distribution of $47.8 million, payable by Artisan Partners Holdings on February 20, 2026 to holders of its partnership units, including APAM.

APAM declared and paid the following dividends per share during the years ended December 31, 2025 and 2024:

For the Years Ended December 31,
Type of DividendClass of Stock20252024
QuarterlyClass A Common$3.13$2.82
Special AnnualClass A Common$0.50$0.34

Our Board declared, effective February 3, 2026, a dividend of $1.58 per share of Class A common stock, consisting of a variable quarterly dividend of $1.01 per share of Class A common stock with respect to the December quarter of 2025 and a special annual dividend of $0.57 per share. The dividend will be paid on February 27, 2026 to stockholders of record as of the close of business on February 13, 2026. The variable quarterly dividend of $1.01 per share represents approximately 80% of the cash generated (as described below) in the December quarter of 2025. The special dividend represents the remainder of undistributed cash generated during the year ended December 31, 2025 in addition to other discrete sources and uses of cash throughout the year, including realized gains on seed capital redemptions and investments redeemed in connection with forfeited franchise capital awards, less cash reserved for future growth initiatives including acquisitions and seed investments in new investment strategies and vehicles.

Subject to Board approval each quarter, we currently expect to pay a quarterly dividend of approximately 80% of the cash the Company generates each quarter. We expect our quarterly cash generation to approximate adjusted net income plus long-term incentive compensation award expense, less cash reserved for future franchise capital awards, with additional adjustments made for certain other sources and uses of cash, including capital expenditures. After the end of the year, our Board will consider payment of a special dividend from the 20% withheld each quarter plus any discrete sources and uses of cash throughout the year,

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which may include gains realized upon seed capital redemptions and investments redeemed in connection with forfeited franchise capital awards.

Although we expect to pay dividends according to our dividend policy, we may not pay dividends according to our policy or at all.

Tax Receivable Agreements (“TRAs”)

In addition to funding our normal operations, we will be required to fund amounts payable under the TRAs that we entered into in connection with the IPO, which resulted in the recognition of a $303.4 million liability as of December 31, 2025. The liability generally represents 85% of the tax benefits APAM expects to realize as a result of the merger of an entity into APAM as part of the IPO Reorganization, our purchase of partnership units from limited partners of Holdings and the exchange of partnership units (for shares of Class A common stock or other consideration).

The estimated liability assumes no material changes in the relevant tax law and that APAM earns sufficient taxable income to realize all tax benefits subject to the TRAs. An increase or decrease in future tax rates will increase or decrease, respectively, the expected tax benefits APAM would realize and the amounts payable under the TRAs. Changes in the estimate of expected tax benefits APAM would realize and the amounts payable under the TRAs as a result of change in tax rates have been and will be recorded in net income.

The liability will increase upon future purchases or exchanges of limited partnership units with the increase representing amounts payable under the TRAs equal to 85% of the estimated future tax benefits, if any, resulting from such purchases or exchanges. We intend to fund the payment of amounts due under the TRAs out of the reduced tax payments that APAM realizes in respect of the tax attributes to which the TRAs relate.

The actual increase in tax basis, as well as the amount and timing of any payments under these agreements, will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

In certain cases, payments under the TRAs may be accelerated and/or significantly exceed the actual benefits we realize in respect of the tax attributes subject to the TRAs. In such cases, we intend to fund those payments with cash on hand, although we may have to borrow funds depending on the amount and timing of the payments. During the year ended December 31, 2025, we made payments totaling $38.5 million, related to the TRAs, including interest. In 2026, we expect to make payments of approximately $40.4 million related to the TRAs.

Cash Flows

For the Years Ended December 31,
202520242023
(in millions)
Cash and cash equivalents as of January 1,$268.2$178.5$143.3
Net cash provided by operating activities172.0372.8253.1
Net cash provided by (used in) investing activities35.3(24.9)(38.2)
Net cash used in financing activities(183.0)(254.2)(175.0)
Net impact of deconsolidation of consolidated investment products(37.0)(4.0)(4.7)
Cash and cash equivalents as of December 31,$255.5$268.2$178.5

Year Ended December 31, 2025, Compared to Year Ended December 31, 2024

Net cash provided by operating activities decreased $200.8 million during the year ended December 31, 2025, compared to the year ended December 31, 2024. Net cash used in net purchase activity and other consolidated investment product activity increased by $213.8 million in 2025, driven primarily by a net increase in subscriptions to consolidated investment products. The increase included third-party subscriptions and additional capital provided by Artisan, including subscriptions related to two new consolidated investment products launched during the period. The increase in cash used by consolidated investment products was partially offset by a $33.0 million increase in operating income in the year ended December 31, 2025, as compared to the year ended December 31, 2024.

Investing activities consist of the purchase and sale of investment securities and the acquisition of property and equipment, and leasehold improvements. Net cash provided by (used in) investing activities increased $60.2 million during the year ended December 31, 2025, primarily due to seed redemptions and a decrease in capital expenditures.

Financing activities consist primarily of dividend payments to holders of our Class A common stock, partnership distributions to non-controlling interests, contributions to and distributions from consolidated investment products, payments of principal or proceeds received from our senior notes and payments owed under the tax receivable agreements. Net cash used in financing

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activities decreased $71.2 million during the year ended December 31, 2025. Investment subscriptions received by consolidated investment products increased by $128.0 million, which was partially offset by a $42.5 million increase in dividend and distribution payments and a $10.0 million net decrease in notes payable.

The investment product that was deconsolidated during the year ended December 31, 2025, resulted in a $33.0 million greater decrease in cash and cash equivalents compared to the investment product that was deconsolidated during the year ended December 31, 2024.

Critical Accounting Policies and Estimates

The accompanying consolidated financial statements were prepared in accordance with GAAP, and related rules and regulations of the SEC. The preparation of financial statements in conformity with GAAP requires management to make estimates or assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results could differ from these estimates or assumptions and may have a material effect on the consolidated financial statements.

Accounting policies are an integral part of our financial statements. A thorough understanding of these accounting policies is essential when reviewing our reported results of operations and our financial condition. Management believes that the critical accounting policies and estimates discussed below involve additional management judgment due to the sensitivity of the methods and assumptions used.

Consolidation

We consolidate all subsidiaries or other entities in which we have a controlling financial interest. We assess each legal entity in which we hold a variable interest on a quarterly basis to determine whether consolidation is appropriate. We determine whether we have a controlling financial interest in the entity by evaluating whether the entity is a voting interest entity (“VOE”) or a variable interest entity (“VIE”) under GAAP. Assessing whether an entity is a VIE or VOE and if it requires consolidation involves judgment and analysis. Factors considered in this assessment include the legal organization of the entity, our equity ownership and contractual involvement with the entity and any related party or de facto agent implications of our involvement with the entity.

Voting Interest Entities - A VOE is an entity in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, whereby the equity investment has all the characteristics of a controlling financial interest. As a result, voting rights are a key driver of determining which party, if any, should consolidate the entity. Under the VOE model, controlling financial interest is generally defined as a majority ownership of voting interests.

Variable Interest Entities - A VIE is an entity that lacks one or more of the characteristics of a VOE. In accordance with GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. We determine if a legal entity meets the definition of a VIE by considering whether the fund’s equity investment at risk is sufficient to finance its activities without additional subordinated financial support and whether the fund’s at-risk equity holders absorb any losses, have the right to receive residual returns and have the right to direct the activities of the entity most responsible for the entity’s economic performance.

Under the VIE model, controlling financial interest is defined as (i) the power to direct activities that most significantly impact the economic performance of the entity and (ii) the right to receive potentially significant benefits or the obligation to absorb potentially significant losses. We will generally consolidate VIEs in which we meet the power criteria and hold an equity ownership interest of greater than 10%.

We serve as the investment adviser for Artisan Funds, a family of mutual funds registered with the SEC under the Investment Company Act of 1940, and investment manager of Artisan Global Funds, a family of Ireland-based UCITS funds. Artisan Funds and Artisan Global Funds are corporate entities the business and affairs of which are managed by their respective boards of directors. The shareholders of the funds retain voting rights, including the right to elect and reelect members of their respective boards of directors. Each series of Artisan Funds is a VOE and is separately evaluated for consolidation under the VOE model. The shareholders of Artisan Global Funds lack simple majority liquidation rights, and as a result, Artisan Global Funds is evaluated for consolidation under the VIE model. Artisan Private Funds are also evaluated for consolidation under the VIE model because third-party equity holders of the funds lack the ability to remove Artisan as the general partner, or otherwise divest Artisan of its control of the funds.

Seed Investments - We generally make seed investments in sponsored investment portfolios at the portfolio’s formation. If the seed investment results in a controlling financial interest, we will consolidate the investment, and the underlying individual securities will be accounted for based on their classification at the underlying fund. If the seed investment results in significant influence, but not control, the investment will be accounted for as an equity method investment. Significant influence is generally considered to exist with equity ownership levels between 20% and 50%, although other factors are considered. Seed investments in which we do not have a controlling financial interest or significant influence are accounted for as investment securities. These investments are measured at fair value in the Consolidated Statements of Financial Condition. Realized and unrealized gains (losses) on investment securities are recorded in net investment income in the Consolidated Statements of Operations. Dividend

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income from these investments is recognized when earned and is included in net investment income in the Consolidated Statements of Operations.

Revenue Recognition

Investment management fees are generally computed as a percentage of AUM and are recognized as revenue at the end of each distinct service period. Fees for providing investment management services are computed and billed in accordance with the underlying investment management agreements, which is generally on a monthly or quarterly basis. Investment management fees are presented net of cash rebates to certain Artisan Global Fund investors and expense reimbursements pursuant to contractual expense limitations of pooled investment vehicles.

A number of investment management agreements provide for performance-based fees or incentive allocations, collectively “performance fees”. Performance fees, if earned, are recognized upon completion of the contractually determined measurement period, which is generally quarterly or annually. Performance fees recognized within the Consolidated Statements of Operations are not subject to claw back as a result of performance declines subsequent to the most recent measurement date.

Artisan accounts for asset management services as a single performance obligation that is satisfied over time, using a time-based measure of progress to recognize revenue. Customer consideration is variable due to the uncertainty of the value of AUM during each distinct service period. At the end of each quarter, Artisan records revenue for the actual amount of investment management fees for that quarter because the uncertainty has been resolved.

Performance fees are subject to the uncertainty of market volatility, and as a result, the entire amount of the variable consideration related to performance fees is constrained until the end of each measurement period. At the end of the quarterly or annual measurement period, revenue is recorded for the actual amount of performance fees earned during that period because the uncertainty has been resolved.

The portfolios of Artisan Funds and Artisan Global Funds, as well as the portfolios we manage for our other clients, are invested principally in securities for which market values are readily available, with a portion of each portfolio held in cash or cash-like instruments. With the exception of the assets managed by our Credit team and EMsights Capital Group (which together represented approximately 10.0% of our AUM at December 31, 2025), the portfolios are invested principally in publicly-traded equity securities.

The investment management fees that we receive are calculated based on the values of the securities held in the accounts that we manage for our clients. For our U.S.-registered mutual fund and UCITS fund clients, including Artisan Funds and Artisan Global Funds, and for Artisan Private Funds, our fees are based on the values of the funds’ assets as determined for purposes of calculating their net asset values. Securities held by Artisan Funds, Artisan Global Funds and Artisan Private Funds are generally valued at closing market prices, or if closing market prices are not readily available or are not considered reliable, at a fair value determined under procedures established by the fund’s board (fair value pricing). Values of securities determined using fair value pricing are likely to be different than they would be if only closing market prices were used.

For separate account clients, our fees may be based, at the client’s option, on the values of the securities in the portfolios we manage as determined by the client (or its custodian or other service provider) or by us in accordance with valuation procedures we have adopted. The valuation procedures we have adopted generally use closing market prices in the markets in which the securities trade, without adjustment for subsequent events except in unusual circumstances. We believe that our fees based on valuations determined under our procedures are not materially different from the fees we receive that are based on valuations determined by clients, their custodians or other service providers.

Income Taxes

We operate in numerous states and countries and must allocate our income, expenses and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all of our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed.

Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. As of December 31, 2025, we have not recorded a valuation allowance on any deferred tax assets. In the event that sufficient taxable income of the same character does not result in future years, among other things, a valuation allowance for certain of our deferred tax assets may be required.

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Payments pursuant to the Tax Receivable Agreements (“TRAs”)

We have recorded a liability of $303.4 million as of December 31, 2025, representing 85% of the estimated future tax benefits subject to the TRAs. The actual amount and timing of any payments under these agreements will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

New or Revised Accounting Standards

See Note 2, “Summary of Significant Accounting Policies — Recent accounting pronouncements” to the Consolidated Financial Statements included in Item 8 of Part II of this Form 10-K.

MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0001517302-25-000015.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-02-25. Report date: 2024-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of the results of operations and financial condition of the Company should be read in conjunction with the “Forward-Looking Statements” disclosure preceding Part I and the “Risk Factors” set forth in Item 1A of Part I of this Annual Report on Form 10‑K, each of which describe our risks, uncertainties and other important factors in more detail.

Overview and Recent Highlights

We are an investment management firm focused on providing high value-added, active investment strategies for sophisticated clients around the world. As of December 31, 2024, our 11 autonomous investment teams managed a total of 25 investment strategies across multiple asset classes and investment styles.

We focus on attracting, retaining and developing talented investment professionals and creating an environment in which each investment team is provided ample resources and support, transparent and direct financial incentives, a high degree of investment autonomy, and a long-term time horizon. We create new investment strategies when we identify opportunities to add value for clients, oftentimes through the use of a broad array of securities, instruments, and techniques (which we call degrees of freedom) to differentiate returns and manage risk.

We offer our investment management capabilities primarily to sophisticated investors that operate with institutional decision-making processes and longer-term investment horizons. We employ knowledgeable and investment focused relationship managers who are directly aligned with our investment teams, and we pair them with regional and distribution channel experts. We provide access to our investment strategies through multiple investment vehicles, including separate accounts and different types of pooled vehicles. As of December 31, 2024, approximately 75% of our AUM were managed for clients and investors domiciled in the U.S. and 25% of our AUM were managed for clients and investors domiciled outside of the U.S.

As a high value-added investment manager we expect that long-term investment performance will be the primary driver of our long-term business and financial results. If we maintain and evolve existing investment strategies and launch new investment strategies that meet the needs of and generate attractive outcomes for sophisticated asset allocators, we believe that we will continue to generate strong business and financial results.

Over shorter time periods, changes in our business and financial results are largely driven by market conditions and fluctuations in our AUM that may not necessarily be the result of our long-term investment performance or the long-term demand for our strategies. For this reason, we expect that our business and financial results will be lumpy over time.

We strive to maintain a financial model that is transparent and predictable. We derive nearly all of our revenues from investment management fees, most of which are based on a specified percentage of clients’ average AUM. A majority of our expenses, including most of our compensation expense, vary directly with changes in our revenues.

We invest thoughtfully to support our investment teams and future growth, while also paying out to stockholders and partners a majority of the cash that we generate from operations through dividends and distributions. We expect to continue to invest in the growth of the business, with a focus on adding new investment capabilities and more degrees of freedom in areas where both opportunity and client demand exist, and in which we can differentiate our active management and add value for clients.

Financial highlights for 2024 included the following:

•During the year ended December 31, 2024, our AUM increased to $161.2 billion, an increase of $11.0 billion, or 7%, compared to $150.2 billion at December 31, 2023, as a result of $15.9 billion of market appreciation, partially offset by $3.7 billion of net client cash outflows, and $1.2 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders.

•Average AUM for the year ended December 31, 2024 was $160.2 billion, an increase of 15.0% from the average of $139.3 billion for the year ended December 31, 2023.

•We earned $1,111.8 million in revenue for the year ended December 31, 2024, a 14.0% increase from revenues of $975.1 million for the year ended December 31, 2023.

•Our GAAP operating margin was 33.0% in 2024, compared to 31.1% in 2023. Adjusted operating margin was 33.8% in 2024, compared to 31.6% in 2023.

•We generated $3.66 of earnings per basic and diluted share and $3.55 of adjusted EPS.

•We declared and distributed dividends of $3.16 per share of Class A common stock during 2024.

•We declared, effective February 4, 2025, a quarterly dividend of $0.84 per share of Class A common stock with respect to the December 2024 quarter and a special annual dividend of $0.50 per share, for a total of $3.48 of dividends per share with respect to 2024.

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Organizational Structure

Organizational Structure

Our operations are conducted through Artisan Partners Holdings LP (“Holdings”) and its subsidiaries. On March 12, 2013, Artisan Partners Asset Management Inc. (“APAM”) and Holdings completed a series of transactions (the “IPO Reorganization”) to reorganize their capital structures in connection with the initial public offering (“IPO”) of APAM’s Class A common stock. The IPO Reorganization and IPO were completed on March 12, 2013.

Limited partners of Holdings, some of whom are employees, held approximately 13% of the equity interests in Holdings as of December 31, 2024. Our results reflect that significant noncontrolling interest.

We operate our business in a single segment.

Holdings Unit Exchanges

During the year ended December 31, 2024, certain limited partners of Holdings exchanged 1,173,667 common units (along with a corresponding number of shares of Class B or Class C common stock of APAM, as applicable) for 1,173,667 shares of Class A common stock. In connection with the exchanges, APAM received 1,173,667 GP units of Holdings.

APAM’s equity ownership interest in Holdings increased from 86% at December 31, 2023 to 87% at December 31, 2024, as a result of these transactions and other equity transactions during the period.

Financial Overview

Economic Environment

Economic uncertainty and volatility in global financial markets impact the value of our AUM. Because the revenue we earn is based on the value of our AUM, fluctuations in our AUM due to changes in the economic environment and financial markets will result in corresponding fluctuations in our revenues and earnings.

The following table presents the total returns of relevant market indices for the years ended December 31, 2024, 2023 and 2022:

For the Years Ended December 31,
202420232022
S&P 500 total returns25.0%26.3%(18.1)%
MSCI All Country World total returns17.5%22.2%(18.4)%
MSCI EAFE total returns3.8%18.2%(14.5)%
Russell Midcap® total returns15.3%17.2%(17.3)%
MSCI Emerging Markets Index7.5%9.8%(20.1)%
ICE BofA US High Yield Index8.2%13.5%(11.2)%

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Key Performance Indicators

When we review our business and financial performance we consider, among other things, the following:

For the Years Ended December 31,
202420232022
(unaudited; dollars in millions)
Assets under management at period end$161,208$150,167$127,892
Average assets under management (1)$160,232$139,321$141,516
Net client cash flows (2)$(3,699)$(4,076)$(9,813)
Total revenues$1,112$975$993
Weighted average management fee (3)68.6 bps69.8 bps70.2 bps
Operating margin33.0%31.1%34.6%
Adjusted operating margin (4)33.8%31.6%34.3%
(1) We compute average assets under management by averaging day-end assets under management for the applicable period.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(3) We compute our weighted average management fee by dividing annualized investment management fees (which excludes performance fees) by average assets under management for the applicable period. Assets under management within our consolidated investment products, and any investment advisory fees earned thereon, are excluded from our weighted average fee calculations since any such revenues are eliminated upon consolidation.
(4) Adjusted measures are non-GAAP measures and are explained and reconciled to the comparable GAAP measures in “Supplemental Non-GAAP Financial Information” below.

Assets Under Management and Investment Performance

Changes to our operating results from one period to another are primarily caused by changes in the amount of our AUM. Changes in the relative composition of our AUM among our investment strategies and vehicles and the effective fee rates on our investment products also impact our operating results.

The amount and composition of our AUM are, and will continue to be, influenced by a variety of factors including, among others:

•investment performance, including fluctuations in both the financial markets and foreign currency exchange rates and the quality of our investment decisions;

•flows of client assets into and out of our various strategies and investment vehicles;

•our decision to close strategies or limit the growth of assets in a strategy or a vehicle when we believe it is in the best interest of our clients, as well as our decision to re-open strategies, in part or entirely;

•our ability to attract and retain qualified investment, management, and marketing and client service professionals;

•industry trends towards products, strategies, vehicles or services that we do not offer;

•competitive conditions in the investment management and broader financial services sectors; and

•investor sentiment and confidence.

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The table below sets forth changes in our total AUM:

For the Years Ended December 31,
202420232022
(unaudited; dollars in millions)
Beginning assets under management$150,167$127,892$174,754
Gross client cash inflows25,65021,39527,227
Gross client cash outflows(29,349)(25,471)(37,040)
Net client cash flows (1)(3,699)(4,076)(9,813)
Artisan Funds’ distributions not reinvested (2)(1,193)(684)(497)
Investment returns and other (3)15,93327,035(36,552)
Ending assets under management$161,208$150,167$127,892
Average assets under management$160,232$139,321$141,516
(1) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(2) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(3) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

During 2024 our AUM increased by $11.0 billion due to $15.9 billion of market appreciation, partially offset by $3.7 billion of net client cash outflows and $1.2 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders. For the year, 13 of our 25 investment strategies had net inflows totaling $5.8 billion, which were offset by $9.5 billion of net outflows from the remaining strategies.

Over the long-term, we expect to generate the majority of our AUM growth through investment returns, which has been our historical experience.

We monitor the availability of attractive investment opportunities relative to the amount of assets we manage in each of our investment strategies and the velocity at which the strategies are experiencing inflows. When appropriate, we will close a strategy to new investors or otherwise take action to slow or restrict its growth, even though our aggregate AUM may be negatively impacted in the short term. We may also re-open a strategy, widely or selectively, to fill available capacity or manage the diversification of our client base in that strategy. We believe that management of our investment capacity protects our ability to manage assets successfully, which protects the interests of our clients and, in the long term, protects our ability to retain client assets and maintain our profit margins.

As of the date of this filing, the Artisan High Income Fund, Artisan International Value Fund and Artisan International Small-Mid Fund are closed to most new investors and their respective strategies are generally not accepting new client relationships. From time to time when Artisan Partners believes the strategy has capacity, it may, however, accept a new separate account relationship at its discretion. In addition, we are actively managing the capacity of our U.S. Small-Cap Growth strategy with respect to new client relationships.

When we close or otherwise restrict the growth of a strategy, we typically continue to allow additional investments in the strategy by existing clients and certain related entities. We may also permit new investments by other eligible investors in our discretion. As a result, during a given period we may have net client cash inflows in a closed strategy. However, when a strategy is closed or its growth is restricted we expect there to be periods of net client cash outflows.

The unaudited table on the following page sets forth the average annual total returns (gross of fees) for each composite and its respective benchmark (and style benchmark, if applicable) over a multi-horizon time period as of December 31, 2024. Returns for periods less than one year are not annualized.

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Composite InceptionStrategy AUMAverage Annual Total Returns (Gross of Fees)(2)Average Annual Value-Added (3) Since Inception (bps)
Investment Team and StrategyDate(in $MM) (1)1 YR3 YR5 YR10 YRInception
Growth Team
Global Opportunities Strategy2/1/2007$20,59116.13%0.60%10.64%12.32%11.05%430
MSCI All Country World Index17.49%5.43%10.05%9.22%6.75%
Global Discovery Strategy9/1/20171,80817.51%0.14%11.10%---13.55%677
MSCI All Country World Small Mid Index (4)8.68%0.82%6.61%---6.78%
U.S. Mid-Cap Growth Strategy4/1/199712,95213.27%(3.13)%10.15%10.80%14.27%429
Russell Midcap® Index15.34%3.79%9.91%9.62%10.31%
Russell Midcap® Growth Index22.10%4.04%11.46%11.53%9.98%
U.S. Small-Cap Growth Strategy4/1/19953,09415.96%(2.69)%6.72%10.98%10.58%280
Russell 2000® Index11.54%1.24%7.40%7.81%8.93%
Russell 2000® Growth Index15.15%0.21%6.85%8.08%7.78%
Global Equity Team
Global Equity Strategy4/1/201034618.78%2.66%8.44%10.22%11.66%252
MSCI All Country World Index17.49%5.43%10.05%9.22%9.14%
Non-U.S. Growth Strategy1/1/199612,41011.77%1.74%4.71%5.71%9.37%450
MSCI EAFE Index3.82%1.64%4.72%5.19%4.87%
China Post-Venture Strategy4/1/202117814.48%(7.52)%------(8.41)%395
MSCI China SMID Cap Index9.54%(10.70)%------(12.36)%
U.S. Value Team
Value Equity Strategy7/1/20054,91513.49%9.35%12.51%11.06%9.62%162
Russell® 1000 Index24.51%8.40%14.26%12.86%10.65%
Russell® 1000 Value Index14.37%5.63%8.67%8.48%8.00%
U.S. Mid-Cap Value Strategy4/1/19992,6665.76%3.51%8.65%7.82%11.83%231
Russell® Midcap Index15.34%3.79%9.91%9.62%9.63%
Russell® Midcap Value Index13.07%3.88%8.59%8.10%9.52%
Value Income Strategy3/1/20221610.91%---------4.98%(775)
S&P 500 Market Index25.02%---------12.73%
International Value Group
International Value Strategy7/1/200243,9117.77%7.90%10.23%8.74%11.53%562
MSCI EAFE Index3.82%1.64%4.72%5.19%5.91%
International Explorer Strategy10/1/20203847.32%4.47%------13.58%678
MSCI All Country World Index Ex USA Small Cap (Net)3.36%(1.46)%------6.80%
Global Value Team
Global Value Strategy7/1/200728,36411.90%7.74%9.51%8.90%8.93%253
MSCI All Country World Index17.49%5.43%10.05%9.22%6.40%
Select Equity Strategy3/1/202031516.96%7.91%------12.92%(419)
S&P 500 Market Index25.02%8.93%------17.11%
Sustainable Emerging Markets Team
Sustainable Emerging Markets Strategy7/1/20061,5528.25%(2.31)%2.72%5.83%5.25%81
MSCI Emerging Markets Index7.50%(1.92)%1.70%3.63%4.44%
Credit Team
High Income Strategy4/1/201411,5939.39%5.13%6.68%7.44%7.14%247
ICE BofA U.S. High Yield Index8.20%2.91%4.04%5.08%4.67%
Credit Opportunities Strategy7/1/201727218.06%13.10%16.20%---13.90%1,147
ICE BofA U.S. Dollar 3-Month Deposit Offered Rate Constant Maturity Index5.47%3.91%2.58%---2.43%
Floating Rate Strategy1/1/2022778.78%7.44%------7.44%60
S&P UBS Leveraged Loan Index (5)9.05%6.84%------6.84%
Developing World Team
Developing World Strategy7/1/20154,10030.04%0.41%11.12%---11.59%808
MSCI Emerging Markets Index7.50%(1.92)%1.70%---3.51%

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Antero Peak Group
Antero Peak Strategy5/1/20171,97932.68%5.26%13.80%---18.62%418
S&P 500 Market Index25.02%8.93%14.51%---14.44%
Antero Peak Hedge Strategy11/1/201723230.33%4.31%10.78%---13.26%(87)
S&P 500 Market Index25.02%8.93%14.51%---14.13%
International Small-Mid Team
Non-U.S. Small-Mid Growth Strategy1/1/20196,5440.86%(4.43)%4.44%---9.44%298
MSCI All Country World Index Ex USA Small Mid Cap3.49%(1.19)%3.54%---6.46%
EMsights Capital Group
Global Unconstrained Strategy4/1/202270112.25%---------10.80%656
ICE BofA 3-month U.S. Treasury Bill Index5.25%---------4.24%
Emerging Markets Debt Opportunities Strategy5/1/20221,02410.85%---------12.67%803
J.P. Morgan EMB Hard Currency/Local Currency 50-50 Index2.28%---------4.64%
Emerging Markets Local Opportunities Strategy8/1/20221,1841.05%---------8.48%316
J.P. Morgan GBI-EM Global Diversified Index(2.38)%---------5.32%
Total Assets Under Management$161,208
(1) AUM for Artisan Sustainable Emerging Markets and U.S. Mid-Cap Growth strategies includes $105 million in aggregate for which Artisan Partners provides investment models to managed account sponsors (reported on a lag not exceeding one quarter).
(2) We measure investment performance based upon the results of our “composites”, which represent the aggregate performance of all discretionary client accounts, including pooled investment vehicles, invested in the same strategy except those accounts with respect to which we believe client-imposed restrictions may have a material impact on portfolio construction and those accounts managed in a currency other than U.S. dollars (the results of these accounts, which represented approximately 15% of our assets under management at December 31, 2024, are maintained in separate composites, which are not presented in these materials). Returns for periods less than one year are not annualized.
(3) Value-added is the amount, in basis points, by which the average annual gross composite return of each of our strategies has outperformed or underperformed its respective benchmark. See Forward-Looking Statements and Other Disclosures for further information on the benchmark indexes used. Value-added for periods less than one year is not annualized.
(4) Effective in the quarter ended June 30, 2024, the Global Discovery strategy changed its benchmark from the MSCI All Country World Index to the MSCI All Country World Small Mid Index. All periods presented reflect the return of the new benchmark.
(5) The Floating Rate strategy’s benchmark has been renamed from Credit Suisse Leveraged Loan Total Return Index to S&P UBS Leveraged Loan Index.

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The tables below set forth changes in our AUM by investment team:

By Investment Team (1)
Year EndedGrowthGlobal EquityU.S. ValueInt’l Value GroupGlobal ValueSEMCreditDeveloping WorldAntero Peak GroupInt’l Small-MidEMsights Capital GroupTotal
December 31, 2024(unaudited; in millions)
Beginning assets under management$38,546$13,725$7,057$41,009$25,670$917$9,683$3,453$2,101$7,151$855$150,167
Gross client cash inflows4,2565196557,2503,5071,0944,4195584898822,02125,650
Gross client cash outflows(9,652)(2,685)(804)(6,238)(3,254)(552)(2,745)(887)(957)(1,494)(81)(29,349)
Net client cash flows (2)(5,396)(2,166)(149)1,0122535421,674(329)(468)(612)1,940(3,699)
Artisan Funds’ distributions not reinvested (3)(112)(109)(11)(507)(31)(360)(46)(16)(1)(1,193)
Investment returns and other5,4071,4847002,7812,787939459766242111515,933
Ending assets under management$38,445$12,934$7,597$44,295$28,679$1,552$11,942$4,100$2,211$6,544$2,909$161,208
Average assets under management$39,403$13,688$7,454$44,170$28,029$1,414$11,040$3,917$2,282$7,096$1,739$160,232
December 31, 2023
Beginning assets under management$33,977$13,871$6,088$30,210$21,767$873$7,140$3,466$3,676$6,752$72$127,892
Gross client cash inflows3,7307644528,1902,0921383,62358534272275721,395
Gross client cash outflows(6,570)(2,759)(762)(4,415)(3,755)(236)(2,063)(1,513)(2,331)(1,063)(4)(25,471)
Net client cash flows (2)(2,840)(1,995)(310)3,775(1,663)(98)1,560(928)(1,989)(341)753(4,076)
Artisan Funds’ distributions not reinvested (3)(11)(26)(36)(325)(15)(270)(1)(684)
Investment returns and other7,4201,8751,3157,3495,5811421,2539154147413027,035
Ending assets under management$38,546$13,725$7,057$41,009$25,670$917$9,683$3,453$2,101$7,151$855$150,167
Average assets under management$36,541$13,849$6,514$35,990$23,332$874$8,328$3,512$3,041$6,949$391$139,321
December 31, 2022
Beginning assets under management$52,434$23,581$8,053$31,816$26,744$1,173$8,157$8,102$5,277$9,417$$174,754
Gross client cash inflows7,0691,3855447,5602,7592933,0211,5991,0641,8676627,227
Gross client cash outflows(8,579)(6,432)(1,617)(6,617)(4,003)(226)(3,033)(2,998)(1,286)(2,249)(37,040)
Net client cash flows (2)(1,510)(5,047)(1,073)943(1,244)67(12)(1,399)(222)(382)66(9,813)
Artisan Funds’ distributions not reinvested (3)(5)(34)(47)(173)(16)(209)(7)(5)(1)(497)
Investment returns and other(16,942)(4,629)(845)(2,376)(3,717)(367)(796)(3,230)(1,374)(2,282)6(36,552)
Ending assets under management$33,977$13,871$6,088$30,210$21,767$873$7,140$3,466$3,676$6,752$72$127,892
Average assets under management (4)$38,565$16,722$7,146$30,406$23,574$996$7,548$4,872$4,350$7,297$53$141,516
(1) Effective March 31, 2024, the International Small-Mid team, managing the Non-U.S. Small-Mid Growth strategy, became its own autonomous investment franchise. For comparability purposes, historical assets under management for both the Global Equity team and the International Small-Mid team are presented as though they were distinct teams prior to March 31, 2024.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested.
(3) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(4) For the EMsights Capital Group, average assets under management is for the period beginning March 31, 2022, when the team began investment operations.

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The goal of our marketing, distribution and client service efforts is to establish and maintain a client base that is diversified by investment strategy, client type and distribution channel. As distribution channels have evolved to have more institutional-like decision making processes and longer-term investment horizons, we have expanded our distribution efforts into those areas. The table below sets forth our AUM by distribution channel:

As of December 31, 2024As of December 31, 2023As of December 31, 2022
$ in millions% of total$ in millions% of total$ in millions% of total
(unaudited)(unaudited)(unaudited)
Institutional$100,22762.2%$94,65263.0%$82,45664.5%
Intermediary55,68134.5%49,87133.2%39,85131.1%
Retail5,3003.3%5,6443.8%5,5854.4%
Ending Assets Under Management (1)$161,208100.0%$150,167100.0%$127,892100.0%
(1) The allocation of assets under management by distribution channel involves the use of estimates and the exercise of judgment.

Our institutional channel includes AUM sourced from defined contribution plan clients, which made up approximately 8% of our total AUM as of December 31, 2024. Across our institutional, intermediary and retail channels, we generally consider approximately 59% of our AUM as of December 31, 2024 to be attributed to intermediated wealth clients.

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The following tables set forth the changes in our AUM by vehicle type:

Year EndedArtisan Funds & Artisan Global FundsSeparate Accounts and Other (1)Total
December 31, 2024(unaudited; in millions)
Beginning assets under management$72,763$77,404$150,167
Gross client cash inflows16,4869,16425,650
Gross client cash outflows(17,297)(12,052)(29,349)
Net client cash flows (2)(811)(2,888)(3,699)
Artisan Funds’ distributions not reinvested (3)(1,193)(1,193)
Investment returns and other6,9019,03215,933
Net transfers (4)(46)46
Ending assets under management$77,614$83,594$161,208
Average assets under management$77,518$82,714$160,232
December 31, 2023
Beginning assets under management$60,811$67,081$127,892
Gross client cash inflows15,1386,25721,395
Gross client cash outflows(15,079)(10,392)(25,471)
Net client cash flows (2)59(4,135)(4,076)
Artisan Funds’ distributions not reinvested (3)(684)(684)
Investment returns and other12,59214,44327,035
Net transfers (4)(15)15
Ending assets under management$72,763$77,404$150,167
Average assets under management$67,412$71,909$139,321
December 31, 2022
Beginning assets under management$84,363$90,391$174,754
Gross client cash inflows18,6328,59527,227
Gross client cash outflows(24,552)(12,488)(37,040)
Net client cash flows (2)(5,920)(3,893)(9,813)
Artisan Funds’ distributions not reinvested (3)(497)(497)
Investment returns and other(16,834)(19,718)(36,552)
Net transfers (4)(301)301
Ending assets under management$60,811$67,081$127,892
Average assets under management$68,080$73,436$141,516
(1) Separate accounts and other consists of AUM we manage in or through vehicles other than Artisan Funds or Artisan Global Funds. This AUM includes assets we manage in traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to investment models for which we provide consulting advice but do not have discretionary investment authority.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested.
(3) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(4) Net transfers represents certain amounts that we have identified as having been transferred out of one investment strategy, investment vehicle or account and into another strategy, vehicle or account.

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The following table sets forth our AUM by asset class:

Year EndedEquity (1)Fixed Income (2)Alternative (3)Total
December 31, 2024(unaudited; in millions)
Beginning assets under management$137,368$10,009$2,790$150,167
Gross client cash inflows18,7086,06787525,650
Gross client cash outflows(25,548)(2,793)(1,008)(29,349)
Net client cash flows (4)(6,840)3,274(133)(3,699)
Artisan Funds' distributions not reinvested (5)(786)(360)(47)(1,193)
Investment returns and other14,22795475215,933
Ending assets under management$143,969$13,877$3,362$161,208
Average assets under management$145,000$11,954$3,278$160,232
December 31, 2023
Beginning assets under management$116,832$7,059$4,001$127,892
Gross client cash inflows16,6714,04667821,395
Gross client cash outflows(21,072)(2,059)(2,340)(25,471)
Net client cash flows (4)(4,401)1,987(1,662)(4,076)
Artisan Funds' distributions not reinvested (5)(414)(270)(684)
Investment returns and other25,3511,23345127,035
Ending assets under management$137,368$10,009$2,790$150,167
Average assets under management$127,390$8,440$3,491$139,321
December 31, 2022
Beginning assets under management$161,083$8,037$5,634$174,754
Gross client cash inflows23,0643,0381,12527,227
Gross client cash outflows(32,714)(3,020)(1,306)(37,040)
Net client cash flows (4)(9,650)18(181)(9,813)
Artisan Funds' distributions not reinvested (5)(283)(209)(5)(497)
Investment returns and other(34,318)(787)(1,447)(36,552)
Ending assets under management$116,832$7,059$4,001$127,892
Average assets under management$129,387$7,443$4,686$141,516
(1) Equity includes the following investment strategies: Mid-Cap Growth, Small-Cap Growth, Mid-Cap Value, Non-U.S. Growth, International Value, Global Opportunities, Global Equity, Value Equity, Global Value, Sustainable Emerging Markets, Global Discovery, Developing World, Non-U.S. Small-Mid Growth, International Explorer, Select Equity, and Value Income.
(2) Fixed Income includes the following investment strategies: High Income, Floating Rate, Emerging Markets Debt Opportunities, and Emerging Markets Local Opportunities.
(3) Alternative includes the following investment strategies: Antero Peak, Antero Peak Hedge, China Post-Venture, Credit Opportunities, and Global Unconstrained.
(4) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested.
(5) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.

