SEI Investments 10Q 2024 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________

FORM 10-Q

________________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from_________to ________

Commission File Number: 0-10200

________________________________________

SEI INVESTMENTS COMPANY

(Exact Name of Registrant as Specified in its Charter)

________________________________________


Pennsylvania						23-1707341
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

1 Freedom Valley Drive, Oaks, Pennsylvania 19456-1100

(Address of Principal Executive Offices) (Zip Code)

(610) 676-1000

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.01 per share

SEIC

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No x

The number of shares outstanding of the registrant’s common stock, as of the close of business on July 17, 2024:


Common Stock, $0.01 par value						129,892,888

SEI INVESTMENTS COMPANY

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Page

Item 1.

Financial Statements.

Consolidated Balance Sheets (Unaudited) -- June 30, 2024 and December 31, 2023

Consolidated Statements of Operations (Unaudited) -- For the Three and Six Months Ended June 30, 2024 and 2023

Consolidated Statements of Comprehensive Income (Unaudited) -- For the Three and Six Months Ended June 30, 2024 and 2023

Consolidated Statements of Changes in Equity (Unaudited) -- For the Three and Six Months Ended June 30, 2024 and 2023

Consolidated Condensed Statements of Cash Flows (Unaudited) -- For the Six Months Ended June 30, 2024 and 2023

Notes to Consolidated Financial Statements

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations.

Item 3.

Quantitative and Qualitative Disclosures About Market Risk.

Item 4.

Controls and Procedures.

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings.

Item 1A.

Risk Factors.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

Item 5.

Other Information

Item 6.

Exhibits.

Signatures

PART I. FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements.

SEI Investments Company

Consolidated Balance Sheets

(unaudited)

(Dollars in thousands, except par value)


	June 30, 2024		December 31, 2023
Assets
Current Assets:
Cash and cash equivalents	$	768,291	$	834,697
Restricted cash	301		301
Receivables from investment products	47,963		55,886
Receivables, net of allowance for doubtful accounts of $1,545 and $663	589,708		501,434
Securities owned	30,338		31,334
Other current assets	61,472		54,464
Total Current Assets	1,498,073		1,478,116
Property and Equipment, net of accumulated depreciation of $484,087 and $474,034	167,563		171,364
Operating Lease Right-of-Use Assets	30,564		22,477
Capitalized Software, net of accumulated amortization of $626,864 and $612,971	238,559		239,783
Available for Sale and Equity Securities	176,949		155,413
Investments in Affiliated Funds, at fair value	7,737		7,316
Investment in Unconsolidated Affiliate	53,223		110,781
Goodwill	137,254		137,333
Intangible Assets, net of accumulated amortization of $49,289 and $42,520	75,409		82,443
Deferred Contract Costs	39,975		40,221
Deferred Income Taxes	52,847		37,709
Other Assets, net	50,912		37,047
Total Assets	$	2,529,065	$	2,520,003

The accompanying notes are an integral part of these consolidated financial statements.

SEI Investments Company

Consolidated Balance Sheets

(unaudited)

(Dollars in thousands, except par value)


	June 30, 2024		December 31, 2023
Liabilities and Equity
Current Liabilities:
Accounts payable	$	9,199	$	10,618
Accrued liabilities	208,122		318,945
Current portion of long-term operating lease liabilities	7,613		8,118
Deferred revenue	12,197		15,366
Total Current Liabilities	237,131		353,047

Long-term Income Taxes Payable	803		803

Long-term Operating Lease Liabilities	25,469		17,235
Other Long-term Liabilities	18,159		17,090
Total Liabilities	281,562		388,175
Commitments and Contingencies
Shareholders' Equity:
Common stock, $0.01 par value, 750,000,000 shares authorized; 129,855,332 and 131,177,513 shares issued and outstanding	1,299		1,312
Capital in excess of par value	1,465,037		1,404,962
Retained earnings	823,549		762,586
Accumulated other comprehensive loss, net	(42,382)		(37,032)
Total Shareholders' Equity	2,247,503		2,131,828
Total Liabilities and Shareholders' Equity	$	2,529,065	$	2,520,003

The accompanying notes are an integral part of these consolidated financial statements.

SEI Investments Company

Consolidated Statements of Operations

(unaudited)

(In thousands, except per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Revenues:
Asset management, administration and distribution fees	$	409,398	$	378,821	$	813,764	$	750,650
Information processing and software servicing fees	109,588		110,236		216,801		207,526
Total revenues	518,986		489,057		1,030,565		958,176
Expenses:
Subadvisory, distribution and other asset management costs	46,542		47,247		93,310		94,626
Software royalties and other information processing costs	8,096		8,396		16,567		15,689
Compensation, benefits and other personnel	185,878		175,706		378,794		349,121
Stock-based compensation	12,469		7,405		23,528		15,479
Consulting, outsourcing and professional fees	53,991		61,312		105,967		122,416
Data processing and computer related	38,074		34,945		75,234		68,285
Facilities, supplies and other costs	18,570		23,034		37,173		41,826
Amortization	10,485		9,630		20,871		19,054
Depreciation	8,367		8,781		16,756		17,312
Total expenses	382,472		376,456		768,200		743,808
Income from operations	136,514		112,601		262,365		214,368
Net gain from investments	666		515		2,922		1,259
Interest and dividend income	11,552		9,550		22,371		18,328
Interest expense	(139)		(139)		(278)		(280)
Equity in earnings of unconsolidated affiliate	34,219		32,711		65,862		61,590

Income before income taxes	182,812		155,238		353,242		295,265
Income taxes	43,692		36,387		82,722		69,399
Net income	$	139,120	$	118,851	$	270,520	$	225,866
Basic earnings per common share	$	1.06	$	0.89	$	2.06	$	1.69
Shares used to compute basic earnings per share	130,815		132,854		131,116		133,437
Diluted earnings per common share	$	1.05	$	0.89	$	2.04	$	1.68
Shares used to compute diluted earnings per share	132,073		133,936		132,409		134,623
Dividends declared per common share	$	0.46	$	0.43	$	0.46	$	0.43

The accompanying notes are an integral part of these consolidated financial statements.

SEI Investments Company

Consolidated Statements of Comprehensive Income

(unaudited)

(In thousands)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net income	$	139,120	$	118,851	$	270,520	$	225,866
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustments	(419)		5,684		(3,342)		8,751
Unrealized (loss) gain on investments:
Unrealized (losses) gains during the period, net of income taxes of $177, $342, $544 and $(43)	(596)		(1,143)		(1,827)		144
Reclassification adjustment for (gains) losses realized in net income, net of income taxes of $24, $(18), $55 and $(29)	(76)		58		(181)		93
Total other comprehensive (loss) income, net of tax	(1,091)		4,599		(5,350)		8,988
Comprehensive income	$	138,029	$	123,450	$	265,170	$	234,854

The accompanying notes are an integral part of these consolidated financial statements.

SEI Investments Company

Consolidated Statements of Changes in Equity

(unaudited)

(In thousands)


	Shares of Common Stock	Common Stock		Capital In Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Loss		Total Equity
	For the Three Months Ended June 30, 2024
Balance, April 1, 2024	131,329	$	1,313	$	1,455,162	$	843,870	$	(41,291)	$	2,259,054
Net income	—	—		—		139,120		—		139,120
Other comprehensive loss	—	—		—		—		(1,091)		(1,091)
Purchase and retirement of common stock	(1,648)	(16)		(11,990)		(99,156)		—		(111,162)
Issuance of common stock under employee stock purchase plan	20	—		1,187		—		—		1,187
Issuance of common stock under share-based award plans	154	2		8,209		—		—		8,211
Stock-based compensation	—	—		12,469		—		—		12,469
Dividends declared ($0.46 per share)	—	—		—		(60,285)		—		(60,285)

Balance, June 30, 2024	129,855	$	1,299	$	1,465,037	$	823,549	$	(42,382)	$	2,247,503


	Shares of Common Stock	Common Stock		Capital In Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Loss		Total Equity
	For the Three Months Ended June 30, 2023
Balance, April 1, 2023	133,268	$	1,333	$	1,327,591	$	729,988	$	(44,578)	$	2,014,334
Net income	—	—		—		118,851		—		118,851
Other comprehensive income	—	—		—		—		4,599		4,599
Purchase and retirement of common stock	(1,290)	(13)		(8,534)		(66,990)		—		(75,537)
Issuance of common stock under employee stock purchase plan	21	—		1,041		—		—		1,041
Issuance of common stock under share-based award plans	231	2		10,035		—		—		10,037
Stock-based compensation	—	—		7,405		—		—		7,405
Dividends declared ($0.43 per share)	—	—		—		(57,177)		—		(57,177)

Balance, June 30, 2023	132,230	$	1,322	$	1,337,538	$	724,672	$	(39,979)	$	2,023,553

The accompanying notes are an integral part of these consolidated financial statements.

SEI Investments Company

Consolidated Statements of Changes in Equity

(unaudited)

(In thousands)


	Shares of Common Stock	Common Stock		Capital In Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Loss		Total Equity
	For the Six Months Ended June 30, 2024
Balance, January 1, 2024	131,178	$	1,312	$	1,404,962	$	762,586	$	(37,032)	$	2,131,828
Net income	—	—		—		270,520		—		270,520
Other comprehensive loss	—	—		—		—		(5,350)		(5,350)
Purchase and retirement of common stock	(2,456)	(24)		(17,867)		(149,272)		—		(167,163)
Issuance of common stock under employee stock purchase plan	42	—		2,383		—		—		2,383
Issuance of common stock under share-based award plans	1,091	11		52,031		—		—		52,042
Stock-based compensation	—	—		23,528		—		—		23,528
Dividends declared ($0.46 per share)	—	—		—		(60,285)		—		(60,285)

Balance, June 30, 2024	129,855	$	1,299	$	1,465,037	$	823,549	$	(42,382)	$	2,247,503


	Shares of Common Stock	Common Stock		Capital In Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Loss		Total Equity
	For the Six Months Ended June 30, 2023
Balance, January 1, 2023	134,162	$	1,342	$	1,307,162	$	694,287	$	(48,967)	$	1,953,824
Net income	—	—		—		225,866		—		225,866
Other comprehensive income	—	—		—		—		8,988		8,988
Purchase and retirement of common stock	(2,651)	(27)		(17,538)		(138,304)		—		(155,869)
Issuance of common stock under employee stock purchase plan	45	—		2,244		—		—		2,244
Issuance of common stock under share-based award plans	674	7		30,191		—		—		30,198
Stock-based compensation	—	—		15,479		—		—		15,479
Dividends declared ($0.43 per share)	—	—		—		(57,177)		—		(57,177)

Balance, June 30, 2023	132,230	$	1,322	$	1,337,538	$	724,672	$	(39,979)	$	2,023,553

SEI Investments Company

Consolidated Condensed Statements of Cash Flows

(unaudited)

(In thousands)


	Six Months Ended June 30,
	2024		2023
Cash flows from operating activities:
Net income	$	270,520	$	225,866
Adjustments to reconcile net income to net cash provided by operating activities (See Note 1)	(43,490)		(43,412)
Net cash provided by operating activities	227,030		182,454
Cash flows from investing activities:
Additions to property and equipment	(20,809)		(16,470)
Additions to capitalized software	(12,670)		(18,036)
Purchases of marketable securities	(102,895)		(48,046)
Prepayments and maturities of marketable securities	82,241		60,829
Sales of marketable securities	—		893
Proceeds from fixed asset dispositions	1,180		—
Other investing activities	(8,129)		(4,979)
Net cash used in investing activities	(61,082)		(25,809)
Cash flows from financing activities:

Payment of contingent consideration	—		(904)
Purchase and retirement of common stock	(163,774)		(156,174)
Proceeds from issuance of common stock	54,425		32,442
Payment of dividends	(120,338)		(114,829)
Net cash used in financing activities	(229,687)		(239,465)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(2,667)		6,812
Net decrease in cash, cash equivalents and restricted cash	(66,406)		(76,008)
Cash, cash equivalents and restricted cash, beginning of period	834,998		853,359
Cash, cash equivalents and restricted cash, end of period	$	768,592	$	777,351

The accompanying notes are an integral part of these consolidated financial statements.

Notes to Consolidated Financial Statements

(all figures are in thousands except share and per share data)

Note 1. Summary of Significant Accounting Policies

Nature of Operations

SEI Investments Company (the Company), a Pennsylvania corporation, provides comprehensive platforms, services and infrastructure–encompassing technology, operational, and investment management services–to help wealth managers, financial advisors, investment managers, family offices, institutional and private investors create and manage wealth.

Investment processing platforms provide technologies and business process outsourcing services for wealth managers. These solutions include investment advisory, client relationship, and other technology-enabled capabilities for the front office; administrative and investment services for the middle office; and accounting and processing services for the back office. Revenues from investment processing platforms are recognized in Information processing and software servicing fees on the accompanying Consolidated Statements of Operations.

Investment operations platforms provide business process outsourcing services for investment managers and asset owners. These platforms support a broad range of traditional and alternative investments and provide technology-enabled information analytics and investor capabilities for the front office; administrative and investment services for the middle office; and fund administration and accounting services for the back office. Revenues from investment operations platforms are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations.

Investment management platforms provide comprehensive solutions for managing personal and institutional wealth. These platforms include goals-based investment strategies; SEI-sponsored investment products, including mutual funds, collective investment products, alternative investment portfolios and separately managed accounts (SMA); and other market-specific advice, technology and operational components. These platforms are offered to wealth managers as part of a complete goals-based investment program for their end-investors. For institutional investors, the Company provides Outsourced Chief Investment Officer (OCIO) solutions and Enhanced Chief Investment Officer (ECIO) solutions that include investment management programs, as well as advisory and administrative services. Revenues from investment management platforms are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations.

Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America. Certain financial information and accompanying note disclosure normally included in the Company’s Annual Report on Form 10-K have been condensed or omitted. The interim financial information is unaudited but reflects all adjustments (consisting of only normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of financial position of the Company as of June 30, 2024, the results of operations for the three and six months ended June 30, 2024 and 2023, and cash flows for the six months ended June 30, 2024 and 2023. These interim Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the Notes to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

There have been no significant changes in significant accounting policies during the six months ended June 30, 2024 as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

Variable Interest Entities

The Company or its affiliates have created numerous investment products for its clients in various types of legal entity structures. The Company serves as the Manager, Administrator and Distributor for these investment products and may also serve as the Trustee for some of the investment products. The Company receives asset management, distribution, administration and custodial fees for these services. Clients are the equity investors and participate in proportion to their ownership percentage in the net income or loss and net capital gains or losses of the products, and, on liquidation, will participate in proportion to their ownership percentage in the remaining net assets of the products after satisfaction of outstanding liabilities. The Company has concluded that it is not the primary beneficiary of the entities and, therefore, is not required to consolidate any of the pooled investment vehicles for which it receives asset management, distribution, administration and custodial fees under the VIE model.

The Company is a party to expense limitation agreements with certain SEI-sponsored money market funds subject to Rule 2a-7 of the Investment Company Act of 1940 which establish a maximum level of ordinary operating expenses incurred by

the fund in any fiscal year including, but not limited to, fees of the administrator or its affiliates. Under the terms of these agreements, the Company waived $1,263 and $5,320 in fees during the three months ended June 30, 2024 and 2023, respectively. During the six months ended June 30, 2024 and 2023, the Company waived $5,562 and $10,881, respectively, in fees.

Revenue Recognition

Revenue is recognized when the transfer of control of promised goods or services under the terms of a contract with customers are satisfied in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those promised goods or services. Certain portions of the Company’s revenues involve a third party in providing goods or services to its customers. In such circumstances, the Company must determine whether the nature of its promise to the customer is to provide the underlying goods or services (the Company is the principal in the transaction and reports the transaction gross) or to arrange for a third party to provide the underlying goods or services (the entity is the agent in the transaction and reports the transaction net). See Note 13 for related disclosures regarding revenue recognition.

Cash and Cash Equivalents

Cash and cash equivalents includes $358,735 and $397,838 at June 30, 2024 and December 31, 2023, respectively, invested in SEI-sponsored open-ended money market mutual funds. See Note 5 for information related to the Company's total investments in SEI-sponsored and non-SEI-sponsored money market mutual funds and commercial paper classified as cash equivalents.

Restricted Cash

Restricted cash includes $250 at June 30, 2024 and December 31, 2023 segregated for regulatory purposes related to trade-execution services conducted by SEI Investments (Europe) Limited. Restricted cash also includes $51 at June 30, 2024 and December 31, 2023 segregated in special reserve accounts for the benefit of customers of the Company’s broker-dealer subsidiary, SEI Investments Distribution Co. (SIDCO), in accordance with certain rules established by the Securities and Exchange Commission (SEC) for broker-dealers.

Capitalized Software

The Company capitalized $12,670 and $18,036 of software development costs during the six months ended June 30, 2024 and 2023, respectively, to further develop the SEI Wealth PlatformSM (SWP) and for the development of a new platform for the Investment Managers segment. The Company capitalized $7,723 and $9,394 of software development costs for significant enhancements to SWP during the six months ended June 30, 2024 and 2023, respectively. As of June 30, 2024, the net book value of SWP was $212,558. The net book value includes $2,614 of capitalized software development costs in-progress associated with future releases of SWP. SWP has a weighted average remaining life of 8.6 years. Amortization expense for SWP was $13,599 and $12,516 during the six months ended June 30, 2024 and 2023, respectively.

The Company also capitalized $4,947 and $8,642 of software development costs during the six months ended June 30, 2024 and 2023, respectively, related to the development of a new platform for the Investment Managers segment. Capitalized software development costs in-progress associated with this platform were $25,115 and $20,083 as of June 30, 2024 and December 31, 2023, respectively. The platform is not yet ready for use.

Earnings per Share

The calculations of basic and diluted earnings per share for the three and six months ended June 30, 2024 and 2023 are:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net income	$	139,120	$	118,851	$	270,520	$	225,866
Shares used to compute basic earnings per common share	130,815,000		132,854,000		131,116,000		133,437,000
Dilutive effect of stock awards	1,258,000		1,082,000		1,293,000		1,186,000
Shares used to compute diluted earnings per common share	132,073,000		133,936,000		132,409,000		134,623,000
Basic earnings per common share	$	1.06	$	0.89	$	2.06	$	1.69
Diluted earnings per common share	$	1.05	$	0.89	$	2.04	$	1.68

During the three months ended June 30, 2024 and 2023, employee stock options to purchase 10,722,000 and 11,006,000 shares of common stock with an average exercise price of $61.04 and $61.29, respectively, were outstanding but not included in the computation of diluted earnings per common share. During the six months ended June 30, 2024 and 2023,

employee stock options to purchase 10,817,000 and 11,140,000 shares of common stock with an average exercise price of $61.05 and $61.29, respectively, were outstanding but not included in the computation of diluted earnings per common share. These options for the three and six month periods were not included in the computation of diluted earnings per common share because either the performance conditions have not been satisfied or would not have been satisfied if the reporting date was the end of the contingency period or the options' exercise price was greater than the average market price of the Company’s common stock and the effect on diluted earnings per common share would have been anti-dilutive.

New Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (ASU 2023-07) which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments in ASU 2023-07 apply retrospectively to all prior periods presented in the financial statements. The Company continues to assess the impact of ASU 2023-07. As part of its preliminary assessment, the Company has identified the chief operating decision maker (CODM) and is in the process of identifying the significant segment expenses and other information regularly provided to the CODM and included with the reported measure of segment profit/loss. The Company is on schedule to complete its assessment of ASU 2023-07 and the impact on its consolidated financial statements and related disclosures as of January 1, 2025.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures (ASU 2023-09) to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2023-09 on its consolidated financial statements and related disclosures.

Reclassifications

Certain prior year amounts have been reclassified to conform to current year presentation.

Statements of Cash Flows

For purposes of the Consolidated Statements of Cash Flows, the Company considers investment instruments purchased with an original maturity of three months or less to be cash equivalents.

The following table provides the details of the adjustments to reconcile net income to net cash provided by operating activities for the six months ended June 30:


	2024		2023
Net income	$	270,520	$	225,866
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	16,756		17,312
Amortization	20,871		19,054
Equity in earnings of unconsolidated affiliate	(65,862)		(61,590)
Distributions received from unconsolidated affiliate	71,478		61,452
Stock-based compensation	23,528		15,479
Provision for losses on receivables	882		35
Deferred income tax expense	(14,539)		(12,600)
Net gain from investments	(2,922)		(1,259)

Change in other long-term liabilities	2,452		1,946
Change in other assets	(5,960)		(71)
Contract costs capitalized, net of amortization	246		(633)
Other	(1,375)		2,443
Change in current assets and liabilities
(Increase) decrease in
Receivables from investment products	7,923		5,710
Receivables	(89,070)		(64,551)
Other current assets	(1,068)		(6,907)
Advances due from unconsolidated affiliate	51,942		50,493
(Decrease) increase in
Accounts payable	(1,415)		(6,063)
Accrued liabilities	(54,188)		(63,682)
Deferred revenue	(3,169)		20
Total adjustments	(43,490)		(43,412)
Net cash provided by operating activities	$	227,030	$	182,454

Note 2. Investment in Unconsolidated Affiliate

LSV Asset Management

The Company has an investment in LSV Asset Management (LSV), a registered investment advisor that provides investment advisory services primarily to institutions, including pension plans and investment companies. LSV is currently an investment sub-advisor for a limited number of SEI-sponsored investment products. The Company's partnership interest in LSV as of June 30, 2024 was 38.6%. The Company accounts for its interest in LSV using the equity method because of its less than 50% ownership. The Company’s interest in the net assets of LSV is reflected in Investment in unconsolidated affiliate on the accompanying Consolidated Balance Sheets and its interest in the earnings of LSV is reflected in Equity in earnings of unconsolidated affiliate on the accompanying Consolidated Statements of Operations.

At June 30, 2024, the Company’s total investment in LSV was $53,223. The Company receives partnership distributions from LSV on a quarterly basis. The Company received partnership distributions from LSV of $71,478 and $61,452 in the six months ended June 30, 2024 and 2023, respectively. As such, the Company considers these distribution payments as returns on investment rather than returns of the Company's original investment in LSV and has therefore classified the associated cash inflows as an operating activity on the Consolidated Statements of Cash Flows.

The Company’s proportionate share in the earnings of LSV was $34,219 and $32,711 during the three months ended June 30, 2024 and 2023, respectively. During the six months ended June 30, 2024 and 2023, the Company’s proportionate share in the earnings of LSV was $65,862 and $61,590, respectively.