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Artisan Funds and Artisan Global Funds

As of December 31, 2024, Artisan Funds comprised $69.8 billion, or 43%, of our AUM. For the year ended December 31, 2024, fees from Artisan Funds represented $636.2 million, or 57%, of our revenues. Our contractual tiered fee rates for the series of Artisan Funds range from 0.60% to 1.05% of fund assets, depending on the investment strategy, the amount invested and other factors.

As of December 31, 2024, Artisan Global Funds comprised $7.8 billion, or 5%, of our AUM. For the year ended December 31, 2024, fees from Artisan Global Funds represented $52.6 million, or 5%, of our revenues. Our contractual fee rates for Artisan Global Funds range from 0.50% to 1.85% of AUM.

The weighted average management fee rate paid by our Artisan Funds and Artisan Global Funds clients in the aggregate was 0.887%, 0.901%, and 0.907%, for the years ended December 31, 2024, 2023 and 2022, respectively.

Separate Accounts and Other

AUM within the “separate accounts and other” category consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority. Assets within the “separate accounts and other” category comprised $83.6 billion, or 52%, of our AUM as of December 31, 2024. For the year ended December 31, 2024, fees from these clients represented $423.0 million, or 38%, of our revenues.

Traditional separate account clients are generally subject to standard fee schedules that vary by investment strategy and, through the application of standard breakpoints, reflect the size of the account and client relationship. The weighted average management fee rate paid by our traditional separate account clients was 0.472%, 0.489%, and 0.484% for the years ended December 31, 2024, 2023 and 2022, respectively. There are a number of exceptions to our standard fee schedules, including exceptions based on the nature of a client relationship and the aggregate value of a client’s assets under our management. In general, our effective rate of fee for a particular client relationship declines as the assets we manage for that client increase, which we believe is typical for the asset management industry.

A number of our investment strategies are accessible to certain types of employee benefit plans through Artisan-branded collective investment trusts. We act as investment adviser to the collective investment trusts and earn a management fee for providing this service. The weighted average management fee rate paid by our Artisan-branded collective investment trust clients was 0.701%, 0.665%, and 0.714% for the years ended December 31, 2024, 2023 and 2022, respectively.

Artisan serves as the investment manager and acts as the general partner for certain Artisan Private Funds. Under the terms of these agreements, Artisan earns a management fee, and for certain funds is entitled to receive either an allocation of profits or a performance-based fee. The weighted average management fee rate paid by our Artisan Private Funds clients was 0.447%, 0.654%, and 0.809% for the years ended December 31, 2024, 2023 and 2022, respectively.

The weighted average management fee rate paid by clients within the “separate accounts and other” category in the aggregate was 0.494%, 0.508% and 0.512% for the years ended December 31, 2024, 2023 and 2022, respectively.

Because, as is typical in the asset management industry, our rates of fee decline as the assets under our management in a relationship increase, and because of differences in our fees by investment strategy or investment vehicle, a change in the composition of our AUM, in particular a shift of assets to strategies or vehicles with lower effective rates of fees, could have a material impact on our overall weighted average rate of fee. See “—Qualitative and Quantitative Disclosures Regarding Market Risk—Market Risk” for a sensitivity analysis that demonstrates the impact that certain changes in the composition of our AUM could have on our revenues.

Investment Advisory Revenues

Essentially all of our revenues consist of fees earned from managing clients’ assets. Investment advisory fees, which are comprised of management fees and performance fees (including incentive allocations), fluctuate based on a number of factors, including the total value of our AUM, the composition of AUM among investment vehicles and investment strategies, changes in the fee rates on our products, the extent to which we enter into fee arrangements that differ from our standard fee schedules, which can be affected by custom and the competitive landscape in the relevant market, and, for the accounts on which we earn performance fees, the investment performance of those accounts.

The different fee structures associated with Artisan Funds, Artisan Global Funds and separate accounts and other pooled vehicles, and the different fee schedules applicable to each of our investment strategies, make the composition of our AUM an important determinant of the investment management fees we earn. Historically, we have received higher effective rates of investment management fees from Artisan Funds and Artisan Global Funds than from traditional separate accounts, reflecting, among other things, the different and broader array of services we provide to Artisan Funds and Artisan Global Funds. Our investment management fees also differ by investment strategy, with higher-capacity strategies having lower standard fee rates than strategies with more limited capacity.

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Certain separate account clients pay us fees based on the performance of their accounts relative to agreed-upon benchmarks, which typically results in a lower base fee, but allows us to earn higher fees if the performance we achieve for that client is superior to the performance of the agreed-upon benchmark. We may also receive performance fees or incentive allocations from Artisan Private Funds. Approximately 3% of our $161.2 billion of AUM as of December 31, 2024 have performance fee billing arrangements. Performance fees of $14.8 million, $4.3 million, and $0.6 million were recognized in the years ended December 31, 2024, 2023 and 2022, respectively.

The following table sets forth revenues we earned by vehicle type for the years ended December 31, 2024, 2023 and 2022:

For the Years Ended December 31,
202420232022
Revenues(in millions)
Management fees
Artisan Funds & Artisan Global Funds$688.8$606.3$617.0
Separate accounts and other408.2364.5375.7
Performance fees14.84.30.6
Total revenues$1,111.8$975.1$993.3
Average assets under management for period$160,232$139,321$141,516

Management fees and performance fees (including incentive allocations) earned from consolidated investment products are eliminated from revenue upon consolidation.

For each of the years ended December 31, 2024, 2023 and 2022, approximately 80%, 82%, and 82%, respectively, of our investment advisory fees were earned from clients located in the United States.

Operating Expenses

Our operating expenses consist primarily of compensation and benefits, distribution, servicing and marketing, occupancy, communication and technology, and general and administrative expenses.

Our expenses fluctuate due to a number of factors, including the following:

•variations in the amount of total compensation expense due to, among other things, changes in the amount of incentive compensation earned and equity awards made, variations in our employee count (including the addition of new investment teams), changes in our product mix and other competitive factors; and

•expenses, such as distribution fees, rent, professional service fees, technology and data-related costs, that are incurred to operate and grow our business.

A significant portion of our operating expenses are variable and fluctuate in direct relation to our AUM and revenues. Even if we experience declining revenues, we expect to continue to make the expenditures necessary for us to manage and grow our business. As a result, our profits may decline.

Compensation and Benefits

Compensation and benefits includes (i) salaries, incentive compensation and benefits costs and (ii) long-term incentive compensation expense related to equity and cash awards granted to employees.

Incentive compensation comprises a significant portion of our senior employees’ total compensation. The amount of incentive compensation paid to members of our investment teams and distribution team is based in large part on formulas that are tied directly to revenues. For each of our investment teams, incentive compensation generally represents 25% of the asset-based management fees and a share of performance-based fees generated by the AUM in the team’s strategy or strategies. Incentive compensation paid to most other employees is discretionary and determined based on individual performance and our overall results during the applicable year.

The Company is primarily self-insured for health benefits up to certain annual stop-loss limits. Expense is recognized based on claims filed and an estimate of claims incurred but not yet reported, as determined by an independent third party.

Fixed compensation costs are comprised primarily of salaries, benefits, and long-term incentive compensation expense. Fixed compensation costs, exclusive of long-term incentive compensation, are expected to increase mid- to low- single digits in 2025 reflecting merit increases and the absorption of a full year of expense for full time employees hired in 2024.

Certain compensation and benefits expenses are generally higher in the beginning of the year, including employer funded retirement and health care contributions and payroll taxes. We expect these expenses will add approximately $6 million to our expenses in the first quarter of 2025, compared to the fourth quarter of 2024.

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Equity awards granted to our employees consist of standard restricted awards that generally vest on a pro rata basis over 5 years and career awards that vest when both of the following conditions are met (1) pro-rata time vesting over 5 years and (2) a qualifying retirement (as defined in the award agreements). Beginning with the 2024 grant, equity awards are also subject to a traditional retirement provision that eliminates the pro rata 5-year vesting requirement when a career award recipient has a qualified retirement after having met an age plus years of service threshold of 70. Career vesting awards granted to investment team members are generally further subject to the Franchise Protection Clause, which applies to current or future portfolio managers and founding investment team members. The Franchise Protection Clause provides that the total number of career awards ultimately vesting will be reduced to the extent that cumulative net client cash outflows from the award recipient’s investment team during a specified measurement period exceeds a set threshold. Performance share units (“PSUs”) were granted to certain executive officers of the Company in 2020, 2021 and 2022. The number of PSUs that vest is dependent upon the Company’s adjusted operating margin and total stockholder return relative to a peer group over a three year measurement period. Once determined the extent to which the performance conditions have been met, 50% of the PSUs eligible to vest will vest and the underlying shares will be delivered. The remaining 50% of the PSUs eligible to vest will vest upon a qualified retirement. No performance share units have been granted subsequent to 2022 and the final performance period was completed on December 31, 2024.

The estimated grant date fair value of equity awards is recognized as compensation expense on a straight-line basis over the requisite service period of the award. The initial requisite service period is generally five years for restricted stock awards and restricted stock units, and three years for PSUs. If an employee is eligible to fully vest in an award upon a qualified retirement, the initial requisite service period is equal to the employee’s required retirement notice period, which is generally 12 or 18 months.

We grant cash-based long-term incentive awards, referred to as franchise capital awards, to certain investment team members in lieu of additional equity awards. Franchise capital awards are subject to the same vesting and forfeiture provisions as the equity awards. Prior to vesting, franchise capital awards are generally allocated to one or more of Artisan’s investment strategies. The underlying investment holdings and franchise capital award liability are marked to market value each quarter. The change in value of the award liability is included in compensation expense. The change in value of the underlying investment holdings is included in non-operating income/(expense).

We expect to reserve approximately 4% of our management fee revenues each quarter for future franchise capital awards, which we expect to make after the conclusion of each year. Over the long-term, we believe the economic impact of the reduced cash available for dividends will be offset by a corresponding reduction in dilution, as we expect to grant fewer equity awards as a result of the franchise capital awards.

During the first quarter of 2025, the Board approved the annual grant of long-term incentive awards with a grant date fair value of $65.9 million consisting of $19.1 million of restricted share-based awards and $46.8 million of franchise capital awards, to certain employees pursuant to the Company’s 2023 Omnibus Incentive Compensation Plan. The grant will be effective March 3, 2025.

Since the IPO, and including the grant in the first quarter of 2025, our Board has approved equity grants of 12,800,786 restricted share-based awards. Total unrecognized non-cash compensation expense for these awards is $72.2 million. As of the date of this filing, unvested equity awards consist of the following number of shares by vesting condition:

Service OnlyService & Performance ConditionsService & Market ConditionsTotal
Standard Pro Rata 5-Year Vesting941,746941,746
Qualified Retirement2,961,2901,531,52638,9854,531,801
Total Unvested3,903,0361,531,52638,9855,473,547

Including the long-term incentive award approved in the first quarter of 2025, total unrecognized long-term incentive compensation expense (including both equity grants and franchise capital awards) is $211.1 million. Long-term incentive compensation expense in 2025 is expected to be $75.0 million, excluding the impact of investment returns on the franchise capital awards’ underlying investments.

We expect to continue to make annual long-term incentive awards each year, though the form and structure of the awards may change as we seek to maximize alignment between our associates and our clients and stockholders. The actual amount of the expense over time will depend primarily on the size of awards made. The size of the annual long-term incentive awards will vary from year to year and will be influenced by our results and other factors. From time to time, we may also grant individual long-term incentive awards in connection with talent acquisition and retention.

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Distribution, Servicing and Marketing

Distribution, servicing and marketing expenses primarily represent payments we make to broker-dealers, financial advisors, defined contribution plan providers, mutual fund supermarkets and other intermediaries for selling, servicing and administering accounts invested in shares of Artisan Funds. Artisan Funds authorizes intermediaries to accept purchase, exchange and redemption orders for shares of Artisan Funds on behalf of Artisan Funds. Many intermediaries charge a fee for those services. Artisan Funds pays a portion of some of those fees, which portion is intended to compensate the intermediary for its provision of services of the type that would be provided by Artisan Funds’ transfer agent or other service providers if the shares were registered directly on the books of Artisan Funds’ transfer agent. Like the investment management fees we earn as adviser to Artisan Funds, distribution, servicing and marketing fees typically vary with the value of the assets invested in shares of Artisan Funds. The allocation of such fees between us and Artisan Funds is determined by the board of Artisan Funds, based on information and a recommendation from us, with the goal of allocating to us, at a minimum, all costs attributable to the marketing and distribution of shares of Artisan Funds. A significant portion of Artisan Funds’ shares are held by investors through intermediaries to which we pay distribution, servicing and marketing expenses.

Total distribution, servicing and marketing fees will increase as we increase our AUM sourced through intermediaries that charge these fees or similar fees. The amount we pay to intermediaries for distribution and administrative services varies by share class. As assets have transferred from the Investor share class to the Advisor and Institutional share classes, the amount we have paid for distribution, servicing and marketing relative to average AUM in the Artisan Funds has decreased. Consistent with the experience of other investment managers, as the foregoing expenses have decreased, we have seen increased requests from intermediaries for alternative forms of compensation. To date, such alternative forms of compensation have not been material, but they could be over time.

Occupancy

Occupancy expenses include operating leases for facilities, furniture and office equipment, miscellaneous facility related costs and depreciation expense associated with furniture purchases and leasehold improvements. We expect 2025 occupancy expense to be relatively consistent with 2024.

Communication and technology

Communication and technology expenses include information and data subscriptions, telephone costs, information systems consulting fees, equipment and software maintenance expenses, operating leases for information technology equipment and depreciation and amortization expenses associated with computer hardware and software. Information and data subscriptions represent the costs we pay to obtain investment research and other data we need to operate our business. A portion of these expenses generally increase or decrease in relative proportion to the number of our employees and the overall size and scale of our business operations. We expect to continue our measured investments in technology to support our investment teams, distribution efforts, and scalable operations. We expect 2025 communication and technology expense to be relatively consistent with 2024.

On behalf of our clients, we make decisions to buy and sell securities, select broker-dealers to execute trades and negotiate brokerage commission rates. In connection with these transactions, we receive research products and services from broker-dealers in exchange for the business we conduct with such firms. Some of those research products and services could be acquired for cash and our receipt of those products and services through the use of client commissions, or soft dollars, reduces cash expenses we would otherwise incur. In response to the Markets in Financial Instruments Directive II and industry changes prompted by it, we have in the past experienced requests from clients to bear research expenses that are currently paid for using soft dollars. In response to such requests or as a result of changes in our operations, we may eventually bear a significant portion of the costs of research that are currently paid for using soft dollars, which would increase our operating expenses materially.

General and Administrative

General and administrative expenses include professional fees, travel and entertainment, certain state and local taxes, directors’ and officers’ liability insurance, director fees, and other miscellaneous expenses we incur in operating our business. We expect 2025 general and administrative costs to be relatively consistent with 2024.

Non-Operating Income (Expense)

Interest Expense

Interest expense primarily relates to the interest we pay on our debt. For a description of the terms of our debt, see “—Liquidity, Capital Resources, and Contractual Obligations”. Interest expense also includes interest on TRA payments, which is incurred between the due date (without extension) for APAM’s federal income tax return and the date on which APAM makes TRA payments.

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Interest Income on Cash and Cash Equivalents and Other

Interest income on cash and cash equivalents and other includes income earned from investing excess operating cash in various money market funds.

Net Gain (Loss) on the Tax Receivable Agreements

Non-operating income (expense) also includes gains or losses related to the changes in our estimate of the payment obligation under the TRAs, including the impact of tax rate changes. The effect of changes in our estimate of amounts payable under the TRAs, including the effect of changes in enacted tax rates and in applicable tax laws, is included in net income.

Net Investment Gain (Loss) of Consolidated Investment Products

Net investment gain (loss) of consolidated investment products represents the realized and unrealized investment gains (losses) related to investment products that are included in our consolidated financial statements because Artisan holds a controlling financial interest in the respective investment entities. Significant portions of net investment gain (loss) of consolidated investment products are offset by noncontrolling interests in our Consolidated Statements of Operations.

Net Investment Gain (Loss) of Nonconsolidated Investment Products

Net investment gain (loss) of nonconsolidated investment products includes realized and unrealized investment gains (losses) related to nonconsolidated investment products and dividends earned on nonconsolidated equity securities.

Net Income (Loss) Attributable to Noncontrolling Interests

Net Income (Loss) Attributable to Noncontrolling Interests - Holdings

Net income (loss) attributable to noncontrolling interests - Holdings represents the portion of earnings or loss attributable to the ownership interests in Artisan Partners Holdings held by the limited partners of Artisan Partners Holdings.

Net Income (Loss) Attributable to Noncontrolling Interests - Consolidated Investment Products

Net income (loss) attributable to noncontrolling interests - consolidated investment products represents the portion of earnings or loss attributable to third-party investors’ ownership interests in consolidated investment products.

Provision for Income Taxes

The provision for income taxes primarily represents APAM’s U.S. federal, state and local income taxes on its allocable portion of Holdings’ income, as well as foreign income taxes payable by Holdings’ subsidiaries. Our effective income tax rate is dependent on many factors, including a rate benefit attributable to the fact that a portion of Holdings’ taxable earnings are not subject to corporate level taxes. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. The effective tax rate is also lower than the statutory rate due to dividends paid on unvested share-based awards. These favorable impacts are partially offset by the impact of permanent items, including certain executive compensation expenses, that are not deductible for tax purposes.

As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes.

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Results of Operations

Year Ended December 31, 2024, Compared to Year Ended December 31, 2023

For the Years Ended December 31,Period-to-Period
20242023$%
Statements of operations data:(in millions, except share and per-share data)
Revenues
Management fees$1,097.0$970.8$126.213%
Performance fees14.84.310.5244%
Total revenues1,111.8975.1136.714%
Operating Expenses
Total compensation and benefits594.1529.464.712%
Other operating expenses151.1142.19.06%
Total operating expenses745.2671.573.711%
Total operating income366.6303.663.021%
Non-operating income (expense)
Interest expense(8.6)(8.6)0.0%
Other non-operating income (expense)82.688.7(6.1)(7)%
Total non-operating income (expense)74.080.1(6.1)(8)%
Income before income taxes440.6383.756.915%
Provision for income taxes90.971.919.026%
Net income before noncontrolling interests349.7311.837.912%
Less: Noncontrolling interests - Artisan Partners Holdings52.949.53.47%
Less: Noncontrolling interests - consolidated investment products37.140.0(2.9)(7)%
Net income attributable to Artisan Partners Asset Management Inc.$259.7$222.3$37.417%
Share Data
Basic earnings per share$3.66$3.19
Diluted earnings per share$3.66$3.19
Basic weighted average number of common shares outstanding64,900,22863,451,932
Diluted weighted average number of common shares outstanding64,939,18363,486,479

Revenues

The increase in revenues of $136.7 million, or 14%, for the year ended December 31, 2024, compared to the year ended December 31, 2023, was driven primarily by a $20.9 billion, or 15%, increase in our average AUM and a $10.5 million increase in performance fee revenue. The weighted average investment management fee, which excludes performance fees, was 68.6 basis points for the year ended December 31, 2024, compared to 69.8 basis points for the year ended December 31, 2023. The weighted average investment management fee decreased primarily due to a change in the mix of AUM among our strategies with more weighting towards fixed income strategies with lower average fee rates.

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The following table sets forth investment advisory fees and the weighted average management fee by investment vehicle. The weighted average management fee for Artisan Funds and Artisan Global Funds reflects the additional services we provide to these pooled vehicles.

Separate Accounts and Other (1)Artisan Funds and Artisan Global Funds
For the Years Ended December 31,2024202320242023
(dollars in millions)
Investment advisory fees$423.0$368.8$688.8$606.3
Weighted average management fee (2)49.4 bps50.8 bps88.7 bps90.1 bps
Percentage of ending AUM52%52%48%48%
(1) Separate accounts and other consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including assets we manage in traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority.
(2) We compute our weighted average management fee by dividing annualized management fees (which excludes performance fees) by average assets under management for the applicable period. Assets under management within our consolidated investment products, and any investment advisory fees earned thereon, are excluded from our weighted average fee calculations since any such revenues are eliminated upon consolidation.

Operating Expenses

The increase in total operating expenses of $73.7 million, or 11%, for the year ended December 31, 2024, compared to the year ended December 31, 2023, is due to a $64.7 million increase in total compensation and benefits expense and a $9.0 million increase in other operating expense.

Compensation and Benefits

For the Years Ended December 31,Period-to-Period
20242023$%
(in millions)
Salaries, incentive compensation and benefits (1)$521.0$469.9$51.111%
Long-term incentive compensation awards73.159.513.623%
Total compensation and benefits$594.1$529.4$64.712%
(1) Excluding long-term incentive compensation awards

The increase in total compensation and benefits was driven by a $43.7 million increase in incentive compensation primarily driven by increased revenue, increases in long-term incentive compensation comprised of $5.9 million for the retirement acceleration provision on 2024 grants and $3.0 million as a result of market valuation changes, and a $5.5 million increase in salaries and benefits as a result of the 2% increase in the number of full-time associates and salary increases.

Total compensation and benefits was 53% and 54% of our revenues for the years ended December 31, 2024 and 2023, respectively.

Other operating expenses

Other operating expenses increased $9.0 million for the year ended December 31, 2024, compared to the year ended December 31, 2023, due to increases in third-party distribution expense as a result of an increase in AUM subject to those fees, an increase in occupancy-related charges resulting from abandonment charges in 2024, as well as an increase in travel expense.

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Non-Operating Income (Expense)

Non-operating income (expense) consisted of the following:

For the Years Ended December 31,Period-to-Period
20242023$%
(in millions)
Interest expense$(8.6)$(8.6)$%
Interest income on cash and cash equivalents and other9.66.33.352%
Net investment gain (loss) of consolidated investment products52.062.7(10.7)(17)%
Net gain (loss) on the tax receivable agreements(0.5)0.5(1.0)(200)%
Net investment gain (loss) on nonconsolidated seed investments7.02.74.3159%
Net investment gain (loss) on nonconsolidated franchise capital investments14.516.5(2.0)(12)%
Total non-operating income (expense)$74.0$80.1$(6.1)8%

Net investment gain (loss) of consolidated investment products, net investment gain (loss) on nonconsolidated seed investments, and net investment gain (loss) on franchise capital investments decreased $8.4 million in the aggregate for the year ended December 31, 2024, compared to the year ended December 31, 2023, predominantly due to market conditions. Interest income on cash and cash equivalents and other increased $3.3 million due primarily to more cash invested in money market funds.

Provision for Income Taxes

APAM’s effective income tax rate for the years ended December 31, 2024 and 2023 was 20.6% and 18.7%, respectively. The increase in effective tax rate was primarily due to a decrease in non-controlling interests, limitations on executive compensation deductions and the impact of unrecognized tax benefits.

Several factors contribute to the effective tax rate, including a rate benefit attributable to the fact that approximately 14% and 16% of Holdings’ full year projected taxable earnings were not subject to corporate-level taxes for the years ended December 31, 2024 and 2023, respectively. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes. The effective tax rate was favorably impacted in both periods due to tax deductible dividends paid on unvested restricted share-based awards.

Earnings Per Share

Weighted average basic and diluted shares of Class A common stock outstanding were higher for the year ended December 31, 2024, compared to the year ended December 31, 2023, as a result of unit exchanges and equity award grants. See Note 12, “Earnings Per Share” in the Notes to the consolidated financial statements in Item 8 of this report for further discussion of earnings per share.

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Year Ended December 31, 2023, Compared to the Year Ended December 31, 2022

For the Years Ended December 31,For the Period-to-Period
20232022$%
Statements of operations data:(in millions, except share and per-share data)
Revenues
Management fees$970.8$992.7$(21.9)(2)%
Performance fees4.30.63.7617%
Total revenues975.1993.3(18.2)(2)%
Operating Expenses
Total compensation and benefits529.4510.419.04%
Other operating expenses142.1138.83.32%
Total operating expenses671.5649.222.33%
Total operating income303.6344.1(40.5)(12)%
Non-operating income (expense)
Interest expense(8.6)(9.9)1.313%
Other non-operating income88.7(22.4)111.1496%
Total non-operating income (expense)80.1(32.3)112.4348%
Income before income taxes383.7311.871.923%
Provision for income taxes71.963.48.513%
Net income before noncontrolling interests311.8248.463.426%
Less: Noncontrolling interests - Artisan Partners Holdings49.549.10.41%
Less: Noncontrolling interests - consolidated investment products40.0(7.5)47.5633%
Net income attributable to Artisan Partners Asset Management Inc.$222.3$206.8$15.57%
Share Data
Basic earnings per share$3.19$2.94
Diluted earnings per share$3.19$2.94
Basic weighted average number of common shares outstanding63,451,93262,475,960
Diluted weighted average number of common shares outstanding63,486,47962,498,509

A detailed discussion of the year-over-year results for the year ended December 31, 2023, compared to the year ended December 31, 2022, can be found in “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 22, 2024.

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Supplemental Non-GAAP Financial Information

Our management uses non-GAAP measures (referred to as “adjusted” measures) of net income to evaluate the profitability and efficiency of the underlying operations of our business and as a factor when considering net income available for distributions and dividends. These adjusted measures remove the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products and (4) non-recurring expenses. These adjustments also remove the non-operational complexities of our structure by adding back noncontrolling interests and assuming all income of Artisan Partners Holdings is allocated to APAM. Management believes these non-GAAP measures provide more meaningful information to analyze our profitability and efficiency between periods and over time. We have included these non-GAAP measures to provide investors with the same financial metrics used by management to manage the Company.

Non-GAAP measures should be considered in addition to, and not as a substitute for, financial measures prepared in accordance with GAAP. Our non-GAAP measures may differ from similar measures used by other companies, even if similar terms are used to identify such measures. Our non-GAAP measures are as follows:

•Adjusted net income represents net income excluding the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products, and (4) non-recurring expenses. Adjusted net income also reflects income taxes assuming the vesting of all unvested Class A share-based awards and as if all outstanding limited partnership units of Artisan Partners Holdings had been exchanged for Class A common stock of APAM on a one-for-one basis. Assuming full vesting and exchange, all income of Artisan Partners Holdings is treated as if it were allocated to APAM, and the adjusted provision for income taxes represents an estimate of income tax expense at an effective rate reflecting APAM’s current federal, state and local income statutory tax rates. The adjusted tax rate was 24.7% for all periods presented.

•Adjusted net income per adjusted share is calculated by dividing adjusted net income by adjusted shares. The number of adjusted shares is derived by assuming the vesting of all unvested Class A share-based awards and the exchange of all outstanding limited partnership units of Artisan Partners Holdings for Class A common stock of APAM on a one-for-one basis.

•Adjusted operating income represents the operating income of the consolidated company excluding compensation expense related to market valuation changes in compensation plans and non-recurring expenses.

•Adjusted operating margin is calculated by dividing adjusted operating income by total revenues.

•Adjusted EBITDA represents adjusted net income before interest expense, income taxes, depreciation and amortization expense.

Net gain (loss) on the tax receivable agreements represents the income (expense) associated with the change in estimate of amounts payable under the tax receivable agreements entered into in connection with APAM’s initial public offering and related reorganization.

Compensation expense (reversal) related to market valuation changes in compensation plans represents the expense (income) associated with the change in the long-term incentive award liability resulting from investment returns of the underlying investment products. Because the compensation expense impact of the investment market exposure is economically hedged, management believes it is useful to reflect the expected net income offset in the calculation of adjusted operating income, adjusted net income, and adjusted EBITDA. The related investment gain (loss) on the underlying investments is included in the adjustment for net investment gain (loss) of investment products.

Non-recurring expenses represent non-recurring professional fees that are not reflective of core operations.

Net investment gain (loss) of investment products represents the non-operating income (expense) related to the Company’s investments, in both consolidated investment products and nonconsolidated investment products, including investments held to economically hedge compensation plans. Excluding these non-operating market gains or losses on investments provides greater transparency to evaluate the profitability and efficiency of the underlying operations of the business. Interest income generated on cash and cash equivalents is considered part of normal operations, and therefore, is not excluded from adjusted net income.

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The following table sets forth, for the periods indicated, a reconciliation from GAAP financial measures to non-GAAP measures:

For the Years Ended December 31,
202420232022
Reconciliation of non-GAAP financial measures:
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$259.7$222.3$206.8
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings52.949.549.1
Add back: Provision for income taxes90.971.963.4
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans7.84.8(3.8)
Add back: Net (gain) loss on the tax receivable agreements0.5(0.5)(1.0)
Add back: Net investment (gain) loss of investment products attributable to APAM(31.9)(38.4)16.9
Add back: Non-recurring expenses1.6
Less: Adjusted provision for income taxes94.276.581.8
Adjusted net income (Non-GAAP)$287.3$233.1$249.6
Average shares outstanding
Class A common shares64.963.462.5
Assumed vesting or exchange of:
Unvested Class A restricted share-based awards5.55.75.7
Artisan Partners Holdings units outstanding (noncontrolling interests)10.511.512.0
Adjusted shares80.980.680.2
Basic earnings per share (GAAP)$3.66$3.19$2.94
Diluted earnings per share (GAAP)$3.66$3.19$2.94
Adjusted net income per adjusted share (Non-GAAP)$3.55$2.89$3.11
Operating income (GAAP)$366.6$303.6$344.1
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans7.84.8(3.8)
Add back: Non-recurring expenses1.6
Adjusted operating income (Non-GAAP)$376.0$308.4$340.3
Operating margin (GAAP)33.0%31.1%34.6%
Adjusted operating margin (Non-GAAP)33.8%31.6%34.3%
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$259.7$222.3$206.8
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings52.949.549.1
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans7.84.8(3.8)
Add back: Net (gain) loss on the tax receivable agreements0.5(0.5)(1.0)
Add back: Net investment (gain) loss of investment products attributable to APAM(31.9)(38.4)16.9
Add back: Interest expense8.68.69.9
Add back: Provision for income taxes90.971.963.4
Add back: Depreciation and amortization9.99.37.9
Add back: Non-recurring expenses1.6
Adjusted EBITDA (Non-GAAP)$400.0$327.5$349.2

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Liquidity, Capital Resources, and Contractual Obligations

Our working capital needs, including accrued incentive compensation payments, have been and are expected to be met primarily through cash generated by our operations. The assets and liabilities of consolidated investment products attributable to third-party investors do not impact our liquidity and capital resources. We have no right to the benefits from, nor do we bear the risks associated with, the assets and liabilities of consolidated investment products, beyond our direct equity investment and any investment advisory fees earned. Accordingly, assets and liabilities of consolidated investment products attributable to third-party investors are excluded from the amounts and discussions below. The following table shows our liquidity position as of December 31, 2024 and December 31, 2023:

December 31, 2024December 31, 2023
(in millions)
Cash and cash equivalents$201.2$141.0
Accounts receivable118.7101.2
Seed investments (1)154.9150.1
Undrawn commitment on revolving credit facility100.0100.0
(1) Seed investments include Artisan's direct equity investments in consolidated and nonconsolidated investment products. The balance excludes $150.4 million and $115.3 million of investments made related to funded long-term incentive compensation plans as of December 31, 2024 and December 31, 2023, respectively.

We manage our cash balances in order to fund our day-to-day operations. We mitigate concentration risk through the diversification of financial institutions holding daily operating cash balances and by investing excess operating cash in various money market funds. $177.4 million of our cash and cash equivalents balance was invested in money market funds as of December 31, 2024.

Accounts receivable primarily represent investment advisory fees that have been earned, but not yet received from our clients. We perform a review of our receivables on a monthly basis to assess collectability. As of December 31, 2024, none of our receivables were considered uncollectible.

We utilize cash to make seed investments in Artisan-sponsored investment products to support the development of new investment strategies and vehicles. As of December 31, 2024, the balance of all seed investments, including investments in consolidated investment products, was $154.9 million. The seed investments are generally redeemable at our discretion, though subject to certain monthly or quarterly timing restrictions within the Artisan Private Funds. We monitor for opportunities to redeem existing seed investments as sufficient scale in those strategies and vehicles is achieved.

During the year ended December 31, 2024, we also made investments of $39.4 million related to funded long-term incentive compensation plans. As of December 31, 2024, the value of investments held in connection with funded long-term incentive compensations plans was $150.4 million. In the first quarter of 2025, we intend to invest an additional $46.8 million related to our economic hedge of franchise capital awards in connection with the grant that was approved by our Board on January 29, 2025.

We expect our investment portfolio to continue to grow as we grant additional annual franchise capital awards and make additional seed capital investments in new strategies and vehicles to support our growth. In October 2023, we committed $16.0 million of capital as a seed investment in the Artisan Dislocation Opportunities Fund LP, a private fund that will call capital contributions and begin investment activity upon the occurrence of a market-based trigger. As of December 31, 2024, the trigger had not occurred and the capital had not yet been called, therefore the committed capital is not recorded in the Consolidated Statements of Financial Condition. The capital commitment terminates if the market trigger does not occur within three years of the October 30, 2023 initial closing date.

As of December 31, 2024, we have $200 million in unsecured notes outstanding and a $100 million revolving credit facility with a five-year term ending in August 2027. The notes are comprised of three series, Series D, Series E, and Series F, each with a balloon payment at maturity. The $100 million revolving credit facility was unused as of and for the year ended December 31, 2024.

The fixed interest rate on each series of unsecured notes is subject to a 100 basis point increase in the event Holdings receives a below-investment grade rating and any such increase will continue to apply until an investment grade rating is received. Holdings maintained an investment grade rating for the year ended December 31, 2024.

These borrowings contain certain customary covenants including limitations on Artisan Partners Holdings’ ability to: (i) incur additional indebtedness or liens, (ii) engage in mergers or other fundamental changes, (iii) sell or otherwise dispose of assets including equity interests, and (iv) make dividend payments or other distributions to Artisan Partners Holdings’ partners (other than, among others, tax distributions paid to partners for the purpose of funding tax liabilities attributable to their interests) when a default occurred and is continuing or would result from such a distribution. In addition, in the event of a Change of Control (as defined in the Note Purchase Agreement) or if Artisan’s average AUM for a fiscal quarter is below $45 billion, Holdings is generally required to offer to pre-pay the notes. Artisan Partners Limited Partnership, a wholly-owned subsidiary of Holdings, has guaranteed Holdings’ obligations under the terms of the Note Purchase Agreement.

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In addition, covenants in the note purchase and revolving credit agreements require Artisan Partners Holdings to maintain the following financial ratios:

•leverage ratio (calculated as the ratio of consolidated total indebtedness on any date to consolidated EBITDA for the period of four consecutive fiscal quarters ended on or prior to such date) cannot exceed 3.00 to 1.00 (Artisan Partners Holdings’ leverage ratio for the year ended December 31, 2024 was 0.5 to 1.00); and

•interest coverage ratio (calculated as the ratio of consolidated EBITDA for any period of four consecutive fiscal quarters to consolidated interest expense for such period) cannot be less than 4.00 to 1.00 for such period (Artisan Partners Holdings’ interest coverage ratio for the year ended December 31, 2024 was 54.8 to 1.00).

Our failure to comply with any of the covenants or restrictions described above could result in an event of default under the agreements, giving our lenders the ability to accelerate repayment of our obligations. We were in compliance with all debt covenants as of December 31, 2024.

See Note 5, “Borrowings”, for further information on our outstanding notes and revolving credit facility. $60 million of the unsecured notes are scheduled to mature in August 2025. Subject to lender negotiations and market conditions, we currently intend to refinance the $60 million notes prior to or at maturity.

As of December 31, 2024, we had approximately $117.1 million of future minimum rent commitments under non-cancellable leasing arrangements.

Distributions and Dividends

Artisan Partners Holdings’ distributions, including distributions to APAM, for the years ended December 31, 2024 and 2023 were as follows:

For the Years Ended December 31,
20242023
(in millions)
Holdings Partnership Distributions to Limited Partners$48.9$44.7
Holdings Partnership Distributions to APAM305.9248.3
Total Holdings Partnership Distributions$354.8$293.0

APAM, acting as the general partner of Artisan Partners Holdings, declared, effective February 4, 2025, a distribution of $41.3 million, payable by Artisan Partners Holdings on February 21, 2025 to holders of its partnership units, including APAM.

APAM declared and paid the following dividends per share during the years ended December 31, 2024 and 2023:

For the Years Ended December 31,
Type of DividendClass of Stock20242023
QuarterlyClass A Common$2.82$2.31
Special AnnualClass A Common$0.34$0.35

Our Board declared, effective February 4, 2025, a variable quarterly dividend of $0.84 per share of Class A common stock with respect to the December quarter of 2024 and a special annual dividend of $0.50 per share. The combined amount, $1.34 per share of Class A common stock, will be paid on February 28, 2025 to stockholders of record as of the close of business on February 14, 2025. The variable quarterly dividend of $0.84 per share represents approximately 80% of the cash generated (as described below) in the December quarter of 2024. The special dividend represents the remainder of undistributed cash generated during the year ended December 31, 2024 in addition to other discrete sources and uses of cash throughout the year, including realized gains on seed capital redemptions and investments redeemed in connection with forfeited franchise capital awards, less cash reserved for future growth initiatives including seed investments in new investment strategies and vehicles.

Subject to Board approval each quarter, we currently expect to pay a quarterly dividend of approximately 80% of the cash the Company generates each quarter. We expect our quarterly cash generation to approximate adjusted net income plus long-term incentive compensation award expense, less cash reserved for future franchise capital awards (which we generally expect will approximate 4% of investment management revenues each quarter) with additional adjustments made for certain other sources and uses of cash, including capital expenditures. After the end of the year, our Board will consider payment of a special dividend from the 20% withheld each quarter plus any discrete sources and uses of cash throughout the year, including gains realized upon seed capital redemptions and investments redeemed in connection with forfeited franchise capital awards.

Although we expect to pay dividends according to our dividend policy, we may not pay dividends according to our policy or at all.