These tables contain condensed financial information of LSV:


Condensed Statement of Operations	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Revenues	$	113,820	$	108,836	$	221,169	$	207,028
Net income	88,689		84,779		170,701		159,553


Condensed Balance Sheets	June 30, 2024		December 31, 2023
Current assets	$	130,209	$	169,867
Non-current assets	5,894		6,568
Total assets	$	136,103	$	176,435

Current liabilities	$	49,534	$	74,853
Non-current liabilities	1,726		2,182
Partners’ capital	84,843		99,400
Total liabilities and partners’ capital	$	136,103	$	176,435

Note 3. Composition of Certain Financial Statement Captions

Receivables

Receivables on the accompanying Consolidated Balance Sheets consist of:


	June 30, 2024		December 31, 2023
Trade receivables	$	165,068	$	115,356
Fees earned, not billed	409,752		372,291
Other receivables	16,433		14,450
	591,253		502,097
Less: Allowance for doubtful accounts	(1,545)		(663)
	$	589,708	$	501,434

Fees earned, not billed represents receivables from contracts with customers earned but unbilled and results from timing differences between services provided and contractual billing schedules. These billing schedules generally provide for fees to be billed on a quarterly basis. In addition, certain fees earned from investment operations services are calculated based on assets under administration that have an extended valuation process. Billings to these clients occur once the asset valuation processes are completed.

Receivables from investment products on the accompanying Consolidated Balance Sheets primarily represent fees receivable for distribution, investment advisory, and administration services to various regulated investment companies and other investment products sponsored by SEI.

Property and Equipment

Property and Equipment on the accompanying Consolidated Balance Sheets consists of:


	June 30, 2024		December 31, 2023
Buildings	$	217,678	$	216,968
Equipment	193,801		193,096
Land	26,450		26,450
Purchased software	167,315		165,348
Furniture and fixtures	23,104		23,025
Leasehold improvements	22,278		19,827
Construction in progress	1,024		684
	651,650		645,398
Less: Accumulated depreciation	(484,087)		(474,034)
Property and Equipment, net	$	167,563	$	171,364

The Company recognized $16,756 and $17,312 in depreciation expense related to property and equipment for the six months ended June 30, 2024 and 2023, respectively.

Deferred Contract Costs

Deferred contract costs, which primarily consist of deferred sales commissions, were $39,975 and $40,221 as of June 30, 2024 and December 31, 2023, respectively. The Company deferred expenses related to contract costs of $2,520 and $3,225 during the three months ended June 30, 2024 and 2023, respectively. During the six months ended June 30, 2024 and 2023, the Company deferred expenses related to contract costs of $4,911 and $4,969, respectively. Amortization expense related to deferred contract costs were $5,157 and $4,336 during the six months ended June 30, 2024 and 2023, respectively. Amortization expense related to deferred contract costs is included in Compensation, benefits and other personnel on the accompanying Consolidated Statements of Operations. There were no material impairment losses in relation to deferred contract costs during the six months ended June 30, 2024.

Accrued Liabilities

Accrued liabilities on the accompanying Consolidated Balance Sheets consist of:


	June 30, 2024		December 31, 2023
Accrued employee compensation	$	67,059	$	107,495
Accrued employee benefits and other personnel	2,773		9,797
Accrued voluntary separation program	9,388		21,058
Accrued consulting, outsourcing and professional fees	31,899		32,285
Accrued sub-advisory, distribution and other asset management fees	50,536		49,405

Accrued dividend payable	1,051		61,104
Accrued income taxes	11,017		4,965
Other accrued liabilities	34,399		32,836
Total accrued liabilities	$	208,122	$	318,945

Note 4. Fair Value Measurements

The fair value of the Company’s financial assets and liabilities, except for the Company's investment funds sponsored by LSV, is determined in accordance with the fair value hierarchy. The fair value of the Company’s Level 1 financial assets consist mainly of investments in open-ended mutual funds that are quoted daily. Level 2 financial assets consist of GNMA mortgage-backed securities held by the Company's wholly-owned limited purpose federal thrift subsidiary, SEI Private Trust Company (SPTC), and Federal Home Loan Bank (FHLB) and other U.S. government agency short-term notes held by SIDCO. The financial assets held by SIDCO were purchased as part of a cash management program requiring only short term, top-tier investment grade government and corporate securities. The financial assets held by SPTC are debt securities issued by GNMA and are backed by the full faith and credit of the U.S. government. These securities were purchased for the sole purpose of satisfying applicable regulatory requirements and have maturity dates which range from 2027 to 2041.

The fair value of the Company's investment funds sponsored by LSV is measured using the net asset value per share (NAV) as a practical expedient. The NAVs of the funds are calculated by the funds' independent custodian and are derived from the fair values of the underlying investments as of the reporting date. The funds allow for investor redemptions at the end of each calendar month. This investment has not been classified in the fair value hierarchy but is presented in the tables below to permit reconciliation to the amounts presented on the accompanying Consolidated Balance Sheets.

The valuation of the Company's Level 2 financial assets held by SIDCO and SPTC are based upon securities pricing policies and procedures utilized by third-party pricing vendors.

The pricing policies and procedures applied for our Level 1 and Level 2 financial assets during the six months ended June 30, 2024 were consistent with those as described in the Company's Annual Report on Form 10-K at December 31, 2023. The Company had no Level 3 financial assets at June 30, 2024 or December 31, 2023 that were required to be measured at fair value on a recurring basis. The Company's Level 3 financial liabilities at June 30, 2024 and December 31, 2023 consist entirely of the estimated fair value of the contingent consideration resulting from an acquisition (See Note 12). There were no transfers of financial assets between levels within the fair value hierarchy during the six months ended June 30, 2024.

The fair value of certain financial assets of the Company was determined using the following inputs:


			Fair Value Measurements at the End of the Reporting Period Using
Assets	June 30, 2024		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)
Equity securities	$	38,906	$	38,906	$	—
Available-for-sale debt securities	138,043		—		138,043
Fixed-income securities owned	30,338		—		30,338
Investment funds sponsored by LSV (1)	7,737
	$	215,024	$	38,906	$	168,381


			Fair Value Measurements at the End of the Reporting Period Using
Assets	December 31, 2023		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)
Equity securities	$	36,661	$	36,661	$	—
Available-for-sale debt securities	118,752		—		118,752
Fixed-income securities owned	31,334		—		31,334
Investment funds sponsored by LSV (1)	7,316
	$	194,063	$	36,661	$	150,086

(1) The fair value amounts presented in the tables above are intended to permit reconciliation of the fair value hierarchy to the amounts presented on the accompanying Consolidated Balance Sheets (See Note 5).

Note 5. Marketable Securities

Marketable securities include investments in money market funds and commercial paper classified as cash equivalents, available-for-sale debt securities, investments in SEI-sponsored and non-SEI-sponsored mutual funds, equities, investments in funds sponsored by LSV and securities owned by SIDCO.

Cash Equivalents

Investments in SEI-sponsored and non-SEI-sponsored money market funds and commercial paper classified as cash equivalents had a fair value of $519,897 and $565,588 at June 30, 2024 and December 31, 2023, respectively. There were no material unrealized or realized gains or losses from these investments during the six months ended June 30, 2024 and 2023. Investments in money market funds and commercial paper are Level 1 assets.

Available for Sale and Equity Securities

Available For Sale and Equity Securities on the accompanying Consolidated Balance Sheets consist of:


	At June 30, 2024
	Cost Amount		Gross Unrealized Gains		Gross Unrealized (Losses)		Fair Value
Available-for-sale debt securities	$	149,579	$	—	$	(11,536)	$	138,043
SEI-sponsored mutual funds	31,665		1,533		(3)		33,195
Equities and other mutual funds	5,366		345		—		5,711
	$	186,610	$	1,878	$	(11,539)	$	176,949


	At December 31, 2023
	Cost Amount		Gross Unrealized Gains		Gross Unrealized (Losses)		Fair Value
Available-for-sale debt securities	$	127,681	$	—	$	(8,929)	$	118,752
SEI-sponsored mutual funds	30,427		818		(19)		31,226
Equities and other mutual funds	5,301		134		—		5,435
	$	163,409	$	952	$	(8,948)	$	155,413

Net unrealized losses at June 30, 2024 of available-for-sale debt securities were $8,883 (net of income tax benefit of $2,653). Net unrealized losses at December 31, 2023 of available-for-sale debt securities were $6,875 (net of income tax benefit of $2,054). These unrealized losses are associated with the Company’s investments in mortgage-backed securities issued by GNMA and were caused by interest rate increases (See Note 4). The contractual cash flows of these securities are guaranteed by an agency of the U.S. government. Accordingly, it is expected that the securities would not be settled at a price less than the amortized cost bases of the Company's investments. The Company does not intend to sell the investments and it is not likely that the Company will be required to sell the investments before recovery of their amortized cost bases. These net unrealized losses are reported as a separate component of Accumulated other comprehensive loss on the accompanying Consolidated Balance Sheets.

The following tables provide the scheduled maturities of the Company's available-for-sale debt securities:


	At June 30, 2024
	Cost		Fair Value
Within one year	$	—	$	—
After one year through five years	5,176		4,708
After 5 years through 10 years	18,888		17,078
After 10 years	125,515		116,257
	$	149,579	$	138,043


	At December 31, 2023
	Cost		Fair Value
Within one year	$	—	$	—
After one year through five years	5,679		5,035
After 5 years through 10 years	31,162		28,084
After 10 years	90,840		85,633
	$	127,681	$	118,752

There were no material realized gains or losses from available-for-sale debt securities during the six months ended June 30, 2024 and 2023, respectively.

There were gross realized gains of $1,182 and gross realized losses of $133 from mutual funds and equities during the six months ended June 30, 2024. There were no material realized gains or losses from mutual funds and equities during the six months ended June 30, 2023. Gains and losses from mutual funds and equities are reflected in Net gain from investments on the accompanying Consolidated Statements of Operations.

Investments in Affiliated Funds

The Company has an investment in funds sponsored by LSV. The Company records this investment on the accompanying Consolidated Balance Sheets at fair value. Unrealized gains and losses from the change in fair value of these funds are recognized in Net gain from investments on the accompanying Consolidated Statements of Operations.

The funds had a fair value of $7,737 and $7,316 at June 30, 2024 and December 31, 2023, respectively. The Company recognized unrealized losses of $412 and unrealized gains of $235 during the three months ended June 30, 2024 and 2023, respectively, from the change in fair value of the funds. The Company recognized unrealized gains of $421 and $406 during the six months ended June 30, 2024 and 2023, respectively, from the change in fair value of the funds.

Securities Owned

The Company’s broker-dealer subsidiary, SIDCO, has investments in U.S. government agency securities with maturity dates less than one year. These investments are reflected as Securities owned on the accompanying Consolidated Balance Sheets. Due to specialized accounting practices applicable to investments by broker-dealers, the securities are reported at fair value and changes in fair value are recorded in current period earnings. The securities had a fair value of $30,338 and $31,334 at June 30, 2024 and December 31, 2023, respectively. There were no material net gains or losses related to the securities during the three and six months ended June 30, 2024 and 2023.