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Tax Receivable Agreements (“TRAs”)

In addition to funding our normal operations, we will be required to fund amounts payable under the TRAs that we entered into in connection with the IPO, which resulted in the recognition of a $341.5 million liability as of December 31, 2024. The liability generally represents 85% of the tax benefits APAM expects to realize as a result of the merger of an entity into APAM as part of the IPO Reorganization, our purchase of partnership units from limited partners of Holdings and the exchange of partnership units (for shares of Class A common stock or other consideration).

The estimated liability assumes no material changes in the relevant tax law and that APAM earns sufficient taxable income to realize all tax benefits subject to the TRAs. An increase or decrease in future tax rates will increase or decrease, respectively, the expected tax benefits APAM would realize and the amounts payable under the TRAs. Changes in the estimate of expected tax benefits APAM would realize and the amounts payable under the TRAs as a result of change in tax rates have been and will be recorded in net income.

The liability will increase upon future purchases or exchanges of limited partnership units with the increase representing amounts payable under the TRAs equal to 85% of the estimated future tax benefits, if any, resulting from such purchases or exchanges. We intend to fund the payment of amounts due under the TRAs out of the reduced tax payments that APAM realizes in respect of the tax attributes to which the TRAs relate.

The actual increase in tax basis, as well as the amount and timing of any payments under these agreements, will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

In certain cases, payments under the TRAs may be accelerated and/or significantly exceed the actual benefits we realize in respect of the tax attributes subject to the TRAs. In such cases, we intend to fund those payments with cash on hand, although we may have to borrow funds depending on the amount and timing of the payments. During the year ended December 31, 2024, we made payments totaling $36.9 million, related to the TRAs, including interest. In 2025, we expect to make payments of approximately $38.9 million related to the TRAs.

Cash Flows

For the Years Ended December 31,
202420232022
(in millions)
Cash and cash equivalents as of January 1,$178.5$143.3$200.8
Net cash provided by operating activities372.8253.1312.6
Net cash used in investing activities(24.9)(38.2)(63.7)
Net cash used in financing activities(254.2)(175.0)(306.4)
Net impact of deconsolidation of consolidated investment products(4.0)(4.7)
Cash and cash equivalents as of December 31,$268.2$178.5$143.3

Year Ended December 31, 2024, Compared to Year Ended December 31, 2023

Net cash provided by operating activities increased $119.7 million for the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to a $83.3 million increase from consolidated investment product activity and a $37.9 million increase in net income before noncontrolling interest resulting from higher revenues due to the increase in average AUM.

Investing activities consist primarily of acquiring property and equipment, leasehold improvements and the purchase and sale of investment securities. Net cash used in investing activities decreased $13.3 million during the year ended December 31, 2024, primarily due to a $9.5 million decrease in the net cash used for purchases and sales of investment securities and a $3.8 million decrease in capital expenditures.

Financing activities consist primarily of partnership distributions to non-controlling interests, dividend payments to holders of our Class A common stock, contributions and distributions to consolidated investment products, and payments of amounts owed under the tax receivable agreements. Net cash used in financing activities increased $79.2 million during the year ended December 31, 2024, primarily due to a $42.8 million increase in dividends and distributions paid and a $35.6 million decrease in contributions from noncontrolling interests in our consolidated investment products.

During the year ended December 31, 2024, the Company determined that it no longer had a controlling financial interest in an investment product that was previously consolidated. The deconsolidation of the investment product resulted in a $4.0 million increase in cash and cash equivalents.

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Critical Accounting Policies and Estimates

The accompanying consolidated financial statements were prepared in accordance with GAAP, and related rules and regulations of the SEC. The preparation of financial statements in conformity with GAAP requires management to make estimates or assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results could differ from these estimates or assumptions and may have a material effect on the consolidated financial statements.

Accounting policies are an integral part of our financial statements. A thorough understanding of these accounting policies is essential when reviewing our reported results of operations and our financial condition. Management believes that the critical accounting policies and estimates discussed below involve additional management judgment due to the sensitivity of the methods and assumptions used.

Consolidation

We consolidate all subsidiaries or other entities in which we have a controlling financial interest. We assess each legal entity in which we hold a variable interest on a quarterly basis to determine whether consolidation is appropriate. We determine whether we have a controlling financial interest in the entity by evaluating whether the entity is a voting interest entity (“VOE”) or a variable interest entity (“VIE”) under GAAP. Assessing whether an entity is a VIE or VOE and if it requires consolidation involves judgment and analysis. Factors considered in this assessment include the legal organization of the entity, our equity ownership and contractual involvement with the entity and any related party or de facto agent implications of our involvement with the entity.

Voting Interest Entities - A VOE is an entity in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, whereby the equity investment has all the characteristics of a controlling financial interest. As a result, voting rights are a key driver of determining which party, if any, should consolidate the entity. Under the VOE model, controlling financial interest is generally defined as a majority ownership of voting interests.

Variable Interest Entities - A VIE is an entity that lacks one or more of the characteristics of a VOE. In accordance with GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. We determine if a legal entity meets the definition of a VIE by considering whether the fund’s equity investment at risk is sufficient to finance its activities without additional subordinated financial support and whether the fund’s at-risk equity holders absorb any losses, have the right to receive residual returns and have the right to direct the activities of the entity most responsible for the entity’s economic performance.

Under the VIE model, controlling financial interest is defined as (i) the power to direct activities that most significantly impact the economic performance of the entity and (ii) the right to receive potentially significant benefits or the obligation to absorb potentially significant losses. We will generally consolidate VIEs in which we meet the power criteria and hold an equity ownership interest of greater than 10%.

We serve as the investment adviser for Artisan Funds, a family of mutual funds registered with the SEC under the Investment Company Act of 1940, and investment manager of Artisan Global Funds, a family of Ireland-based UCITS funds. Artisan Funds and Artisan Global Funds are corporate entities the business and affairs of which are managed by their respective boards of directors. The shareholders of the funds retain voting rights, including the right to elect and reelect members of their respective boards of directors. Each series of Artisan Funds is a VOE and is separately evaluated for consolidation under the VOE model. The shareholders of Artisan Global Funds lack simple majority liquidation rights, and as a result, Artisan Global Funds is evaluated for consolidation under the VIE model. Artisan Private Funds are also evaluated for consolidation under the VIE model because third-party equity holders of the funds lack the ability to remove Artisan as the general partner, or otherwise divest Artisan of its control of the funds.

Seed Investments - We generally make seed investments in sponsored investment portfolios at the portfolio’s formation. If the seed investment results in a controlling financial interest, we will consolidate the investment, and the underlying individual securities will be accounted for based on their classification at the underlying fund. If the seed investment results in significant influence, but not control, the investment will be accounted for as an equity method investment. Significant influence is generally considered to exist with equity ownership levels between 20% and 50%, although other factors are considered. Seed investments in which we do not have a controlling financial interest or significant influence are accounted for as investment securities. These investments are measured at fair value in the Consolidated Statements of Financial Condition. Realized and unrealized gains (losses) on investment securities are recorded in net investment income in the Consolidated Statements of Operations. Dividend income from these investments is recognized when earned and is included in net investment income in the Consolidated Statements of Operations.

Revenue Recognition

Investment management fees are generally computed as a percentage of AUM and are recognized as revenue at the end of each distinct service period. Fees for providing investment management services are computed and billed in accordance with the underlying investment management agreements, which is generally on a monthly or quarterly basis. Investment management fees are presented net of cash rebates to certain Artisan Global Fund investors and expense reimbursements pursuant to contractual

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expense limitations of pooled investment vehicles.

A number of investment management agreements provide for performance-based fees or incentive allocations, collectively “performance fees”. Performance fees, if earned, are recognized upon completion of the contractually determined measurement period, which is generally quarterly or annually. Performance fees recognized within the Consolidated Statements of Operations are not subject to claw back as a result of performance declines subsequent to the most recent measurement date.

Artisan accounts for asset management services as a single performance obligation that is satisfied over time, using a time-based measure of progress to recognize revenue. Customer consideration is variable due to the uncertainty of the value of AUM during each distinct service period. At the end of each quarter, Artisan records revenue for the actual amount of investment management fees for that quarter because the uncertainty has been resolved.

Performance fees are subject to the uncertainty of market volatility, and as a result, the entire amount of the variable consideration related to performance fees is constrained until the end of each measurement period. At the end of the quarterly or annual measurement period, revenue is recorded for the actual amount of performance fees earned during that period because the uncertainty has been resolved.

The portfolios of Artisan Funds and Artisan Global Funds, as well as the portfolios we manage for our other clients, are invested principally in securities for which market values are readily available, with a portion of each portfolio held in cash or cash-like instruments. With the exception of the assets managed by our Credit team and EMsights Capital Group (which together represented approximately 9.2% of our AUM at December 31, 2024), the portfolios are invested principally in publicly-traded equity securities.

The investment management fees that we receive are calculated based on the values of the securities held in the accounts that we manage for our clients. For our U.S.-registered mutual fund and UCITS fund clients, including Artisan Funds and Artisan Global Funds, and for Artisan Private Funds, our fees are based on the values of the funds’ assets as determined for purposes of calculating their net asset values. Securities held by Artisan Funds, Artisan Global Funds, and Artisan Private Funds are generally valued at closing market prices, or if closing market prices are not readily available or are not considered reliable, at a fair value determined under procedures established by the fund’s board (fair value pricing). Values of securities determined using fair value pricing are likely to be different than they would be if only closing market prices were used.

For separate account clients, our fees may be based, at the client’s option, on the values of the securities in the portfolios we manage as determined by the client (or its custodian or other service provider) or by us in accordance with valuation procedures we have adopted. The valuation procedures we have adopted generally use closing market prices in the markets in which the securities trade, without adjustment for subsequent events except in unusual circumstances. We believe that our fees based on valuations determined under our procedures are not materially different from the fees we receive that are based on valuations determined by clients, their custodians or other service providers.

Income Taxes

We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all of our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed.

Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. As of December 31, 2024, we have not recorded a valuation allowance on any deferred tax assets. In the event that sufficient taxable income of the same character does not result in future years, among other things, a valuation allowance for certain of our deferred tax assets may be required.

Payments pursuant to the Tax Receivable Agreements (“TRAs”)

We have recorded a liability of $341.5 million as of December 31, 2024, representing 85% of the estimated future tax benefits subject to the TRAs. The actual amount and timing of any payments under these agreements will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

New or Revised Accounting Standards

See Note 2, “Summary of Significant Accounting Policies — Recent accounting pronouncements” to the Consolidated Financial Statements included in Item 8 of Part II of this Form 10-K.

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FY 2023 10-K MD&A

SEC filing source: 0001517302-24-000015.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2024-02-22. Report date: 2023-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of the results of operations and financial condition of the Company should be read in conjunction with the “Forward-Looking Statements” disclosure preceding Part I and the “Risk Factors” set forth in Item 1A of Part I of this Annual Report on Form 10‑K, each of which describe our risks, uncertainties and other important factors in more detail.

Overview and Recent Highlights

We are an investment management firm focused on providing high-value added, active investment strategies in asset classes for sophisticated clients around the world. As of December 31, 2023, our ten autonomous investment teams managed a total of 25 investment strategies across multiple asset classes and investment styles.

We focus on attracting, retaining and developing talented investment professionals and creating an environment in which each investment team is provided ample resources and support, transparent and direct financial incentives, a high degree of investment autonomy, and a long-term time horizon. We create new investment strategies when we identify opportunities to add value for clients, oftentimes through the use of a broad array of securities, instruments, and techniques (which we call degrees of freedom) to differentiate returns and manage risk.

We offer our investment management capabilities primarily to sophisticated investors that operate with institutional decision-making processes and longer-term investment horizons. We employ knowledgeable and investment focused relationship managers who are directly aligned with our investment teams, and we pair them with regional and distribution channel experts. We provide access to our investment strategies through multiple investment vehicles, including separate accounts and different types of pooled vehicles. As of December 31, 2023, approximately 76% of our assets under management were managed for clients and investors domiciled in the U.S. and 24% of our assets under management were managed for clients and investors domiciled outside of the U.S.

As a high-value added investment manager we expect that long-term investment performance will be the primary driver of our long-term business and financial results. If we maintain and evolve existing investment strategies and launch new investment strategies that meet the needs of and generate attractive outcomes for sophisticated asset allocators, we believe that we will continue to generate strong business and financial results.

Over shorter time periods, changes in our business and financial results are largely driven by market conditions and fluctuations in our assets under management that may not necessarily be the result of our long-term investment performance or the long-term demand for our strategies. For this reason, we expect that our business and financial results will be lumpy over time.

We strive to maintain a financial model that is transparent and predictable. Currently, we derive nearly all of our revenues from investment management fees, most of which are based on a specified percentage of clients’ average assets under management. A majority of our expenses, including most of our compensation expense, vary directly with changes in our revenues.

We invest thoughtfully to support our investment teams and future growth, while also paying out to stockholders and partners a majority of the cash that we generate from operations through dividends and distributions. We expect to continue to invest in the growth of the business, with a focus on adding new investment capabilities and more degrees of freedom in areas where both opportunity and client demand exist, and in which we can differentiate our active management and add value for clients.

Business highlights for 2023 included the following:

•We closed on $130 million in commitments for our first closed-end drawdown fund managed by the Credit team.

•We launched two new accounts for the EMsights Capital Group’s investment strategies.

•During 2023, our fixed income strategies, consisting of the strategies managed by the Credit team and EMsights Capital Group, surpassed $10 billion in assets under management, 10 years after the Credit team was established.

•We continued to evolve our distribution structure, resources, and operations to better align our dedicated distribution teams and centralized sales functions across servicing and sales.

Financial highlights for 2023 included the following:

•During the year ended December 31, 2023, our assets under management increased to $150.2 billion, an increase of $22.3 billion, or 17%, compared to $127.9 billion at December 31, 2022, as a result of $27.1 billion of market appreciation, partially offset by $4.1 billion of net client cash outflows, and $0.7 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders.

•Average assets under management for the year ended December 31, 2023 was $139.3 billion, a decrease of 1.6% from the average of $141.5 billion for the year ended December 31, 2022.

•We earned $975.1 million in revenue for the year ended December 31, 2023, a 2% decrease from revenues of $993.3 million for the year ended December 31, 2022.

•Our GAAP operating margin was 31.1% in 2023, compared to 34.6% in 2022. Adjusted operating margin was 31.6% in 2023, compared to 34.3% in 2022.

•We generated $3.19 of earnings per basic and diluted share and $2.89 of adjusted EPS.

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•We declared and distributed dividends of $2.66 per share of Class A common stock during 2023.

•We declared, effective January 30, 2024, a quarterly dividend of $0.68 per share of Class A common stock with respect to the December 2023 quarter and a special annual dividend of $0.34 per share, for a total of $2.78 of dividends per share with respect to 2023.

Organizational Structure

Organizational Structure

Our operations are conducted through Artisan Partners Holdings LP (“Holdings”) and its subsidiaries. On March 12, 2013, Artisan Partners Asset Management Inc. (“APAM”) and Holdings completed a series of transactions (the “IPO Reorganization”) to reorganize their capital structures in connection with the initial public offering (“IPO”) of APAM’s Class A common stock. The IPO Reorganization and IPO were completed on March 12, 2013.

Limited partners of Holdings, some of whom are employees, held approximately 14% of the equity interests in Holdings as of December 31, 2023. Our results reflect that significant noncontrolling interest.

We operate our business in a single segment.

Holdings Unit Exchanges

During the year ended December 31, 2023, certain limited partners of Holdings exchanged 163,345 common units (along with a corresponding number of shares of Class B or Class C common stock of APAM, as applicable) for 163,345 shares of Class A common stock. In connection with the exchanges, APAM received 163,345 GP units of Holdings.

APAM’s equity ownership interest in Holdings increased from 85% at December 31, 2022 to 86% at December 31, 2023, as a result of these transactions and other equity transactions during the period.

Financial Overview

Economic Environment

Global market conditions materially affect our financial performance. During the year ended December 31, 2023, global markets experienced meaningful gains, despite significant hurdles, including elevated inflation, high interest rates and the effects of geopolitical tensions, conflicts and wars.

The following table presents the total returns of relevant market indices for the years ended December 31, 2023, 2022 and 2021:

For the Years Ended December 31,
202320222021
S&P 500 total returns26.3%(18.1)%28.7%
MSCI All Country World total returns22.2%(18.4)%18.5%
MSCI EAFE total returns18.2%(14.5)%11.3%
Russell Midcap® total returns17.2%(17.3)%22.6%
MSCI Emerging Markets Index9.8%(20.1)%(2.5)%
ICE BofA US High Yield Index13.5%(11.2)%5.4%

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Key Performance Indicators

When we review our business and financial performance we consider, among other things, the following:

For the Years Ended December 31,
202320222021
(unaudited; dollars in millions)
Assets under management at period end$150,167$127,892$174,754
Average assets under management (1)$139,321$141,516$171,767
Net client cash flows (2)$(4,076)$(9,813)$1,678
Total revenues$975$993$1,227
Weighted average management fee (3)69.8 bps70.2 bps70.7 bps
Operating margin31.1%34.6%44.0%
Adjusted operating margin (4)31.6%34.3%44.1%
(1) We compute average assets under management by averaging day-end assets under management for the applicable period.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(3) We compute our weighted average management fee by dividing annualized investment management fees (which excludes performance fees) by average assets under management for the applicable period. Assets under management within our consolidated investment products, and any investment advisory fees earned thereon, are excluded from our weighted average fee calculations since any such revenues are eliminated upon consolidation.
(4) Adjusted measures are non-GAAP measures and are explained and reconciled to the comparable GAAP measures in “Supplemental Non-GAAP Financial Information” below.

Assets Under Management and Investment Performance

Changes to our operating results from one period to another are primarily caused by changes in the amount of our assets under management. Changes in the relative composition of our assets under management among our investment strategies and vehicles and the effective fee rates on our investment products also impact our operating results.

The amount and composition of our assets under management are, and will continue to be, influenced by a variety of factors including, among others:

•investment performance, including fluctuations in both the financial markets and foreign currency exchange rates and the quality of our investment decisions;

•flows of client assets into and out of our various strategies and investment vehicles;

•our decision to close strategies or limit the growth of assets in a strategy or a vehicle when we believe it is in the best interest of our clients, as well as our decision to re-open strategies, in part or entirely;

•our ability to attract and retain qualified investment, management, and marketing and client service professionals;

•industry trends towards products, strategies, vehicles or services that we do not offer;

•competitive conditions in the investment management and broader financial services sectors; and

•investor sentiment and confidence.

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The table below sets forth changes in our total assets under management:

For the Years Ended December 31,
202320222021
(unaudited; dollars in millions)
Beginning assets under management$127,892$174,754$157,776
Gross client cash inflows21,39527,22733,725
Gross client cash outflows(25,471)(37,040)(32,047)
Net client cash flows(4,076)(9,813)1,678
Artisan Funds’ distributions not reinvested (1)(684)(497)(2,295)
Investment returns and other (2)27,035(36,552)17,595
Ending assets under management$150,167$127,892$174,754
Average assets under management$139,321$141,516$171,767
(1) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(2) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

During 2023 our assets under management increased by $22.3 billion due to $27.1 billion of market appreciation, partially offset by $4.1 billion of net client cash outflows and $0.7 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders. For the year, 10 of our 25 investment strategies had net inflows totaling $6.2 billion, which were offset by $10.3 billion of net outflows from the remaining strategies.

Over the long-term, we expect to generate the majority of our AUM growth through investment returns, which has been our historical experience.

We monitor the availability of attractive investment opportunities relative to the amount of assets we manage in each of our investment strategies and the velocity at which the strategies are experiencing inflows. When appropriate, we will close a strategy to new investors or otherwise take action to slow or restrict its growth, even though our aggregate assets under management may be negatively impacted in the short term. We may also re-open a strategy, widely or selectively, to fill available capacity or manage the diversification of our client base in that strategy. We believe that management of our investment capacity protects our ability to manage assets successfully, which protects the interests of our clients and, in the long term, protects our ability to retain client assets and maintain our profit margins.

As of the date of this filing, the Artisan High Income Fund, Artisan International Value Fund and Artisan International Small-Mid Fund are closed to most new investors and their respective strategies have limited availability to most new client relationships. In addition, we are actively managing the capacity of our U.S. Small-Cap Growth strategy with respect to new client relationships.

When we close or otherwise restrict the growth of a strategy, we typically continue to allow additional investments in the strategy by existing clients and certain related entities. We may also permit new investments by other eligible investors in our discretion. As a result, during a given period we may have net client cash inflows in a closed strategy. However, when a strategy is closed or its growth is restricted we expect there to be periods of net client cash outflows.

The unaudited table on the following page sets forth the average annual total returns for each composite and its respective benchmark (and style benchmark, if applicable) over a multi-horizon time period as of December 31, 2023. Returns for periods less than one year are not annualized.

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Composite InceptionStrategy AUMAverage Annual Total Returns (Gross of Fees)Average Annual Value-Added (1) Since Inception (bps)
Investment Team and StrategyDate(in $MM) (2)1 YR3 YR5 YR10 YRInception
Growth Team
Global Opportunities Strategy2/1/2007$21,23224.40%0.32%14.37%11.06%10.75%460
MSCI All Country World Index22.20%5.75%11.71%7.92%6.15%
Global Discovery Strategy9/1/20171,49022.24%(0.86)%15.77%---12.94%422
MSCI All Country World Index22.20%5.75%11.71%---8.72%
U.S. Mid-Cap Growth Strategy4/1/199712,64625.45%(3.59)%14.88%10.17%14.31%476
Russell® Midcap Index17.23%5.92%12.67%9.42%10.13%
Russell® Midcap Growth Index25.87%1.31%13.81%10.56%9.55%
U.S. Small-Cap Growth Strategy4/1/19953,17811.38%(9.84)%11.12%9.40%10.40%286
Russell® 2000 Index16.93%2.22%9.97%7.15%8.84%
Russell® 2000 Growth Index18.66%(3.50)%9.22%7.16%7.54%
Global Equity Team
Global Equity Strategy4/1/201034713.58%(0.98)%10.90%8.84%11.16%260
MSCI All Country World Index22.20%5.75%11.71%7.92%8.56%
Non-U.S. Growth Strategy1/1/199613,21815.53%1.22%8.04%4.62%9.29%438
MSCI EAFE Index18.24%4.02%8.16%4.28%4.91%
Non-U.S. Small-Mid Growth Strategy1/1/20197,15112.42%(3.09)%11.25%---11.25%418
MSCI All Country World Index Ex USA Small Mid Cap15.79%0.89%7.07%---7.07%
China Post-Venture Strategy4/1/2021160(4.99)%---------(15.54)%366
MSCI China SMID Cap Index(16.48)%---------(19.20)%
U.S. Value Team
Value Equity Strategy7/1/20054,22725.54%12.77%15.86%10.30%9.42%176
Russell® 1000 Index26.53%8.97%15.51%11.80%9.95%
Russell® 1000 Value Index11.46%8.86%10.90%8.39%7.66%
U.S. Mid-Cap Value Strategy4/1/19992,81819.35%10.25%12.31%7.51%12.08%270
Russell® Midcap Index17.23%5.92%12.67%9.42%9.41%
Russell® Midcap Value Index12.71%8.36%11.15%8.26%9.38%
Value Income Strategy3/1/20221212.20%---------1.90%(468)
S&P 500 Market Index26.29%---------6.58%
International Value Team
International Value Strategy7/1/200240,76224.19%11.25%13.68%8.05%11.71%570
MSCI EAFE Index18.24%4.02%8.16%4.28%6.01%
International Explorer Strategy10/1/202024722.42%8.63%------15.65%773
MSCI All Country World Index Ex USA Small Cap (Net)15.66%1.49%------7.92%
Global Value Team
Global Value Strategy7/1/200725,34928.05%9.34%12.04%8.33%8.75%298
MSCI All Country World Index22.20%5.75%11.71%7.92%5.77%
Select Equity Strategy3/1/202032127.82%7.89%------11.90%(324)
S&P 500 Market Index26.29%10.00%------15.14%
Sustainable Emerging Markets Team
Sustainable Emerging Markets Strategy7/1/200691718.30%(4.95)%5.22%4.69%5.08%81
MSCI Emerging Markets Index9.83%(5.08)%3.68%2.66%4.27%
Credit Team
High Income Strategy4/1/20149,40716.95%4.42%7.78%---6.92%261
ICE BofA U.S. High Yield Index13.46%2.00%5.21%---4.31%
Credit Opportunities Strategy7/1/201721527.22%13.24%15.52%---13.29%1,132
ICE BofA U.S. Dollar 3-Month Deposit Offered Rate Constant Maturity Index5.12%2.15%2.02%---1.97%
Floating Rate Strategy1/1/20226114.94%---------6.78%102
Credit Suisse Leveraged Loan Total Return Index13.04%---------5.76%

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Developing World Team
Developing World Strategy7/1/20153,45330.96%(10.76)%13.32%---9.60%655
MSCI Emerging Markets Index9.83%(5.08)%3.68%---3.05%
Antero Peak Group
Antero Peak Strategy5/1/20171,89717.08%3.25%14.05%---16.65%371
S&P 500 Market Index26.29%10.00%15.68%---12.94%
Antero Peak Hedge Strategy11/1/201720413.06%1.36%9.59%---10.72%(175)
S&P 500 Market Index26.29%10.00%15.68%---12.47%
EMsights Capital Group
Global Unconstrained Strategy4/1/20223138.94%---------9.97%630
ICE BofA 3-month Treasury Bill Index5.01%---------3.67%
Emerging Markets Debt Opportunities Strategy5/1/20229214.52%---------13.78%770
J.P. Morgan EMB Hard Currency/Local Currency 50-50 Index11.43%---------6.08%
Emerging Markets Local Opportunities Strategy8/1/202245016.16%---------14.05%293
J.P. Morgan GBI-EM Global Diversified Index12.70%---------11.12%
Total Assets Under Management$150,167
(1) Value-added is the amount, in basis points, by which the average annual gross composite return of each of our strategies has outperformed or underperformed its respective benchmark. See “Investment Performance and Assets Under Management (AUM) Information Used in this Report” for additional information regarding the benchmarks used.
(2) AUM for certain strategies include the following amounts for which Artisan Partners provides investment models to managed account sponsors (reported on a one-month lag): Artisan Sustainable Emerging Markets $78 million.

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The tables below set forth changes in our assets under management by investment team:

By Investment Team
Year EndedGrowthGlobal EquityU.S. ValueInternational ValueGlobal ValueSustainable Emerging MarketsCreditDeveloping WorldAntero Peak GroupEMsights Capital GroupTotal
December 31, 2023(unaudited; in millions)
Beginning assets under management$33,977$20,623$6,088$30,210$21,767$873$7,140$3,466$3,676$72$127,892
Gross client cash inflows3,7301,4864528,1902,0921383,62358534275721,395
Gross client cash outflows(6,570)(3,822)(762)(4,415)(3,755)(236)(2,063)(1,513)(2,331)(4)(25,471)
Net client cash flows(2,840)(2,336)(310)3,775(1,663)(98)1,560(928)(1,989)753(4,076)
Artisan Funds’ distributions not reinvested (1)(11)(27)(36)(325)(15)(270)(684)
Investment returns and other (2)7,4202,6161,3157,3495,5811421,2539154143027,035
Ending assets under management$38,546$20,876$7,057$41,009$25,670$917$9,683$3,453$2,101$855$150,167
Average assets under management$36,541$20,798$6,514$35,990$23,332$874$8,328$3,512$3,041$391$139,321
December 31, 2022
Beginning assets under management$52,434$32,998$8,053$31,816$26,744$1,173$8,157$8,102$5,277$$174,754
Gross client cash inflows7,0693,2525447,5602,7592933,0211,5991,0646627,227
Gross client cash outflows(8,579)(8,681)(1,617)(6,617)(4,003)(226)(3,033)(2,998)(1,286)(37,040)
Net client cash flows(1,510)(5,429)(1,073)943(1,244)67(12)(1,399)(222)66(9,813)
Artisan Funds’ distributions not reinvested (1)(5)(35)(47)(173)(16)(209)(7)(5)(497)
Investment returns and other (2)(16,942)(6,911)(845)(2,376)(3,717)(367)(796)(3,230)(1,374)6(36,552)
Ending assets under management$33,977$20,623$6,088$30,210$21,767$873$7,140$3,466$3,676$72$127,892
Average assets under management$38,565$24,019$7,146$30,406$23,574$996$7,548$4,872$4,350$53$141,516
December 31, 2021
Beginning assets under management$52,685$32,056$7,149$24,123$22,417$679$6,338$8,853$3,476$$157,776
Gross client cash inflows7,4184,3844078,1214,7234993,1583,4991,51633,725
Gross client cash outflows(12,528)(5,313)(1,189)(4,057)(3,809)(54)(1,582)(3,035)(480)(32,047)
Net client cash flows(5,110)(929)(782)4,0649144451,5764641,0361,678
Artisan Funds’ distributions not reinvested (1)(302)(545)(47)(701)(46)(217)(286)(151)(2,295)
Investment returns and other (2)5,1612,4161,7334,3303,45949460(929)91617,595
Ending assets under management$52,434$32,998$8,053$31,816$26,744$1,173$8,157$8,102$5,277$$174,754
Average assets under management$53,375$33,679$7,835$28,998$25,463$924$7,576$9,541$4,376$$171,767
(1) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(2) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

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The goal of our marketing, distribution and client services efforts is to establish and maintain a client base that is diversified by investment strategy, client type and distribution channel. As distribution channels have evolved to have more institutional-like decision making processes and longer-term investment horizons, we have expanded our distribution efforts into those areas. The table below sets forth our assets under management by distribution channel:

As of December 31, 2023As of December 31, 2022As of December 31, 2021
$ in millions% of total$ in millions% of total$ in millions% of total
(unaudited)(unaudited)(unaudited)
Institutional$94,65263.0%$82,45664.5%$111,70563.9%
Intermediary49,87133.2%39,85131.1%55,19831.6%
Retail5,6443.8%5,5854.4%7,8514.5%
Ending Assets Under Management (1)$150,167100.0%$127,892100.0%$174,754100.0%
(1) The allocation of assets under management by distribution channel involves the use of estimates and the exercise of judgment.

Our institutional channel includes assets under management sourced from defined contribution plan clients, which made up approximately 9% of our total assets under management as of December 31, 2023.

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The following tables set forth the changes in our assets under management by vehicle type:

Year EndedArtisan Funds & Artisan Global FundsSeparate Accounts and Other (1)Total
December 31, 2023(unaudited; in millions)
Beginning assets under management$60,811$67,081$127,892
Gross client cash inflows15,1386,25721,395
Gross client cash outflows(15,079)(10,392)(25,471)
Net client cash flows59(4,135)(4,076)
Artisan Funds’ distributions not reinvested (2)(684)(684)
Investment returns and other (3)12,59214,44327,035
Net transfers (4)(15)15
Ending assets under management$72,763$77,404$150,167
Average assets under management$67,412$71,909$139,321
December 31, 2022
Beginning assets under management$84,363$90,391$174,754
Gross client cash inflows18,6328,59527,227
Gross client cash outflows(24,552)(12,488)(37,040)
Net client cash flows(5,920)(3,893)(9,813)
Artisan Funds’ distributions not reinvested (2)(497)(497)
Investment returns and other (3)(16,834)(19,718)(36,552)
Net transfers (4)(301)301
Ending assets under management$60,811$67,081$127,892
Average assets under management$68,080$73,436$141,516
December 31, 2021
Beginning assets under management$74,746$83,030$157,776
Gross client cash inflows23,9579,76833,725
Gross client cash outflows(18,628)(13,419)(32,047)
Net client cash flows5,329(3,651)1,678
Artisan Funds’ distributions not reinvested (2)(2,295)(2,295)
Investment returns and other (3)6,98410,61117,595
Net transfers (4)(401)401
Ending assets under management$84,363$90,391$174,754
Average assets under management$83,533$88,234$171,767
(1) Separate accounts and other consists of AUM we manage in or through vehicles other than Artisan Funds or Artisan Global Funds. This AUM includes assets we manage in traditional separate accounts, as well as assets we manage in Artisan-branded collective investment trusts and in Artisan Private Funds. As of December 31, 2023, AUM for certain strategies include the following amounts for which Artisan Partners provides investment models to managed account sponsors (reported on a one-month lag): Artisan Sustainable Emerging Markets $78 million.
(2) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(3) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.
(4) Net transfers represent certain amounts that we have identified as having been transferred out of one investment strategy, investment vehicle or account and into another strategy, vehicle or account.

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The following table sets forth our assets under management by asset class:

Year EndedEquity (1)Fixed Income (1)Alternative (1)Total
December 31, 2023(unaudited; in millions)
Beginning assets under management$116,832$7,059$4,001$127,892
Gross client cash inflows16,6714,04667821,395
Gross client cash outflows(21,072)(2,059)(2,340)(25,471)
Net client cash flows (2)(4,401)1,987(1,662)(4,076)
Artisan Funds' distributions not reinvested (3)(414)(270)(684)
Investment returns and other25,3511,23345127,035
Net transfers (4)
Ending assets under management$137,368$10,009$2,790$150,167
Average assets under management$127,390$8,440$3,491$139,321
December 31, 2022
Beginning assets under management$161,083$8,037$5,634$174,754
Gross client cash inflows23,0643,0381,12527,227
Gross client cash outflows(32,714)(3,020)(1,306)(37,040)
Net client cash flows (2)(9,650)18(181)(9,813)
Artisan Funds' distributions not reinvested (3)(283)(209)(5)(497)
Investment returns and other(34,318)(787)(1,447)(36,552)
Net transfers (4)
Ending assets under management$116,832$7,059$4,001$127,892
Average assets under management$129,387$7,443$4,686$141,516
December 31, 2021
Beginning assets under management$147,962$6,241$3,573$157,776
Gross client cash inflows28,7893,1461,79033,725
Gross client cash outflows(29,986)(1,576)(485)(32,047)
Net client cash flows (2)(1,197)1,5701,3051,678
Artisan Funds' distributions not reinvested (3)(1,927)(217)(151)(2,295)
Investment returns and other16,24544390717,595
Net transfers (4)
Ending assets under management$161,083$8,037$5,634$174,754
Average assets under management$159,698$7,463$4,606$171,767
(1) Equity includes the following investment strategies: Mid-Cap Growth, Small-Cap Growth, Mid-Cap Value, Non-U.S. Growth, International Value, Global Opportunities, Global Equity, Value Equity, Global Value, Sustainable Emerging Markets, Global Discovery, Developing World, Non-U.S. Small-Mid Growth, International Explorer, Select Equity, and Value Income. Fixed Income includes the following investment strategies: High Income, Floating Rate, Emerging Markets Debt Opportunities, and Emerging Markets Local Opportunities. Alternative includes the following investment strategies: Antero Peak, Antero Peak Hedge, China Post-Venture, Credit Opportunities, and Global Unconstrained.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested.
(3) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(4) Net transfers represent certain amounts that we have identified as having been transferred out of one investment strategy, investment vehicle or account and into another strategy, vehicle or account.

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Artisan Funds and Artisan Global Funds

As of December 31, 2023, Artisan Funds comprised $66.5 billion, or 44%, of our assets under management. For the year ended December 31, 2023, fees from Artisan Funds represented $562.8 million, or 58%, of our revenues. Our contractual tiered fee rates for the series of Artisan Funds range from 0.60% to 1.05% of fund assets, depending on the investment strategy, the amount invested and other factors.

As of December 31, 2023, Artisan Global Funds comprised $6.3 billion, or 4%, of our assets under management. For the year ended December 31, 2023, fees from Artisan Global Funds represented $43.5 million, or 4%, of our revenues. Our contractual fee rates for Artisan Global Funds range from 0.50% to 1.85% of assets under management.

The weighted average management fee rate paid by our Artisan Funds and Artisan Global Funds clients in the aggregate was 0.901%, 0.907%, and 0.912%, for the years ended December 31, 2023, 2022 and 2021, respectively.

Separate Accounts and Other

Assets under management within the “separate accounts and other” category consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority. Assets within the “separate accounts and other” category comprised $77.4 billion, or 52%, of our assets under management as of December 31, 2023. For the year ended December 31, 2023, fees from these clients represented $368.8 million, or 38%, of our revenues.

Traditional separate account clients are generally subject to standard fee schedules that vary by investment strategy and, through the application of standard breakpoints, reflect the size of the account and client relationship. The weighted average management fee rate paid by our traditional separate account clients was 0.489%, 0.484%, and 0.484% for the years ended December 31, 2023, 2022 and 2021, respectively. There are a number of exceptions to our standard fee schedules, including exceptions based on the nature of a client relationship and the aggregate value of a client’s assets under our management. In general, our effective rate of fee for a particular client relationship declines as the assets we manage for that client increase, which we believe is typical for the asset management industry.

A number of our investment strategies are accessible to certain types of employee benefit plans through Artisan-branded collective investment trusts. We act as investment adviser to the collective investment trusts and earn a management fee for providing this service. The weighted average management fee rate paid by our Artisan-branded collective investment trust clients was 0.665%, 0.714%, and 0.729% for the years ended December 31, 2023, 2022 and 2021, respectively.

Artisan serves as the investment manager and acts as the general partner for certain Artisan Private Funds. Under the terms of these agreements, Artisan earns a management fee, and for certain funds is entitled to receive either an allocation of profits or a performance-based fee. The weighted average management fee rate paid by our Artisan Private Funds clients was 0.654%, 0.809%, and 0.786% for the years ended December 31, 2023, 2022 and 2021, respectively.

The weighted average management fee rate paid by clients within the “separate accounts and other” category in the aggregate was 0.508%, 0.512% and 0.513% for the years ended December 31, 2023, 2022 and 2021, respectively.

Because, as is typical in the asset management industry, our rates of fee decline as the assets under our management in a relationship increase, and because of differences in our fees by investment strategy or investment vehicle, a change in the composition of our assets under management, in particular a shift of assets to strategies or vehicles with lower effective rates of fees, could have a material impact on our overall weighted average rate of fee. See “—Qualitative and Quantitative Disclosures Regarding Market Risk—Market Risk” for a sensitivity analysis that demonstrates the impact that certain changes in the composition of our assets under management could have on our revenues.