Note 6. Line of Credit

The Company has a five-year $325,000 Credit Agreement (the Credit Facility) with Wells Fargo Bank, N.A., and a syndicate of other lenders. The Credit Facility is scheduled to expire in April 2026, at which time any aggregate principal amount of loans outstanding becomes payable in full. Any borrowings made under the Credit Facility will accrue interest at rates that, at the Company's option, are based on a base rate (the Base Rate) plus a premium that can range from 0.25% to 1.00% or the Adjusted Term Secured Overnight Financing Rate (SOFR) plus a premium that can range from 1.25% to 2.00% depending on the Company’s Leverage Ratio (a ratio of consolidated indebtedness to consolidated EBITDA for the four preceding fiscal quarters, all as defined in the related agreement). The Base Rate is defined as the highest of a) the Prime Rate, b) the Federal Funds Rate plus 0.50% and c) the Adjusted Term SOFR for a one-month tenor in effect on such day plus 1.00%.

The Company also pays quarterly commitment fees based on the unused portion of the Credit Facility. The quarterly fees for the Credit Facility can range from 0.15% of the amount of the unused portion to 0.30%, depending on the Company’s Leverage Ratio. Certain wholly-owned subsidiaries of the Company have guaranteed the obligations of the Company under the agreement. The aggregate amount of the Credit Facility may be increased by an additional $100,000 under certain conditions set forth in the agreement. The Company may issue up to $15,000 in letters of credit under the terms of the Credit Facility. The Company pays a periodic commission fee of 1.25% plus an issuance fee of 0.20% of the aggregate face amount of the outstanding letters of credit issued under the Credit Facility.

The Credit Facility contains covenants with restrictions on the ability of the Company to do transactions with affiliates other than wholly-owned subsidiaries or to incur liens or certain types of indebtedness as defined in the agreement. In the event of a default under the Credit Facility, the Company would also be restricted from paying dividends on, or repurchasing, its common stock without the approval of the lenders. Upon the occurrence of certain financial or economic events, significant corporate events, or certain other events of default constituting an event of default under the Credit Facility, all loans outstanding may be declared immediately due and payable and all commitments under the agreement may be terminated.

The Company was in compliance with all covenants of the Credit Facility during the six months ended June 30, 2024. As of July 17, 2024, the Company had outstanding letters of credit of $4,866 under the Credit Facility. The amount of the Credit Facility that is available for general corporate purposes as of July 17, 2024 was $320,134.

Note 7. Shareholders’ Equity

Stock-Based Compensation

On April 2, 2024, the Company’s Board of Directors approved the 2024 Omnibus Equity Compensation Plan (the 2024 Plan), which was later approved by the shareholders of the Company on May 29, 2024. The 2024 Plan became effective upon receipt of the shareholders' approval on May 29, 2024 and is the successor equity compensation plan to the 2014 Equity Compensation Plan (the 2014 Plan) which was merged with and into the 2024 Plan. The 2024 Plan provides for the grant of stock options, stock units, stock awards, stock appreciation rights and other stock-based awards. No further grants will be made under the 2014 Plan, and shares with respect to all grants outstanding under the 2014 Plan will be issued or transferred under the 2024 Plan. Permitted grantees under the 2024 Plan include employees, non-employee

directors and consultants who perform services for the Company. The plan is administered by the Compensation Committee of the Board of Directors of the Company. There were no grants of stock options, stock units, stock awards, stock appreciation rights or other stock-based awards made under the 2024 Plan as of June 30, 2024.

The Company has non-qualified stock options and restricted stock units (RSUs) outstanding under its equity compensation plans. The Company recognized stock-based compensation expense in its Consolidated Financial Statements in the three and six months ended June 30, 2024 and 2023, respectively, as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Stock-based compensation expense	$	12,469	$	7,405	$	23,528	$	15,479
Less: Deferred tax benefit	(2,372)		(1,347)		(4,584)		(2,839)
Stock-based compensation expense, net of tax	$	10,097	$	6,058	$	18,944	$	12,640

The vesting of the Company's RSUs are time-based and are not based on the achievement of performance targets. The majority of the Company's RSUs will vest on the third anniversary of the issuance date. All outstanding stock options have performance-based vesting provisions specific to each option grant that tie the vesting of the applicable stock options to the Company’s financial performance. The Company’s stock options vest at a rate of 50% when a specified financial vesting target is achieved, and the remaining 50% when a second, higher specified financial vesting target is achieved. Options vest as a result of achievement of the financial vesting targets. Options granted in December 2017 and thereafter include a service condition which requires a minimum two or four year waiting period from the grant date along with the attainment of the applicable financial vesting target. The targets are measured annually on December 31. The amount of stock-based compensation expense recognized in the period is based upon management’s estimate of when the financial vesting targets may be achieved. Any change in management’s estimate could result in the remaining amount of stock-based compensation expense to be accelerated, spread out over a longer period, or reversed. This may cause volatility in the recognition of stock-based compensation expense in future periods and could materially affect the Company’s earnings.

The Company revised its estimate of when some vesting targets are expected to be achieved. This change in management's estimate resulted in an increase of $1,238 in stock-based compensation expense during the six months ended June 30, 2024.

As of June 30, 2024, there was approximately $98,909 of unrecognized compensation cost remaining related to unvested employee stock options and restricted stock units that management expects will vest and is being amortized.

The Company issues new common shares associated with the exercise of stock options. The total intrinsic value of options exercised during the six months ended June 30, 2024 was $21,230. The total options exercisable as of June 30, 2024 had an intrinsic value of $52,518. The total intrinsic value for options exercisable is calculated as the difference between the market value of the Company’s common stock as of June 30, 2024 and the weighted average exercise price of the options. The market value of the Company’s common stock as of June 30, 2024 was $64.69 as reported by the Nasdaq Stock Market, LLC. The weighted average exercise price of the options exercisable as of June 30, 2024 was $55.79. Total options that were outstanding as of June 30, 2024 were 15,621,000. Total options that were exercisable as of June 30, 2024 were 5,471,000.

Common Stock Buyback

The Company’s Board of Directors, under multiple authorizations, has authorized the repurchase of common stock on the open market or through private transactions. The Company purchased 2,456,000 shares at a total cost of $167,163 during the six months ended June 30, 2024, which reduced the total shares outstanding of common stock. The cost of stock purchases during the period includes the cost of excise taxes applicable to stock repurchases and certain transactions that settled in the following quarter. As of June 30, 2024, the Company had approximately $114,914 of authorization remaining for the purchase of common stock under the program.

The Company immediately retires its common stock when purchased. Upon retirement, the Company reduces Capital in excess of par value for the average capital per share outstanding and the remainder is charged against Retained earnings. If the Company reduces its Retained earnings to zero, any subsequent purchases of common stock will be charged entirely to Capital in excess of par value.

Cash Dividend

On May 29, 2024, the Board of Directors declared a cash dividend of $0.46 per share on the Company's common stock, which was paid on June 18, 2024, to shareholders of record on June 10, 2024. Cash dividends declared during the six months ended June 30, 2024 and 2023 were $60,285 and $57,177, respectively.

Note 8. Accumulated Other Comprehensive Loss

The components of Accumulated other comprehensive loss, net of tax, are as follows:


	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Investments		Accumulated Other Comprehensive Loss
Balance, January 1, 2024	$	(30,157)	$	(6,875)	$	(37,032)

Other comprehensive loss before reclassifications	(3,342)		(1,827)		(5,169)
Amounts reclassified from accumulated other comprehensive loss	—		(181)		(181)
Net current-period other comprehensive loss	(3,342)		(2,008)		(5,350)

Balance, June 30, 2024	$	(33,499)	$	(8,883)	$	(42,382)

Note 9. Business Segment Information

The Company’s reportable business segments are:

Private Banks – Provides outsourced investment processing and investment management platforms to banks and trust institutions, independent wealth advisers, and financial advisors worldwide;

Investment Advisors – Provides investment management and investment processing platforms to affluent investors through a network of independent registered investment advisors, financial planners and other investment professionals in the United States;

Institutional Investors – Provides Outsourced Chief Investment Officer solutions, including investment management and administrative outsourcing platforms to retirement plan sponsors, healthcare systems, higher education and other not-for-profit organizations worldwide;

Investment Managers – Provides investment operations outsourcing platforms to fund companies, banking institutions, traditional and non-traditional investment managers worldwide; and

Investments in New Businesses – Focuses on providing investment management solutions to ultra-high-net-worth families residing in the United States, hosted technology services to family offices and financial institutions; developing network and data protection services; entering new markets; and conducting other research and development activities.

The information in the following tables is derived from internal financial reporting used for corporate management purposes. There are no inter-segment revenues for the three and six months ended June 30, 2024 and 2023. Assets are not allocated to segments for internal reporting purposes. The accounting policies of the reportable business segments are the same as those described in Note 1 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

During the first quarter 2024 and made effective January 1, 2024, the Company made a determination to reorganize some of its business segments based on how its current Chief Operating Decision Maker (CODM) manages its businesses, including with respect to resource allocation and performance assessment. As a result, one of the Company's client relationships formerly reported in the Private Banks segment will be reported in the Investment Managers segment and the Company’s family office services business, formerly reported in the Investment Managers segment, will be reported in the Investments in New Businesses segment. The business segment financial presentation was reclassified in 2024 to conform to this reorganization. Prior year amounts have been reclassified to conform to current year presentation.

The following tables highlight certain financial information about each of the business segments for the three months ended June 30, 2024 and 2023:


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
	For the Three Months Ended June 30, 2024
Revenues	$	132,401	$	120,587	$	71,507	$	179,868	$	14,623	$	518,986
Expenses	111,890		68,953		38,426		111,287		18,580		349,136
Operating profit (loss)	$	20,511	$	51,634	$	33,081	$	68,581	$	(3,957)	$	169,850


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
	For the Three Months Ended June 30, 2023
Revenues	$	132,414	$	109,580	$	75,145	$	159,204	$	12,714	$	489,057
Expenses	114,165		64,178		45,516		103,213		17,015		344,087
Operating profit (loss)	$	18,249	$	45,402	$	29,629	$	55,991	$	(4,301)	$	144,970

A reconciliation of the total operating profit reported for the business segments to income from operations in the Consolidated Statements of Operations for the three months ended June 30, 2024 and 2023 is as follows:


	2024		2023
Total operating profit from segments	$	169,850	$	144,970
Corporate overhead expenses	(33,336)		(32,369)
Income from operations	$	136,514	$	112,601

The following tables provide additional information for the three months ended June 30, 2024 and 2023 pertaining to the business segments:


	Capital Expenditures (1)				Depreciation
	2024		2023		2024		2023
Private Banks	$	4,586	$	8,001	$	2,832	$	5,450
Investment Advisors	1,987		3,615		2,190		549
Institutional Investors	730		457		598		303
Investment Managers	6,389		2,592		1,636		2,049
Investments in New Businesses	173		202		170		224
Total from business segments	$	13,865	$	14,867	$	7,426	$	8,575
Corporate overhead	265		362		941		206
	$	14,130	$	15,229	$	8,367	$	8,781

(1) Capital expenditures include additions to property and equipment and capitalized software.