Investment Advisory Revenues

Essentially all of our revenues consist of fees earned from managing clients’ assets. Investment advisory fees, which are comprised of management fees and performance fees, fluctuate based on a number of factors, including the total value of our assets under management, the composition of assets under management among investment vehicles and our investment strategies, changes in the investment management fee rates on our products, the extent to which we enter into fee arrangements that differ from our standard fee schedules, which can be affected by custom and the competitive landscape in the relevant market, and, for the accounts on which we earn performance fees, the investment performance of those accounts.

The different fee structures associated with Artisan Funds, Artisan Global Funds and separate accounts and other pooled vehicles, and the different fee schedules applicable to each of our investment strategies, make the composition of our assets under management an important determinant of the investment management fees we earn. Historically, we have received higher effective rates of investment management fees from Artisan Funds and Artisan Global Funds than from traditional separate accounts, reflecting, among other things, the different and broader array of services we provide to Artisan Funds and Artisan Global Funds. Investment management fees for non-U.S. funds may also be higher because they include fees to offset higher distribution costs. Our investment management fees also differ by investment strategy, with higher-capacity strategies having lower standard fee rates than strategies with more limited capacity.

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Certain separate account clients pay us fees based on the performance of their accounts relative to agreed-upon benchmarks, which typically results in a lower base fee, but allows us to earn higher fees if the performance we achieve for that client is superior to the performance of the agreed-upon benchmark. We may also receive performance fees or incentive allocations from Artisan Private Funds. Approximately 3% of our $150.2 billion of assets under management as of December 31, 2023 have performance fee billing arrangements. Performance fees of $4.3 million, $0.6 million, and $13.3 million were recognized in the years ended December 31, 2023, 2022 and 2021, respectively.

The following table sets forth revenues we earned by vehicle type for the years ended December 31, 2023, 2022 and 2021:

For the Years Ended December 31,
202320222021
Revenues(in millions)
Management fees
Artisan Funds & Artisan Global Funds$606.3$617.0$761.4
Separate accounts and other364.5375.7452.5
Performance fees4.30.613.3
Total revenues$975.1$993.3$1,227.2
Average assets under management for period$139,321$141,516$171,767

Management fees, performance fees and incentive allocations earned from consolidated investment products are eliminated from revenue upon consolidation. For each of the years ended December 31, 2023, 2022 and 2021, approximately 82%, 82%, and 83%, respectively, of our investment advisory fees were earned from clients located in the United States.

Operating Expenses

Our operating expenses consist primarily of compensation and benefits, distribution, servicing and marketing, occupancy, communication and technology, and general and administrative expenses.

Our expenses fluctuate due to a number of factors, including the following:

•variations in the amount of total compensation expense due to, among other things, changes in the amount of incentive compensation earned and equity awards made, variations in our employee count (including the addition of new investment teams) and changes in our product mix and other competitive factors; and

•expenses, such as distribution fees, rent, professional service fees, technology and data-related costs, incurred, as necessary, to operate and grow our business.

A significant portion of our operating expenses are variable and fluctuate in direct relation to our assets under management and revenues. Even if we experience declining revenues, we expect to continue to make the expenditures necessary for us to manage and grow our business. As a result, our profits may decline.

Compensation and Benefits

Compensation and benefits includes (i) salaries, incentive compensation and benefits costs and (ii) long-term incentive compensation expense related to equity and cash awards granted to employees.

Incentive compensation comprises a significant portion of our senior employees’ total compensation. The amount of incentive compensation paid to members of our investment teams and distribution team is based in large part on formulas that are tied directly to revenues. For each of our investment teams, incentive compensation generally represents 25% of the asset-based management fees and a share of performance-based fees generated by assets under management in the team’s strategy or strategies. Incentive compensation paid to most other employees is discretionary and determined based on individual performance and our overall results during the applicable year.

The Company is primarily self-insured for health benefits up to certain annual stop-loss limits. Expense is recognized based on claims filed and an estimate of claims incurred but not yet reported, as determined by an independent third party.

Fixed compensation costs are comprised primarily of salaries, benefits, and long-term incentive compensation expense. Fixed compensation costs, exclusive of long-term incentive compensation, are expected to rise 4% to 8% in 2024 reflecting merit increases, the absorption of a full year of expense for full time employees hired in 2023, and an expected increase of approximately 5% in full time employees in 2024. The additional full time employees in 2024 will primarily relate to investment and distribution roles to capitalize on our growth strategy.

Certain compensation and benefits expenses are generally higher in the beginning of the year, including employer funded retirement and health care contributions and payroll taxes. We expect these expenses will add approximately $6 million to our expenses in the first quarter of 2024, compared to the fourth quarter of 2023.

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We have granted equity awards to our employees that consist of standard restricted awards that generally vest on a pro rata basis over 5 years and career awards that vest when both of the following conditions are met (1) pro-rata time vesting over 5 years and (2) qualifying retirement (as defined in the award agreements). The 2024 grant also includes a new traditional retirement provision that eliminates the 5-year vesting requirement when career award recipients have a qualified retirement after having met an age plus years of service threshold of 70. Career vesting awards granted to investment team members are generally further subject to the Franchise Protection Clause, which applies to current or future portfolio managers and founding investment team members. The Franchise Protection Clause provides that the total number of awards ultimately vesting will be reduced to the extent that cumulative net client cash outflows from the award recipient’s investment team during a specified measurement period exceeds a set threshold. Performance share units (“PSUs”) were granted to certain executive officers of the Company in 2020, 2021 and 2022. The number of PSUs that will vest is dependent upon the Company’s adjusted operating margin and total stockholder return relative to a peer group over a three year measurement period. Once determined the extent to which the performance conditions have been met, 50% of the PSUs eligible for vesting will vest, and 50% of the PSUs eligible for vesting will vest upon a qualified retirement. No performance share units were granted in 2023 or 2024.

The estimated grant date fair value of equity awards is recognized as compensation expense on a straight-line basis over the requisite service period of the award. The initial requisite service period is generally three years for PSUs and five years for all other equity awards that have been granted to date. Compensation expense for PSUs is only recognized if it is probable that the performance conditions will be achieved. For all awards, if a service or performance condition is not achieved, the corresponding awards are forfeited and any previously recognized compensation expense is reversed.

We grant cash-based long-term incentive awards, referred to as franchise capital awards, to certain investment team members in lieu of additional equity awards. Franchise capital awards are subject to the same vesting and forfeiture provisions as the equity awards. Prior to vesting, franchise capital awards are generally allocated to one or more of Artisan’s investment strategies. The underlying investment holdings and franchise capital award liability are marked to market value each quarter. The change in value of the award liability is included in compensation expense. The change in value of the underlying investment holdings is included in non-operating income/(expense).

We expect to reserve approximately 4% of our management fee revenues each quarter for future franchise capital awards, which we expect to make after the conclusion of each year. Over the long-term, we believe the economic impact of the reduced cash available for dividends will be offset by a corresponding reduction in dilution, as we expect to grant fewer equity awards as a result of the franchise capital awards.

During the first quarter of 2024, the board of directors of APAM approved the grant of long-term incentive awards with a grant date fair value of $59.2 million consisting of $20.8 million of restricted share-based awards and $38.4 million of franchise capital awards, to certain employees pursuant to the Company’s 2023 Omnibus Incentive Compensation Plan. The grant will be effective March 1, 2024.

Since the IPO and including the grant in the first quarter of 2024, our board of directors has approved equity grants of 12,363,069 restricted share-based awards. Total unrecognized non-cash compensation expense for these awards is $85.2 million. As of the date of this filing, unvested equity awards consist of the following number of shares by vesting condition:

Service OnlyService & Performance ConditionsService & Market ConditionsTotal
Standard Pro Rata Time Vesting1,563,63043,58143,5811,650,792
Qualified Retirement2,962,8551,479,65257,0024,499,509
Total Unvested4,526,4851,523,233100,5836,150,301

Including the long-term incentive award approved in the first quarter of 2024, total unrecognized long-term incentive compensation expense (including both equity grants and franchise capital awards) is $205.7 million. The 2024 grant includes a traditional retirement acceleration feature. The new provision eliminates the 5-year vesting requirement when career award recipients have a qualified retirement after having met an age plus years of service threshold of 70. All other vesting conditions, including notice periods and clawbacks, remain in effect. Long-term incentive compensation expense in 2024 is expected to increase by $8 to $9 million due to the provision, resulting in approximately $69.0 million of expense for 2024, excluding the impact of investment returns on the franchise capital awards’ underlying investments. Total compensation expense recorded over the vesting term of the awards is not impacted by the retirement acceleration provision.

We expect to continue to make long-term incentive awards each year, though the form and structure of the awards may change as we seek to maximize alignment between our associates and our clients and stockholders. The actual amount of the expense over time will depend primarily on the size of awards made. The size of long-term incentive awards will vary from year to year and will be influenced by our results and other factors. From time to time, we may also make individual long-term incentive grants to people we hire.

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Distribution, Servicing and Marketing

Distribution, servicing and marketing expenses primarily represent payments we make to broker-dealers, financial advisors, defined contribution plan providers, mutual fund supermarkets and other intermediaries for selling, servicing and administering accounts invested in shares of Artisan Funds. Artisan Funds authorizes intermediaries to accept purchase, exchange and redemption orders for shares of Artisan Funds on behalf of Artisan Funds. Many intermediaries charge a fee for those services. Artisan Funds pays a portion of some of those fees, which portion is intended to compensate the intermediary for its provision of services of the type that would be provided by Artisan Funds’ transfer agent or other service providers if the shares were registered directly on the books of Artisan Funds’ transfer agent. Like the investment management fees we earn as adviser to Artisan Funds, distribution, servicing and marketing fees typically vary with the value of the assets invested in shares of Artisan Funds. The allocation of such fees between us and Artisan Funds is determined by the board of Artisan Funds, based on information and a recommendation from us, with the goal of allocating to us, at a minimum, all costs attributable to the marketing and distribution of shares of Artisan Funds. A significant portion of Artisan Funds’ shares are held by investors through intermediaries to which we pay distribution, servicing and marketing expenses.

Total distribution, servicing and marketing fees will increase as we increase our assets under management sourced through intermediaries that charge these fees or similar fees. The amount we pay to intermediaries for distribution and administrative services varies by share class. As assets have transferred from the Investor share class to the Advisor and Institutional share classes, the amount we have paid for distribution, servicing and marketing relative to average AUM in the Artisan Funds has decreased. Consistent with the experience of other investment managers, as the foregoing expenses have decreased, we have seen increased requests from intermediaries for alternative forms of compensation. To date, such alternative forms of compensation have not been material, but they could be over time.

Occupancy

Occupancy expenses include operating leases for facilities, furniture and office equipment, miscellaneous facility related costs and depreciation expense associated with furniture purchases and leasehold improvements. We expect 2024 occupancy expenses to be relatively consistent with 2023.

Communication and technology

Communication and technology expenses include information and data subscriptions, telephone costs, information systems consulting fees, equipment and software maintenance expenses, operating leases for information technology equipment and depreciation and amortization expenses associated with computer hardware and software. Information and data subscriptions represent the costs we pay to obtain investment research and other data we need to operate our business. A portion of these expenses generally increase or decrease in relative proportion to the number of our employees and the overall size and scale of our business operations. We expect to continue our measured investments in technology to support our investment teams, distribution efforts, and scalable operations. We expect 2024 communication and technology expenses to be relatively consistent with 2023.

On behalf of our clients, we make decisions to buy and sell securities for each portfolio, select broker-dealers to execute trades and negotiate brokerage commission rates. In connection with these transactions, we receive research products and services from broker-dealers in exchange for the business we conduct with such firms. Some of those research products and services could be acquired for cash and our receipt of those products and services through the use of client commissions, or soft dollars, reduces cash expenses we would otherwise incur. In response to the Markets in Financial Instruments Directive II and industry changes prompted by it, we have in the past experienced requests from clients to bear research expenses that are currently paid for using soft dollars. In response to such requests or as a result of changes in our operations, we may eventually bear a significant portion of the costs of research that are currently paid for using soft dollars, which would increase our operating expenses materially.

General and Administrative

General and administrative expenses include professional fees, travel and entertainment, certain state and local taxes, directors’ and officers’ liability insurance, director fees, and other miscellaneous expenses we incur in operating our business. We expect travel costs to increase in 2024 as we execute on our investment and distribution growth strategy.

Non-Operating Income (Expense)

Interest Expense

Interest expense primarily relates to the interest we pay on our debt. For a description of the terms of our debt, see “—Liquidity, Capital Resources, and Contractual Obligations”. Interest expense also includes interest on TRA payments, which is incurred between the due date (without extension) for our federal income tax return and the date on which we make TRA payments.

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Interest Income on Cash and Cash Equivalents and Other

Interest income on cash and cash equivalents and other includes income earned from investing excess operating cash in various money market funds.

Net Gain (Loss) on the Tax Receivable Agreements

Non-operating income (expense) also includes gains or losses related to the changes in our estimate of the payment obligation under the TRAs, including the impact of tax rate changes. The effect of changes in our estimate of amounts payable under the TRAs, including the effect of changes in enacted tax rates and in applicable tax laws, is included in net income.

Net Investment Gain (Loss) of Consolidated Investment Products

Net investment gain (loss) of consolidated investment products represents the realized and unrealized investment gains (losses) related to investment products that are included in our consolidated financial statements because Artisan holds a controlling financial interest in the respective investment entities. Significant portions of net investment gain (loss) of consolidated investment products are offset by noncontrolling interests in our Consolidated Statements of Operations.

Net Investment Gain (Loss) of Nonconsolidated Investment Products

Net investment gain (loss) of nonconsolidated investment products includes realized and unrealized investment gains (losses) related to nonconsolidated investment products and dividends earned on nonconsolidated equity securities.

Net Income (Loss) Attributable to Noncontrolling Interests

Net Income (Loss) Attributable to Noncontrolling Interests - Holdings

Net income (loss) attributable to noncontrolling interests - Holdings represents the portion of earnings or loss attributable to the ownership interests in Artisan Partners Holdings held by the limited partners of Artisan Partners Holdings.

Net Income (Loss) Attributable to Noncontrolling Interests - Consolidated Investment Products

Net income (loss) attributable to noncontrolling interests - consolidated investment products represents the portion of earnings or loss attributable to third-party investors’ ownership interests in consolidated investment products.

Provision for Income Taxes

The provision for income taxes primarily represents APAM’s U.S. federal, state and local income taxes on its allocable portion of Holdings’ income, as well as foreign income taxes payable by Holdings’ subsidiaries. Our effective income tax rate is dependent on many factors, including a rate benefit attributable to the fact that a portion of Holdings’ taxable earnings are not subject to corporate level taxes. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. The effective tax rate is also lower than the statutory rate due to dividends paid on unvested share-based awards. These favorable impacts are partially offset by the impact of permanent items, including certain executive compensation expenses, that are not deductible for tax purposes.

As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes.

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Results of Operations

Year Ended December 31, 2023, Compared to Year Ended December 31, 2022

For the Years Ended December 31,Period-to-Period
20232022$%
Statements of operations data:(in millions, except share and per-share data)
Revenues$975.1$993.3$(18.2)(2)%
Operating Expenses
Total compensation and benefits529.4510.419.04%
Other operating expenses142.1138.83.32%
Total operating expenses671.5649.222.33%
Total operating income303.6344.1(40.5)(12)%
Non-operating income (expense)
Interest expense(8.6)(9.9)1.313%
Other non-operating income (expense)88.7(22.4)111.1496%
Total non-operating income (expense)80.1(32.3)112.4348%
Income before income taxes383.7311.871.923%
Provision for income taxes71.963.48.513%
Net income before noncontrolling interests311.8248.463.426%
Less: Noncontrolling interests - Artisan Partners Holdings49.549.10.41%
Less: Noncontrolling interests - consolidated investment products40.0(7.5)47.5633%
Net income attributable to Artisan Partners Asset Management Inc.$222.3$206.8$15.57%
Share Data
Basic earnings per share$3.19$2.94
Diluted earnings per share$3.19$2.94
Basic weighted average number of common shares outstanding63,451,93262,475,960
Diluted weighted average number of common shares outstanding63,486,47962,498,509

Revenues

The decrease in revenues of $18.2 million, or 2%, for the year ended December 31, 2023, compared to the year ended December 31, 2022, was driven primarily by a $2.2 billion, or 2%, decrease in our average assets under management, partially offset by a $3.7 million increase in performance fee revenue. The weighted average investment management fee, which excludes performance fees, was 69.8 basis points for the year ended December 31, 2023, compared to 70.2 basis points for the year ended December 31, 2022. The weighted average investment management fee decreased primarily due to a decrease in average management fee rate paid by the Artisan Funds and Artisan Global Funds vehicles from 90.7 basis points for the year ended December 31, 2022 to 90.1 basis points for the year ended December 31, 2023 as a result of a change in mix of AUM amongst our strategies.

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The following table sets forth investment advisory fees and the weighted average management fee by investment vehicle. The weighted average management fee for Artisan Funds and Artisan Global Funds reflects the additional services we provide to these pooled vehicles.

Separate Accounts and Other (2)Artisan Funds and Artisan Global Funds
For the Years Ended December 31,2023202220232022
(dollars in millions)
Investment advisory fees$368.8$376.3$606.3$617.0
Weighted average management fee (1)50.8 bps51.2 bps90.1 bps90.7 bps
Percentage of ending AUM52%52%48%48%
(1) We compute our weighted average management fee by dividing annualized management fees (which excludes performance fees) by average assets under management for the applicable period. Assets under management within our consolidated investment products, and any investment advisory fees earned thereon, are excluded from our weighted average fee calculations since any such revenues are eliminated upon consolidation.
(2) Separate accounts and other consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including assets we manage in traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority.

Operating Expenses

The increase in total operating expenses of $22.3 million, or 3%, for the year ended December 31, 2023, compared to the year ended December 31, 2022, is due to higher fixed compensation and benefits costs, reflecting an increase in the number of full time associates and annual merit increases as well as increases in long-term incentive compensation costs resulting from the market valuation impact on compensation plans, and higher travel expenses.

Compensation and Benefits

For the Years Ended December 31,Period-to-Period
20232022$%
(in millions)
Salaries, incentive compensation and benefits (1)$469.9$458.6$11.32%
Long-term incentive compensation awards59.551.87.715%
Total compensation and benefits$529.4$510.4$19.04%
(1) Excluding long-term incentive compensation awards

The increase in salaries, incentive compensation and benefits was driven primarily by a 4% increase in the number of full-time employees.

Long-term incentive compensation award expense increased $7.7 million predominantly as a result of the increase driven by the impact of market valuation changes on franchise capital awards.

Total compensation and benefits was 54% and 51% of our revenues for the years ended December 31, 2023 and 2022, respectively.

Other operating expenses

Other operating expenses increased $3.3 million for the year ended December 31, 2023, compared to the year ended December 31, 2022, primarily due to increased travel expenses.

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Non-Operating Income (Expense)

Non-operating income (expense) consisted of the following:

For the Years Ended December 31,Period-to-Period
20232022$%
(in millions)
Interest expense$(8.6)$(9.9)$1.313%
Interest income on cash and cash equivalents and other6.30.36.02,000%
Net investment gain (loss) of consolidated investment products62.7(7.0)69.7996%
Net gain (loss) on the tax receivable agreements0.51.0(0.5)(50)%
Net investment gain (loss) on nonconsolidated seed investments2.7(3.5)6.2177%
Net investment gain (loss) on nonconsolidated franchise capital investments16.5(13.2)29.7225%
Total non-operating income (expense)$80.1$(32.3)$112.4348%

Net investment gain (loss) of consolidated investment products, net investment gain (loss) on nonconsolidated seed investments, and net investment gain (loss) on franchise capital investments increased $105.6 million in the aggregate for the year ended December 31, 2023, compared to the year ended December 31, 2022, predominantly due to market conditions. In addition, the increase in interest income on cash and cash equivalents and other increased $6.0 million due to higher yields. Interest expense decreased $1.3 million as a result of the lower interest rate on the Series F senior note, which replaced the higher interest rate Series C senior note that matured in August 2022.

Provision for Income Taxes

APAM’s effective income tax rate for the years ended December 31, 2023 and 2022 was 18.7% and 20.3%, respectively. The decrease in effective tax rate was primarily due to an increase in the non-controlling interest attributable to consolidated investment product gains.

Several factors contribute to the effective tax rate, including a rate benefit attributable to the fact that approximately 16% and 17% of Holdings’ full year projected taxable earnings were not subject to corporate-level taxes for the years ended December 31, 2023 and 2022, respectively. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes. The effective tax rate was favorably impacted in both periods due to tax deductible dividends paid on unvested restricted share-based awards.

Earnings Per Share

Weighted average basic and diluted shares of Class A common stock outstanding were higher for the year ended December 31, 2023, compared to the year ended December 31, 2022, as a result of unit exchanges and equity award grants. See Note 12, “Earnings Per Share” in the Notes to the consolidated financial statements in Item 8 of this report for further discussion of earnings per share.

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Year Ended December 31, 2022, Compared to the Year Ended December 31, 2021

For the Years Ended December 31,For the Period-to-Period
20222021$%
Statements of operations data:(in millions, except share and per-share data)
Revenues$993.3$1,227.2$(233.9)(19)%
Operating Expenses
Total compensation and benefits510.4563.0(52.6)(9)%
Other operating expenses138.8123.715.112%
Total operating expenses649.2686.7(37.5)(5)%
Total operating income344.1540.5(196.4)(36)%
Non-operating income (expense)
Interest expense(9.9)(10.8)0.98%
Other non-operating income(22.4)21.9(44.3)(202)%
Total non-operating income (expense)(32.3)11.1(43.4)(391)%
Income before income taxes311.8551.6(239.8)(43)%
Provision for income taxes63.4107.1(43.7)(41)%
Net income before noncontrolling interests248.4444.5(196.1)(44)%
Less: Noncontrolling interests - Artisan Partners Holdings49.196.9(47.8)(49)%
Less: Noncontrolling interests - consolidated investment products(7.5)11.1(18.6)(168)%
Net income attributable to Artisan Partners Asset Management Inc.$206.8$336.5$(129.7)(39)%
Share Data
Basic earnings per share$2.94$5.10
Diluted earnings per share$2.94$5.09
Basic weighted average number of common shares outstanding62,475,96059,866,790
Diluted weighted average number of common shares outstanding62,498,50959,881,039

A detailed discussion of the year-over-year results for the year ended December 31, 2022, compared to the year ended December 31, 2021, can be found in “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on February 27, 2023.

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Supplemental Non-GAAP Financial Information

Our management uses non-GAAP measures (referred to as “adjusted” measures) of net income to evaluate the profitability and efficiency of the underlying operations of our business and as a factor when considering net income available for distributions and dividends. These adjusted measures remove the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, and (3) net investment gain (loss) of investment products. These adjustments also remove the non-operational complexities of our structure by adding back noncontrolling interests and assuming all income of Artisan Partners Holdings is allocated to APAM. Management believes these non-GAAP measures provide meaningful information to analyze our profitability and efficiency between periods and over time. We have included these non-GAAP measures to provide investors with the same financial metrics used by management to manage the Company.

Non-GAAP measures should be considered in addition to, and not as a substitute for, financial measures prepared in accordance with GAAP. Our non-GAAP measures may differ from similar measures used by other companies, even if similar terms are used to identify such measures. Our non-GAAP measures are as follows:

•Adjusted net income represents net income excluding the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, and (3) net investment gain (loss) of investment products. Adjusted net income also reflects income taxes assuming the vesting of all unvested Class A share-based awards and as if all outstanding limited partnership units of Artisan Partners Holdings had been exchanged for Class A common stock of APAM on a one-for-one basis. Assuming full vesting and exchange, all income of Artisan Partners Holdings is treated as if it were allocated to APAM, and the adjusted provision for income taxes represents an estimate of income tax expense at an effective rate reflecting APAM's current federal, state, and local income statutory tax rates. The adjusted tax rate was 24.7% for all periods presented.

•Adjusted net income per adjusted share is calculated by dividing adjusted net income by adjusted shares. The number of adjusted shares is derived by assuming the vesting of all unvested Class A share-based awards and the exchange of all outstanding limited partnership units of Artisan Partners Holdings for Class A common stock of APAM on a one-for-one basis.

•Adjusted operating income represents the operating income of the consolidated company excluding compensation expense related to market valuation changes in compensation plans.

•Adjusted operating margin is calculated by dividing adjusted operating income by total revenues.

•Adjusted EBITDA represents adjusted net income before interest expense, income taxes, depreciation and amortization expense.

Net gain (loss) on the tax receivable agreements represents the income (expense) associated with the change in estimate of amounts payable under the tax receivable agreements entered into in connection with APAM’s initial public offering and related reorganization.

Compensation expense (reversal) related to market valuation changes in compensation plans represents the expense (income) associated with the change in the long term incentive award liability resulting from investment returns of the underlying investment products. Because the compensation expense impact of the investment market exposure is economically hedged, management believes it is useful to reflect the expected net income offset in the calculation of adjusted operating income, adjusted net income, and adjusted EBITDA. The related investment gain (loss) on the underlying investments is included in the adjustment for net investment gain (loss) of investment products.

Net investment gain (loss) of investment products represents the non-operating income (expense) related to the Company’s investments, in both consolidated sponsored investment products and nonconsolidated sponsored investment products, including investments in sponsored investment products held to economically hedge compensation plans. Excluding these non-operating market gains or losses on investments provides greater transparency to evaluate the profitability and efficiency of the underlying operations of the business. Interest income generated on cash and cash equivalents is considered part of normal operations, and therefore, is not excluded from adjusted net income.

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The following table sets forth, for the periods indicated, a reconciliation from GAAP financial measures to non-GAAP measures:

For the Years Ended December 31,
202320222021
(unaudited; in millions, except per share data)
Reconciliation of non-GAAP financial measures:
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$222.3$206.8$336.5
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings49.549.196.9
Add back: Provision for income taxes71.963.4107.1
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans4.8(3.8)0.3
Add back: Net (gain) loss on the tax receivable agreements(0.5)(1.0)(0.4)
Add back: Net investment (gain) loss of investment products attributable to APAM(38.4)16.9(9.3)
Less: Adjusted provision for income taxes76.581.8131.2
Adjusted net income (Non-GAAP)$233.1$249.6$399.9
Average shares outstanding
Class A common shares63.462.559.9
Assumed vesting or exchange of:
Unvested Class A restricted share-based awards5.75.75.4
Artisan Partners Holdings units outstanding (noncontrolling interests)11.512.014.2
Adjusted shares80.680.279.5
Basic earnings per share (GAAP)$3.19$2.94$5.10
Diluted earnings per share (GAAP)$3.19$2.94$5.09
Adjusted net income per adjusted share (Non-GAAP)$2.89$3.11$5.03
Operating income (GAAP)$303.6$344.1$540.5
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans4.8(3.8)0.3
Adjusted operating income (Non-GAAP)$308.4$340.3$540.8
Operating margin (GAAP)31.1%34.6%44.0%
Adjusted operating margin (Non-GAAP)31.6%34.3%44.1%
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$222.3$206.8$336.5
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings49.549.196.9
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans4.8(3.8)0.3
Add back: Net (gain) loss on the tax receivable agreements(0.5)(1.0)(0.4)
Add back: Net investment (gain) loss of investment products attributable to APAM(38.4)16.9(9.3)
Add back: Interest expense8.69.910.8
Add back: Provision for income taxes71.963.4107.1
Add back: Depreciation and amortization9.37.97.0
Adjusted EBITDA (Non-GAAP)$327.5$349.2$548.9

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Liquidity, Capital Resources, and Contractual Obligations

Our working capital needs, including accrued incentive compensation payments, have been and are expected to be met primarily through cash generated by our operations. The assets and liabilities of consolidated investment products attributable to third-party investors do not impact our liquidity and capital resources. We have no right to the benefits from, nor do we bear the risks associated with, the assets and liabilities of consolidated investment products, beyond our direct equity investment and any investment advisory fees earned. Accordingly, assets and liabilities of consolidated investment products attributable to third-party investors are excluded from the amounts and discussions below. The following table shows our liquidity position as of December 31, 2023 and December 31, 2022:

December 31, 2023December 31, 2022
(in millions)
Cash and cash equivalents$141.0$114.8
Accounts receivable$101.2$98.6
Seed investments (1)$150.1$124.8
Undrawn commitment on revolving credit facility$100.0$100.0
(1) Seed investments include Artisan's direct equity investments in consolidated and nonconsolidated Artisan-sponsored investment products. The balance excludes $115.3 million and $67.3 million of investments made related to funded long-term incentive compensation plans as of December 31, 2023 and December 31, 2022, respectively.

We manage our cash balances in order to fund our day-to-day operations. The Company did not have any deposits with financial institutions directly impacted by the regional bank failures that occurred during the year ended December 31, 2023. We continue to mitigate concentration risk through the diversification of financial institutions holding daily operating cash balances and by investing excess operating cash in various money market funds. $118.8 million of our cash and cash equivalents balance was invested in money market funds as of December 31, 2023.

Accounts receivable primarily represent investment advisory fees that have been earned, but not yet received from our clients. We perform a review of our receivables on a monthly basis to assess collectability. As of December 31, 2023, none of our receivables were considered uncollectible.

We utilize cash to make seed investments in Artisan-sponsored investment products to support the development of new investment strategies and vehicles. As of December 31, 2023, the balance of all seed investments, including investments in consolidated investment products, was $150.1 million. Subject to certain restrictions on the timing of redemptions, the seed investments are generally redeemable at our discretion. We monitor for opportunities to redeem existing seed investments as sufficient scale in those strategies and vehicles is achieved.

During the year ended December 31, 2023, we also made investments of $39.0 million related to our economic hedge of franchise capital awards. As of December 31, 2023, the value of investments held to economically hedge our franchise capital awards was $115.3 million. In the first quarter of 2024, we intend to invest an additional $38.4 million related to our economic hedge of franchise capital awards in connection with the grant that was approved by our Board on January 25, 2024.

We expect our investment portfolio to continue to grow as we grant additional annual franchise capital awards and make additional seed capital investments in new strategies and vehicles to support our growth. In October 2023, we committed $16.0 million of capital as a seed investment in the Artisan Dislocation Opportunities Fund LP, a private fund that will call capital contributions and begin investment activity upon the occurrence of a market-based trigger. As of December 31, 2023, the trigger had not occurred and the capital had not yet been called, therefore the committed capital is not recorded in the Consolidated Statements of Financial Condition. The capital commitment terminates if the market trigger does not occur within three years of the October 30, 2023 initial closing date.

On August 16, 2022, Artisan Partners Holdings issued $90.0 million of 3.10% Series F notes pursuant to an agreement executed in December 2021 and used the proceeds to repay the $90.0 million of Series C senior notes that matured on August 16, 2022. In addition, Holdings amended and extended its $100.0 million revolving credit facility for an additional five-year period.

As of December 31, 2023, we have $200 million in unsecured notes outstanding and a $100 million revolving credit facility with a five-year term ending in August 2027. The notes are comprised of three series, Series D, Series E, and Series F, each with a balloon payment at maturity. The $100 million revolving credit facility was unused as of and for the year ended December 31, 2023.

The fixed interest rate on each series of unsecured notes is subject to a 100 basis point increase in the event Holdings receives a below-investment grade rating and any such increase will continue to apply until an investment grade rating is received. Holdings maintained an investment grade rating for the year ended December 31, 2023.

These borrowings contain certain customary covenants including limitations on Artisan Partners Holdings’ ability to: (i) incur additional indebtedness or liens, (ii) engage in mergers or other fundamental changes, (iii) sell or otherwise dispose of assets

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including equity interests, and (iv) make dividend payments or other distributions to Artisan Partners Holdings’ partners (other than, among others, tax distributions paid to partners for the purpose of funding tax liabilities attributable to their interests) when a default occurred and is continuing or would result from such a distribution. In addition, in the event of a Change of Control (as defined in the Note Purchase Agreement) or if Artisan’s average assets under management for a fiscal quarter is below $45 billion, Holdings is generally required to offer to pre-pay the notes. Artisan Partners Limited Partnership, a wholly-owned subsidiary of Holdings, has guaranteed Holdings’ obligations under the terms of the Note Purchase Agreement.

In addition, covenants in the note purchase and revolving credit agreements require Artisan Partners Holdings to maintain the following financial ratios:

•leverage ratio (calculated as the ratio of consolidated total indebtedness on any date to consolidated EBITDA for the period of four consecutive fiscal quarters ended on or prior to such date) cannot exceed 3.00 to 1.00 (Artisan Partners Holdings’ leverage ratio for the year ended December 31, 2023 was 0.6 to 1.00); and

•interest coverage ratio (calculated as the ratio of consolidated EBITDA for any period of four consecutive fiscal quarters to consolidated interest expense for such period) cannot be less than 4.00 to 1.00 for such period (Artisan Partners Holdings’ interest coverage ratio for the year ended December 31, 2023 was 46.0 to 1.00).

Our failure to comply with any of the covenants or restrictions described above could result in an event of default under the agreements, giving our lenders the ability to accelerate repayment of our obligations. We were in compliance with all debt covenants as of December 31, 2023.

See Note 5, “Borrowings”, for further information on our outstanding notes and revolving credit facility.

As of December 31, 2023, we had approximately $133.5 million of future minimum rent commitments under non-cancellable leasing arrangements.

Distributions and Dividends

Artisan Partners Holdings’ distributions, including distributions to APAM, for the years ended December 31, 2023 and 2022 were as follows:

For the Years Ended December 31,
20232022
(in millions)
Holdings Partnership Distributions to Limited Partners$44.7$57.2
Holdings Partnership Distributions to APAM248.3299.0
Total Holdings Partnership Distributions$293.0$356.2

APAM, acting as the general partner of Artisan Partners Holdings, declared, effective January 30, 2024, a distribution of $30.2 million payable by Artisan Partners Holdings on February 21, 2024 to holders of its partnership units, including APAM.

APAM declared and paid the following dividends per share during the years ended December 31, 2023 and 2022:

For the Years Ended December 31,
Type of DividendClass of Stock20232022
QuarterlyCommon Class A$2.31$2.95
Special AnnualCommon Class A$0.35$0.72

Our board of directors declared, effective January 30, 2024, a variable quarterly dividend of $0.68 per share of Class A common stock with respect to the December quarter of 2023 and a special annual dividend of $0.34. The combined amount, $1.02 per share of Class A common stock, will be paid on February 29, 2024 to stockholders of record as of the close of business on February 15, 2024. The variable quarterly dividend of $0.68 per share represents approximately 80% of the cash generated (as described below) in the December quarter of 2023 and a pro-rata portion of 2023 tax savings related to our tax receivable agreements. The special dividend represents the remainder of undistributed cash generated during the year ended December 31, 2023, less cash reserved for future growth initiatives including seed investments in new investment strategies and vehicles.

Subject to Board approval each quarter, we currently expect to pay a quarterly dividend of approximately 80% of the cash the Company generates each quarter. We expect our quarterly cash generation to approximate adjusted net income plus long-term incentive compensation award expense, less cash reserved for future franchise capital awards (which we generally expect will approximate 4% of investment management revenues each quarter) with additional adjustments made for certain other sources and uses of cash, including capital expenditures. After the end of the year, our Board will consider paying a special dividend after determining the amount of cash needed for general corporate purposes and investments in growth and strategic initiatives.

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Although we expect to pay dividends according to our dividend policy, we may not pay dividends according to our policy or at all.

Tax Receivable Agreements (“TRAs”)

In addition to funding our normal operations, we will be required to fund amounts payable under the TRAs that we entered into in connection with the IPO, which resulted in the recognition of a $364.0 million liability as of December 31, 2023. The liability generally represents 85% of the tax benefits APAM expects to realize as a result of the merger of an entity into APAM as part of the IPO Reorganization, our purchase of partnership units from limited partners of Holdings and the exchange of partnership units (for shares of Class A common stock or other consideration).

The estimated liability assumes no material changes in the relevant tax law and that APAM earns sufficient taxable income to realize all tax benefits subject to the TRAs. An increase or decrease in future tax rates will increase or decrease, respectively, the expected tax benefits APAM would realize and the amounts payable under the TRAs. Changes in the estimate of expected tax benefits APAM would realize and the amounts payable under the TRAs as a result of change in tax rates have been and will be recorded in net income.

The liability will increase upon future purchases or exchanges of limited partnership units with the increase representing amounts payable under the TRAs equal to 85% of the estimated future tax benefits, if any, resulting from such purchases or exchanges. We intend to fund the payment of amounts due under the TRAs out of the reduced tax payments that APAM realizes in respect of the tax attributes to which the TRAs relate.

The actual increase in tax basis, as well as the amount and timing of any payments under these agreements, will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

In certain cases, payments under the TRAs may be accelerated and/or significantly exceed the actual benefits we realize in respect of the tax attributes subject to the TRAs. In such cases, we intend to fund those payments with cash on hand, although we may have to borrow funds depending on the amount and timing of the payments. During the year ended December 31, 2023, we made payments totaling $36.0 million, related to the TRAs, including interest. In 2024, we expect to make payments of approximately $37.2 million related to the TRAs.

Cash Flows

For the Years Ended December 31,
202320222021
(in millions)
Cash, cash equivalents and restricted cash as of January 1,$143.3$200.8$199.5
Net cash provided by operating activities253.1312.6398.5
Net cash used in investing activities(38.2)(63.7)(27.0)
Net cash used in financing activities(175.0)(306.4)(335.4)
Net impact of deconsolidation of consolidated investment products(4.7)(34.8)
Cash, cash equivalents and restricted cash as of December 31,$178.5$143.3$200.8

Year Ended December 31, 2023, Compared to Year Ended December 31, 2022

Net cash provided by operating activities decreased $59.5 million for the year ended December 31, 2023, compared to the year ended December 31, 2022, primarily due to a decrease in operating income and changes in working capital. Operating income, excluding share based compensation expense, decreased $48.3 million due to lower average AUM and revenues.

Investing activities consist primarily of the purchase and sale of investment securities, the acquisition of property and equipment and leasehold improvements. Net cash used in investing activities decreased $25.5 million during the year ended December 31, 2023, primarily due to a $14.6 million decrease in net purchases of investment securities, including a $9.6 million decrease in the purchase of investment securities related to the economic hedge of our franchise capital awards. Further, acquisitions of property and equipment and leasehold improvements decreased $10.9 million, primarily related to the completion of build outs of leased space in the year ended December 31, 2022.

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Financing activities consist primarily of partnership distributions to non-controlling interests, dividend payments to holders of our Class A common stock, proceeds from the issuance of Class A common stock in follow-on offerings, payments to purchase Holdings partnership units, and payments of amounts owed under the tax receivable agreements. Net cash used in financing activities decreased $131.4 million during the year ended December 31, 2023, primarily due to a $65.3 million decrease in dividends paid and a $12.5 million decrease in distributions paid to limited partners, each primarily related to the decrease in operating income for the year ended December 31, 2023, driven by the decrease in AUM. Further contributing to the overall decrease in net cash used in financing activities was a $54.7 million net increase in contributions from noncontrolling interests in our consolidated investment products.

During the year ended December 31, 2023, the Company determined that it no longer had a controlling financial interest in an investment product that was previously consolidated. The deconsolidation of the investment product resulted in a $4.7 million increase in cash, cash equivalents and restricted cash.

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Critical Accounting Policies and Estimates

The accompanying consolidated financial statements were prepared in accordance with GAAP, and related rules and regulations of the SEC. The preparation of financial statements in conformity with GAAP requires management to make estimates or assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results could differ from these estimates or assumptions and may have a material effect on the consolidated financial statements.

Accounting policies are an integral part of our financial statements. A thorough understanding of these accounting policies is essential when reviewing our reported results of operations and our financial condition. Management believes that the critical accounting policies and estimates discussed below involve additional management judgment due to the sensitivity of the methods and assumptions used.

Consolidation

We consolidate all subsidiaries or other entities in which we have a controlling financial interest. We assess each legal entity in which we hold a variable interest on a quarterly basis to determine whether consolidation is appropriate. We determine whether we have a controlling financial interest in the entity by evaluating whether the entity is a voting interest entity (“VOE”) or a variable interest entity (“VIE”) under GAAP. Assessing whether an entity is a VIE or VOE and if it requires consolidation involves judgment and analysis. Factors considered in this assessment include the legal organization of the entity, our equity ownership and contractual involvement with the entity and any related party or de facto agent implications of our involvement with the entity.

Voting Interest Entities - A VOE is an entity in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, whereby the equity investment has all the characteristics of a controlling financial interest. As a result, voting rights are a key driver of determining which party, if any, should consolidate the entity. Under the VOE model, controlling financial interest is generally defined as a majority ownership of voting interests.

Variable Interest Entities - A VIE is an entity that lacks one or more of the characteristics of a VOE. In accordance with GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. We determine if a legal entity meets the definition of a VIE by considering whether the fund’s equity investment at risk is sufficient to finance its activities without additional subordinated financial support and whether the fund’s at-risk equity holders absorb any losses, have the right to receive residual returns and have the right to direct the activities of the entity most responsible for the entity’s economic performance.

Under the VIE model, controlling financial interest is defined as (i) the power to direct activities that most significantly impact the economic performance of the entity and (ii) the right to receive potentially significant benefits or the obligation to absorb potentially significant losses. We will generally consolidate VIEs in which we meet the power criteria and hold an equity ownership interest of greater than 10%.

We serve as the investment adviser for Artisan Funds, a family of mutual funds registered with the SEC under the Investment Company Act of 1940, and investment manager of Artisan Global Funds, a family of Ireland-based UCITS funds. Artisan Funds and Artisan Global Funds are corporate entities the business and affairs of which are managed by their respective boards of directors. The shareholders of the funds retain voting rights, including the right to elect and reelect members of their respective boards of directors. Each series of Artisan Funds is a VOE and is separately evaluated for consolidation under the VOE model. The shareholders of Artisan Global Funds lack simple majority liquidation rights, and as a result, Artisan Global Funds is evaluated for consolidation under the VIE model. Artisan Private Funds are also evaluated for consolidation under the VIE model because third-party equity holders of the funds lack the ability to remove Artisan as the general partner, or otherwise divest Artisan of its control of the funds.

Seed Investments - We generally make seed investments in sponsored investment portfolios at the portfolio’s formation. If the seed investment results in a controlling financial interest, we will consolidate the investment, and the underlying individual securities will be accounted for based on their classification at the underlying fund. If the seed investment results in significant influence, but not control, the investment will be accounted for as an equity method investment. Significant influence is generally considered to exist with equity ownership levels between 20% and 50%, although other factors are considered. Seed investments in which we do not have a controlling financial interest or significant influence are accounted for as investment securities. These investments are measured at fair value in the Consolidated Statements of Financial Condition. Realized and unrealized gains (losses) on investment securities are recorded in net investment income in the Consolidated Statements of Operations. Dividend income from these investments is recognized when earned and is included in net investment income in the Consolidated Statements of Operations.

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Revenue Recognition

Investment management fees are generally computed as a percentage of assets under management and are recognized as revenue at the end of each distinct service period. Fees for providing investment management services are computed and billed in accordance with the underlying investment management agreements, which is generally on a monthly or quarterly basis. Investment management fees are presented net of cash rebates to certain Artisan Global Fund investors and expense reimbursements pursuant to contractual expense limitations of pooled investment vehicles.

A number of investment management agreements provide for performance-based fees or incentive allocations, collectively “performance fees”. Performance fees, if earned, are recognized upon completion of the contractually determined measurement period, which is generally quarterly or annually. Performance fees generally are not subject to claw back as a result of performance declines subsequent to the most recent measurement date.

Artisan accounts for asset management services as a single performance obligation that is satisfied over time, using a time-based measure of progress to recognize revenue. Customer consideration is variable due to the uncertainty of the value of assets under management during each distinct service period. At the end of each quarter, Artisan records revenue for the actual amount of investment management fees for that quarter because the uncertainty has been resolved.

Performance fees are subject to the uncertainty of market volatility, and as a result, the entire amount of the variable consideration related to performance fees is constrained until the end of each measurement period. At the end of the quarterly or annual measurement period, revenue is recorded for the actual amount of performance fees earned during that period because the uncertainty has been resolved.

The portfolios of Artisan Funds and Artisan Global Funds, as well as the portfolios we manage for our other clients, are invested principally in securities for which market values are readily available, with a portion of each portfolio held in cash or cash-like instruments. With the exception of the assets managed by our Credit team and EMsights Capital Group (which together represented approximately 7.0% of our assets under management at December 31, 2023), the portfolios are invested principally in publicly-traded equity securities.

The investment management fees that we receive are calculated based on the values of the securities held in the accounts that we manage for our clients. For our U.S.-registered mutual fund and UCITS fund clients, including Artisan Funds and Artisan Global Funds, and for Artisan Private Funds, our fees are based on the values of the funds’ assets as determined for purposes of calculating their net asset values. Securities held by Artisan Funds, Artisan Global Funds, and Artisan Private Funds are generally valued at closing market prices, or if closing market prices are not readily available or are not considered reliable, at a fair value determined under procedures established by the fund’s board (fair value pricing). Values of securities determined using fair value pricing are likely to be different than they would be if only closing market prices were used.

For separate account clients, our fees may be based, at the client’s option, on the values of the securities in the portfolios we manage as determined by the client (or its custodian or other service provider) or by us in accordance with valuation procedures we have adopted. The valuation procedures we have adopted generally use closing market prices in the markets in which the securities trade, without adjustment for subsequent events except in unusual circumstances. We believe that our fees based on valuations determined under our procedures are not materially different from the fees we receive that are based on valuations determined by clients, their custodians or other service providers.

Income Taxes

We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all of our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed.

Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. As of December 31, 2023, we have not recorded a valuation allowance on any deferred tax assets. In the event that sufficient taxable income of the same character does not result in future years, among other things, a valuation allowance for certain of our deferred tax assets may be required.

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Payments pursuant to the Tax Receivable Agreements (“TRAs”)

We have recorded a liability of $364.0 million as of December 31, 2023, representing 85% of the estimated future tax benefits subject to the TRAs. The actual amount and timing of any payments under these agreements will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

New or Revised Accounting Standards

See Note 2, “Summary of Significant Accounting Policies — Recent accounting pronouncements” to the Consolidated Financial Statements included in Item 8 of Part II of this Form 10-K.

FY 2022 10-K MD&A

SEC filing source: 0001517302-23-000016.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2023-02-27. Report date: 2022-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of the results of operations and financial condition of the Company should be read in conjunction with the “Forward-Looking Statements” disclosure preceding Part I and the “Risk Factors” set forth in Item 1A of Part I of this Annual Report on Form 10‑K, each of which describe our risks, uncertainties and other important factors in more detail.

Overview and Recent Highlights

We are an investment management firm focused on providing high-value added, active investment strategies in asset classes for sophisticated clients around the world. As of December 31, 2022, our ten autonomous investment teams managed a total of 25 investment strategies across multiple asset classes and investment styles.

We focus on attracting, retaining and developing talented investment professionals and creating an environment in which each investment team is provided ample resources and support, transparent and direct financial incentives, a high degree of investment autonomy, and a long-term time horizon. We create new investment strategies when we identify opportunities to add value for clients, oftentimes through the use of a broad array of securities, instruments, and techniques (which we call degrees of freedom) to differentiate returns and manage risk.

We offer our investment management capabilities primarily to sophisticated investors that operate with institutional decision-making processes and longer-term investment horizons. We employ knowledgeable and investment focused relationship managers who are directly aligned with our investment teams, and we pair them with regional and distribution channel experts. We provide access to our investment strategies through multiple investment vehicles, including separate accounts and different types of pooled vehicles. As of December 31, 2022, approximately 76% of our assets under management were managed for clients and investors domiciled in the U.S. and 24% of our assets under management were managed for clients and investors domiciled outside of the U.S.

As a high-value added investment manager we expect that long-term investment performance will be the primary driver of our long-term business and financial results. If we maintain and evolve existing investment strategies and launch new investment strategies that meet the needs of and generate attractive outcomes for sophisticated asset allocators, we believe that we will continue to generate strong business and financial results.

Over shorter time periods, changes in our business and financial results are largely driven by market conditions and fluctuations in our assets under management that may not necessarily be the result of our long-term investment performance or the long-term demand for our strategies. For this reason, we expect that our business and financial results will be lumpy over time.

We strive to maintain a financial model that is transparent and predictable. Currently, we derive nearly all of our revenues from investment management fees, most of which are based on a specified percentage of clients’ average assets under management. A majority of our expenses, including most of our compensation expense, vary directly with changes in our revenues.

We invest thoughtfully to support our investment teams and future growth, while also paying out to stockholders and partners a majority of the cash that we generate from operations through dividends and distributions. We expect to continue to invest in the growth of the business, with a focus on adding new investment capabilities and more degrees of freedom in areas where both opportunity and client demand exist, and in which we can differentiate our active management and add value for clients.

Business highlights for 2022 included:

•Our U.S. Value team launched a third strategy, the Value Income strategy, in March 2022.

•In March 2022, we launched the Global Unconstrained strategy, managed by the EMsights Capital Group.

•In April 2022, we launched the Emerging Markets Debt Opportunities strategy, managed by the EMsights Capital Group.

•In May 2022, we established the Artisan International Explorer Fund, to provide investors with access to the International Explorer strategy through a U.S. mutual fund.

•In July 2022, we launched the Emerging Markets Local Opportunities strategy, managed by the EMsights Capital Group.

Financial highlights for 2022 included:

•During the year ended December 31, 2022, our assets under management decreased to $127.9 billion, a decrease of $46.9 billion, or 27%, compared to $174.8 billion at December 31, 2021, as a result of $36.6 billion of market depreciation, $9.8 billion of net client cash outflows, and $0.5 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders.

•Average assets under management for the year ended December 31, 2022 was $141.5 billion, a decrease of 17.6% from the average of $171.8 billion for the year ended December 31, 2021.

•We earned $993.3 million in revenue for the year ended December 31, 2022, a 19% decrease from revenues of $1,227.2 million for the year ended December 31, 2021.

•Our GAAP operating margin was 34.6% in 2022, compared to 44.0% in 2021. Adjusted operating margin was 34.3% in 2022, compared to 44.1% in 2021.

•We generated $2.94 of earnings per basic and diluted share and $3.11 of adjusted EPS.

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•We declared and distributed dividends of $3.67 per share of Class A common stock during 2022.

•We declared, effective January 31, 2023, a quarterly dividend of $0.55 per share of Class A common stock with respect to the December 2022 quarter and a special annual dividend of $0.35 per share, for a total of $2.82 of dividends per share with respect to 2022.

Organizational Structure

Organizational Structure

Our operations are conducted through Artisan Partners Holdings LP (“Holdings”) and its subsidiaries. On March 12, 2013, Artisan Partners Asset Management Inc. (“APAM”) and Holdings completed a series of transactions (the “IPO Reorganization”) to reorganize their capital structures in connection with the initial public offering (“IPO”) of APAM’s Class A common stock. The IPO Reorganization and IPO were completed on March 12, 2013. The IPO Reorganization was designed to create a capital structure that preserves our ability to conduct our business through Holdings, while permitting us to raise additional capital and provide access to liquidity through a public company.

Limited partners of Holdings, some of whom are employees, held approximately 15% of the equity interests in Holdings as of December 31, 2022. As a result, our results reflect that significant noncontrolling interest.

We operate our business in a single segment.

Holdings Unit Exchanges

During the year ended December 31, 2022, certain limited partners of Holdings exchanged 711,166 common units (along with a corresponding number of shares of Class B or Class C common stock of APAM, as applicable) for 711,166 shares of Class A common stock. In connection with the exchanges, APAM received 711,166 GP units of Holdings.

APAM’s equity ownership interest in Holdings increased from 84% at December 31, 2021 to 85% at December 31, 2022, as a result of these transactions and other equity transactions during the period.

Financial Overview

Economic Environment

Global market conditions materially affect our financial performance. Global markets continued to be volatile during the year ended December 31, 2022 amid continued concerns about COVID-19, elevated inflation, interest rate increases, the prolonged effects of the war in Ukraine, the risk of a recession and other global economic conditions. This continued volatility and uncertainty in global financial markets has impacted the value of our assets under management. Because the revenue we earn is based on the value of our assets under management, fluctuations in our assets under management will result in corresponding fluctuations in our revenues and earnings.

The following table presents the total returns of relevant market indices for the years ended December 31, 2022, 2021 and 2020:

For the Years Ended December 31,
202220212020
S&P 500 total returns(18.1)%28.7%18.4%
MSCI All Country World total returns(18.4)%18.5%16.3%
MSCI EAFE total returns(14.5)%11.3%7.8%
Russell Midcap® total returns(17.3)%22.6%17.1%
MSCI Emerging Markets Index(20.1)%(2.5)%18.3%
ICE BofA US High Yield Master II Total Return Index(11.2)%5.4%6.2%

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Key Performance Indicators

When we review our business and financial performance we consider, among other things, the following:

For the Years Ended December 31,
202220212020
(unaudited; dollars in millions)
Assets under management at period end$127,892$174,754$157,776
Average assets under management(1)$141,516$171,767$124,901
Net client cash flows(2)$(9,813)$1,678$7,154
Total revenues$993$1,227$900
Weighted average fee(3)70.2 bps70.7 bps70.9 bps
Operating margin34.6%44.0%39.8%
Adjusted operating margin (4)34.3%44.1%39.8%
(1) We compute average assets under management by averaging day-end assets under management for the applicable period.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(3) We compute our weighted average management fee by dividing annualized investment management fees (which excludes performance fees) by average assets under management for the applicable period.
(4) Adjusted measures are non-GAAP measures and are explained and reconciled to the comparable GAAP measures in “Supplemental Non-GAAP Financial Information” below.

Investment advisory fees and assets under management within our consolidated investment products are excluded from the weighted average fee calculations and from total revenues, since any such revenues are eliminated upon consolidation. Assets under management within Artisan Private Funds are included in the reported firmwide, separate accounts and other, and institutional assets under management figures reported below.

Assets Under Management and Investment Performance

Changes to our operating results from one period to another are primarily caused by changes in the amount of our assets under management. Changes in the relative composition of our assets under management among our investment strategies and vehicles and the effective fee rates on our products also impact our operating results.

The amount and composition of our assets under management are, and will continue to be, influenced by a variety of factors including, among others:

•investment performance, including fluctuations in both the financial markets and foreign currency exchange rates and the quality of our investment decisions;

•flows of client assets into and out of our various strategies and investment vehicles;

•our decision to close strategies or limit the growth of assets in a strategy or a vehicle when we believe it is in the best interest of our clients, as well as our decision to re-open strategies, in part or entirely;

•our ability to attract and retain qualified investment, management, and marketing and client service professionals;

•industry trends towards products, strategies, vehicles or services that we do not offer;

•competitive conditions in the investment management and broader financial services sectors; and

•investor sentiment and confidence.

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The table below sets forth changes in our total assets under management:

For the Years Ended December 31,
202220212020
(unaudited; dollars in millions)
Beginning assets under management$174,754$157,776$121,016
Gross client cash inflows27,22733,72536,338
Gross client cash outflows(37,040)(32,047)(29,184)
Net client cash flows(9,813)1,6787,154
Artisan Funds’ distributions not reinvested(1)(497)(2,295)(690)
Investment returns and other(2)(36,552)17,59530,296
Ending assets under management$127,892$174,754$157,776
Average assets under management$141,516$171,767$124,901
(1) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(2) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

During 2022 our assets under management decreased by $46.9 billion due to $36.6 billion of market depreciation, $9.8 billion of net client cash outflows, and $0.5 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders. For the year, 10 of our 25 investment strategies had net inflows totaling $1.2 billion, which were offset by $11.0 billion of net outflows from the remaining strategies.

Over the long-term, we expect to generate the majority of our AUM growth through investment returns, which has been our historical experience.

We monitor the availability of attractive investment opportunities relative to the amount of assets we manage in each of our investment strategies and the velocity at which the strategies are experiencing inflows. When appropriate, we will close a strategy to new investors or otherwise take action to slow or restrict its growth, even though our aggregate assets under management may be negatively impacted in the short term. We may also re-open a strategy, widely or selectively, to fill available capacity or manage the diversification of our client base in that strategy. We believe that management of our investment capacity protects our ability to manage assets successfully, which protects the interests of our clients and, in the long term, protects our ability to retain client assets and maintain our profit margins.

As of the date of this filing, the Artisan High Income Fund, Artisan International Value Fund and Artisan International Small-Mid Fund are closed to most new investors and their respective strategies have limited availability to most new client relationships. In addition, we are actively managing the capacity of our U.S. Small-Cap Growth strategy with respect to new client relationships.

When we close or otherwise restrict the growth of a strategy, we typically continue to allow additional investments in the strategy by existing clients and certain related entities. We may also permit new investments by other eligible investors in our discretion. As a result, during a given period we may have net client cash inflows in a closed strategy. However, when a strategy is closed or its growth is restricted we expect there to be periods of net client cash outflows.

The unaudited table on the following page sets forth the average annual total returns for each composite (gross of fees) and its respective broad-based benchmark (and style benchmark, if applicable) over a multi-horizon time period as of December 31, 2022. Returns for periods less than one year are not annualized.

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Composite InceptionStrategy AUMAverage Annual Total Returns (Gross)Average Annual Value-Added(1) Since Inception (bps)
Investment Team and StrategyDate(in $MM) (2)1 YR3 YR5 YR10 YRInception
Growth Team
Global Opportunities Strategy2/1/2007$18,676(29.53)%4.71%7.69%11.22%9.95%473
MSCI All Country World Index(18.36)%4.00%5.22%7.97%5.22%
Global Discovery Strategy9/1/20171,392(30.08)%5.65%10.78%---11.28%491
MSCI All Country World Index(18.36)%4.00%5.22%---6.37%
U.S. Mid-Cap Growth Strategy4/1/199710,624(36.04)%4.51%9.18%11.30%13.90%494
Russell® Midcap Index(17.32)%5.87%7.10%10.95%9.86%
Russell® Midcap Growth Index(26.72)%3.85%7.64%11.40%8.96%
U.S. Small-Cap Growth Strategy4/1/19953,285(28.67)%2.35%9.51%12.29%10.37%321
Russell® 2000 Index(20.44)%3.10%4.12%9.01%8.56%
Russell® 2000 Growth Index(26.36)%0.65%3.50%9.20%7.16%
Global Equity Team
Global Equity Strategy4/1/2010413(19.79)%3.60%7.69%10.41%10.97%342
MSCI All Country World Index(18.36)%4.00%5.22%7.97%7.55%
Non-U.S. Growth Strategy1/1/199613,285(18.44)%(0.84)%2.83%5.66%9.07%462
MSCI EAFE Index(14.45)%0.87%1.54%4.67%4.45%
Non-U.S. Small-Mid Growth Strategy1/1/20196,752(23.02)%3.10%------10.96%596
MSCI All Country World Index Ex USA Small Mid Cap(19.49)%(0.22)%------5.00%
China Post-Venture Strategy4/1/2021173(27.30)%---------(21.02)%(32)
MSCI China SMID Cap Index(22.17)%---------(20.70)%
U.S. Value Team
Value Equity Strategy7/1/20053,252(8.21)%8.18%7.49%10.41%8.56%111
Russell® 1000 Index(19.13)%7.34%9.13%12.37%9.07%
Russell® 1000 Value Index(7.54)%5.95%6.66%10.29%7.45%
U.S. Mid-Cap Value Strategy4/1/19992,826(12.11)%6.27%5.55%9.03%11.79%255
Russell® Midcap Index(17.32)%5.87%7.10%10.95%9.09%
Russell® Midcap Value Index(12.03)%5.82%5.72%10.10%9.24%
Value Income Strategy3/1/202210------------(7.74)%324
S&P 500 Market Index------------(10.98)%
International Value Team
International Value Strategy7/1/200230,152(6.12)%6.76%5.45%8.74%11.13%568
MSCI EAFE Index(14.45)%0.87%1.54%4.67%5.45%
International Explorer Strategy10/1/202058(13.21)%---------12.65%812
MSCI All Country World Index Ex USA Small Cap (Net)(19.97)%---------4.53%
Global Value Team
Global Value Strategy7/1/200721,432(12.69)%3.22%3.95%8.80%7.61%282
MSCI All Country World Index(18.36)%4.00%5.22%7.97%4.79%
Select Equity Strategy3/1/2020335(15.92)%---------6.78%(467)
S&P 500 Market Index (Total Return)(18.11)%---------11.45%
Sustainable Emerging Markets Team
Sustainable Emerging Markets Strategy7/1/2006873(27.21)%(3.69)%(1.33)%2.67%4.33%39
MSCI Emerging Markets Index(20.09)%(2.69)%(1.40)%1.44%3.94%
Credit Team
High Income Strategy4/1/20146,957(9.15)%2.62%4.31%---5.83%251
ICE BofA U.S. High Yield Master II Total Return Index(11.22)%(0.23)%2.12%---3.32%
Credit Opportunities Strategy7/1/2017136(3.64)%12.17%10.48%---10.92%951
ICE BofA U.S. Dollar LIBOR 3-month Constant Maturity Index1.21%0.82%1.42%---1.41%
Floating Rate Strategy1/1/202247(0.80)%---------(0.80)%26
Credit Suisse Leveraged Loan Total Return Index(1.06)%---------(1.06)%

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Developing World Team
Developing World Strategy7/1/20153,466(40.56)%(0.15)%4.06%---7.04%486
MSCI Emerging Markets Index(20.09)%(2.69)%(1.40)%---2.18%
Antero Peak Group
Antero Peak Strategy5/1/20172,948(24.90)%7.13%12.96%---16.58%584
S&P 500 Market Index(18.11)%7.65%9.42%---10.74%
Antero Peak Hedge Strategy11/1/2017728(22.96)%4.24%9.92%---10.27%29
S&P 500 Market Index(18.11)%7.65%9.42%---9.98%
EMsights Capital Group
Global Unconstrained Strategy4/1/202216------------8.40%698
ICE BofA 3-month Treasury Bill Index------------1.42%
Emerging Markets Debt Opportunities Strategy5/1/202245------------8.28%927
J.P. Morgan EMB Hard Currency/Local currency 50-50 Index------------(0.99)%
Emerging Markets Local Opportunities Strategy8/1/202211------------3.72%69
J.P. Morgan GBI-EM Global Diversified Index------------3.03%
Total Assets Under Management$127,892
(1) Value-added is the amount, in basis points, by which the average annual gross composite return of each of our strategies has outperformed or underperformed its respective benchmark. See “Performance and Assets Under Management Information Used in this Report” for additional information regarding the benchmarks used. Value-added for periods less than one year is not annualized. The High Income strategy holds loans and other security types that are not included in its benchmark, which, at times, causes material differences in relative performance. The Credit Opportunities strategy is benchmark agnostic and has been compared to the 3-month LIBOR for reference purposes only. The Antero Peak and Antero Peak Hedge strategies' investments in initial public offerings (IPOs) made a material contribution to performance. IPO investments may contribute significantly to a small portfolio’s return, an effect that will generally decrease as assets grow. IPO investments may be unavailable in the future.
(2) AUM for certain strategies include the following amounts for which Artisan Partners provides investment models to managed account sponsors (reported on a one-month lag): Artisan Sustainable Emerging Markets $48 million.

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The tables below set forth changes in our assets under management by investment team:

By Investment Team
Year EndedGrowthGlobal EquityU.S. ValueInternational ValueGlobal ValueSustainable Emerging MarketsCreditDeveloping WorldAntero Peak GroupEMsights Capital GroupTotal
December 31, 2022(unaudited; in millions)
Beginning assets under management$52,434$32,998$8,053$31,816$26,744$1,173$8,157$8,102$5,277$$174,754
Gross client cash inflows7,0693,2525447,5602,7592933,0211,5991,0646627,227
Gross client cash outflows(8,579)(8,681)(1,617)(6,617)(4,003)(226)(3,033)(2,998)(1,286)(37,040)
Net client cash flows(1,510)(5,429)(1,073)943(1,244)67(12)(1,399)(222)66(9,813)
Artisan Funds’ distributions not reinvested (1)(5)(35)(47)(173)(16)(209)(7)(5)(497)
Investment returns and other (2)(16,942)(6,911)(845)(2,376)(3,717)(367)(796)(3,230)(1,374)6(36,552)
Ending assets under management$33,977$20,623$6,088$30,210$21,767$873$7,140$3,466$3,676$72$127,892
Average assets under management$38,565$24,019$7,146$30,406$23,574$996$7,548$4,872$4,350$53$141,516
December 31, 2021
Beginning assets under management$52,685$32,056$7,149$24,123$22,417$679$6,338$8,853$3,476$$157,776
Gross client cash inflows7,4184,3844078,1214,7234993,1583,4991,51633,725
Gross client cash outflows(12,528)(5,313)(1,189)(4,057)(3,809)(54)(1,582)(3,035)(480)(32,047)
Net client cash flows(5,110)(929)(782)4,0649144451,5764641,0361,678
Artisan Funds’ distributions not reinvested (1)(302)(545)(47)(701)(46)(217)(286)(151)(2,295)
Investment returns and other (2)5,1612,4161,7334,3303,45949460(929)91617,595
Ending assets under management$52,434$32,998$8,053$31,816$26,744$1,173$8,157$8,102$5,277$$174,754
Average assets under management$53,375$33,679$7,835$28,998$25,463$924$7,576$9,541$4,376$$171,767
December 31, 2020
Beginning assets under management$34,793$27,860$7,402$22,000$19,707$234$3,850$3,374$1,796$$121,016
Gross client cash inflows9,5326,4797866,1654,6813493,4383,5271,38136,338
Gross client cash outflows(8,616)(5,885)(1,687)(6,101)(3,535)(25)(1,415)(1,487)(433)(29,184)
Net client cash flows916594(901)641,1463242,0232,0409487,154
Artisan Funds’ distributions not reinvested (1)(222)(115)(12)(46)(130)(142)(23)(690)
Investment returns and other (2)17,1983,7176602,1051,5641215953,58175530,296
Ending assets under management$52,685$32,056$7,149$24,123$22,417$679$6,338$8,853$3,476$$157,776
Average assets under management$40,806$26,991$6,266$20,045$17,780$476$4,493$5,465$2,579$$124,901
(1) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(2) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

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The goal of our marketing, distribution and client services efforts is to establish and maintain a client base that is diversified by investment strategy, client type and distribution channel. As distribution channels have evolved to have more institutional-like decision making processes and longer-term investment horizons, we have expanded our distribution efforts into those areas. The table below sets forth our assets under management by distribution channel:

As of December 31, 2022As of December 31, 2021As of December 31, 2020
$ in millions% of total$ in millions% of total$ in millions% of total
(unaudited)(unaudited)(unaudited)
Institutional$82,45664.5%$111,70563.9%$102,18964.8%
Intermediary39,85131.1%55,19831.6%48,65730.8%
Retail5,5854.4%7,8514.5%6,9304.4%
Ending Assets Under Management(1)$127,892100.0%$174,754100.0%$157,776100.0%
(1) The allocation of assets under management by distribution channel involves the use of estimates and the exercise of judgment.

Our institutional channel includes assets under management sourced from defined contribution plan clients, which made up approximately 11% of our total assets under management as of December 31, 2022.

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The following tables set forth the changes in our assets under management by vehicle type:

Year EndedArtisan Funds & Artisan Global FundsSeparate Accounts and Other(1)Total
December 31, 2022(unaudited; in millions)
Beginning assets under management$84,363$90,391$174,754
Gross client cash inflows18,6328,59527,227
Gross client cash outflows(24,552)(12,488)(37,040)
Net client cash flows(5,920)(3,893)(9,813)
Artisan Funds’ distributions not reinvested(2)(497)(497)
Investment returns and other(3)(16,834)(19,718)(36,552)
Net transfers(4)(301)301
Ending assets under management$60,811$67,081$127,892
Average assets under management$68,080$73,436$141,516
December 31, 2021
Beginning assets under management$74,746$83,030$157,776
Gross client cash inflows23,9579,76833,725
Gross client cash outflows(18,628)(13,419)(32,047)
Net client cash flows5,329(3,651)1,678
Artisan Funds’ distributions not reinvested(2)(2,295)(2,295)
Investment returns and other(3)6,98410,61117,595
Net transfers(4)(401)401
Ending assets under management$84,363$90,391$174,754
Average assets under management$83,533$88,234$171,767
December 31, 2020
Beginning assets under management$57,288$63,728$121,016
Gross client cash inflows22,51013,82836,338
Gross client cash outflows(18,110)(11,074)(29,184)
Net client cash flows4,4002,7547,154
Artisan Funds’ distributions not reinvested(2)(690)(690)
Investment returns and other(3)14,25916,03730,296
Net transfers(4)(511)511
Ending assets under management$74,746$83,030$157,776
Average assets under management$58,629$66,272$124,901
(1) Separate accounts and other consists of AUM we manage in or through vehicles other than Artisan Funds or Artisan Global Funds. This AUM includes assets we manage in traditional separate accounts, as well as assets we manage in Artisan-branded collective investment trusts and in Artisan Private Funds. As of December 31, 2022, AUM for certain strategies include the following amounts for which Artisan Partners provides investment models to managed account sponsors (reported on a one-month lag): Artisan Sustainable Emerging Markets $48 million.
(2) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(3) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.
(4) Net transfers represent certain amounts that we have identified as having been transferred out of one investment strategy, investment vehicle or account and into another strategy, vehicle or account.

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Artisan Funds and Artisan Global Funds

As of December 31, 2022, Artisan Funds comprised $55.8 billion, or 45%, of our assets under management. For the year ended December 31, 2022, fees from Artisan Funds represented $573.9 million, or 58%, of our revenues. Our contractual tiered fee rates for the series of Artisan Funds range from 0.60% to 1.05% of fund assets, depending on the investment strategy, the amount invested and other factors.

As of December 31, 2022, Artisan Global Funds comprised $5.0 billion, or 3%, of our assets under management. For the year ended December 31, 2022, fees from Artisan Global Funds represented $43.1 million, or 4%, of our revenues. Our contractual fee rates for Artisan Global Funds range from 0.70% to 1.85% of assets under management.

The weighted average management fee rate paid by our Artisan Funds and Artisan Global Funds clients in the aggregate was 0.907%, 0.912%, and 0.916%, for the years ended December 31, 2022, 2021 and 2020, respectively.

Separate Accounts and Other

“Separate accounts and other” consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority. Separate accounts and other comprised $67.1 billion, or 52%, of our assets under management as of December 31, 2022. For the year ended December 31, 2022, fees from separate accounts and other represented $376.3 million, or 38%, of our revenues.

For traditional separate account clients, we generally impose standard fee schedules that vary by investment strategy and, through the application of standard breakpoints, reflect the size of the account and client relationship. The weighted average management fee rate paid by our traditional separate account clients was 0.484%, 0.484%, and 0.498% for the years ended December 31, 2022, 2021 and 2020, respectively. There are a number of exceptions to our standard fee schedules, including exceptions based on the nature of our relationship with the client and the value of the assets under our management in that relationship. In general, our effective rate of fee for a particular client relationship declines as the assets we manage for that client increase, which we believe is typical for the asset management industry.

A number of our investment strategies are accessible to certain types of employee benefit plans through Artisan-branded collective investment trusts. We act as investment adviser to the collective investment trusts and earn a management fee for providing this service. The weighted average management fee rate paid by our Artisan-branded collective investment trust clients was 0.714%, 0.729%, and 0.735% for the years ended December 31, 2022, 2021 and 2020, respectively.

Artisan serves as the investment manager and acts as the general partner for certain Artisan Private Funds. Under the terms of these agreements, Artisan earns a management fee, and for certain funds is entitled to receive either an allocation of profits or a performance-based fee. The weighted average management fee rate paid by our Artisan Private Funds clients was 0.809%, 0.786%, and 0.800% for the years ended December 31, 2022, 2021 and 2020, respectively.

The weighted average management fee rate, which excludes performance fees, paid by our separate accounts and other clients in the aggregate was 0.512%, 0.513% and 0.526% for the years ended December 31, 2022, 2021 and 2020, respectively. Because, as is typical in the asset management industry, our rates of fee decline as the assets under our management in a relationship increase, and because of differences in our fees by investment strategy, a change in the composition of our assets under management, in particular a shift to strategies, clients or relationships with lower effective rates of fees, could have a material impact on our overall weighted average rate of fee. See “—Qualitative and Quantitative Disclosures Regarding Market Risk—Market Risk” for a sensitivity analysis that demonstrates the impact that certain changes in the composition of our assets under management could have on our revenues.

Investment Advisory Revenues

Essentially all of our revenues consist of fees earned from managing clients’ assets. Our investment advisory fees, which are comprised of management fees and performance fees, fluctuate based on a number of factors, including the total value of our assets under management, the composition of assets under management among investment vehicles and our investment strategies, changes in the investment management fee rates on our products, the extent to which we enter into fee arrangements that differ from our standard fee schedules, which can be affected by custom and the competitive landscape in the relevant market, and, for the accounts on which we earn performance fees, the investment performance of those accounts.

The different fee structures associated with Artisan Funds, Artisan Global Funds and separate accounts and other pooled vehicles, and the different fee schedules applicable to each of our investment strategies, make the composition of our assets under management an important determinant of the investment management fees we earn. Historically, we have received higher effective rates of investment management fees from Artisan Funds and Artisan Global Funds than from traditional separate accounts, reflecting, among other things, the different and broader array of services we provide to Artisan Funds and Artisan Global Funds. Investment management fees for non-U.S. funds may also be higher because they include fees to offset higher distribution costs. Our investment management fees also differ by investment strategy, with higher-capacity strategies having lower standard fee rates than strategies with more limited capacity.

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Certain separate account clients pay us fees based on the performance of their accounts relative to agreed-upon benchmarks, which typically results in a lower base fee, but allows us to earn higher fees if the performance we achieve for that client is superior to the performance of an agreed-upon benchmark. We may also receive performance fees or incentive allocations from Artisan Private Funds. Approximately 3% of our $127.9 billion of assets under management as of December 31, 2022 have performance fee billing arrangements. Performance fees of $0.6 million, $13.3 million, and $14.7 million were recognized in the years ended December 31, 2022, 2021 and 2020, respectively.

The following table sets forth revenues we earned by vehicle type for the years ended December 31, 2022, 2021 and 2020:

For the Years Ended December 31,
202220212020
Revenues(in millions)
Management fees
Artisan Funds & Artisan Global Funds$617.0$761.4$537.2
Separate accounts and other375.7452.5347.7
Performance fees0.613.314.7
Total revenues$993.3$1,227.2$899.6
Average assets under management for period$141,516$171,767$124,901

Management fees, performance fees and incentive allocations earned from consolidated investment products are eliminated from revenue upon consolidation. For each of the years ended December 31, 2022, 2021 and 2020, approximately 82%, 83%, and 83%, respectively, of our investment advisory fees were earned from clients located in the United States.

Operating Expenses

Our operating expenses consist primarily of compensation and benefits, distribution, servicing and marketing, occupancy, communication and technology, and general and administrative expenses.

Our expenses fluctuate due to a number of factors, including the following:

•variations in the amount of total compensation expense due to, among other things, changes in the amount of incentive compensation earned and equity awards made, variations in our employee count (including the addition of new investment teams) and changes in our product mix and other competitive factors; and

•expenses, such as distribution fees, rent, professional service fees, technology and data-related costs, incurred, as necessary, to operate and grow our business.

A significant portion of our operating expenses are variable and fluctuate in direct relation to our assets under management and revenues. Even if we experience declining revenues, we expect to continue to make the expenditures necessary for us to manage and grow our business. As a result, our profits may decline.

Compensation and Benefits

Compensation and benefits includes (i) salaries, incentive compensation and benefits costs and (ii) long-term incentive compensation expense related to equity and cash awards granted to employees.