	Amortization
	2024		2023
Private Banks	$	5,089	$	4,718
Investment Advisors	2,148		1,945
Institutional Investors	1,876		1,829
Investment Managers	81		181
Investments in New Businesses	1,183		892
Total from business segments	$	10,377	$	9,565
Corporate overhead	108		65
	$	10,485	$	9,630

The following tables highlight certain financial information about each of business segment for the six months ended June 30, 2024 and 2023:


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
	For the Six Months Ended June 30, 2024
Revenues	$	262,538	$	243,305	$	143,285	$	352,521	$	28,916	$	1,030,565
Expenses	224,864		135,911		78,535		220,837		36,963		697,110
Operating profit (loss)	$	37,674	$	107,394	$	64,750	$	131,684	$	(8,047)	$	333,455


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
	For the Six Months Ended June 30, 2023
Revenues	$	253,316	$	216,118	$	149,435	$	313,701	$	25,606	$	958,176
Expenses	226,627		127,724		86,384		204,898		34,654		680,287
Operating profit (loss)	$	26,689	$	88,394	$	63,051	$	108,803	$	(9,048)	$	277,889

A reconciliation of the total operating profit reported for the business segments to income from operations in the Consolidated Statements of Operations for the six months ended June 30, 2024 and 2023:


	2024		2023
Total operating profit from segments	$	333,455	$	277,889
Corporate overhead expenses	(71,090)		(63,521)
Income from operations	$	262,365	$	214,368

The following tables provide additional information for the six months ended June 30, 2024 and 2023:


	Capital Expenditures (2)				Depreciation
	2024		2023		2024		2023
Private Banks	$	11,018	$	17,072	$	5,736	$	10,804
Investment Advisors	5,152		7,954		4,371		1,017
Institutional Investors	1,849		1,105		1,202		585
Investment Managers	14,064		7,158		3,215		4,041
Investments in New Businesses	589		584		342		455
Total from business segments	$	32,672	$	33,873	$	14,866	$	16,902
Corporate Overhead	807		977		1,890		410
	$	33,479	$	34,850	$	16,756	$	17,312

(2) Capital expenditures include additions to property and equipment and capitalized software.


	Amortization
	2024		2023
Private Banks	$	10,200	$	9,364
Investment Advisors	4,270		3,763
Institutional Investors	3,768		3,653
Investment Managers	81		358
Investments in New Businesses	2,365		1,787
Total from business segments	$	20,684	$	18,925
Corporate Overhead	187		129
	$	20,871	$	19,054

Note 10. Income Taxes

The gross liability for unrecognized tax benefits at June 30, 2024 and December 31, 2023 was $17,233 and $15,532, respectively, exclusive of interest and penalties, of which $16,869 and $14,878 would affect the effective tax rate if the Company were to recognize the tax benefit.

The Company classifies interest and penalties on unrecognized tax benefits as income tax expense. As of June 30, 2024 and December 31, 2023, the combined amount of accrued interest and penalties related to tax positions taken on tax returns was $1,989 and $1,385, respectively.


	June 30, 2024		December 31, 2023
Gross liability for unrecognized tax benefits, exclusive of interest and penalties	$	17,233	$	15,532
Interest and penalties on unrecognized benefits	1,989		1,385
Total gross uncertain tax positions	$	19,222	$	16,917
Amount included in Current liabilities	$	3,685	$	3,837
Amount included in Other long-term liabilities	15,537		13,080
	$	19,222	$	16,917

The effective income tax rate for the three and six months ended June 30, 2024 and 2023 differs from the federal income tax statutory rate due to the following:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Statutory rate	21.0	%	21.0	%	21.0	%	21.0	%
State taxes, net of federal tax benefit	2.9		2.8		2.9		2.8
Foreign tax expense and tax rate differential	0.1		(0.2)		0.1		(0.2)
Tax benefit from stock option exercises	(0.1)		(0.1)		(0.6)		(0.2)



Other, net	—		(0.1)		—		0.1
	23.9	%	23.4	%	23.4	%	23.5	%

The Company files income tax returns in the United States on a consolidated basis and in many U.S. state and foreign jurisdictions. The Company is subject to examination of income tax returns by the Internal Revenue Service (IRS) and other domestic and foreign tax authorities. The Company is no longer subject to U.S. federal income tax examination for years before 2020 and is no longer subject to state, local or foreign income tax examinations by authorities for years before 2018.

The Company estimates it will recognize $3,685 of gross unrecognized tax benefits. This amount is expected to be paid within one year or to be removed at the expiration of the statute of limitations and resolution of income tax audits and is netted against the current payable account. These unrecognized tax benefits are related to tax positions taken on certain federal, state, and foreign tax returns. However, the timing of the resolution of income tax examinations is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ materially from the amounts accrued for each year. While it is reasonably possible that some issues under examination could be resolved in the next twelve months, based upon the current facts and circumstances, the Company cannot reasonably estimate the timing of such resolution or the total range of potential changes as it relates to the current unrecognized tax benefits that are recorded as part of the Company’s financial statements.

The Organization for Economic Co-operation and Development (OECD) has a framework to implement a global minimum corporate tax of 15% for companies with global revenues and profits above certain thresholds (referred to as Pillar Two). Certain aspects of Pillar Two are effective January 1, 2024 and other aspects are effective January 1, 2025. While it is uncertain whether the U.S. will enact legislation to adopt Pillar Two, certain countries in which we operate have adopted legislation, and other countries are in the process of introducing legislation to implement Pillar Two. We do not expect Pillar Two to have a material impact on our effective tax rate or our consolidated results of operation, financial position, or cash flows.

Note 11. Commitments and Contingencies

In the ordinary course of business, the Company from time to time enters into contracts containing indemnification obligations of the Company. These obligations may require the Company to make payments to another party upon the

occurrence of certain events including the failure by the Company to meet its performance obligations under the contract. These contractual indemnification provisions are often standard contractual terms of the nature customarily found in the type of contracts entered into by the Company. In many cases, there are no stated or notional amounts included in the indemnification provisions. There are no amounts recognized on the Consolidated Balance Sheet as of June 30, 2024 and December 31, 2023 related to these indemnifications.

Legal Proceedings

The Company is a party to various disputes, actions and claims that the Company does not believe are material. The Company believes that the ultimate resolution of these matters will not have a material adverse effect on the Company's financial position or the manner in which the Company conducts its business. Currently, the Company does not believe the amount of losses, if any, associated with these matters can be estimated. While the Company does not believe that the amount of such losses will, when liquidated or estimable, be material to its financial position, the assumptions upon which these beliefs are based may be incorrect and, if so, any such loss could have a material adverse effect on the Company's results of operations or the manner in which the Company conducts its business in the period(s) during which the underlying matters are resolved.

Note 12. Goodwill and Intangible Assets

The changes in the carrying amount of the Company's goodwill by segment are as follows:


	Institutional Investors		Investment Managers		Investments in New Businesses		Total

Balance, December 31, 2023	$	61,884	$	56,990	$	18,459	$	137,333
Measurement period adjustments	25		—		—		25
Reclassification due to segment reorganization	—		(1,711)		1,711		—
Foreign currency translation adjustments	(103)		(1)		—		(104)
Balance, June 30, 2024	$	61,806	$	55,278	$	20,170	$	137,254

The reclassification of the Company's goodwill by segment during the six months ended June 30, 2024 reflects the relative fair value allocation of the goodwill related to the businesses that were reclassified into the new segment (See Note 9).

In November 2023, the Company's wholly-owned operating subsidiary in the United Kingdom, SIEL, acquired all of the outstanding equity of XPS Pensions (Nexus) Limited, principal employer and scheme funder of the National Pensions Trust (NPT), from its parent company, XPS Pensions Group PLC (XPS). The total purchase price for XPS Pensions (Nexus) Limited included a contingent consideration payable to the sellers subject to the achievement of certain post-closing performance measurements determined during intervals occurring within two years immediately following the closing date. As of June 30, 2024, the current portion of the contingent consideration of $379 is included in Accrued liabilities on the accompanying Balance Sheet. The long-term portion of the contingent consideration of $2,623 is included in Other long-term liabilities on the accompanying Balance Sheet.

The Company recognized $6,790 and $6,113 of amortization expense related to acquired intangible assets during the six months ended June 30, 2024 and 2023, respectively.

Note 13. Revenues from Contracts with Customers

The Company’s principal sources of revenues are: (1) asset management, administration and distribution fees primarily earned based upon a contractual percentage of net assets under management or administration; and (2) information processing and software servicing fees that are either recurring and primarily earned based upon the number of trust accounts being serviced or a percentage of the market value of the clients' assets processed on the Company's platforms, or non-recurring and based upon project-oriented contractual agreements related to client implementations.

Disaggregation of Revenue

The following tables provide additional information pertaining to our revenues disaggregated by major product line and primary geographic market based on the location of the use of the products or services for each of the business segments for the three months ended June 30, 2024 and 2023:


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
Major Product Lines:	For the Three Months Ended June 30, 2024
Investment management fees from pooled investment products	$	32,614	$	58,322	$	12,256	$	380	$	460	$	104,032
Investment management fees from investment management agreements	1,165		45,920		53,541		—		4,627		105,253
Investment operations fees	541		10,082		—		170,327		962		181,912
Investment processing fees - PaaS	70,871		1,379		399		1,247		9		73,905
Investment processing fees - SaaS	21,311		—		2,243		—		5,125		28,679
Professional services fees	5,121		—		—		1,101		704		6,926
Account fees and other	778		4,884		3,068		6,813		2,736		18,279
Total revenues	$	132,401	$	120,587	$	71,507	$	179,868	$	14,623	$	518,986

Primary Geographic Markets:
United States	$	86,562	$	120,587	$	58,887	$	162,411	$	14,623	$	443,070
United Kingdom	31,354		—		9,649		—		—		41,003
Canada	10,067		—		1,415		—		—		11,482
Ireland	4,418		—		1,556		10,465		—		16,439
Luxembourg	—		—		—		6,992		—		6,992

Total revenues	$	132,401	$	120,587	$	71,507	$	179,868	$	14,623	$	518,986


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
Major Product Lines:	For the Three Months Ended June 30, 2023
Investment management fees from pooled investment products	$	32,092	$	61,103	$	12,728	$	105	$	352	$	106,380
Investment management fees from investment management agreements	813		43,159		57,529		—		4,025		105,526
Investment operations fees	337		2		—		151,407		1,305		153,051
Investment processing fees - PaaS	61,877		1,261		304		1,044		9		64,495
Investment processing fees - SaaS	22,516		—		2,791		18		4,385		29,710
Professional services fees (1)	13,972		—		—		959		185		15,116
Account fees and other	807		4,055		1,793		5,671		2,453		14,779
Total revenues	$	132,414	$	109,580	$	75,145	$	159,204	$	12,714	$	489,057

Primary Geographic Markets:
United States	$	89,644	$	109,580	$	63,144	$	144,398	$	12,714	$	419,480
United Kingdom	27,946		—		8,696		—		—		36,642
Canada	10,147		—		1,447		—		—		11,594
Ireland	4,677		—		1,858		8,978		—		15,513
Luxembourg	—		—		—		5,828		—		5,828

Total revenues	$	132,414	$	109,580	$	75,145	$	159,204	$	12,714	$	489,057

(1) Professional services fees of the Private Banks segment includes a one-time early contractual buyout fee of $10,457 recorded during the three months ended June 30, 2023 from an investment processing client acquired by an existing client.