Incentive compensation comprises a significant portion of our senior employees’ total compensation. The amount of incentive compensation paid to members of our investment teams and distribution team is based in large part on formulas that are tied directly to revenues. For each of our investment teams, incentive compensation generally represents 25% of the asset-based management fees and a share of performance-based fees generated by assets under management in the team’s strategy or strategies. Incentive compensation paid to most other employees is discretionary and determined based on individual performance and our overall results during the applicable year.

The Company is primarily self-insured for health benefits up to certain annual stop-loss limits. Expense is recognized based on claims filed and an estimate of claims incurred but not yet reported, as determined by an independent third party.

Fixed compensation costs, comprised of salaries, benefits, and equity based long term compensation expense, are expected to rise approximately mid single digits reflecting 2023 merit increases, the absorption of a full year of expense for full time employees hired in 2022, and an expected 5% increase in employees, primarily in investment and distribution roles. Certain compensation and benefits expenses are generally higher in the beginning of the year, including employer funded retirement and health care contributions and payroll taxes. We expect these costs to add approximately $5 million to our expenses in the first quarter of 2023, compared to the fourth quarter of 2022.

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We have granted equity awards to our employees pursuant to the Artisan Partners Asset Management Inc. 2013 Omnibus Incentive Compensation Plan, as amended. The equity awards consist of standard restricted awards that generally vest on a pro rata basis over 5 years and career awards that vest when both of the following conditions are met (1) pro-rata time vesting over 5 years and (2) qualifying retirement (as defined in the award agreements). Career-vesting awards granted to investment team members are generally further subject to the Franchise Protection Clause, which applies to current or future portfolio managers and founding investment team members. The Franchise Protection Clause provides that the total number of awards ultimately vesting will be reduced to the extent that cumulative net client cash outflows from the award recipient’s investment team during generally a 3-year measurement period beginning on the date of the recipient’s retirement notice exceeds a set threshold. Performance share units (“PSUs”) were granted to certain executive officers of the Company in 2020, 2021 and 2022. The number of PSUs that will vest is dependent upon the Company’s adjusted operating margin and total stockholder return relative to a peer group over a three year measurement period. Once determined the extent to which the performance conditions have been met, 50% of the PSUs eligible for vesting will vest, and 50% of the PSUs eligible for vesting will vest upon a qualified retirement. No performance share units were granted in 2023.

The estimated grant date fair value of equity awards is recognized as compensation expense on a straight-line basis over the requisite service period of the award. The initial requisite service period is generally three years for PSUs and five years for all other equity awards that have been granted to date. Compensation expense for PSUs is only recognized if it is probable that the performance conditions will be achieved. For all awards, if a service or performance condition is not achieved, the corresponding awards are forfeited and any previously recognized compensation expense is reversed.

We grant cash-based long-term incentive awards, referred to as franchise capital awards, to certain investment team members in lieu of additional equity awards. Franchise capital awards are subject to the same long-term vesting and forfeiture provisions as the equity awards. Prior to vesting, franchise capital awards are generally allocated to one or more of Artisan’s investment strategies. The underlying investment holdings and franchise capital award liability are marked to market value each quarter. The change in value of the award liability is included in compensation expense. The change in value of the underlying investment holdings is included in non-operating income/(expense).

We expect to reserve approximately 4% of our management fee revenues each quarter for future franchise capital awards, which we expect to make after the conclusion of each year. Over the long-term, we believe the economic impact of the reduced cash available for dividends will be offset by a corresponding reduction in dilution, as we expect to grant fewer equity awards as a result of the franchise capital awards.

On January 25, 2023, the Company's board of directors approved a grant of long-term incentive awards with a grant date fair value of $57.1 million consisting of $18.1 million of equity awards and $39.0 million of franchise capital awards to certain employees pursuant to the Company’s 2013 Omnibus Incentive Compensation Plan, as amended. The grant will be effective March 1, 2023.

Since the IPO and including the grant in the first quarter of 2023, our board of directors has approved equity grants of 11,866,016 restricted share-based awards. Total unrecognized non-cash compensation expense for these awards is $97.7 million. As of the date of this filing, unvested equity awards consist of the following number of shares by vesting condition:

Service OnlyService & Performance ConditionsService & Market ConditionsTotal
Standard Pro Rata Time Vesting1,842,48558,58158,5811,959,647
Qualified Retirement2,867,4671,376,36957,0024,300,838
Total Unvested4,709,9521,434,950115,5836,260,485

Including the long-term incentive award approved in the first quarter of 2023, total unrecognized long-term incentive compensation expense (including both equity grants and franchise capital awards) is $197.3 million. We expect long-term incentive compensation expense to be approximately $14 million per quarter in 2023, excluding the impact of investment returns on the franchise capital awards’ underlying investments.

We expect to continue to make long-term incentive awards each year, though the form and structure of the awards may change as we seek to maximize alignment between our employees and our clients, investors and stockholders. The actual amount of the expense over time will depend primarily on the size of awards made and our stock price at the time equity awards are granted. The size of long-term incentive awards will vary from year to year and will be influenced by our results and other factors. From time to time, we may also make individual equity grants to people we hire.

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Distribution, Servicing and Marketing

Distribution, servicing and marketing expenses primarily represent payments we make to broker-dealers, financial advisors, defined contribution plan providers, mutual fund supermarkets and other intermediaries for selling, servicing and administering accounts invested in shares of Artisan Funds. Artisan Funds authorizes intermediaries to accept purchase, exchange and redemption orders for shares of Artisan Funds on behalf of Artisan Funds. Many intermediaries charge a fee for those services. Artisan Funds pays a portion of some of those fees, which portion is intended to compensate the intermediary for its provision of services of the type that would be provided by Artisan Funds’ transfer agent or other service providers if the shares were registered directly on the books of Artisan Funds’ transfer agent. Like the investment management fees we earn as adviser to Artisan Funds, distribution, servicing and marketing fees typically vary with the value of the assets invested in shares of Artisan Funds. The allocation of such fees between us and Artisan Funds is determined by the board of Artisan Funds, based on information and a recommendation from us, with the goal of allocating to us, at a minimum, all costs attributable to the marketing and distribution of shares of Artisan Funds. A significant portion of Artisan Funds’ shares are held by investors through intermediaries to which we pay distribution, servicing and marketing expenses.

Total distribution, servicing and marketing fees will increase as we increase our assets under management sourced through intermediaries that charge these fees or similar fees. The amount we pay to intermediaries for distribution and administrative services varies by share class. As assets have transferred from the Investor share class to the Advisor and Institutional share classes, the amount we have paid for distribution, servicing and marketing has decreased. Consistent with the experience of other investment managers, as the foregoing expenses have decreased, we have seen increased requests from intermediaries for alternative forms of compensation. To date, such alternative forms of compensation have not been material, but they could be over time.

Occupancy

Occupancy expenses include operating leases for facilities, furniture and office equipment, miscellaneous facility related costs and depreciation expense associated with furniture purchases and leasehold improvements. We expect 2023 occupancy expenses to be relatively consistent with 2022.

Communication and technology

Communication and technology expenses include information and print subscriptions, telephone costs, information systems consulting fees, equipment and software maintenance expenses, operating leases for information technology equipment and depreciation and amortization expenses associated with computer hardware and software. Information and print subscriptions represent the costs we pay to obtain investment research and other data we need to operate our business. A portion of these expenses generally increase or decrease in relative proportion to the number of our employees and the overall size and scale of our business operations. We expect to continue our measured investments in technology to support our investment teams, distribution efforts, and scalable operations. We expect communication and technology expenses to increase approximately 5% in 2023.

On behalf of our clients, we make decisions to buy and sell securities for each portfolio, select broker-dealers to execute trades and negotiate brokerage commission rates. In connection with these transactions, we receive research products and services from broker-dealers in exchange for the business we conduct with such firms. Some of those research products and services could be acquired for cash and our receipt of those products and services through the use of client commissions, or soft dollars, reduces cash expenses we would otherwise incur. In response to the Markets in Financial Instruments Directive II and industry changes prompted by it, we have in the past experienced requests from clients to bear research expenses that are currently paid for using soft dollars. In response to such requests or as a result of changes in our operations, we may eventually bear a significant portion or all of the costs of research that are currently paid for using soft dollars, which would increase our operating expenses materially.

General and Administrative

General and administrative expenses include professional fees, travel and entertainment, certain state and local taxes, directors’ and officers’ liability insurance, director fees, and other miscellaneous expenses we incur in operating our business. Travel expenses decreased significantly in 2020 and remained lower than historical levels in 2021 due to the COVID-19 pandemic. In 2022, travel-related expenses returned to near pre-pandemic levels, partially due to the increased cost of travel as compared to pre-pandemic levels. As a result of an expected increase in headcount within our investment and distribution teams and an expected increase in the cost of travel, we expect a 5% increase in travel costs in 2023.

Non-Operating Income (Expense)

Interest Expense

Interest expense primarily relates to the interest we pay on our debt. For a description of the terms of our debt, see “—Liquidity and Capital Resources”. Interest expense also includes interest on TRA payments, which is incurred between the due date (without extension) for our federal income tax return and the date on which we make TRA payments.

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Net Investment Gain (Loss) of Consolidated Investment Products

Net investment gain (loss) of consolidated investment products represents the realized and unrealized investment gains (losses) related to investment products that are included in our consolidated financial statements because Artisan holds a controlling financial interest in the respective investment entities. Significant portions of net investment gain (loss) of consolidated investment products are offset by noncontrolling interests in our Consolidated Statements of Operations.

Net Investment Income

Net investment income includes realized and unrealized investment gains (losses) related to nonconsolidated investment products, income earned on excess cash balances, and dividends earned on nonconsolidated equity securities.

Net Gain (Loss) on the Tax Receivable Agreements

Non-operating income (expense) also includes gains or losses related to the changes in our estimate of the payment obligation under the TRAs, including the impact of tax rate changes. The effect of changes in our estimate of amounts payable under the TRAs, including the effect of changes in enacted tax rates and in applicable tax laws, is included in net income.

Net Income (Loss) Attributable to Noncontrolling Interests

Net Income (Loss) Attributable to Noncontrolling Interests - Holdings

Net income (loss) attributable to noncontrolling interests - Holdings represents the portion of earnings or loss attributable to the ownership interests in Artisan Partners Holdings held by the limited partners of Artisan Partners Holdings.

Net Income (Loss) Attributable to Noncontrolling Interests - Consolidated Investment Products

Net income (loss) attributable to noncontrolling interests - consolidated investment products represents the portion of earnings or loss attributable to third-party investors’ ownership interests in consolidated investment products.

Provision for Income Taxes

The provision for income taxes primarily represents APAM’s U.S. federal, state and local income taxes on its allocable portion of Holdings’ income, as well as foreign income taxes payable by Holdings’ subsidiaries. Our effective income tax rate is dependent on many factors, including a rate benefit attributable to the fact that a portion of Holdings’ taxable earnings are not subject to corporate level taxes. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. The effective tax rate is also lower than the statutory rate due to dividends paid on unvested share-based awards. These favorable impacts are partially offset by the impact of permanent items, including certain executive compensation expenses, that are not deductible for tax purposes.

As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes.

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Results of Operations

Year Ended December 31, 2022, Compared to Year Ended December 31, 2021

For the Years Ended December 31,Period-to-Period
20222021$%
Statements of operations data:(in millions, except share and per-share data)
Revenues$993.3$1,227.2$(233.9)(19)%
Operating Expenses
Total compensation and benefits510.4563.0(52.6)(9)%
Other operating expenses138.8123.715.112%
Total operating expenses649.2686.7(37.5)(5)%
Total operating income344.1540.5(196.4)(36)%
Non-operating income (expense)
Interest expense(9.9)(10.8)0.98%
Other non-operating income(22.4)21.9(44.3)(202)%
Total non-operating income (expense)(32.3)11.1(43.4)(391)%
Income before income taxes311.8551.6(239.8)(43)%
Provision for income taxes63.4107.1(43.7)(41)%
Net income before noncontrolling interests248.4444.5(196.1)(44)%
Less: Noncontrolling interests - Artisan Partners Holdings49.196.9(47.8)(49)%
Less: Noncontrolling interests - consolidated investment products(7.5)11.1(18.6)(168)%
Net income attributable to Artisan Partners Asset Management Inc.$206.8$336.5$(129.7)(39)%
Share Data
Basic earnings per share$2.94$5.10
Diluted earnings per share$2.94$5.09
Basic weighted average number of common shares outstanding62,475,96059,866,790
Diluted weighted average number of common shares outstanding62,498,50959,881,039

Revenues

The decrease in revenues of $233.9 million, or 19%, for the year ended December 31, 2022, compared to the year ended December 31, 2021, was driven primarily by a $30.3 billion, or 18%, decrease in our average assets under management and a $12.7 million decrease in performance fee revenue. The weighted average investment management fee, which excludes performance fees, was 70.2 basis points for the year ended December 31, 2022, compared to 70.7 basis points for the year ended December 31, 2021. The weighted average investment management fee decreased slightly primarily due to the slight decrease in average management fee rate paid by our Artisan Funds and Artisan Global Funds clients from 91.2 basis points for the year ended December 31, 2021 to 90.7 basis points for the year ended December 31, 2022 as a result of the mix of investment within our Artisan Funds and Artisan Global Funds whereby each fund has a separate management fee.

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The following table sets forth the investment advisory fees and weighted average management fee earned by investment vehicle. The weighted average management fee for Artisan Funds and Artisan Global Funds reflects the additional services we provide to these pooled vehicles.

Separate Accounts and Other (2)Artisan Funds and Artisan Global Funds
For the Years Ended December 31,2022202120222021
(dollars in millions)
Investment advisory fees$376.3$465.8$617.0$761.4
Weighted average management fee(1)51.2 bps51.3 bps90.7 bps91.2 bps
Percentage of ending AUM52%52%48%48%
(1) We compute our weighted average management fee by dividing annualized management fees (which excludes performance fees) by average assets under management for the applicable period.
(2) Separate accounts and other consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including assets we manage in traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority.

Operating Expenses

The decrease in total operating expenses of $37.5 million, or 5%, for the year ended December 31, 2022, compared to the year ended December 31, 2021, was primarily a result of a decline in incentive compensation and third-party distribution expense as a result of lower revenues, partially offset by increased travel, occupancy and technology costs and higher fixed compensation costs reflecting annual merit increases and an increase in the number of full time associates, including our newest investment team.

Compensation and Benefits

For the Years Ended December 31,Period-to-Period
20222021$%
(in millions)
Salaries, incentive compensation and benefits (1)$458.6$516.9$(58.3)(11)%
Long-term incentive compensation awards51.846.15.712%
Total compensation and benefits$510.4$563.0$(52.6)(9)%
(1) Excluding long-term incentive compensation awards

The decrease in salaries, incentive compensation and benefits was driven primarily by a $73.6 million decrease in incentive compensation paid to our investment and marketing professionals as a result of the decrease in revenue.

Long-term incentive compensation award expense increased $5.7 million, as the awards granted during 2022 had a higher value than the awards that became fully vested in 2022. During the first quarter of 2022, the Company’s board of directors approved a grant of $87 million of long-term incentive awards consisting of $38 million of restricted share-based awards and $49 million of franchise capital awards.

Total compensation and benefits was 51% and 46% of our revenues for the years ended December 31, 2022 and 2021, respectively.

Other operating expenses

Other operating expenses increased $15.1 million for the year ended December 31, 2022, compared to the year ended December 31, 2021, primarily due to increases in occupancy costs, increases in travel related expenses as pandemic related travel restrictions lessened, and increases in technology costs totaling $20.8 million partially offset by a $7.1 million decrease in third-party distribution expense related to the decrease in AUM subject to those fees.

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Non-Operating Income (Expense)

Non-operating income (expense) consisted of the following:

For the Years Ended December 31,Period-to-Period
20222021$%
(in millions)
Interest expense$(9.9)$(10.8)$0.98%
Net investment gain (loss) of consolidated investment products(7.0)19.7(26.7)(136)%
Other investment gain (loss)(16.4)1.8(18.2)(1,011)%
Net gain (loss) on the tax receivable agreements1.00.40.6150%
Total non-operating income (expense)$(32.3)$11.1$(43.4)(391)%

Non-operating income (expense) for the year ended December 31, 2022 includes a $1.0 million gain relating to a change in estimate of the payment obligation under the tax receivable agreements, compared to a $0.4 million gain for the year ended December 31, 2021. The effect of changes in that estimate after the date of an exchange or sale is included in net income. Interest expense decreased $0.9 million in the year ended December 31, 2022, as a result of savings generated by the lower interest rate on the new Series F senior notes as compared to the Series C senior notes. The losses in net investment gain (loss) of consolidated investment products and other net investment gain (loss), comprised predominantly of seed investments and investments for the economic hedge of franchise capital awards, in the year ended December 31, 2022, compared to gains in the year ended December 31, 2021, was driven by market conditions.

Provision for Income Taxes

APAM’s effective income tax rate for the years ended December 31, 2022 and 2021 was 20.3% and 19.4%, respectively. The increase in effective tax rate was primarily due to an increase in APAM’s ownership in Holdings.

Several factors contribute to the effective tax rate, including a rate benefit attributable to the fact that approximately 17% and 19% of Holdings’ full year projected taxable earnings were not subject to corporate-level taxes for the years ended December 31, 2022 and 2021, respectively. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes. The effective tax rate was favorably impacted in both periods due to tax deductible dividends paid on unvested restricted share-based awards and favorable tax deductions related to the vesting of restricted share-based awards.

Earnings Per Share

Weighted average basic and diluted shares of Class A common stock outstanding were higher for the year ended December 31, 2022, compared to the year ended December 31, 2021, as a result of the 2021 stock offering, unit exchanges, and equity award grants. See Note 12, “Earnings Per Share” in the Notes to the consolidated financial statements in Item 8 of this report for further discussion of earnings per share.

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Year Ended December 31, 2021, Compared to the Year Ended December 31, 2020

For the Years Ended December 31,For the Period-to-Period
20212020$%
Statements of operations data:(in millions, except share and per-share data)
Revenues$1,227.2$899.6$327.636%
Operating Expenses
Total compensation and benefits563.0435.8127.229%
Other operating expenses123.7105.518.217%
Total operating expenses686.7541.3145.427%
Total operating income540.5358.3182.251%
Non-operating income (expense)
Interest expense(10.8)(10.8)%
Other non-operating income21.921.80.1%
Total non-operating income (expense)11.111.00.11%
Income before income taxes551.6369.3182.349%
Provision for income taxes107.160.846.376%
Net income before noncontrolling interests444.5308.5136.044%
Less: Noncontrolling interests - Artisan Partners Holdings96.981.115.819%
Less: Noncontrolling interests - consolidated investment products11.114.8(3.7)(25)%
Net income attributable to Artisan Partners Asset Management Inc.$336.5$212.6$123.958%
Share Data
Basic earnings per share$5.10$3.40
Diluted earnings per share$5.09$3.40
Basic weighted average number of common shares outstanding59,866,79055,633,529
Diluted weighted average number of common shares outstanding59,881,03955,637,922

A detailed discussion of the year-over-year results for the year ended December 31, 2021, compared to the year ended December 31, 2020, can be found in “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on February 22, 2022.

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Supplemental Non-GAAP Financial Information

Our management uses non-GAAP measures (referred to as “adjusted” measures) of net income to evaluate the profitability and efficiency of the underlying operations of our business and as a factor when considering net income available for distributions and dividends. These adjusted measures remove the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products, and (4) the remeasurement of deferred taxes. These adjustments also remove the non-operational complexities of our structure by adding back noncontrolling interests and assuming all income of Artisan Partners Holdings is allocated to APAM. Management believes these non-GAAP measures provide meaningful information to analyze our profitability and efficiency between periods and over time. We have included these non-GAAP measures to provide investors with the same financial metrics used by management to manage the Company.

Non-GAAP measures should be considered in addition to, and not as a substitute for, financial measures prepared in accordance with GAAP. Our non-GAAP measures may differ from similar measures used by other companies, even if similar terms are used to identify such measures. Our non-GAAP measures are as follows:

•Adjusted net income represents net income excluding the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense (reversal) related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products, and (4) the remeasurement of deferred taxes. Adjusted net income also reflects income taxes assuming the vesting of all unvested Class A share-based awards and as if all outstanding limited partnership units of Artisan Partners Holdings had been exchanged for Class A common stock of APAM on a one-for-one basis. Assuming full vesting and exchange, all income of Artisan Partners Holdings is treated as if it were allocated to APAM, and the adjusted provision for income taxes represents an estimate of income tax expense at an effective rate reflecting APAM's current federal, state, and local income statutory tax rates. The adjusted tax rate was 24.7% for all periods presented.

•Adjusted net income per adjusted share is calculated by dividing adjusted net income by adjusted shares. The number of adjusted shares is derived by assuming the vesting of all unvested Class A share-based awards and the exchange of all outstanding limited partnership units of Artisan Partners Holdings for Class A common stock of APAM on a one-for-one basis.

•Adjusted operating income represents the operating income of the consolidated company excluding compensation expense related to market valuation changes in compensation plans.

•Adjusted operating margin is calculated by dividing adjusted operating income by total revenues.

•Adjusted EBITDA represents adjusted net income before interest expense, income taxes, depreciation and amortization expense.

Net gain (loss) on the tax receivable agreements represents the income (expense) associated with the change in estimate of amounts payable under the tax receivable agreements entered into in connection with APAM’s initial public offering and related reorganization.

Compensation expense (reversal) related to market valuation changes in compensation plans represents the expense (income) associated with the change in the long term incentive award liability resulting from investment returns of the underlying investment products. Because the compensation expense impact of the investment market exposure is economically hedged, management believes it is useful to reflect the expected net income offset in the calculation of adjusted operating income, adjusted net income, and adjusted EBITDA. The related investment gain (loss) on the underlying investments is included in the adjustment for net investment gain (loss) of investment products.

Net investment gain (loss) of investment products represents the non-operating income (expense) related to the Company’s investments, in both consolidated investment products and nonconsolidated investment products, including investments held to economically hedge compensation plans. Excluding these non-operating market gains or losses on investments provides greater transparency to evaluate the profitability and efficiency of the underlying operations of the business.

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The following table sets forth, for the periods indicated, a reconciliation from GAAP financial measures to non-GAAP measures:

For the Years Ended December 31,
202220212020
(unaudited; in millions, except per share data)
Reconciliation of non-GAAP financial measures:
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$206.8$336.5$212.6
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings49.196.981.1
Add back: Provision for income taxes63.4107.160.8
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans(3.8)0.3
Add back: Net (gain) loss on the tax receivable agreements(1.0)(0.4)4.7
Add back: Net investment (gain) loss of investment products attributable to APAM16.9(9.3)(10.3)
Less: Adjusted provision for income taxes81.8131.286.2
Adjusted net income (Non-GAAP)$249.6$399.9$262.7
Average shares outstanding
Class A common shares62.559.955.6
Assumed vesting or exchange of:
Unvested Class A restricted share-based awards5.75.45.4
Artisan Partners Holdings units outstanding (noncontrolling interests)12.014.217.9
Adjusted shares80.279.578.9
Basic earnings per share (GAAP)$2.94$5.10$3.40
Diluted earnings per share (GAAP)$2.94$5.09$3.40
Adjusted net income per adjusted share (Non-GAAP)$3.11$5.03$3.33
Operating income (GAAP)$344.1$540.5$358.3
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans(3.8)0.3
Adjusted operating income (Non-GAAP)$340.3$540.8$358.3
Operating margin (GAAP)34.6%44.0%39.8%
Adjusted operating margin (Non-GAAP)34.3%44.1%39.8%
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$206.8$336.5$212.6
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings49.196.981.1
Add back: Compensation expense (reversal) related to market valuation changes in compensation plans(3.8)0.3
Add back: Net (gain) loss on the tax receivable agreements(1.0)(0.4)4.7
Add back: Net investment (gain) loss of investment products attributable to APAM16.9(9.3)(10.3)
Add back: Interest expense9.910.810.8
Add back: Provision for income taxes63.4107.160.8
Add back: Depreciation and amortization7.97.06.6
Adjusted EBITDA (Non-GAAP)$349.2$548.9$366.3

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Liquidity, Capital Resources, and Contractual Obligations

Our working capital needs, including accrued incentive compensation payments, have been and are expected to be met primarily through cash generated by our operations. The assets and liabilities of consolidated investment products attributable to third-party investors do not impact our liquidity and capital resources. We have no right to the benefits from, nor do we bear the risks associated with, the assets and liabilities of consolidated investment products, beyond our direct equity investment and any investment advisory fees earned. Accordingly, assets and liabilities of consolidated investment products attributable to third-party investors are excluded from the amounts and discussions below. The following table shows our liquidity position as of December 31, 2022 and December 31, 2021:

December 31, 2022December 31, 2021
(in millions)
Cash and cash equivalents$114.8$189.2
Accounts receivable$98.6$115.9
Seed investments(1)$124.8$71.9
Undrawn commitment on revolving credit facility$100.0$100.0
(1) Seed investments include Artisan's direct equity investments in consolidated and nonconsolidated Artisan-sponsored investment products. The balance excludes $67.3 million of investments made related to funded long-term incentive compensation plans.

We manage our cash balances in order to fund our day-to-day operations. Accounts receivable primarily represent investment advisory fees that have been earned, but not yet received from our clients. We perform a review of our receivables on a monthly basis to assess collectability. As of December 31, 2022, none of our receivables were considered uncollectible.

We utilize cash to make seed investments in Artisan-sponsored investment products to support the development of new investment strategies and vehicles. As of December 31, 2022, the balance of all seed investments, including investments in consolidated investment products, was $124.8 million. Subject to certain restrictions on the timing of redemptions, the seed investments are generally redeemable at our discretion.

During the year ended December 31, 2022, we also made investments of $48.6 million related to our economic hedge of franchise capital awards. As of December 31, 2022, the value of investments held related to the economic hedge of our franchise capital awards was $67.3 million. In the first quarter of 2023, we intend to invest an additional $39.0 million related to our economic hedge of franchise capital awards in connection with the grant that was approved by our Board on January 25, 2023.

We expect our investment portfolio to continue to grow as we grant additional annual franchise capital awards and make seed investments in new investment strategies and vehicles.

On August 16, 2022, Artisan Partners Holdings issued $90.0 million of 3.10% Series F notes pursuant to an agreement executed in December 2021 and used the proceeds to repay the $90.0 million of Series C senior notes that matured on August 16, 2022. In addition, Holdings amended and extended its $100.0 million revolving credit facility for an additional five-year period.

As of December 31, 2022, we have $200 million in unsecured notes outstanding and a $100 million revolving credit facility with a five-year term ending in August 2027. The notes are comprised of three series, Series D, Series E, and Series F, each with a balloon payment at maturity. The $100 million revolving credit facility was unused as of and for the year ended December 31, 2022.

The fixed interest rate on each series of unsecured notes is subject to a 100 basis point increase in the event Holdings receives a below-investment grade rating and any such increase will continue to apply until an investment grade rating is received. Holdings maintained an investment grade rating for the year ended December 31, 2022.

These borrowings contain certain customary covenants including limitations on Artisan Partners Holdings’ ability to: (i) incur additional indebtedness or liens, (ii) engage in mergers or other fundamental changes, (iii) sell or otherwise dispose of assets including equity interests, and (iv) make dividend payments or other distributions to Artisan Partners Holdings’ partners (other than, among others, tax distributions paid to partners for the purpose of funding tax liabilities attributable to their interests) when a default occurred and is continuing or would result from such a distribution. In addition, in the event of a Change of Control (as defined in the Note Purchase Agreement) or if Artisan’s average assets under management for a fiscal quarter is below $45 billion, Holdings is generally required to offer to pre-pay the notes. Artisan Partners Limited Partnership, a wholly-owned subsidiary of Holdings, has guaranteed Holdings’ obligations under the terms of the Note Purchase Agreement.

In addition, covenants in the note purchase and revolving credit agreements require Artisan Partners Holdings to maintain the following financial ratios:

•leverage ratio (calculated as the ratio of consolidated total indebtedness on any date to consolidated EBITDA for the period of four consecutive fiscal quarters ended on or prior to such date) cannot exceed 3.00 to 1.00 (Artisan Partners Holdings’ leverage ratio for the year ended December 31, 2022 was 0.5 to 1.00); and

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•interest coverage ratio (calculated as the ratio of consolidated EBITDA for any period of four consecutive fiscal quarters to consolidated interest expense for such period) cannot be less than 4.00 to 1.00 for such period (Artisan Partners Holdings’ interest coverage ratio for the year ended December 31, 2022 was 42.4 to 1.00).

Our failure to comply with any of the covenants or restrictions described above could result in an event of default under the agreements, giving our lenders the ability to accelerate repayment of our obligations. We were in compliance with all debt covenants as of December 31, 2022.

See Note 5, “Borrowings”, for further information on our outstanding notes and revolving credit facility.

As of December 31, 2022, we had approximately $143.9 million of future minimum rent commitments under non-cancellable leasing arrangements.

Distributions and Dividends

Artisan Partners Holdings’ distributions, including distributions to APAM, for the years ended December 31, 2022 and 2021 were as follows:

For the Years Ended December 31,
20222021
(in millions)
Holdings Partnership Distributions to Limited Partners$57.2$93.2
Holdings Partnership Distributions to APAM299.0400.2
Total Holdings Partnership Distributions$356.2$493.4

APAM, acting as the general partner of Artisan Partners Holdings, declared, effective January 31, 2023, a distribution of $23.0 million payable by Artisan Partners Holdings on February 21, 2023 to holders of its partnership units, including APAM.

APAM declared and paid the following dividends per share during the years ended December 31, 2022 and 2021:

For the Years Ended December 31,
Type of DividendClass of Stock20222021
QuarterlyCommon Class A$2.95$3.92
Special AnnualCommon Class A$0.72$0.31

Our board of directors declared, effective January 31, 2023, a variable quarterly dividend of $0.55 per share of Class A common stock with respect to the December quarter of 2022 and a special annual dividend of $0.35. The combined amount, $0.90 per share of Class A common stock, will be paid on February 28, 2023 to stockholders of record as of the close of business on February 14, 2023. The variable quarterly dividend of $0.55 per share represents approximately 80% of the cash generated (as described below) in the December quarter of 2022 and a pro-rata portion of 2022 tax savings related to our tax receivable agreements. The special dividend represents the remainder of undistributed cash generated during the year ended December 31, 2022, less cash reserved for future growth initiatives including seed investments in new investment strategies and vehicles.

Subject to Board approval each quarter, we currently expect to pay a quarterly dividend of approximately 80% of the cash the Company generates each quarter. We expect our quarterly cash generation to approximate adjusted net income plus long-term incentive compensation award expense, less cash reserved for future franchise capital awards (which we expect will approximate 4% of investment management revenues each quarter) with additional adjustments made for certain other sources and uses of cash, including capital expenditures. After the end of the year, our Board will consider paying a special dividend after determining the amount of cash needed for general corporate purposes and investments in growth and strategic initiatives. Although we expect to pay dividends according to our dividend policy, we may not pay dividends according to our policy or at all.

Tax Receivable Agreements (“TRAs”)

In addition to funding our normal operations, we will be required to fund amounts payable under the TRAs that we entered into in connection with the IPO, which resulted in the recognition of a $398.8 million liability as of December 31, 2022. The liability generally represents 85% of the tax benefits APAM expects to realize as a result of the merger of an entity into APAM as part of the IPO Reorganization, our purchase of partnership units from limited partners of Holdings and the exchange of partnership units (for shares of Class A common stock or other consideration).

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The estimated liability assumes no material changes in the relevant tax law and that APAM earns sufficient taxable income to realize all tax benefits subject to the TRAs. An increase or decrease in future tax rates will increase or decrease, respectively, the expected tax benefits APAM would realize and the amounts payable under the TRAs. Changes in the estimate of expected tax benefits APAM would realize and the amounts payable under the TRAs as a result of change in tax rates have been and will be recorded in net income.

The liability will increase upon future purchases or exchanges of limited partnership units with the increase representing amounts payable under the TRAs equal to 85% of the estimated future tax benefits, if any, resulting from such purchases or exchanges. We intend to fund the payment of amounts due under the TRAs out of the reduced tax payments that APAM realizes in respect of the tax attributes to which the TRAs relate.

The actual increase in tax basis, as well as the amount and timing of any payments under these agreements, will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

In certain cases, payments under the TRAs may be accelerated and/or significantly exceed the actual benefits we realize in respect of the tax attributes subject to the TRAs. In such cases, we intend to fund those payments with cash on hand, although we may have to borrow funds depending on the amount and timing of the payments. During the year ended December 31, 2022, we made payments of $33.2 million, related to the TRAs, including interest. In 2023, we expect to make payments of approximately $36 million related to the TRAs.

Cash Flows

For the Years Ended December 31,
202220212020
(in millions)
Cash, cash equivalents and restricted cash as of January 1,$200.8$199.5$144.3
Net cash provided by operating activities312.6398.5318.7
Net cash provided by (used in) investing activities(63.7)(27.0)18.7
Net cash used in financing activities(306.4)(335.4)(282.2)
Net impact of deconsolidation of consolidated investment products(34.8)
Cash, cash equivalents and restricted cash as of December 31,$143.3$200.8$199.5

Year Ended December 31, 2022, Compared to Year Ended December 31, 2021

Net cash provided by operating activities decreased $85.9 million for the year ended December 31, 2022, compared to the year ended December 31, 2021, primarily due to a decrease in operating income resulting from lower average AUM and revenues, partially offset by a decrease in cash outflows associated with consolidated investment products for the year ended December 31, 2022, as compared to December 31, 2021.

Investing activities consist primarily of acquiring property and equipment, leasehold improvements and the purchase and sale of investment securities. Net cash used by investing activities increased $36.7 million during the year ended December 31, 2022, primarily due to a $23.1 million increase in net purchases of investment securities, which includes a $14.0 million increase in investment securities related to the economic hedge of our franchise capital awards. Further, acquisitions of property and equipment and leasehold improvements increased $13.6 million, primarily related to build outs of newly leased space in the year ended December 31, 2022.

Financing activities consist primarily of partnership distributions to non-controlling interests, dividend payments to holders of our Class A common stock, proceeds from the issuance of Class A common stock in follow-on offerings, payments to purchase Holdings partnership units, and payments of amounts owed under the tax receivable agreements. Net cash used in financing activities decreased $29.0 million during the year ended December 31, 2022, primarily due to a $26.0 million decrease in dividends paid and a $36.0 million decrease in distributions paid to limited partners, each related to the decrease in operating income for the year ended December 31, 2022 driven by the decrease in AUM. These lower cash uses were partially offset by a $32.2 million net decrease in contributions from noncontrolling interests in our consolidated investment products.

During the year ended December 31, 2022, the Company determined that it no longer had a controlling financial interest in an investment product that was previously consolidated. The deconsolidation of the investment product resulted in no impact on cash, cash equivalents and restricted cash.

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Critical Accounting Policies and Estimates

The accompanying consolidated financial statements were prepared in accordance with GAAP, and related rules and regulations of the SEC. The preparation of financial statements in conformity with GAAP requires management to make estimates or assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results could differ from these estimates or assumptions and may have a material effect on the consolidated financial statements.

Accounting policies are an integral part of our financial statements. A thorough understanding of these accounting policies is essential when reviewing our reported results of operations and our financial condition. Management believes that the critical accounting policies and estimates discussed below involve additional management judgment due to the sensitivity of the methods and assumptions used.

Consolidation

We consolidate all subsidiaries or other entities in which we have a controlling financial interest. We assess each legal entity in which we hold a variable interest on a quarterly basis to determine whether consolidation is appropriate. We determine whether we have a controlling financial interest in the entity by evaluating whether the entity is a voting interest entity (“VOE”) or a variable interest entity (“VIE”) under GAAP. Assessing whether an entity is a VIE or VOE and if it requires consolidation involves judgment and analysis. Factors considered in this assessment include the legal organization of the entity, our equity ownership and contractual involvement with the entity and any related party or de facto agent implications of our involvement with the entity.

Voting Interest Entities - A VOE is an entity in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, whereby the equity investment has all the characteristics of a controlling financial interest. As a result, voting rights are a key driver of determining which party, if any, should consolidate the entity. Under the VOE model, controlling financial interest is generally defined as a majority ownership of voting interests.

Variable Interest Entities - A VIE is an entity that lacks one or more of the characteristics of a VOE. In accordance with GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. We determine if a legal entity meets the definition of a VIE by considering whether the fund’s equity investment at risk is sufficient to finance its activities without additional subordinated financial support and whether the fund’s at-risk equity holders absorb any losses, have the right to receive residual returns and have the right to direct the activities of the entity most responsible for the entity’s economic performance.

Under the VIE model, controlling financial interest is defined as (i) the power to direct activities that most significantly impact the economic performance of the entity and (ii) the right to receive potentially significant benefits or the obligation to absorb potentially significant losses. We will generally consolidate VIEs in which we meet the power criteria and hold an equity ownership interest of greater than 10%.

We serve as the investment adviser for Artisan Funds, a family of mutual funds registered with the SEC under the Investment Company Act of 1940, and investment manager of Artisan Global Funds, a family of Ireland-based UCITS funds. Artisan Funds and Artisan Global Funds are corporate entities the business and affairs of which are managed by their respective boards of directors. The shareholders of the funds retain voting rights, including the right to elect and reelect members of their respective boards of directors. Each series of Artisan Funds is a VOE and is separately evaluated for consolidation under the VOE model. The shareholders of Artisan Global Funds lack simple majority liquidation rights, and as a result, Artisan Global Funds is evaluated for consolidation under the VIE model. Artisan Private Funds are also evaluated for consolidation under the VIE model because third-party equity holders of the funds lack the ability to remove Artisan as the general partner, or otherwise divest Artisan of its control of the funds.

Seed Investments - We generally make seed investments in sponsored investment portfolios at the portfolio’s formation. If the seed investment results in a controlling financial interest, we will consolidate the investment, and the underlying individual securities will be accounted for based on their classification at the underlying fund. If the seed investment results in significant influence, but not control, the investment will be accounted for as an equity method investment. Significant influence is generally considered to exist with equity ownership levels between 20% and 50%, although other factors are considered. Seed investments in which we do not have a controlling financial interest or significant influence are accounted for as investment securities. These investments are measured at fair value in the Consolidated Statements of Financial Condition. Realized and unrealized gains (losses) on investment securities are recorded in net investment income in the Consolidated Statements of Operations. Dividend income from these investments is recognized when earned and is included in net investment income in the Consolidated Statements of Operations.

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Revenue Recognition

Investment management fees are generally computed as a percentage of assets under management and are recognized as revenue at the end of each distinct service period. Fees for providing investment management services are computed and billed in accordance with the underlying investment management agreements, which is generally on a monthly or quarterly basis. Investment management fees are presented net of cash rebates to certain Artisan Global Fund investors and expense reimbursements pursuant to contractual expense limitations of pooled investment vehicles.

A number of investment management agreements provide for performance-based fees or incentive allocations, collectively “performance fees”. Performance fees, if earned, are recognized upon completion of the contractually determined measurement period, which is generally quarterly or annually. Performance fees generally are not subject to claw back as a result of performance declines subsequent to the most recent measurement date.

Artisan accounts for asset management services as a single performance obligation that is satisfied over time, using a time-based measure of progress to recognize revenue. Customer consideration is variable due to the uncertainty of the value of assets under management during each distinct service period. At the end of each quarter, Artisan records revenue for the actual amount of investment management fees for that quarter because the uncertainty has been resolved.

Performance fees are subject to the uncertainty of market volatility, and as a result, the entire amount of the variable consideration related to performance fees is constrained until the end of each measurement period. At the end of the quarterly or annual measurement period, revenue is recorded for the actual amount of performance fees earned during that period because the uncertainty has been resolved.

The portfolios of Artisan Funds and Artisan Global Funds, as well as the portfolios we manage for our other clients, are invested principally in securities for which market values are readily available, with a portion of each portfolio held in cash or cash-like instruments. With the exception of the assets managed by our Credit team and EMsights Capital Group (which represented approximately 5.6% of our assets under management at December 31, 2022), the portfolios are invested principally in publicly-traded equity securities.

The investment management fees that we receive are calculated based on the values of the securities held in the accounts that we manage for our clients. For our U.S.-registered mutual fund and UCITS funds clients, including Artisan Funds and Artisan Global Funds, and for Artisan Private Funds, our fees are based on the values of the funds’ assets as determined for purposes of calculating their net asset values. Securities held by Artisan Funds, Artisan Global Funds, and Artisan Private Funds are generally valued at closing market prices, or if closing market prices are not readily available or are not considered reliable, at a fair value determined under procedures established by the fund’s board (fair value pricing). Values of securities determined using fair value pricing are likely to be different than they would be if only closing market prices were used.

For separate account clients, our fees may be based, at the client’s option, on the values of the securities in the portfolios we manage as determined by the client (or its custodian or other service provider) or by us in accordance with valuation procedures we have adopted. The valuation procedures we have adopted generally use closing market prices in the markets in which the securities trade, without adjustment for subsequent events except in unusual circumstances. We believe that our fees based on valuations determined under our procedures are not materially different from the fees we receive that are based on valuations determined by clients, their custodians or other service providers.

Income Taxes

We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all of our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed.

Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. As of December 31, 2022, we have not recorded a valuation allowance on any deferred tax assets. In the event that sufficient taxable income of the same character does not result in future years, among other things, a valuation allowance for certain of our deferred tax assets may be required.

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Payments pursuant to the Tax Receivable Agreements (“TRAs”)

We have recorded a liability of $398.8 million as of December 31, 2022, representing 85% of the estimated future tax benefits subject to the TRAs. The actual amount and timing of any payments under these agreements will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

New or Revised Accounting Standards

See Note 2, “Summary of Significant Accounting Policies — Recent accounting pronouncements” to the Consolidated Financial Statements included in Item 8 of Part II of this Form 10-K.

FY 2021 10-K MD&A

SEC filing source: 0001517302-22-000012.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2022-02-22. Report date: 2021-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of the results of operations and financial condition of the Company should be read in conjunction with the “Forward-Looking Statements” disclosure preceding Part I and the “Risk Factors” set forth in Item 1A of Part I of this Annual Report on Form 10‑K, each of which describe our risks, uncertainties and other important factors in more detail.

Overview and Recent Highlights

We are an investment management firm focused on providing high-value added, active investment strategies in growing asset classes to sophisticated clients around the world. As of December 31, 2021, our nine autonomous investment teams managed a total of 21 investment strategies across multiple asset classes and investment styles. We expect our tenth autonomous investment team to launch its first strategies during the first half of 2022.

We focus on attracting, retaining and developing talented investment professionals and creating an environment in which each investment team is provided ample resources and support, transparent and direct financial incentives, a high degree of investment autonomy, and a long-term time horizon. We create new investment strategies when we identify opportunities to add value for clients, oftentimes through the use of a broad array of securities, instruments, and techniques (which we call degrees of freedom) to differentiate returns and manage risk.

We focus our distribution efforts on sophisticated investors and asset allocators, including institutions and intermediaries that operate with institutional-like decision-making processes. We offer our investment strategies to clients and investors through multiple investment vehicles, including separate accounts and different types of pooled vehicles. As of December 31, 2021, approximately 77% of our assets under management were managed for clients and investors domiciled in the U.S. and 23% of our assets under management were managed for clients and investors domiciled outside of the U.S.

As a high-value added investment manager we expect that long-term investment performance will be the primary driver of our long-term business and financial results. If we maintain and evolve existing investment strategies and launch new investment strategies that meet the needs of and generate attractive outcomes for sophisticated asset allocators, we believe that we will continue to generate strong business and financial results.

Over shorter time periods, changes in our business and financial results are largely driven by market conditions and fluctuations in our assets under management that may not necessarily be the result of our long-term investment performance or the long-term demand for our strategies. For this reason, we expect that our business and financial results will be lumpy over time.

We strive to maintain a financial model that is transparent and predictable. Currently, we derive nearly all of our revenues from investment management fees, most of which are based on a specified percentage of clients’ average assets under management. A majority of our expenses, including most of our compensation expense, vary directly with changes in our revenues.

We invest thoughtfully to support our investment teams and future growth, while also paying out to stockholders and partners a majority of the cash that we generate from operations through dividends and distributions. We expect to continue to invest in the growth of the business, with a focus on adding new investment capabilities and more degrees of freedom in areas where both opportunity and client demand exist, and in which we can differentiate our active management and add value for clients.

Business highlights for 2021 included:

•Michael Cirami, Michael O'Brien and Sarah Orvin joined Artisan in September 2021 to build the firm's newest autonomous investment franchise. The new team will develop active, differentiated strategies with broad exposure to the emerging markets debt asset class. We expect to launch three emerging market debt strategies in 2022.

•On March 1, 2021, we launched the Artisan China Post-Venture Strategy, which is our first strategy with a dedicated private investing component.

•On December 1, 2021, we launched the Artisan Floating Rate strategy, managed by the Credit team.

Financial highlights for 2021 included:

•During the year ended December 31, 2021, our assets under management increased to $174.8 billion, an increase of $17.0 billion, or 11%, compared to $157.8 billion at December 31, 2020, as a result of $17.6 billion of market appreciation and $1.7 billion of net client cash inflows, partially offset by $2.3 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders.

•Average assets under management for the year ended December 31, 2021 was $171.8 billion, an increase of 37.5% from the average of $124.9 billion for the year ended December 31, 2020.

•We earned $1.23 billion in revenue for the year ended December 31, 2021, a 36% increase from revenues of $900 million for the year ended December 31, 2020.

•Our GAAP operating margin was 44.0% in 2021, compared to 39.8% in 2020. Adjusted operating margin was 44.1% in 2021, compared to 39.8% in 2020.

•We generated $5.10 of earnings per basic share, $5.09 of earnings per diluted share and $5.03 of adjusted EPS.

•We declared and distributed dividends of $4.23 per share of Class A common stock during 2021.

•We declared, effective February 1, 2022, a quarterly dividend of $1.03 per share of Class A common stock with respect to the December 2021 quarter and a special annual dividend of $0.72 per share, for a total of $4.70 of dividends per share with respect to 2021.

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COVID-19 Pandemic

As noted in “Risk Factors—Risks Related to our Business”, the COVID-19 pandemic continues to impact the manner in which we operate, as the majority of our associates now maintain a hybrid schedule and, as of the date of this filing, the amount of business travel remains below pre-pandemic levels. We believe we continue to operate well under these changing circumstances. We are benefiting from the flexible and highly mobile operating environment we have built over 25 years. However, we do not know what, if any, longer-term impact the current operating environment will have on our business and results. Given the continued uncertainty surrounding the COVID-19 pandemic, it is difficult to predict whether further changes to associates' work arrangements will be needed and how long the reduced business travel will last. We expect most operating costs to return to pre-COVID-19 levels when associates return to the office and resume business travel.

The COVID-19 pandemic, together with resulting voluntary and government-imposed actions, has disrupted the global economy and caused significant market fluctuations. Ongoing global health concerns and uncertainty regarding the impact of COVID-19, could lead to further market volatility. Market fluctuations, for any reason, may cause clients to choose to redeem their investments from our investment strategies, which would ultimately impact our AUM, revenues and income.

As the COVID-19 pandemic continues to evolve, it is not possible to predict the full extent to which the pandemic may adversely impact our business, financial results and operations. These impacts, the onset of which may be delayed, will continue to depend on numerous developing factors that remain uncertain and subject to change.

Organizational Structure

Organizational Structure

Our operations are conducted through Artisan Partners Holdings (“Holdings”) and its subsidiaries. On March 12, 2013, Artisan Partners Asset Management Inc. (“APAM”) and Artisan Partners Holdings LP completed a series of transactions (the “IPO Reorganization”) to reorganize their capital structures in connection with the initial public offering (“IPO”) of APAM’s Class A common stock. The IPO Reorganization and IPO were completed on March 12, 2013. The IPO Reorganization was designed to create a capital structure that preserves our ability to conduct our business through Holdings, while permitting us to raise additional capital and provide access to liquidity through a public company.

Limited partners of Holdings, some of whom are employees, held approximately 16% of the equity interests in Holdings as of December 31, 2021. As a result, our results reflect that significant noncontrolling interest.

We operate our business in a single segment.

2021 Follow-On Offering and Holdings Unit Exchanges

On March 1, 2021, the Company sold 963,614 shares of Class A common stock in an underwritten offering and utilized all of the proceeds to purchase an aggregate of 963,614 common units from certain limited partners of Holdings. In connection with the offering, APAM received 963,614 GP units of Holdings.

During the year ended December 31, 2021, certain limited partners of Holdings exchanged 2,142,292 common units (along with a corresponding number of shares of Class B or Class C common stock of APAM, as applicable) for 2,142,292 shares of Class A common stock. In connection with the exchanges, APAM received 2,142,292 GP units of Holdings.

APAM’s equity ownership interest in Holdings increased from 80% at December 31, 2020 to 84% at December 31, 2021, as a result of these transactions and other equity transactions during the period.

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Financial Overview

Economic Environment

Global equity and debt market conditions materially affect our financial performance. The following table presents the total returns of relevant market indices for the years ended December 31, 2021, 2020 and 2019:

For the Years Ended December 31,
202120202019
S&P 500 total returns28.7%18.4%31.5%
MSCI All Country World total returns18.5%16.3%26.6%
MSCI EAFE total returns11.3%7.8%22.0%
Russell Midcap® total returns22.6%17.1%30.5%
MSCI Emerging Markets Index(2.5)%18.3%18.4%
ICE BofA U.S. High Yield Master II Total Return Index5.4%6.2%14.4%

Key Performance Indicators

When we review our business and financial performance we consider, among other things, the following:

For the Years Ended December 31,
202120202019
(unaudited; dollars in millions)
Assets under management at period end$174,754$157,776$121,016
Average assets under management(1)$171,767$124,901$111,023
Net client cash flows(2)$1,678$7,154$(2,658)
Total revenues$1,227$900$799
Weighted average fee(3)70.7 bps70.9 bps71.6 bps
Operating margin44.0%39.8%35.5%
Adjusted operating margin (4)44.1%39.8%35.5%
(1) We compute average assets under management by averaging day-end assets under management for the applicable period.
(2) Net client cash flows excludes Artisan Funds’ income and capital gain distributions that were not reinvested by fund shareholders.
(3) We compute our weighted average management fee by dividing annualized investment management fees (which excludes performance fees) by average assets under management for the applicable period.
(4) Adjusted measures are non-GAAP measures and are explained and reconciled to the comparable GAAP measures in “Supplemental Non-GAAP Financial Information” below.

Investment advisory fees and assets under management within our consolidated investment products are excluded from the weighted average fee calculations and from total revenues, since any such revenues are eliminated upon consolidation. Assets under management within Artisan Private Funds are included in the reported firmwide, separate accounts and other, and institutional assets under management figures reported below.

Assets Under Management and Investment Performance

Changes to our operating results from one period to another are primarily caused by changes in the amount of our assets under management. Changes in the relative composition of our assets under management among our investment strategies and vehicles and the effective fee rates on our products also impact our operating results.

The amount and composition of our assets under management are, and will continue to be, influenced by a variety of factors including, among others:

•investment performance, including fluctuations in both the financial markets and foreign currency exchange rates and the quality of our investment decisions;

•flows of client assets into and out of our various strategies and investment vehicles;

•our decision to close strategies or limit the growth of assets in a strategy or a vehicle when we believe it is in the best interest of our clients; as well as our decision to re-open strategies, in part or entirely;

•our ability to attract and retain qualified investment, management, and marketing and client service professionals;

•industry trends towards products, strategies, vehicles or services that we do not offer;

•competitive conditions in the investment management and broader financial services sectors; and

•investor sentiment and confidence.

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The table below sets forth changes in our total assets under management:

For the Years Ended December 31,
202120202019
(unaudited; dollars in millions)
Beginning assets under management$157,776$121,016$96,224
Gross client cash inflows33,72536,33817,594
Gross client cash outflows(32,047)(29,184)(20,252)
Net client cash flows1,6787,154(2,658)
Artisan Funds’ distributions not reinvested(1)(2,295)(690)(630)
Investment returns and other(2)17,59530,29628,080
Ending assets under management$174,754$157,776$121,016
Average assets under management$171,767$124,901$111,023
(1) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(2) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

During 2021 our AUM increased by $17.0 billion due to $17.6 billion of investment returns and $1.7 billion of net client cash inflows, partially offset by $2.3 billion of Artisan Funds’ distributions that were not reinvested by fund shareholders. For the year, 13 of our 21 investment strategies had net inflows totaling $10.4 billion, which were offset by $8.7 billion of net outflows from the remaining strategies.

Over the long-term, we expect to generate the majority of our AUM growth through investment returns, which has been our historical experience.

We monitor the availability of attractive investment opportunities relative to the amount of assets we manage in each of our investment strategies and the velocity at which the strategies are experiencing inflows. When appropriate, we will close a strategy to new investors or otherwise take action to slow or restrict its growth, even though our aggregate assets under management may be negatively impacted in the short term. We may also re-open a strategy, widely or selectively, to fill available capacity or manage the diversification of our client base in that strategy. We believe that management of our investment capacity protects our ability to manage assets successfully, which protects the interests of our clients and, in the long term, protects our ability to retain client assets and maintain our profit margins.

As of the date of this filing, the Artisan High Income Fund, Artisan International Value Fund and Artisan International Small-Mid Fund are closed to most new investors and their respective strategies have limited availability to most new client relationships. In addition, we are actively managing the capacity of our U.S. Small-Cap Growth strategy with respect to new client relationships.

When we close or otherwise restrict the growth of a strategy, we typically continue to allow additional investments in the strategy by existing clients and certain related entities. We may also permit new investments by other eligible investors in our discretion. As a result, during a given period we may have net client cash inflows in a closed strategy. However, when a strategy is closed or its growth is restricted we expect there to be periods of net client cash outflows.

The unaudited table on the following page sets forth the average annual total returns for each composite (gross of fees) and its respective broad-based benchmark (and style benchmark, if applicable) over a multi-horizon time period as of December 31, 2021. Returns for periods less than one year are not annualized.

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Composite InceptionStrategy AUMAverage Annual Total Returns (Gross)Average Annual Value-Added(1) Since Inception (bps)
Investment Team and StrategyDate(in $MM) (2)1 YR3 YR5 YR10 YRInception
Growth Team
Global Opportunities Strategy2/1/2007$27,57815.17%30.66%22.22%18.32%13.27%625
MSCI All Country World Index18.54%20.36%14.39%11.84%7.02%
Global Discovery Strategy9/1/20172,37114.01%34.48%------23.86%1,080
MSCI All Country World Index18.54%20.36%------13.06%
U.S. Mid-Cap Growth Strategy4/1/199716,91911.68%35.59%24.22%18.62%16.58%586
Russell® Midcap Index22.58%23.26%15.09%14.89%11.13%
Russell® Midcap Growth Index12.73%27.43%19.82%16.61%10.72%
U.S. Small-Cap Growth Strategy4/1/19955,566(7.77)%28.69%23.16%18.21%12.18%351
Russell® 2000 Index14.82%20.00%12.01%13.22%9.83%
Russell® 2000 Growth Index2.83%21.14%14.52%14.12%8.67%
Global Equity Team
Global Equity Strategy4/1/20102,8376.56%22.55%19.20%15.89%14.07%397
MSCI All Country World Index18.54%20.36%14.39%11.84%10.10%
Non-U.S. Growth Strategy1/1/199620,50710.07%16.03%13.31%10.37%10.29%504
MSCI EAFE Index11.26%13.53%9.54%8.02%5.25%
Non-U.S. Small-Mid Growth Strategy1/1/20199,4175.17%25.33------25.33%1,062
MSCI ACWI ex US SMID Index10.16%14.71------14.71%
China Post-Venture Strategy4/1/2021237------------(9.06)%539
MSCI China SMID Cap Index------------(14.45)%
U.S. Value Team
Value Equity Strategy7/1/20054,05424.43%21.90%12.83%12.88%9.67%124
Russell® 1000 Index26.45%26.18%18.41%16.53%11.07%
Russell® 1000 Value Index25.16%17.62%11.16%12.96%8.43%
U.S. Mid-Cap Value Strategy4/1/19993,99927.76%19.43%11.12%11.78%12.98%270
Russell® Midcap Index22.58%23.26%15.09%14.89%10.43%
Russell® Midcap Value Index28.34%19.60%11.21%13.43%10.28%
International Value Team
International Value Strategy7/1/200231,79218.10%17.64%11.73%11.79%12.10%551
MSCI EAFE Index11.26%13.53%9.54%8.02%6.59%
International Small Cap Value Strategy10/1/20202420.65%---------40.85%944
MSCI All Country World Index Ex USA Small Cap (Net)12.93%---------31.41%
Global Value Team
Global Value Strategy7/1/200726,32416.94%16.46%11.40%12.37%9.17%257
MSCI All Country World Index18.54%20.36%14.39%11.84%6.60%
Select Equity Strategy3/1/202042016.87%---------21.61%(1,019)
S&P 500 Market Index (Total Return)28.71%---------31.80%
Sustainable Emerging Markets Team
Sustainable Emerging Markets Strategy7/1/20061,173(0.27)%14.40%12.64%7.72%6.78%106
MSCI Emerging Markets Index(2.54)%10.93%9.87%5.48%5.72%
Credit Team
High Income Strategy4/1/20148,0187.16%11.03%8.35%---7.93%257
ICE BofA U.S. High Yield Master II Total Return Index5.36%8.56%6.09%---5.36%
Credit Opportunities Strategy7/1/201712018.44%18.84%------14.44%1,299
ICE BofA U.S. Dollar LIBOR 3-month Constant Maturity Index0.17%1.28%------1.45%
Floating Rate Strategy (3)1/1/202219---------------
Credit Suisse Leveraged Loan Total Return Index---------------
Developing World Team
Developing World Strategy7/1/20158,102(8.71)%33.88%22.94%---17.16%1,105
MSCI Emerging Markets Index(2.54)%10.93%9.87%---6.11%

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Antero Peak Group
Antero Peak Strategy5/1/20174,02825.17%29.95%------28.08%996
S&P 500 Index28.71%26.04%------18.12%
Antero Peak Hedge Strategy11/1/20171,24919.56%21.97%------20.18%214
S&P 500 Index28.71%26.04%------18.04%
Total Assets Under Management$174,754
(1) Value-added is the amount, in basis points, by which the average annual gross composite return of each of our strategies has outperformed or underperformed its respective benchmark. See “Performance and Assets Under Management Information Used in this Report” for additional information regarding the benchmarks used. Value-added for periods less than one year is not annualized. The High Income strategy holds loans and other security types that are not included in its benchmark, which, at times, causes material differences in relative performance. The Credit Opportunities strategy is benchmark agnostic and has been compared to the 3-month LIBOR for reference purposes only. The Antero Peak and Antero Peak Hedge strategies' investments in initial public offerings (IPOs) made a material contribution to performance. IPO investments may contribute significantly to a small portfolio’s return, an effect that will generally decrease as assets grow. IPO investments may be unavailable in the future.
(2) AUM for certain strategies include the following amounts for which Artisan Partners provides investment models to managed account sponsors (reported on a one-month lag): Artisan Sustainable Emerging Markets $98 million.
(3) The Floating Rate strategy composite performance began on January 1, 2022. As a result, there is not a performance track record as of December 31, 2021.

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The tables below set forth changes in our assets under management by investment team:

By Investment Team
Year EndedGrowthGlobal EquityU.S. ValueInternational ValueGlobal ValueSustainable Emerging MarketsCreditDeveloping WorldAntero Peak GroupTotal
December 31, 2021(unaudited; in millions)
Beginning assets under management$52,685$32,056$7,149$24,123$22,417$679$6,338$8,853$3,476$157,776
Gross client cash inflows7,4184,3844078,1214,7234993,1583,4991,51633,725
Gross client cash outflows(12,528)(5,313)(1,189)(4,057)(3,809)(54)(1,582)(3,035)(480)(32,047)
Net client cash flows(5,110)(929)(782)4,0649144451,5764641,0361,678
Artisan Funds’ distributions not reinvested (1)(302)(545)(47)(701)(46)(217)(286)(151)(2,295)
Investment returns and other (2)5,1612,4161,7334,3303,45949460(929)91617,595
Ending assets under management$52,434$32,998$8,053$31,816$26,744$1,173$8,157$8,102$5,277$174,754
Average assets under management$53,375$33,679$7,835$28,998$25,463$924$7,576$9,541$4,376$171,767
December 31, 2020
Beginning assets under management$34,793$27,860$7,402$22,000$19,707$234$3,850$3,374$1,796$121,016
Gross client cash inflows9,5326,4797866,1654,6813493,4383,5271,38136,338
Gross client cash outflows(8,616)(5,885)(1,687)(6,101)(3,535)(25)(1,415)(1,487)(433)(29,184)
Net client cash flows916594(901)641,1463242,0232,0409487,154
Artisan Funds’ distributions not reinvested (1)(222)(115)(12)(46)(130)(142)(23)(690)
Investment returns and other (2)17,1983,7176602,1051,5641215953,58175530,296
Ending assets under management$52,685$32,056$7,149$24,123$22,417$679$6,338$8,853$3,476$157,776
Average assets under management$40,806$26,991$6,266$20,045$17,780$476$4,493$5,465$2,579124,901
December 31, 2019
Beginning assets under management$26,251$22,967$6,577$17,681$17,113$179$2,860$1,993$603$96,224
Gross client cash inflows4,2073,5576443,6071,412291,7911,3051,04217,594
Gross client cash outflows(5,251)(5,214)(1,435)(3,474)(2,806)(14)(1,138)(780)(140)(20,252)
Net client cash flows(1,044)(1,657)(791)133(1,394)15653525902(2,658)
Artisan Funds’ distributions not reinvested (1)(134)(133)(33)(199)(8)(112)(11)(630)
Investment returns and other (2)9,7206,6831,6494,3853,9964044985630228,080
Ending assets under management$34,793$27,860$7,402$22,000$19,707$234$3,850$3,374$1,796$121,016
Average assets under management$31,861$25,744$7,113$20,072$18,559$203$3,586$2,634$1,251111,023
(1) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(2) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.

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The goal of our marketing, distribution and client services efforts is to establish and maintain a client base that is diversified by investment strategy, client type and distribution channel. As distribution channels have evolved to have more institutional-like decision making processes and longer-term investment horizons, we have expanded our distribution efforts into those areas. The table below sets forth our assets under management by distribution channel:

As of December 31, 2021As of December 31, 2020As of December 31, 2019
$ in millions% of total$ in millions% of total$ in millions% of total
(unaudited)(unaudited)(unaudited)
Institutional$111,70563.9%$102,18964.8%$80,27466.3%
Intermediary55,19831.6%48,65730.8%35,57429.4%
Retail7,8514.5%6,9304.4%5,1684.3%
Ending Assets Under Management(1)$174,754100.0%$157,776100.0%$121,016100.0%
(1) The allocation of assets under management by distribution channel involves the use of estimates and the exercise of judgment.

Our institutional channel includes assets under management sourced from defined contribution plan clients, which made up approximately 12% of our total assets under management as of December 31, 2021.

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The following tables set forth the changes in our assets under management by vehicle type:

Year EndedArtisan Funds & Artisan Global FundsSeparate Accounts and Other(1)Total
December 31, 2021(unaudited; in millions)
Beginning assets under management$74,746$83,030$157,776
Gross client cash inflows23,9579,76833,725
Gross client cash outflows(18,628)(13,419)(32,047)
Net client cash flows5,329(3,651)1,678
Artisan Funds’ distributions not reinvested(2)(2,295)(2,295)
Investment returns and other(3)6,98410,61117,595
Net transfers(4)(401)401
Ending assets under management$84,363$90,391$174,754
Average assets under management$83,533$88,234$171,767
December 31, 2020
Beginning assets under management$57,288$63,728$121,016
Gross client cash inflows22,51013,82836,338
Gross client cash outflows(18,110)(11,074)(29,184)
Net client cash flows4,4002,7547,154
Artisan Funds’ distributions not reinvested(2)(690)(690)
Investment returns and other(3)14,25916,03730,296
Net transfers(4)(511)511
Ending assets under management$74,746$83,030$157,776
Average assets under management$58,629$66,272$124,901
December 31, 2019
Beginning assets under management$46,654$49,570$96,224
Gross client cash inflows12,5455,04917,594
Gross client cash outflows(13,911)(6,341)(20,252)
Net client cash flows(1,366)(1,292)(2,658)
Artisan Funds’ distributions not reinvested(2)(630)(630)
Investment returns and other(3)13,00315,07728,080
Net transfers(4)(373)373
Ending assets under management$57,288$63,728$121,016
Average assets under management$52,974$58,049111,023
(1) Separate accounts and other consists of AUM we manage in or through vehicles other than Artisan Funds or Artisan Global Funds. This AUM includes assets we manage in traditional separate accounts, as well as assets we manage in Artisan-branded collective investment trusts and in Artisan Private Funds. As of December 31, 2021, AUM for certain strategies include the following amounts for which Artisan Partners provides investment models to managed account sponsors (reported on a one-month lag): Artisan Sustainable Emerging Markets $98 million.
(2) Artisan Funds’ distributions not reinvested represents the amount of income and capital gain distributions that were not reinvested in the Artisan Funds.
(3) Includes the impact of translating the value of assets under management denominated in non-USD currencies into U.S. dollars. The impact was immaterial for the periods presented.
(4) Net transfers represent certain amounts that we have identified as having been transferred out of one investment strategy, investment vehicle or account and into another strategy, vehicle or account.

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Artisan Funds and Artisan Global Funds

As of December 31, 2021, Artisan Funds comprised $78.0 billion, or 45%, of our assets under management. For the year ended December 31, 2021, fees from Artisan Funds represented $712.9 million, or 58%, of our revenues. Our contractual tiered fee rates for the series of Artisan Funds range from 0.60% to 1.05% of fund assets, depending on the investment strategy, the amount invested and other factors.

As of December 31, 2021, Artisan Global Funds comprised $6.4 billion, or 3%, of our assets under management. For the year ended December 31, 2021, fees from Artisan Global Funds represented $48.5 million, or 4%, of our revenues. Our contractual fee rates for Artisan Global Funds range from 0.75% to 1.85% of assets under management.

The weighted average management fee rate paid by our Artisan Funds and Artisan Global Funds clients in the aggregate was 0.912%, 0.916%, and 0.915%, for the years ended December 31, 2021, 2020 and 2019, respectively.

Separate Accounts and Other

“Separate accounts and other”—which consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority—comprised $90.4 billion, or 52%, of our assets under management as of December 31, 2021. For the year ended December 31, 2021, fees from separate accounts and other represented $465.8 million, or 38%, of our revenues.

For traditional separate account clients, we generally impose standard fee schedules that vary by investment strategy and, through the application of standard breakpoints, reflect the size of the account and client relationship. The weighted average management fee rate paid by our traditional separate account clients was 0.484%, 0.498%, and 0.512% for the years ended December 31, 2021, 2020 and 2019, respectively. There are a number of exceptions to our standard fee schedules, including exceptions based on the nature of our relationship with the client and the value of the assets under our management in that relationship. In general, our effective rate of fee for a particular client relationship declines as the assets we manage for that client increase, which we believe is typical for the asset management industry.

A number of our investment strategies are accessible to certain types of employee benefit plans through Artisan-branded collective investment trusts. We act as investment adviser to the collective investment trusts and earn a management fee for providing this service. The weighted average management fee rate paid by our Artisan-branded collective investment trust clients was 0.729%, 0.735%, and 0.739% for the years ended December 31, 2021, 2020 and 2019, respectively.

Artisan serves as the investment manager and acts as the general partner for certain Artisan Private Funds. Under the terms of these agreements, Artisan earns a management fee, and for certain funds is entitled to receive either an allocation of profits or a performance-based fee. The weighted average management fee rate paid by our Artisan Private Funds clients was 0.786%, 0.800%, and 0.706% for the years ended December 31, 2021, 2020 and 2019, respectively.

The weighted average management fee rate, which excludes performance fees, paid by our separate accounts and other clients in the aggregate was 0.513%, 0.526% and 0.534% for the years ended December 31, 2021, 2020 and 2019, respectively. Because, as is typical in the asset management industry, our rates of fee decline as the assets under our management in a relationship increase, and because of differences in our fees by investment strategy, a change in the composition of our assets under management, in particular a shift to strategies, clients or relationships with lower effective rates of fees, could have a material impact on our overall weighted average rate of fee. See “—Qualitative and Quantitative Disclosures Regarding Market Risk—Market Risk” for a sensitivity analysis that demonstrates the impact that certain changes in the composition of our assets under management could have on our revenues.

Investment Advisory Revenues

Essentially all of our revenues consist of fees earned from managing clients’ assets. Our investment advisory fees, which are comprised of management fees and performance fees, fluctuate based on a number of factors, including the total value of our assets under management, the composition of assets under management among investment vehicles and our investment strategies, changes in the investment management fee rates on our products, the extent to which we enter into fee arrangements that differ from our standard fee schedules, which can be affected by custom and the competitive landscape in the relevant market, and, for the accounts on which we earn performance fees, the investment performance of those accounts.

The different fee structures associated with Artisan Funds, Artisan Global Funds and separate accounts and other pooled vehicles, and the different fee schedules applicable to each of our investment strategies, make the composition of our assets under management an important determinant of the investment management fees we earn. Historically, we have received higher effective rates of investment management fees from Artisan Funds and Artisan Global Funds than from traditional separate accounts, reflecting, among other things, the different and broader array of services we provide to Artisan Funds and Artisan Global Funds. Investment management fees for non-U.S. funds may also be higher because they include fees to offset higher distribution costs. Our investment management fees also differ by investment strategy, with higher-capacity strategies having lower standard fee rates than strategies with more limited capacity.

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Certain separate account clients pay us fees based on the performance of their accounts relative to agreed-upon benchmarks, which typically results in a lower base fee, but allows us to earn higher fees if the performance we achieve for that client is superior to the performance of an agreed-upon benchmark. We may also receive performance fees or incentive allocations from Artisan Private Funds. Approximately 3% of our $174.8 billion of assets under management as of December 31, 2021 have performance fee billing arrangements. Performance fees of $13.3 million, $14.7 million, and $4.6 million were recognized in the years ended December 31, 2021, 2020 and 2019, respectively.

The following table sets forth revenues we earned by vehicle type for the years ended December 31, 2021, 2020 and 2019:

For the Years Ended December 31,
202120202019
Revenues(in millions)
Management fees
Artisan Funds & Artisan Global Funds$761.4$537.2$484.9
Separate accounts and other452.5347.7309.5
Performance fees13.314.74.6
Total revenues$1,227.2$899.6$799.0
Average assets under management for period$171,767$124,901$111,023

Management fees, performance fees and incentive allocations earned from consolidated investment products are eliminated from revenue upon consolidation. For each of the years ended December 31, 2021, 2020 and 2019, approximately 83% of our investment advisory fees were earned from clients located in the United States.

Operating Expenses

Our operating expenses consist primarily of compensation and benefits, distribution, servicing and marketing, occupancy, communication and technology, and general and administrative.

Our expenses may fluctuate due to a number of factors, including the following:

•variations in the level of total compensation expense due to, among other things, incentive compensation, equity awards, changes in our employee count (including the addition of new investment teams) and product mix and competitive factors; and

•expenses, such as distribution fees, rent, professional service fees, technology and data-related costs, incurred, as necessary, to operate and grow our business.

A significant portion of our operating expenses are variable and fluctuate in direct relation to our assets under management and revenues. Even if we experience declining revenues, we expect to continue to make the expenditures necessary for us to manage and grow our business. As a result, our profits may decline.

Compensation and Benefits

Compensation and benefits includes (i) salaries, incentive compensation and benefits costs and (ii) long term incentive compensation expense related to equity and cash awards granted to employees.

Incentive compensation is one of the most significant parts of the total compensation of our senior employees. The amount of cash incentive compensation paid to members of our investment teams and senior members of our marketing and client service teams is based in large part on formulas that are tied directly to revenues. For each of our investment teams, incentive compensation generally represents 25% of the asset-based management fees and a share of performance-based fees generated by assets under management in the team’s strategy or strategies. Incentive compensation paid to other employees is discretionary and subjectively determined based on individual performance and our overall results during the applicable year.

Certain compensation and benefits expenses are generally higher in the beginning of the year, such as employer funded retirement and health care contributions and payroll taxes. We expect these costs to add approximately $5 million to our expenses in the first quarter of 2022, compared to the fourth quarter of 2021. Given our priorities in 2022, we expect to increase headcount over the next year across investment, distribution & marketing, and back office. We expect the fixed component of our compensation and benefits expenses will increase by approximately $15 million related to increased headcount and overall rising wage costs.

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We grant equity awards to our employees pursuant to the Artisan Partners Asset Management Inc. 2013 Omnibus Incentive Compensation Plan. The equity awards consist of standard restricted awards that generally vest on a pro rata basis over 5 years and career awards that vest when both of the following conditions are met (1) pro-rata annual time vesting over 5 years and (2) qualifying retirement (as defined in the award agreements). Investment team members generally receive franchise awards rather than career awards. Franchise awards are identical to career awards, except with respect to the Franchise Protection Clause, which applies to current or future portfolio managers and founding investment team members. The Franchise Protection Clause provides that the total number of franchise awards ultimately vesting will be reduced to the extent that cumulative net client cash outflows from the award recipient’s investment team during roughly a 3-year measurement period beginning on the date of the recipient’s retirement notice exceeds a set threshold. In 2020, we began issuing performance share units to certain executive officers of the Company. The number of performance share units that will vest is dependent upon the Company’s adjusted operating margin and total stockholder return compared to its peer group over a three year measurement period.

The estimated grant date fair value of equity awards is recognized as compensation expense on a straight-line basis over the requisite service period of the award. The initial requisite service period is generally three years for performance share units and five years for all other awards that have been granted to date. Compensation expense for performance share units is only recognized if it is probable that the performance conditions will be achieved. For all awards, if a service or performance condition is not achieved, the corresponding awards are forfeited and any previously recognized compensation expense is reversed. We grant long-term incentive cash awards, referred to as franchise capital awards, to certain investment team members in lieu of certain additional equity awards. The franchise capital awards are subject to the same long-term vesting and forfeiture provisions as the equity awards. Prior to vesting, franchise capital awards are generally allocated to one or more of Artisan’s investment strategies. The underlying investment holdings and franchise capital award liability are marked to market value each quarter. The change in value of the award liability is included in compensation expense. The change in value of the underlying investment holdings is included in non-operating income/(expense).

We expect to reserve approximately 4% of our management fee revenues each quarter for future franchise capital awards, which we expect to make after the conclusion of each year. Over the long-term, we believe the economic impact of the reduced cash available for dividends will be offset by a corresponding reduction in dilution, as we expect to grant fewer restricted share-based awards as a result of the franchise capital awards.

On January 25, 2022, the Company's board of directors approved a grant of long-term incentive awards with a grant date fair value of $86.8 million consisting of $38.2 million of equity awards and $48.6 million of franchise capital cash awards to certain employees pursuant to the Company’s 2013 Omnibus Incentive Compensation Plan. The grant will be effective March 1, 2022.

Since the IPO and including the grant in the first quarter of 2022, our board of directors has approved the grant of 11,348,630 restricted share-based awards. Total unrecognized non-cash compensation expense for these awards is $119.9 million. As of the date of this filing, unvested equity awards are comprised of the following number of shares by vesting condition:

Service OnlyService & Performance ConditionsService & Market ConditionsTotal
Standard Pro Rata Time Vesting2,138,94758,58158,5812,256,109
Qualified Retirement2,789,3911,278,35157,0024,124,744
Total Unvested4,928,3381,336,932115,5836,380,853

Including the long-term incentive award approved in the first quarter of 2022, total unrecognized long-term incentive compensation expense is $199.5 million. We expect long-term incentive compensation expense to be approximately $14 million per quarter in 2022, excluding the impact of investment returns on the franchise capital awards’ underlying investments.