The following tables provide additional information pertaining to our revenues disaggregated by major product line and primary geographic market based on the location of the use of the products or services for each of the Company’s business segments for the six months ended June 30, 2024 and 2023:


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
Major Product Lines:	For the Six Months Ended June 30, 2024
Investment management fees from pooled investment products	$	65,014	$	116,661	$	24,331	$	464	$	815	$	207,285
Investment management fees from investment management agreements	2,096		94,339		107,750		—		8,934		213,119
Investment operations fees	1,080		19,727		—		334,516		2,440		357,763
Investment processing fees - PaaS	138,718		2,660		821		2,505		19		144,723
Investment processing fees - SaaS	44,769		—		4,331		19		10,222		59,341
Professional services fees	9,236		—		—		2,118		1,287		12,641
Account fees and other	1,625		9,918		6,052		12,899		5,199		35,693
Total revenues	$	262,538	$	243,305	$	143,285	$	352,521	$	28,916	$	1,030,565

Primary Geographic Markets:
United States	$	172,337	$	243,305	$	118,264	$	318,370	$	28,916	$	881,192
United Kingdom	61,202		—		18,867		—		—		80,069
Canada	19,866		—		2,886		—		—		22,752
Ireland	9,133		—		3,268		20,371		—		32,772
Luxembourg	—		—		—		13,780		—		13,780

Total revenues	$	262,538	$	243,305	$	143,285	$	352,521	$	28,916	$	1,030,565


	Private Banks		Investment Advisors		Institutional Investors		Investment Managers		Investments In New Businesses		Total
Major Product Lines:	For the Six Months Ended June 30, 2023
Investment management fees from pooled investment products	$	64,312	$	121,708	$	24,441	$	231	$	690	$	211,382
Investment management fees from investment management agreements	1,311		83,825		115,557		—		8,242		208,935
Investment operations fees	683		2		—		297,046		2,860		300,591
Investment processing fees - PaaS	122,742		2,515		498		2,088		20		127,863
Investment processing fees - SaaS	44,731		—		5,442		36		8,592		58,801
Professional services fees (2)	17,764		—		—		2,620		534		20,918
Account fees and other	1,773		8,068		3,497		11,680		4,668		29,686
Total revenues	$	253,316	$	216,118	$	149,435	$	313,701	$	25,606	$	958,176

Primary Geographic Markets:
United States	$	168,113	$	216,118	$	125,362	$	284,481	$	25,606	$	819,680
United Kingdom	55,792		—		17,791		—		—		73,583
Canada	20,237		—		2,816		—		—		23,053
Ireland	9,174		—		3,466		18,003		—		30,643
Luxembourg	—		—		—		11,217		—		11,217

Total revenues	$	253,316	$	216,118	$	149,435	$	313,701	$	25,606	$	958,176

(2) Professional services fees of the Private Banks segment includes a one-time early contractual buyout fee of $10,457 recorded during the three months ended June 30, 2023 from an investment processing client acquired by an existing client.

Investment management fees from pooled investment products - Revenues associated with clients' assets invested in Company-sponsored pooled investment products. Contractual fees are stated as a percentage of the market value of assets under management and collected on a monthly basis. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations.

Investment management fees from investment management agreements - Revenues based on assets of clients of the Institutional Investors segment primarily invested in Company-sponsored products. Each client is charged an investment management fee that is stated as a percentage of the market value of all assets under management. The client is billed directly on a quarterly basis. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations.

Revenues associated with the separately managed account program offered through registered investment advisors located throughout the United States. The contractual fee is stated as a percentage of the market value of all assets invested in the separately managed account and collected on a quarterly basis. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations.

Investment operations fees - Revenues earned from accounting and administrative services, distribution support services and regulatory and compliance services to investment management firms and family offices. The Company contracts directly with the investment management firm or family office. The contractual fees are stated as a percentage of net assets under administration and billed when asset valuations are finalized. Also includes income from client cash balances held in the FDIC-insured accounts through the SEI Integrated Cash program. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations.

Investment processing fees - Platform as a Service - Revenues associated with clients that outsource their entire investment operation and back-office processing functions. Through the use of the Company's proprietary platforms, the Company assumes all back-office investment processing services including investment processing, custody and safekeeping of assets, income collections, securities settlement and other related trust activities. The contractual fee is based on a monthly fee plus additional fees determined on a per-account or per-transaction basis. Contractual fees can also be stated as a percentage of the value of assets processed on the Company's platforms each month as long as the fee is in excess of a monthly contractual minimum. The client is billed directly on a monthly basis. Revenues are recognized in Information processing and software servicing fees on the accompanying Consolidated Statements of Operations.

Revenues associated with clients of the mutual fund trading solution are fees recognized for shareholder services and related services through the use of the Company's proprietary platform or through third-party vendor agreements. Contractual fees are stated as a percentage of the value of total assets or positions processed on the Company's platform or subject to third-party vendor agreements each month. Fees are billed and collected on a monthly and quarterly basis. These revenues were previously classified under Account fees and other in 2023 and have been reclassified to conform to the current year presentation.

Investment processing fees - Software as a Service - Revenues associated with clients of the Private Banks segment for application software services. Clients retain responsibility for all investment operations, client administration and other back-office trust operations. The contractual fee is based on a monthly fee plus additional fees determined on a per-account or per-transaction basis. The client is billed directly on a monthly basis.

Revenues associated with clients of the Investments in New Businesses segment processed on the Archway PlatformSM are fees for hosted technology services to family offices and financial institutions. The Archway Platform is an integrated technology platform used for investment, operations, accounting and client reporting by these institutions. The contractual fee is based on a monthly subscription fee to access the Archway Platform along with additional fees on a per transaction basis.

Revenues associated with clients of the Institutional Investors segment processed on the SEI NovusSM portfolio intelligence tool are fees for data management, performance measurement, reporting, and risk analytics. The contractual fee is based on a fixed fee to access SEI Novus and includes fees for integration of historical fund data and custom reporting.

All revenues from investment processing fees are recognized in Information processing and software servicing fees on the accompanying Consolidated Statements of Operations.

Professional services fees - Revenues associated with the business services migration for investment processing clients of the Private Banks segment and investment operations clients of the Investment Managers segment. In addition,

Professional services include other services such as business transformation consulting. Typically fees are stated as a contractual fixed fee. The client is billed directly and fees are collected according to the terms of the agreement.

Account fees and other - Revenues associated with custody account servicing, account terminations, reimbursements received for out-of-pocket expenses, and other fees for the provision of ancillary services.

Note 14. Subsequent Event

On July 8, 2024, the Company sold a condominium located in New York, New York. The Company expects to recognize a net pre-tax gain of approximately $8,132 after associated costs and expenses during the third quarter 2024 as a result of the sale.

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

(In thousands, except asset balances and per share data)

This discussion reviews and analyzes the consolidated financial condition, the consolidated results of operations and other key factors that may affect future performance. This discussion should be read in conjunction with the Consolidated Financial Statements, the Notes to the Consolidated Financial Statements and the Annual Report on Form 10-K for the year ended December 31, 2023.

Overview

Consolidated Summary

SEI delivers technology and investment solutions that connect the financial services industry. With capabilities across investment processing, operations, and asset management, SEI works with corporations, financial institutions and professionals, and ultra-high-net-worth families to help drive growth, make confident decisions, and protect futures. Investment processing fees are earned as either monthly fees for contracted services or as a percentage of the market value of our clients' assets processed on our platforms. Investment operations and investment management fees are earned as a percentage of assets under management, administration or advised assets. As of June 30, 2024, through our subsidiaries and partnerships in which we have a significant interest, we manage, advise or administer $1.5 trillion in hedge, private equity, mutual fund and pooled or separately managed assets.

Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2024 and 2023 were:


	Three Months Ended June 30,				Percent Change	Six Months Ended June 30,				Percent Change
	2024		2023			2024		2023
Revenues	$	518,986	$	489,057	6%	$	1,030,565	$	958,176	8%
Expenses	382,472		376,456		2%	768,200		743,808		3%
Income from operations	136,514		112,601		21%	262,365		214,368		22%
Net gain from investments	666		515		29%	2,922		1,259		132%
Interest income, net of interest expense	11,413		9,411		21%	22,093		18,048		22%
Equity in earnings from unconsolidated affiliate	34,219		32,711		5%	65,862		61,590		7%
Income before income taxes	182,812		155,238		18%	353,242		295,265		20%
Income taxes	43,692		36,387		20%	82,722		69,399		19%
Net income	139,120		118,851		17%	270,520		225,866		20%
Diluted earnings per common share	$	1.05	$	0.89	18%	$	2.04	$	1.68	21%

The following items had a significant impact on our financial results for the three and six months ended June 30, 2024 and 2023:

•Revenue from Assets under management, administration, and distribution fees increased in the first six months of 2024 primarily from higher assets under administration due to cross sales to existing alternative investment clients of the Investment Managers segment as well as new sales within the segment. Average assets under administration increased $131.4 billion, or 15%, to $983.6 billion during the first six months of 2024, as compared to $852.2 billion during the first six months of 2023.

•Revenue from Asset management, administration and distribution fees also increased from market appreciation and positive cash flows into separately managed account programs and Strategist programs of the Investment Advisors segment. This was partially offset by negative cash flows from SEI fund programs and fee reductions in separately managed account programs. Revenue growth was also partially offset by client losses in the Institutional Investors segment. Average assets under management in equity and fixed income programs, excluding LSV, increased $7.6 billion, or 4%, to $176.0 billion in the first six months of 2024 as compared to $168.4 billion during the first six months of 2023.

•Fees from the SEI Integrated Cash Program of the Investment Advisors segment launched in December 2023 were $10.1 million during the second quarter of 2024 and $19.7 million during the first six months of 2024.

•Revenue from Information processing and software servicing fees increased in the first six months of 2024 primarily from higher assets from new and existing clients processed on the SEI Wealth PlatformSM (SWP). A one-time early contractual buyout fee of $10.5 million recorded during the second quarter of 2023 from an investment processing client of the Private Banks segment acquired by an existing client partially offset the increase in revenues.

•Earnings from LSV increased to $65.9 million in the first six months of 2024 as compared to $61.6 million in the first six months of 2023 due to higher performance fees and market appreciation. Negative cash flows from existing clients and client losses partially offset the increase in earnings from LSV.

•Operating expenses increased from higher personnel costs due to business growth, primarily in the Investment Managers segment, and the impact of inflation on wages and services. Cost containment measures related to consulting and other vendor costs partially offset the increase in operating expenses in the first six months of 2024.

•Capitalized software development costs were $12.7 million in the first six months of 2024, of which $7.7 million was for continued enhancements to SWP. Capitalized software development costs also include $5.0 million of software development costs in the first six months of 2024 for a new platform for the Investment Managers segment.

•Amortization expense related to SWP was $13.6 million in the first six months of 2024 as compared to $12.5 million in the first six months of 2023.

•Interest and dividend income was $22.4 million in the first six months of 2024 as compared to $18.3 million in the first six months of 2023. The increase in interest and dividend income was due to an overall increase in interest rates.

•Effective tax rates were 23.9% during the second quarter 2024 and 23.4% during the second quarter 2023. During the first six months of 2024 and 2023, effective tax rates were 23.4% and 23.5%, respectively.

•SEI repurchased 2,456 thousand shares of its common stock for $167.2 million in the first six months of 2024.