We expect to continue to make long-term incentive awards each year, though the form and structure of the awards may change as we seek to maximize alignment between our employees and our clients, investors and stockholders. The actual size of the expense over time will depend primarily on the number of awards granted and our stock price at the time equity grants are made. The amount of long-term incentive awards will vary from year to year and will be influenced by our results and other factors. From time to time, we may also make individual equity grants to people we hire.

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Distribution, Servicing and Marketing

Distribution, servicing and marketing expenses primarily represent payments we make to broker-dealers, financial advisors, defined contribution plan providers, mutual fund supermarkets and other intermediaries for selling, servicing and administering accounts invested in shares of Artisan Funds. Artisan Funds authorizes intermediaries to accept purchase, exchange and redemption orders for shares of Artisan Funds on behalf of Artisan Funds. Many intermediaries charge a fee for those services. Artisan Funds pays a portion of some of those fees, which portion is intended to compensate the intermediary for its provision of services of the type that would be provided by Artisan Funds’ transfer agent or other service providers if the shares were registered directly on the books of Artisan Funds’ transfer agent. Like the investment management fees we earn as adviser to Artisan Funds, distribution, servicing and marketing fees typically vary with the value of the assets invested in shares of Artisan Funds. The allocation of such fees between us and Artisan Funds is determined by the board of Artisan Funds, based on information and a recommendation from us, with the goal of allocating to us, at a minimum, all costs attributable to the marketing and distribution of shares of Artisan Funds. A significant portion of Artisan Funds’ shares are held by investors through intermediaries to which we pay distribution, servicing and marketing expenses.

Total distribution, servicing and marketing fees will increase as we increase our assets under management sourced through intermediaries that charge these fees or similar fees. The amount we pay to intermediaries for distribution and administrative services varies by share class. As assets have transferred from the Investor share class to the Advisor and Institutional share classes, the amount we have paid for distribution, servicing and marketing has decreased. Consistent with the experience of other investment managers, as the foregoing expenses have decreased, we have seen increased requests from intermediaries for alternative forms of compensation. To date, such alternative forms of compensation have not been material, but they could be over time.

Occupancy

Occupancy expenses include operating leases for facilities, furniture and office equipment, miscellaneous facility related costs and depreciation expense associated with furniture purchases and leasehold improvements. We expect 2022 occupancy expenses to increase by approximately $5 million to $7 million compared to 2021.

Communication and technology

Communication and technology expenses include information and print subscriptions, telephone costs, information systems consulting fees, equipment and software maintenance expenses, operating leases for information technology equipment and depreciation and amortization expenses associated with computer hardware and software. Information and print subscriptions represent the costs we pay to obtain investment research and other data we need to operate our business. A portion of these expenses generally increase or decrease in relative proportion to the number of our employees and the overall size and scale of our business operations. We expect to continue our measured investments in technology to support our investment teams, distribution efforts, and scalable operations. We expect 2022 communication and technology expenses to increase by approximately $5 million to $7 million compared to 2021.

On behalf of our clients, we make decisions to buy and sell securities for each portfolio, select broker-dealers to execute trades and negotiate brokerage commission rates. In connection with these transactions, we receive research products and services from broker-dealers in exchange for the business we conduct with such firms. Some of those research products and services could be acquired for cash and our receipt of those products and services through the use of client commissions, or soft dollars, reduces cash expenses we would otherwise incur. In response to the Markets in Financial Instruments Directive II and industry changes prompted by it, we have experienced requests from clients to bear research expenses that are currently paid for using soft dollars. In response to such requests or as a result of changes in our operations, we may eventually bear a significant portion or all of the costs of research that are currently paid for using soft dollars, which would increase our operating expenses materially.

General and Administrative

General and administrative expenses include professional fees, travel and entertainment, certain state and local taxes, directors’ and officers’ liability insurance, director fees, and other miscellaneous expenses we incur in operating our business. Travel expenses decreased significantly in 2020 and remained lower than historical levels in 2021 due to the COVID-19 pandemic. We expect most operating costs, including travel expense, to return to or exceed pre-COVID-19 levels when employees return to the office and resume business travel.

Non-Operating Income (Expense)

Interest Expense

Interest expense primarily relates to the interest we pay on our debt. For a description of the terms of our debt, see “—Liquidity and Capital Resources”. Interest expense also includes interest on TRA payments, which is incurred between the due date (without extension) for our federal income tax return and the date on which we make TRA payments.

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Net Investment Gain (Loss) of Consolidated Investment Products

Net investment gain (loss) of consolidated investment products represents the realized and unrealized investment gains (losses) related to investment products that are included in our consolidated financial statements because Artisan holds a controlling financial interest in the respective investment entities. Significant portions of net investment gain (loss) of consolidated investment products are offset by noncontrolling interests in our Consolidated Statements of Operations.

Net Investment Income

Net investment income includes realized and unrealized investment gains (losses) related to nonconsolidated investment products, income earned on excess cash balances, and dividends earned on nonconsolidated equity securities.

Net Gain (Loss) on the Tax Receivable Agreements

Non-operating income (expense) also includes gains or losses related to the changes in our estimate of the payment obligation under the TRAs, including the impact of tax rate changes. The effect of changes in our estimate of amounts payable under the TRAs, including the effect of changes in enacted tax rates and in applicable tax laws, is included in net income.

Net Income (Loss) Attributable to Noncontrolling Interests

Net Income (Loss) Attributable to Noncontrolling Interests - Holdings

Net income (loss) attributable to noncontrolling interests - Holdings represents the portion of earnings or loss attributable to the ownership interests in Artisan Partners Holdings held by the limited partners of Artisan Partners Holdings.

Net Income (Loss) Attributable to Noncontrolling Interests - Consolidated Investment Products

Net income (loss) attributable to noncontrolling interests - consolidated investment products represents the portion of earnings or loss attributable to third-party investors’ ownership interests in consolidated investment products.

Provision for Income Taxes

The provision for income taxes primarily represents APAM’s U.S. federal, state and local income taxes on its allocable portion of Holdings’ income, as well as foreign income taxes payable by Holdings’ subsidiaries. Our effective income tax rate is dependent on many factors, including a rate benefit attributable to the fact that a portion of Holdings’ taxable earnings are not subject to corporate level taxes. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. The effective tax rate is also lower than the statutory rate due to dividends paid on unvested share-based awards. These favorable impacts are partially offset by the impact of permanent items, including certain executive compensation expenses, that are not deductible for tax purposes.

As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes.

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Results of Operations

Year Ended December 31, 2021, Compared to Year Ended December 31, 2020

For the Years Ended December 31,Period-to-Period
20212020$%
Statements of operations data:(in millions, except share and per-share data)
Revenues$1,227.2$899.6$327.636%
Operating Expenses
Total compensation and benefits563.0435.8127.229%
Other operating expenses123.7105.518.217%
Total operating expenses686.7541.3145.427%
Total operating income540.5358.3182.251%
Non-operating income (expense)
Interest expense(10.8)(10.8)%
Other non-operating income21.921.80.1%
Total non-operating income (expense)11.111.00.11%
Income before income taxes551.6369.3182.349%
Provision for income taxes107.160.846.376%
Net income before noncontrolling interests444.5308.5136.044%
Less: Noncontrolling interests - Artisan Partners Holdings96.981.115.819%
Less: Noncontrolling interests - consolidated investment products11.114.8(3.7)(25)%
Net income attributable to Artisan Partners Asset Management Inc.$336.5$212.6$123.958%
Share Data
Basic earnings per share$5.10$3.40
Diluted earnings per share$5.09$3.40
Basic weighted average number of common shares outstanding59,866,79055,633,529
Diluted weighted average number of common shares outstanding59,881,03955,637,922

Revenues

The increase in revenues of $327.6 million, or 36%, for the year ended December 31, 2021, compared to the year ended December 31, 2020, was driven primarily by a $46.9 billion, or 38%, increase in our average assets under management, partially offset by a $1.4 million decrease in performance fee revenue. The weighted average investment management fee, which excludes performance fees, was 70.7 basis points for the year ended December 31, 2021, compared to 70.9 basis points for the year ended December 31, 2020. The weighted average investment management fee remained relatively flat as a decrease in separate account fee rates resulting from tiered fee structures and client mix was mostly offset by the favorable rate impact of an increase in the proportion of our total assets managed through Artisan Funds and Artisan Global Funds, which accrue management fees at a higher rate than separate accounts.

The following table sets forth the investment advisory fees and weighted average management fee earned by investment vehicle. The weighted average management fee for Artisan Funds and Artisan Global Funds reflects the additional services we provide to these pooled vehicles.

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Separate Accounts and Other (2)Artisan Funds and Artisan Global Funds
For the Years Ended December 31,2021202020212020
(dollars in millions)
Investment advisory fees$465.8$362.4$761.4$537.2
Weighted average management fee(1)51.3 bps52.6 bps91.2 bps91.6 bps
Percentage of ending AUM52%53%48%47%
(1) We compute our weighted average management fee by dividing annualized management fees (which excludes performance fees) by average assets under management for the applicable period.
(2) Separate accounts and other consists of assets we manage in or through vehicles other than Artisan Funds or Artisan Global Funds, including assets we manage in traditional separate accounts, Artisan-branded collective investment trusts and Artisan Private Funds, as well as assets under advisement related to clients for whom we provide investment models but do not have discretionary investment authority.

Operating Expenses

The increase in total operating expenses of $145.4 million, or 27%, for the year ended December 31, 2021, compared to the year ended December 31, 2020, was primarily a result of higher incentive compensation and third-party distribution expense related to increased revenues, increases in compensation and benefits as a result of increased headcount, higher long-term incentive compensation costs as a result of the grant in January 2021, and higher technology and professional fee expense as a result of firm initiatives.

Compensation and Benefits

For the Years Ended December 31,Period-to-Period
20212020$%
(in millions)
Salaries, incentive compensation and benefits (1)$516.9$399.3$117.629%
Long-term incentive compensation awards46.136.59.626%
Total compensation and benefits$563.0$435.8$127.229%
(1) Excluding long-term incentive compensation awards

The increase in salaries, incentive compensation and benefits was driven primarily by a $96.0 million increase in incentive compensation paid to our investment and marketing professionals as a result of the increase in revenue, and higher salary and benefits expenses on an increased number of employees.

Long-term incentive compensation award expense increased $9.6 million, as the awards granted during 2020 and 2021 had a higher value than the awards that became fully vested in 2020 and 2021. During the first quarter of 2021, the Company’s board of directors approved a grant of $79.4 million of long-term incentive awards consisting of $44.4 million of restricted share-based awards and $35.0 million of long-term cash awards, which we refer to as franchise capital awards.

Total compensation and benefits was 46% and 48% of our revenues for the years ended December 31, 2021 and 2020, respectively.

Other operating expenses

Other operating expenses increased $18.2 million for the year ended December 31, 2021, compared to the year ended December 31, 2020, primarily due to a $7.4 million increase in third-party distribution expense related to an increase in AUM subject to those fees, and higher technology and professional fee expense as a result of firm initiatives.

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Non-Operating Income (Expense)

Non-operating income (expense) consisted of the following:

For the Years Ended December 31,Period-to-Period
20212020$%
(in millions)
Interest expense$(10.8)$(10.8)$%
Net investment gain (loss) of consolidated investment products19.726.2(6.5)(25)%
Other investment gain (loss)1.80.31.5500%
Net gain (loss) on the tax receivable agreements0.4(4.7)5.1(109)%
Total non-operating income (expense)$11.1$11.0$0.11%

Non-operating income (expense) for the year ended December 31, 2021 includes a $0.4 million gain relating to a change in estimate of the payment obligation under the tax receivable agreements, compared to a $4.7 million loss for the year ended December 31, 2020. The effect of changes in that estimate after the date of an exchange or sale is included in net income. The change in estimate in 2020 was due to the remeasurement of deferred tax assets relating to an increase in estimated state income tax rates.

Provision for Income Taxes

APAM’s effective income tax rate for the years ended December 31, 2021 and 2020 was 19.4% and 16.5%, respectively. The increase in effective tax rate was primarily due to an increase in APAM’s ownership in Holdings as well as a remeasurement of deferred tax assets in 2020, resulting from an increase in estimated state income tax rates in 2020. An increase in Artisan's state deferred income tax rates results in an increase to deferred tax assets with a corresponding decrease to the provision for income taxes.

Several factors contribute to the effective tax rate, including a rate benefit attributable to the fact that approximately 19% and 24% of Holdings’ full year projected taxable earnings were not subject to corporate-level taxes for the years ended December 31, 2021 and 2020, respectively. Thus, income before income taxes includes amounts that are attributable to noncontrolling interests and not taxable to APAM and its subsidiaries, which reduces the effective tax rate. As APAM’s equity ownership in Holdings increases, the effective tax rate will likewise increase as more income will be subject to corporate-level taxes. The effective tax rate was favorably impacted in both periods due to tax deductible dividends paid on unvested restricted share-based awards and favorable tax deductions related to the vesting of restricted share-based awards.

Earnings Per Share

Weighted average basic and diluted shares of Class A common stock outstanding were higher for the year ended December 31, 2021, compared to the year ended December 31, 2020, as a result of stock offerings, unit exchanges, and equity award grants. See Note 12, “Earnings Per Share” in the Notes to the Consolidated Financial Statements in Item 8 of this report for further discussion of earnings per share.

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Year Ended December 31, 2020 Compared to the Year Ended December 31, 2019

For the Years Ended December 31,For the Period-to-Period
20202019$%
Statements of operations data:(in millions, except share and per-share data)
Revenues$899.6$799.0$100.613%
Operating Expenses
Total compensation and benefits435.8400.535.39%
Other operating expenses105.5115.0(9.5)(8)%
Total operating expenses541.3515.525.85%
Total operating income358.3283.574.826%
Non-operating income (expense)
Interest expense(10.8)(11.1)0.33%
Other non-operating income21.8(3.1)24.9803%
Total non-operating income (expense)11.0(14.2)25.2177%
Income before income taxes369.3269.3100.037%
Provision for income taxes60.827.833.0119%
Net income before noncontrolling interests308.5241.567.028%
Less: Noncontrolling interests - Artisan Partners Holdings81.180.11.01%
Less: Noncontrolling interests - consolidated investment products14.84.99.9202%
Net income attributable to Artisan Partners Asset Management Inc.$212.6$156.5$56.136%
Share Data
Basic earnings per share$3.40$2.65
Diluted earnings per share$3.40$2.65
Basic weighted average number of common shares outstanding55,633,52951,127,929
Diluted weighted average number of common shares outstanding55,637,92251,127,929

A detailed discussion of the year-over-year results for the year ended December 31, 2020 compared to the year ended December 31, 2019 can be found in “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the SEC on February 23, 2021.

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Supplemental Non-GAAP Financial Information

Our management uses non-GAAP measures (referred to as “adjusted” measures) of net income to evaluate the profitability and efficiency of the underlying operations of our business and as a factor when considering net income available for distributions and dividends. These adjusted measures remove the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products, and (4) the remeasurement of deferred taxes. These adjustments also remove the non-operational complexities of our structure by adding back noncontrolling interests and assuming all income of Artisan Partners Holdings is allocated to APAM. Management believes these non-GAAP measures provide meaningful information to analyze our profitability and efficiency between periods and over time. We have included these non-GAAP measures to provide investors with the same financial metrics used by management to manage the Company.

Non-GAAP measures should be considered in addition to, and not as a substitute for, financial measures prepared in accordance with GAAP. Our non-GAAP measures may differ from similar measures used by other companies, even if similar terms are used to identify such measures. Our non-GAAP measures are as follows:

•Adjusted net income represents net income excluding the impact of (1) net gain (loss) on the tax receivable agreements (if any), (2) compensation expense related to market valuation changes in compensation plans, (3) net investment gain (loss) of investment products, and (4) the remeasurement of deferred taxes. Adjusted net income also reflects income taxes assuming the vesting of all unvested Class A share-based awards and as if all outstanding limited partnership units of Artisan Partners Holdings had been exchanged for Class A common stock of APAM on a one-for-one basis. Assuming full vesting and exchange, all income of Artisan Partners Holdings is treated as if it were allocated to APAM, and the adjusted provision for income taxes represents an estimate of income tax expense at an effective rate reflecting APAM's current federal, state, and local income statutory tax rates. The adjusted tax rate was 24.7%, 24.7% and 24.1% for the years ended December 31, 2021, 2020, and 2019, respectively.

•Adjusted net income per adjusted share is calculated by dividing adjusted net income by adjusted shares. The number of adjusted shares is derived by assuming the vesting of all unvested Class A share-based awards and the exchange of all outstanding limited partnership units of Artisan Partners Holdings for Class A common stock of APAM on a one-for-one basis.

•Adjusted operating income represents the operating income of the consolidated company excluding compensation expense related to market valuation changes in compensation plans.

•Adjusted operating margin is calculated by dividing adjusted operating income by total revenues.

•Adjusted EBITDA represents adjusted net income before interest expense, income taxes, depreciation and amortization expense.

Net gain (loss) on the tax receivable agreements represents the income (expense) associated with the change in estimate of amounts payable under the tax receivable agreements entered into in connection with APAM’s initial public offering and related reorganization.

Compensation expense related to market valuation changes in compensation plans represents the expense (income) associated with the change in the long term incentive award liability resulting from investment returns of the underlying investment products. Because the compensation expense impact of the investment market exposure is economically hedged, management believes it is useful to reflect the expected net income offset in the calculation of adjusted operating income, adjusted net income, and adjusted EBITDA. The related investment gain (loss) on the underlying investments is included in the adjustment for net investment gain (loss) of investment products.

Net investment gain (loss) of investment products represents the non-operating income (expense) related to the Company’s investments, in both consolidated investment products and nonconsolidated investment products, including investments held to economically hedge compensation plans. Excluding these non-operating market gains or losses on investments provides greater transparency to evaluate the profitability and efficiency of the underlying operations of the business.

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The following table sets forth, for the periods indicated, a reconciliation from GAAP financial measures to non-GAAP measures:

For the Years Ended December 31,
202120202019
(unaudited; in millions, except per share data)
Reconciliation of non-GAAP financial measures:
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$336.5$212.6$156.5
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings96.981.180.1
Add back: Provision for income taxes107.160.827.8
Add back: Compensation expense related to market valuation changes in compensation plans0.3
Add back: Net (gain) loss on the tax receivable agreements(0.4)4.719.6
Add back: Net investment (gain) loss of investment products attributable to APAM(9.3)(10.3)(9.9)
Less: Adjusted provision for income taxes131.286.266.1
Adjusted net income (Non-GAAP)$399.9$262.7$208.0
Average shares outstanding
Class A common shares59.955.651.1
Assumed vesting or exchange of:
Unvested Class A restricted share-based awards5.45.45.1
Artisan Partners Holdings units outstanding (noncontrolling interests)14.217.921.8
Adjusted shares79.578.978.0
Basic earnings per share (GAAP)$5.10$3.40$2.65
Diluted earnings per share (GAAP)$5.09$3.40$2.65
Adjusted net income per adjusted share (Non-GAAP)$5.03$3.33$2.67
Operating income (GAAP)$540.5$358.3$283.5
Add back: Compensation expense related to market valuation changes in compensation plans0.3
Adjusted operating income (Non-GAAP)$540.8$358.3$283.5
Operating margin (GAAP)44.0%39.8%35.5%
Adjusted operating margin (Non-GAAP)44.1%39.8%35.5%
Net income attributable to Artisan Partners Asset Management Inc. (GAAP)$336.5$212.6$156.5
Add back: Net income attributable to noncontrolling interests - Artisan Partners Holdings96.981.180.1
Add back: Net (gain) loss on the tax receivable agreements(0.4)4.719.6
Add back: Net investment (gain) loss of investment products attributable to APAM(9.3)(10.3)(9.9)
Add back: Compensation expense related to market valuation changes in compensation plans0.3
Add back: Interest expense10.810.811.1
Add back: Provision for income taxes107.160.827.8
Add back: Depreciation and amortization7.06.66.8
Adjusted EBITDA (Non-GAAP)$548.9$366.3$292.0

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Liquidity and Capital Resources

Our working capital needs, including accrued incentive compensation payments, have been and are expected to be met primarily through cash generated by our operations. The assets and liabilities of consolidated investment products attributable to third-party investors do not impact our liquidity and capital resources. We have no right to the benefits from, nor do we bear the risks associated with, the assets and liabilities of consolidated investment products, beyond our direct equity investment and any investment advisory fees earned. Accordingly, assets and liabilities of consolidated investment products attributable to third-party investors are excluded from the amounts and discussions below. The following table shows our liquidity position as of December 31, 2021 and December 31, 2020:

December 31, 2021December 31, 2020
(in millions)
Cash and cash equivalents$189.2$155.0
Accounts receivable$115.9$99.9
Seed investments(1)$71.9$62.6
Undrawn commitment on revolving credit facility$100.0$100.0
(1) Seed investments include Artisan's direct equity investments in consolidated and nonconsolidated Artisan-sponsored investment products. The balance excludes $37.9 million of investments made related to funded long-term incentive compensation plans.

We manage our cash balances in order to fund our day-to-day operations. Accounts receivable primarily represent investment advisory fees that have been earned, but not yet received from our clients. We perform a review of our receivables on a monthly basis to assess collectability. As of December 31, 2021, none of our receivables were considered uncollectible.

We utilize cash to make seed investments in Artisan-sponsored investment products to support the development of new investment strategies and vehicles. As of December 31, 2021, the balance of all seed investments, including investments in consolidated investment products, was $71.9 million. The seed investments are generally redeemable at our discretion.

During the year ended December 31, 2021, we also made investments of $35.0 million related to funded long-term incentive compensation plans. As of December 31, 2021, the value of investments held related to funded long-term incentive compensation plans was $37.9 million. In the first quarter of 2022, we intend to invest an additional $48.6 million in funded long-term incentive compensation plans related to the grant that was approved by our Board on January 25, 2022.

We expect our investment portfolio to continue to grow as we grant additional annual franchise capital awards and make seed investments in new investment strategies and vehicles.

We have $200 million in unsecured notes outstanding and a $100 million revolving credit facility with a five-year term ending August 2022. The notes are comprised of three series, Series C, Series D, and Series E, each with a balloon payment at maturity. The $100 million revolving credit facility was unused as of and for the year ended December 31, 2021.

On December 7, 2021, Holdings entered into a Note Purchase Agreement to issue $90 million of Series F senior notes in a private placement transaction on August 16, 2022, subject to the satisfaction of certain customary closing conditions. The Company will use the proceeds from the Series F senior notes to repay the $90 million of Series C senior notes that mature on August 16, 2022. The Series F senior notes will bear interest at a rate of 3.10% and will mature on August 16, 2032.

The fixed interest rate on each series of unsecured notes is subject to a 100 basis point increase in the event Holdings receives a below-investment grade rating and any such increase will continue to apply until an investment grade rating is received. Holdings maintained an investment grade rating for the year ended December 31, 2021.

These borrowings contain certain customary covenants including limitations on Artisan Partners Holdings’ ability to: (i) incur additional indebtedness or liens, (ii) engage in mergers or other fundamental changes, (iii) sell or otherwise dispose of assets including equity interests, and (iv) make dividend payments or other distributions to Artisan Partners Holdings’ partners (other than, among others, tax distributions paid to partners for the purpose of funding tax liabilities attributable to their interests) when a default occurred and is continuing or would result from such a distribution. In addition, in the event of a Change of Control (as defined in the Note Purchase Agreement) or if Artisan’s average assets under management for a fiscal quarter is below $45 billion, Holdings is generally required to offer to pre-pay the notes. Artisan Partners Limited Partnership, a wholly-owned subsidiary of Holdings, has guaranteed Holdings’ obligations under the terms of the Note Purchase Agreement.

In addition, covenants in the note purchase and revolving credit agreements require Artisan Partners Holdings to maintain the following financial ratios:

•leverage ratio (calculated as the ratio of consolidated total indebtedness on any date to consolidated EBITDA for the period of four consecutive fiscal quarters ended on or prior to such date) cannot exceed 3.00 to 1.00 (Artisan Partners Holdings’ leverage ratio for the year ended December 31, 2021 was 0.3 to 1.00); and

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•interest coverage ratio (calculated as the ratio of consolidated EBITDA for any period of four consecutive fiscal quarters to consolidated interest expense for such period) cannot be less than 4.00 to 1.00 for such period (Artisan Partners Holdings’ interest coverage ratio for the year ended December 31, 2021 was 57.9 to 1.00).

Our failure to comply with any of the covenants or restrictions described above could result in an event of default under the agreements, giving our lenders the ability to accelerate repayment of our obligations. We were in compliance with all debt covenants as of December 31, 2021.

Distributions and Dividends

Artisan Partners Holdings’ distributions, including distributions to APAM, for the years ended December 31, 2021 and 2020 were as follows:

For the Years Ended December 31,
20212020
(in millions)
Holdings Partnership Distributions to Limited Partners$93.2$85.8
Holdings Partnership Distributions to APAM400.2270.0
Total Holdings Partnership Distributions$493.4$355.8

APAM, acting as the general partner of Artisan Partners Holdings, declared, effective February 1, 2022, a distribution of $71.6 million payable by Artisan Partners Holdings on February 23, 2022 to holders of its partnership units, including APAM.

APAM declared and paid the following dividends per share during the years ended December 31, 2021 and 2020:

For the Years Ended December 31,
Type of DividendClass of Stock20212020
QuarterlyCommon Class A$3.92$2.79
Special AnnualCommon Class A$0.31$0.60

Our board of directors declared, effective February 1, 2022, a variable quarterly dividend of $1.03 per share of Class A common stock with respect to the December quarter of 2021 and a special annual dividend of $0.72. The combined amount, $1.75 per share of Class A common stock, will be paid on February 28, 2022 to stockholders of record as of the close of business on February 14, 2022. The variable quarterly dividend of $1.03 per share represents approximately 80% of the cash generated (as described below) in the December quarter of 2021 and a pro-rata portion of 2021 tax savings related to our tax receivable agreements. The special dividend represents the remainder of undistributed cash generated during the year ended December 31, 2021, less cash reserved for seed investments in new investment strategies and vehicles and for other purposes.

Subject to Board approval each quarter, we currently expect to pay a quarterly dividend of approximately 80% of the cash the Company generates each quarter. We expect our quarterly cash generation to approximate adjusted net income plus long-term incentive compensation award expense, less cash reserved for future franchise capital awards (which we expect will approximate 4% of investment management revenues each quarter) with additional adjustments made for certain other sources and uses of cash, including capital expenditures. After the end of the year, our Board will consider paying a special dividend after determining the amount of cash needed for general corporate purposes and investments in growth and strategic initiatives. Although we expect to pay dividends according to our dividend policy, we may not pay dividends according to our policy or at all.

Tax Receivable Agreements (“TRAs”)

In addition to funding our normal operations, we will be required to fund amounts payable under the TRAs that we entered into in connection with the IPO, which resulted in the recognition of a $425.4 million liability as of December 31, 2021. The liability generally represents 85% of the tax benefits APAM expects to realize as a result of the merger of an entity into APAM as part of the IPO Reorganization, our purchase of partnership units from limited partners of Holdings and the exchange of partnership units (for shares of Class A common stock or other consideration). The estimated liability assumes no material changes in the relevant tax law and that APAM earns sufficient taxable income to realize all tax benefits subject to the TRAs. An increase or decrease in future tax rates will increase or decrease, respectively, the expected tax benefits APAM would realize and the amounts payable under the TRAs. Changes in the estimate of expected tax benefits APAM would realize and the amounts payable under the TRAs as a result of change in tax rates have been and will be recorded in net income.

The liability will increase upon future purchases or exchanges of limited partnership units with the increase representing amounts payable under the TRAs equal to 85% of the estimated future tax benefits, if any, resulting from such purchases or exchanges.

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We intend to fund the payment of amounts due under the TRAs out of the reduced tax payments that APAM realizes in respect of the tax attributes to which the TRAs relate.

The actual increase in tax basis, as well as the amount and timing of any payments under these agreements, will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

In certain cases, payments under the TRAs may be accelerated and/or significantly exceed the actual benefits we realize in respect of the tax attributes subject to the TRAs. In such cases, we intend to fund those payments with cash on hand, although we may have to borrow funds depending on the amount and timing of the payments. During the year ended December 31, 2021, we made payments of $31.3 million, related to the TRAs, including interest. In 2022, we expect to make payments of approximately $33 million related to the TRAs.

Cash Flows

For the Years Ended December 31,
202120202019
(in millions)
Cash, cash equivalents and restricted cash as of January 1,$199.5$144.3$175.5
Net cash provided by operating activities398.5318.7292.9
Net cash provided by (used in) investing activities(27.0)18.7(17.5)
Net cash used in financing activities(335.4)(282.2)(306.6)
Net impact of deconsolidation of consolidated investment products(34.8)
Cash, cash equivalents and restricted cash as of December 31,$200.8$199.5$144.3

Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

Net cash provided by operating activities increased $79.8 million for the year ended December 31, 2021, compared to the year ended December 31, 2020, primarily due to an increase in operating income resulting from higher average AUM and revenues, partially offset by decreases in operating cash flows from consolidated investment products and an increase in income tax payments. For the year ended December 31, 2021 compared to the year ended December 31, 2020, our operating income, excluding noncash share-based related compensation expense, increased $184.9 million. Operating cash flows were negatively impacted by a $69.5 million reduction in cash provided by consolidated investment products and a $34.9 million increase in cash paid for income taxes.

Investing activities consist primarily of acquiring property and equipment, leasehold improvements and the purchase and sale of investment securities. Net cash used by investing activities increased $45.7 million during the year ended December 31, 2021, primarily due to a $42.8 million increase in net purchases of investment securities, which includes $34.1 million of investment securities related to funded long-term incentive compensation plans, and a $2.9 million increase in acquisitions of property and equipment and leasehold improvements.

Financing activities consist primarily of partnership distributions to non-controlling interests, dividend payments to holders of our Class A common stock, proceeds from the issuance of Class A common stock in follow-on offerings, payments to purchase Holdings partnership units, and payments of amounts owed under the tax receivable agreements. Net cash used in financing activities increased $53.2 million during the year ended December 31, 2021, primarily due to a $71.7 million increase in dividends paid, a $7.4 million increase in distributions paid to limited partners, a $4.7 million increase in taxes paid related to employee net share settlement, and a $4.3 million increase in payments of amounts owed under the TRAs. These higher cash uses were partially offset by a $35.0 million increase in contributions from noncontrolling interests in our consolidated investment products.

During the year ended December 31, 2021, the Company determined that it no longer had a controlling financial interest in an investment product that was previously consolidated. The deconsolidation of the investment product resulted in a $34.8 million decrease in cash, cash equivalents and restricted cash.

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Critical Accounting Policies and Estimates

The accompanying consolidated financial statements were prepared in accordance with GAAP, and related rules and regulations of the SEC. The preparation of financial statements in conformity with GAAP requires management to make estimates or assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results could differ from these estimates or assumptions and may have a material effect on the consolidated financial statements.

Accounting policies are an integral part of our financial statements. A thorough understanding of these accounting policies is essential when reviewing our reported results of operations and our financial condition. Management believes that the critical accounting policies and estimates discussed below involve additional management judgment due to the sensitivity of the methods and assumptions used.

Consolidation

We consolidate all subsidiaries or other entities in which we have a controlling financial interest. We assess each legal entity in which we hold a variable interest on a quarterly basis to determine whether consolidation is appropriate. We determine whether we have a controlling financial interest in the entity by evaluating whether the entity is a voting interest entity (“VOE”) or a variable interest entity (“VIE”) under GAAP. Assessing whether an entity is a VIE or VOE and if it requires consolidation involves judgment and analysis. Factors considered in this assessment include the legal organization of the entity, our equity ownership and contractual involvement with the entity and any related party or de facto agent implications of our involvement with the entity.

Voting Interest Entities - A VOE is an entity in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, whereby the equity investment has all the characteristics of a controlling financial interest. As a result, voting rights are a key driver of determining which party, if any, should consolidate the entity. Under the VOE model, controlling financial interest is generally defined as a majority ownership of voting interests.

Variable Interest Entities - A VIE is an entity that lacks one or more of the characteristics of a VOE. In accordance with GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. We determine if a legal entity meets the definition of a VIE by considering whether the fund’s equity investment at risk is sufficient to finance its activities without additional subordinated financial support and whether the fund’s at-risk equity holders absorb any losses, have the right to receive residual returns and have the right to direct the activities of the entity most responsible for the entity’s economic performance.

Under the VIE model, controlling financial interest is defined as (i) the power to direct activities that most significantly impact the economic performance of the entity and (ii) the right to receive potentially significant benefits or the obligation to absorb potentially significant losses. We will generally consolidate VIEs in which we meet the power criteria and hold an equity ownership interest of greater than 10%.

We serve as the investment adviser for Artisan Funds, a family of mutual funds registered with the SEC under the Investment Company Act of 1940, and investment manager of Artisan Global Funds, a family of Ireland-based UCITS funds. Artisan Funds and Artisan Global Funds are corporate entities the business and affairs of which are managed by their respective boards of directors. The shareholders of the funds retain voting rights, including the right to elect and reelect members of their respective boards of directors. Each series of Artisan Funds is a VOE and is separately evaluated for consolidation under the VOE model. The shareholders of Artisan Global Funds lack simple majority liquidation rights, and as a result, Artisan Global Funds is evaluated for consolidation under the VIE model. Artisan Private Funds are also evaluated for consolidation under the VIE model because third-party equity holders of the funds lack the ability to remove Artisan as the general partner, or otherwise divest Artisan of its control of the funds.

Seed Investments - We generally make seed investments in sponsored investment portfolios at the portfolio’s formation. If the seed investment results in a controlling financial interest, we will consolidate the investment, and the underlying individual securities will be accounted for based on their classification at the underlying fund. If the seed investment results in significant influence, but not control, the investment will be accounted for as an equity method investment. Significant influence is generally considered to exist with equity ownership levels between 20% and 50%, although other factors are considered. Seed investments in which we do not have a controlling financial interest or significant influence are accounted for as investment securities. These investments are measured at fair value in the Consolidated Statements of Financial Condition. Realized and unrealized gains (losses) on investment securities are recorded in net investment income in the Consolidated Statements of Operations. Dividend income from these investments is recognized when earned and is included in net investment income in the Consolidated Statements of Operations.

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Revenue Recognition

Investment management fees are generally computed as a percentage of assets under management and are recognized as revenue at the end of each distinct service period. Fees for providing investment management services are computed and billed in accordance with the underlying investment management agreements, which is generally on a monthly or quarterly basis. Investment management fees are presented net of cash rebates to certain Artisan Global Fund investors and expense reimbursements pursuant to contractual expense limitations of pooled investment vehicles.

A number of investment management agreements provide for performance-based fees or incentive allocations, collectively “performance fees”. Performance fees, if earned, are recognized upon completion of the contractually determined measurement period, which is generally quarterly or annually. Performance fees generally are not subject to claw back as a result of performance declines subsequent to the most recent measurement date.

Artisan accounts for asset management services as a single performance obligation that is satisfied over time, using a time-based measure of progress to recognize revenue. Customer consideration is variable due to the uncertainty of the value of assets under management during each distinct service period. At the end of each quarter, Artisan records revenue for the actual amount of investment management fees for that quarter because the uncertainty has been resolved.

Performance fees are subject to the uncertainty of market volatility, and as a result, the entire amount of the variable consideration related to performance fees is constrained until the end of each measurement period. At the end of the quarterly or annual measurement period, revenue is recorded for the actual amount of performance fees earned during that period because the uncertainty has been resolved.

The portfolios of Artisan Funds and Artisan Global Funds, as well as the portfolios we manage for our other clients, are invested principally in securities for which market values are readily available, with a portion of each portfolio held in cash or cash-like instruments. With the exception of the assets managed by our Credit team (which represented approximately 4.7% of our assets under management at December 31, 2021), the portfolios are invested principally in publicly-traded equity securities.

The investment management fees that we receive are calculated based on the values of the securities held in the accounts that we manage for our clients. For our U.S.-registered mutual fund and UCITS funds clients, including Artisan Funds and Artisan Global Funds, and for Artisan Private Funds, our fees are based on the values of the funds’ assets as determined for purposes of calculating their net asset values. Securities held by Artisan Funds, Artisan Global Funds, and Artisan Private Funds are generally valued at closing market prices, or if closing market prices are not readily available or are not considered reliable, at a fair value determined under procedures established by the fund’s board (fair value pricing). Values of securities determined using fair value pricing are likely to be different than they would be if only closing market prices were used.

For separate account clients, our fees may be based, at the client’s option, on the values of the securities in the portfolios we manage as determined by the client (or its custodian or other service provider) or by us in accordance with valuation procedures we have adopted. The valuation procedures we have adopted generally use closing market prices in the markets in which the securities trade, without adjustment for subsequent events except in unusual circumstances. We believe that our fees based on valuations determined under our procedures are not materially different from the fees we receive that are based on valuations determined by clients, their custodians or other service providers.

Income Taxes

We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all of our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed.

Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. As of December 31, 2021, we have not recorded a valuation allowance on any deferred tax assets. In the event that sufficient taxable income of the same character does not result in future years, among other things, a valuation allowance for certain of our deferred tax assets may be required.

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Payments pursuant to the Tax Receivable Agreements (“TRAs”)

We have recorded a liability of $425.4 million as of December 31, 2021, representing 85% of the estimated future tax benefits subject to the TRAs. The actual amount and timing of any payments under these agreements will vary depending upon a number of factors, including the timing of sales or exchanges by the holders of limited partnership units, the price of the Class A common stock at the time of such sales or exchanges, whether such sales or exchanges are taxable, the amount and timing of the taxable income APAM generates in the future and the tax rate then applicable and the portion of APAM’s payments under the TRAs constituting imputed interest or depreciable basis or amortizable basis.

New or Revised Accounting Standards

See Note 2, “Summary of Significant Accounting Policies — Recent accounting pronouncements” to the Consolidated Financial Statements included in Item 8 of Part II of this Form 10-K.