Ending Asset Balances

(In millions)


	As of June 30,				Percent Change
	2024		2023
Private Banks:
Equity and fixed-income programs	$	25,031	$	24,091	4%
Collective trust fund programs	5		7		(29)%
Liquidity funds	2,699		3,433		(21)%
Total assets under management	$	27,735	$	27,531	1%
Client assets under administration	7,813		4,154		88%
Total assets	$	35,548	$	31,685	12%
Investment Advisors:
Equity and fixed-income programs	$	74,556	$	69,439	7%
Liquidity funds	4,301		4,968		(13)%
Total Platform assets under management	$	78,857	$	74,407	6%
Platform-only assets	21,908		16,103		36%
Platform-only assets-deposit program	894		—		NM
Total Platform assets	$	101,659	$	90,510	12%
Institutional Investors:
Equity and fixed-income programs	$	75,542	$	75,854	—%
Collective trust fund programs	1		4		(75)%
Liquidity funds	2,309		1,353		71%
Total assets under management	$	77,852	$	77,211	1%
Client assets under advisement	7,886		4,368		81%
Total assets	$	85,738	$	81,579	5%
Investment Managers:
Collective trust fund programs (A)	$	192,747	$	149,779	29%
Liquidity funds	221		249		(11)%

Total assets under management	$	192,968	$	150,028	29%
Client assets under administration (E)	998,315		857,801		16%
Total assets	$	1,191,283	$	1,007,829	18%
Investments in New Businesses:
Equity and fixed-income programs	$	2,285	$	2,104	9%
Liquidity funds	631		217		191%
Total assets under management	$	2,916	$	2,321	26%
Client assets under advisement	1,886		1,098		72%
Client assets under administration (E)	14,848		15,769		(6)%
Total assets	$	19,650	$	19,188	2%
LSV:
Equity and fixed-income programs (B)	$	90,197	$	86,469	4%


Total:
Equity and fixed-income programs (C)	$	267,611	$	257,957	4%
Collective trust fund programs	192,753		149,790		29%
Liquidity funds	10,161		10,220		(1)%
Total assets under management	$	470,525	$	417,967	13%
Client assets under advisement	9,772		5,466		79%
Client assets under administration (D)	1,020,976		877,724		16%
Platform-only assets	22,802		16,103		42%
Total assets	$	1,524,075	$	1,317,260	16%

(A)Collective trust fund program assets are included in assets under management since SEI is the trustee. Fees earned on this product are less than fees earned on customized asset management programs.

(B) Equity and fixed-income programs include $1.8 billion of assets managed by LSV in which fees are based solely on performance and are not calculated as an asset-based fee (as of June 30, 2024).

(C) Equity and fixed-income programs include $6.2 billion of assets invested in various asset allocation funds at June 30, 2024.

(D) In addition to the assets presented, SEI also administers an additional $8.5 billion in Funds of Funds assets on which SEI does not earn an administration fee (as of June 30, 2024).

(E) Due to the reorganization of business segments, client assets under administration were reclassified from Investment Managers to Investments in New Businesses (See Note 9 to the Consolidated Financial Statements).

Average Asset Balances

(In millions)


	Three Months Ended June 30,				Percent Change	Six Months Ended June 30,				Percent Change
	2024		2023			2024		2023
Private Banks:
Equity and fixed-income programs	$	24,859	$	23,748	5%	$	24,726	$	23,662	4%
Collective trust fund programs	5		7		(29)%	5		7		(29)%
Liquidity funds	2,734		3,500		(22)%	3,318		3,377		(2)%
Total assets under management	$	27,598	$	27,255	1%	$	28,049	$	27,046	4%
Client assets under administration	7,884		4,282		84%	7,819		4,299		82%
Total assets	$	35,482	$	31,537	13%	$	35,868	$	31,345	14%
Investment Advisors:
Equity and fixed-income programs	$	73,793	$	68,371	8%	$	73,241	$	67,975	8%
Liquidity funds	4,348		4,808		(10)%	4,499		4,902		(8)%
Total Platform assets under management	$	78,141	$	73,179	7%	$	77,740	$	72,877	7%
Platform-only assets	20,897		15,548		34%	20,048		15,180		32%
Platform-only assets-deposit program	886		—		NM	868		—		NM
Total Platform assets	$	99,924	$	88,727	13%	$	98,656	$	88,057	12%
Institutional Investors:
Equity and fixed-income programs	$	75,203	$	74,865	—%	$	75,809	$	74,759	1%
Collective trust fund programs	1		4		(75)%	1		5		(80)%
Liquidity funds	1,893		1,537		23%	1,853		1,626		14%
Total assets under management	$	77,097	$	76,406	1%	$	77,663	$	76,390	2%
Client assets under advisement	7,508		4,583		64%	7,003		4,507		55%
Total assets	$	84,605	$	80,989	4%	$	84,666	$	80,897	5%
Investment Managers:
Collective trust fund programs (A)	$	189,884	$	147,543	29%	$	173,311	$	146,229	19%
Liquidity funds	227		286		(21)%	217		302		(28)%

Total assets under management	$	190,111	$	147,829	29%	$	173,528	$	146,531	18%
Client assets under administration (E)	982,806		843,065		17%	960,805		831,540		16%
Total assets	$	1,172,917	$	990,894	18%	$	1,134,333	$	978,071	16%
Investments in New Businesses:
Equity and fixed-income programs	$	2,234	$	2,057	9%	$	2,217	$	2,024	10%
Liquidity funds	471		199		137%	343		206		67%
Total assets under management	$	2,705	$	2,256	20%	$	2,560	$	2,230	15%
Client assets under advisement	2,014		1,075		87%	1,604		1,087		48%
Client assets under administration (E)	14,713		16,231		(9)%	14,930		16,313		(8)%
Total assets	$	19,432	$	19,562	(1)%	$	19,094	$	19,630	(3)%
LSV:
Equity and fixed-income programs (B)	$	90,849	$	84,492	8%	$	90,779	$	85,740	6%


Total:
Equity and fixed-income programs (C)	$	266,938	$	253,533	5%	$	266,772	$	254,160	5%
Collective trust fund programs	189,890		147,554		29%	173,317		146,241		19%
Liquidity funds	9,673		10,330		(6)%	10,230		10,413		(2)%
Total assets under management	$	466,501	$	411,417	13%	$	450,319	$	410,814	10%
Client assets under advisement	9,522		5,658		68%	8,607		5,594		54%
Client assets under administration (D)	1,005,403		863,578		16%	983,554		852,152		15%
Platform-only assets	21,783		15,548		40%	20,916		15,180		38%
Total assets	$	1,503,209	$	1,296,201	16%	$	1,463,396	$	1,283,740	14%

(A) Collective trust fund program average assets are included in assets under management since SEI is the trustee. Fees earned on this product are less than fees earned on customized asset management programs.

(B) Equity and fixed-income programs include assets managed by LSV in which fees are based solely on performance and are not calculated as an asset-based fee. The average value of these assets for the three months ended June 30, 2024 was $1.9 billion.

(C) Equity and fixed-income programs include $6.3 billion of average assets invested in various asset allocation funds for the three months ended June 30, 2024.

(D) In addition to the assets presented, SEI also administers an additional $8.6 billion of average assets in Funds of Funds assets for the three months ended June 30, 2024 on which SEI does not earn an administration fee.

In the preceding tables, assets under management are total assets of our clients or their customers invested in our equity and fixed-income investment programs, collective trust fund programs, and liquidity funds for which we provide asset management services through our subsidiaries and partnerships in which we have a significant interest. Advised assets include assets for which we provide advisory services through a subsidiary to the accounts but do not manage the underlying assets. Assets under administration include total assets of our clients or their customers for which we provide administrative services, including client fund balances for which we provide administration and/or distribution services through our subsidiaries and partnerships in which we have a significant interest. Platform-only assets-deposit program include assets of our clients in the SEI Integrated Cash program for which we provide custody services through our federal thrift subsidiary. The assets presented in the preceding tables do not include assets processed on SWP and are not included in the accompanying Consolidated Balance Sheets because we do not own them.

Business Segments

Revenues, Expenses and Operating Profit (Loss) for our business segments for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023 were as follows:


	Three Months Ended June 30,						Percent Change	Six Months Ended June 30,						Percent Change
	2024			2023				2024			2023
Private Banks:
Revenues	$	132,401		$	132,414		—%	$	262,538		$	253,316		4%
Expenses	111,890			114,165			(2)%	224,864			226,627			(1)%
Operating Profit	$	20,511		$	18,249		12%	$	37,674		$	26,689		41%
Operating Margin	15		%	14		%		14		%	11		%
Investment Advisors:
Revenues	$	120,587		$	109,580		10%	$	243,305		$	216,118		13%
Expenses	68,953			64,178			7%	135,911			127,724			6%
Operating Profit	$	51,634		$	45,402		14%	$	107,394		$	88,394		21%
Operating Margin	43		%	41		%		44		%	41		%
Institutional Investors:
Revenues	$	71,507		$	75,145		(5)%	$	143,285		$	149,435		(4)%
Expenses	38,426			45,516			(16)%	78,535			86,384			(9)%
Operating Profit	$	33,081		$	29,629		12%	$	64,750		$	63,051		3%
Operating Margin	46		%	39		%		45		%	42		%
Investment Managers:
Revenues	$	179,868		$	159,204		13%	$	352,521		$	313,701		12%
Expenses	111,287			103,213			8%	220,837			204,898			8%
Operating Profit	$	68,581		$	55,991		22%	$	131,684		$	108,803		21%
Operating Margin	38		%	35		%		37		%	35		%
Investments in New Businesses:
Revenues	$	14,623		$	12,714		15%	$	28,916		$	25,606		13%
Expenses	18,580			17,015			9%	36,963			34,654			7%
Operating Loss	$	(3,957)		$	(4,301)		NM	$	(8,047)		$	(9,048)		NM

For additional information pertaining to our business segments, see Note 9 to the Consolidated Financial Statements.

Private Banks


	Three Months Ended June 30,				Percent Change	Six Months Ended June 30,				Percent Change
	2024		2023			2024		2023
Revenues:
Information processing and software servicing fees	$	97,992	$	98,917	(1)%	$	194,170	$	187,194	4%
Asset management, administration & distribution fees	34,409		33,497		3%	68,368		66,122		3%
Total revenues	$	132,401	$	132,414	—%	$	262,538	$	253,316	4%

Revenues were flat in the three month period and increased $9.2 million, or 4%, in the six month period ended June 30, 2024 and were primarily affected by:

•Increased investment processing fees from new SWP client conversions and growth from existing SWP clients due to market appreciation and increased transaction volumes; and

•Increased investment management fees from existing international clients due to market appreciation; partially offset by

•One-time early termination fees of $10.5 million from an investment processing client during the second quarter 2023;

•Lower investment processing fees from the recontracting of existing clients and a client loss; and

•Lower investment processing fees earned on our mutual fund trading solution.

Operating margins increased to 15% compared to 14% in the three month period and increased to 14% compared to 11% in the six month period. Operating income increased by $2.3 million, or 12%, in the three month period and increased by $11.0 million, or 41%, in the six month period and was primarily affected by:

•An increase in revenues as mentioned above; and

•Decreased costs, mainly non-capitalized consulting and other vendor costs from cost containment measures; partially offset by

•Increased amortization expense related to SWP.

Investment Advisors


	Three Months Ended June 30,				Percent Change	Six Months Ended June 30,				Percent Change
	2024		2023			2024		2023
Revenues:
Investment management fees-SEI fund programs	$	58,322	$	61,103	(5)%	$	116,661	$	121,708	(4)%
Separately managed account fees	45,920		43,159		6%	94,339		83,825		13%
Other fees	16,345		5,318		207%	32,305		10,585		205%
Total revenues	$	120,587	$	109,580	10%	$	243,305	$	216,118	13%

Revenues increased $11.0 million, or 10%, in the three month period and increased $27.2 million, or 13%, in the six month period ended June 30, 2024 and were primarily affected by:

•Increased fees from separately managed account programs and Strategist programs due to growth from existing clients and market appreciation; and

•New fee revenue of $10.1 million during the second quarter 2024 and $19.7 million during the first six months of 2024 from the SEI Integrated Cash Program launched in December 2023; partially offset by

•Decreased investment management fees from SEI fund programs resulting from the continued shift out of SEI fund programs into separately managed accounts and other investment products; and

•Fee reductions in our separately managed account programs.

Operating margin increased to 43% compared to 41% in the three month period and increased to 44% compared to 41% in the six month period. Operating income increased $6.2 million, or 14%, in the three month period and increased $19.0 million, or 21%, in the six month period and was primarily affected by:

•An increase in revenues as mentioned above; and

•Decreased non-capitalized consulting costs; partially offset by

•Increased direct expenses associated with the increase in separately managed account fees.

Institutional Investors

Revenues decreased $3.6 million, or 5%, in the three month period and decreased $6.2 million, or 4%, in the six month period ended June 30, 2024 and were primarily affected by:

•Decreased investment management fees from client losses; partially offset by

•Increased investment management fees from existing clients due to higher assets under management due to market appreciation; and

•Added revenues from the acquisition of XPS Pensions (Nexus) Limited.

Operating margin increased to 46% compared to 39% in the three month period and increased to 45% compared to 42% in the six month period. Operating income increased $3.5 million, or 12%, in the three month period and increased $1.7 million, or 3%, in the six month period and was primarily affected by:

•Decreased direct expenses associated with investment management fees;

•Decreased personnel costs; and

•A one-time operational charge of $4.5 million related to a client reimbursement during the second quarter 2023; partially offset by

•A decrease in revenues as mentioned above; and

•Increased personnel, professional fees, amortization and other costs related to the acquisition of XPS Pensions (Nexus) Limited.

Investment Managers

Revenues increased $20.7 million, or 13%, in the three month period and increased $38.8 million, or 12%, in the six month period ended June 30, 2024 and were primarily affected by:

•Increased revenues from additional services provided to our largest alternative fund clients; and

•Positive cash flows into alternative and traditional funds from new and existing clients; partially offset by

•Client losses and fund closures.

Operating margin increased to 38% compared to 35% in the three month period and increased to 37% compared to 35% in the six month period. Operating income increased $12.6 million, or 22%, in the three month period and increased $22.9 million, or 21%, in the six month period and was primarily affected by:

•An increase in revenues as mentioned above; and

•Decreased non-capitalized investment spending, mainly consulting costs; partially offset by

•Increased costs associated with new business, primarily personnel expenses and third-party vendor costs; and

•Costs to enhance, support and maintain technologies and investment service capabilities.

Investments in New Businesses


	Three Months Ended June 30,				Percent Change	Six Months Ended June 30,				Percent Change
	2024		2023			2024		2023
Revenues:
SEI Family Office Services	$	8,283	$	7,822	6%	$	17,078	$	15,712	9%
SEI Private Wealth Management	5,201		4,426		18%	9,909		9,037		10%
Other	1,139		466		144%	1,929		857		125%
Total revenues	$	14,623	$	12,714	15%	$	28,916	$	25,606	13%

Revenues increased $1.9 million, or 15%, in the three month period and increased $3.3 million, or 13%, in the six month period ended June 30, 2024 and were primarily affected by:

•Increased revenues from hosted technology offerings through SEI Family Office Services due to increased non-recurring implementation fees and new business; and

•Increased revenues from SEI Private Wealth Management through higher assets under advisement due to market appreciation and new business.

Other

Corporate overhead expenses

Corporate overhead expenses primarily consist of general and administrative expenses and other costs not directly attributable to a reportable business segment. Corporate overhead expenses were $33.3 million and $32.4 million in the three months ended June 30, 2024 and 2023, respectively, and $71.1 million and $63.5 million in the six months ended June 30, 2024, respectively. The increase in corporate overhead expenses is primarily due to severance costs and investments in upgrading and enhancing various technologies utilized by corporate overhead units. Additionally, personnel costs increased from enhancements to further build our compliance infrastructure.

Other income and expense

Other income and expense items on the accompanying Consolidated Statements of Operations consist of:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net gain from investments	$	666	$	515	$	2,922	$	1,259
Interest and dividend income	11,552		9,550		22,371		18,328
Interest expense	(139)		(139)		(278)		(280)
Equity in earnings of unconsolidated affiliate	34,219		32,711		65,862		61,590
Total other income and expense items, net	$	46,298	$	42,637	$	90,877	$	80,897

Net gain from investments

Net gain from investments in the three and six months ended June 30, 2024 were primarily due to unrealized mark-to-market gains recorded in current earnings associated with LSV-sponsored investment funds and Company-sponsored investment funds from market appreciation (See Note 5).

Interest and dividend income

Interest and dividend income is earned based upon the amount of cash that is invested daily. The increase in interest and dividend income in the three and six months ended June 30, 2024 was due to an overall increase in interest rates.

Equity in earnings of unconsolidated affiliate

Equity in earnings of unconsolidated affiliate reflects our ownership interest in LSV. As of June 30, 2024, our total partnership interest in LSV was 38.6%. The table below presents the revenues and net income of LSV and the proportionate share in LSV's earnings.


	Three Months Ended June 30,				Percent Change	Six Months Ended June 30,				Percent Change
	2024		2023			2024		2023
Revenues of LSV	$	113,820	$	108,836	5%	$	221,169	$	207,028	7%
Net income of LSV	88,689		84,779		5%	170,701		159,553		7%

SEI's proportionate share in earnings of LSV	$	34,219	$	32,711	5%	$	65,862	$	61,590	7%

The increase in earnings from LSV in the three and six months ended June 30, 2024 was primarily due to higher assets under management from market appreciation. Negative cash flows from existing clients and client losses partially offset the increase in earnings from LSV. Average assets under management by LSV increased $5.0 billion to $90.8 billion during the six months ended June 30, 2024 as compared to $85.7 billion during the six months ended June 30, 2023, an increase of 6%.

Amortization

Amortization expense on the accompanying Consolidated Statements of Operations consists of:


	Three Months Ended June 30,				Percent Change	Six Months Ended June 30,				Percent Change
	2024		2023			2024		2023
Capitalized software development costs	$	6,990	$	6,507	7%	$	13,894	$	12,812	8%
Intangible assets acquired through acquisitions and asset purchases	3,387		3,055		11%	6,790		6,113		11%
Other	108		68		59%	187		129		45%
Total amortization expense	$	10,485	$	9,630	9%	$	20,871	$	19,054	10%

Capitalized software development costs

The increase in amortization expense related to capitalized software development costs during the three and six months ended June 30, 2024 was primarily due to significant enhancements to SWP (See Note 1 to the Consolidated Financial Statements).

Income Taxes

The effective income tax rates for the three and six months ended June 30, 2024 and 2023 differ from the federal income tax statutory rate due to the following:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Statutory rate	21.0	%	21.0	%	21.0	%	21.0	%
State taxes, net of federal tax benefit	2.9		2.8		2.9		2.8
Foreign tax expense and tax rate differential	0.1		(0.2)		0.1		(0.2)
Tax benefit from stock option exercises	(0.1)		(0.1)		(0.6)		(0.2)


Other, net	—		(0.1)		—		0.1
	23.9	%	23.4	%	23.4	%	23.5	%

Stock-Based Compensation

We recognized $23.5 million and $15.5 million in stock-based compensation expense during the six months ended June 30, 2024 and 2023, respectively. The increase in expense was primarily due to new equity awards granted during the fourth quarter 2023. The amount of stock-based compensation expense recognized is primarily based upon management's estimate of when the financial vesting targets of outstanding stock options may be achieved. Any change in the estimate could result in the amount of stock-based compensation expense to be accelerated, spread out over a longer period, or reversed. This may cause volatility in the recognition of stock-based compensation expense in future periods and could materially affect earnings (See Note 7 to the Consolidated Financial Statements).

During the first quarter 2024, we revised our estimate of when some vesting targets are expected to be achieved. This change in estimate resulted in an increase of $1.2 million in stock-based compensation expense during the six months ended June 30, 2024. We expect to recognize approximately $31.9 million in stock-based compensation expense during the remainder of 2024.

Fair Value Measurements

The fair value of financial assets and liabilities, except for the investment funds sponsored by LSV, is determined in accordance with the fair value hierarchy. The fair value of the investment funds sponsored by LSV is measured using the net asset value per share (NAV) as a practical expedient. The fair value of all other financial assets are determined using Level 1 or Level 2 inputs and consist mainly of investments in equity or fixed-income mutual funds that are quoted daily and Government National Mortgage Association (GNMA) and other U.S. government agency securities that are single issuer pools that are valued based on current market data of similar assets. Level 3 financial liabilities at June 30, 2024 and December 31, 2023 consist entirely of the estimated fair value of the contingent consideration resulting from an acquisition (See Note 12 to the Consolidated Financial Statements).

Regulatory Matters

Like many firms operating within the financial services industry, we are experiencing a complex and changing regulatory environment across our markets. Our current scale and reach as a provider to the financial services industry, the introduction and implementation of new solutions for our financial services industry clients, the increased regulatory oversight of the financial services industry generally, new laws and regulations affecting the financial services industry and ever-changing regulatory interpretations of existing laws and regulations, and a greater propensity of regulators to pursue enforcement actions and other sanctions against regulated entities, have made this an increasingly challenging and costly regulatory environment in which to operate.

SEI and some of our regulated subsidiaries have undergone or been scheduled to undergo a range of periodic or thematic reviews, examinations or investigations by numerous regulatory authorities around the world, including the Office of the Comptroller of the Currency, the Securities and Exchange Commission, the Financial Industry Regulatory Authority, the Financial Conduct Authority of the United Kingdom (FCA), the Central Bank of Ireland and others. These regulatory activities typically result in the identification of matters or practices to be addressed by us or our subsidiaries and, in certain circumstances, the regulatory authorities require remediation activities or pursue enforcement proceedings against us or our subsidiaries. From time to time, the regulators in different jurisdictions will elevate their level of scrutiny of our operations as our business expands or is deemed critical to the operations of the relevant financial markets. As described under the caption “Regulatory Considerations” in our Annual Report on Form 10-K, the range of possible sanctions that are available to regulatory authorities include limitations on our ability to engage in business for specified periods of time, the revocation of registration, censures and fines. The direct and indirect costs of responding to these regulatory activities and of complying with new or modified regulations, as well as the potential financial costs and potential reputational impact against us of any enforcement proceedings that might result, is uncertain but could have a material adverse impact on our operating results or financial position.

Liquidity and Capital Resources


	Six Months Ended June 30,
	2024		2023
Net cash provided by operating activities	$	227,030	$	182,454
Net cash used in investing activities	(61,082)		(25,809)
Net cash used in financing activities	(229,687)		(239,465)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(2,667)		6,812
Net decrease in cash, cash equivalents and restricted cash	(66,406)		(76,008)
Cash, cash equivalents and restricted cash, beginning of period	834,998		853,359
Cash, cash equivalents and restricted cash, end of period	$	768,592	$	777,351

Our credit facility provides for borrowings up to $325.0 million and is scheduled to expire in April 2026 (See Note 6 to the Consolidated Financial Statements). As of July 17, 2024, we had outstanding letters of credit of $4.9 million which reduced the amount available under the credit facility. These letters of credit were primarily issued for the expansion of the corporate headquarters and are due to expire in late 2024. As of July 17, 2024, the amount of the credit facility available for corporate purposes was $320.1 million.

The availability of the credit facility is subject to compliance with certain covenants set forth in the agreement. The credit facility contains covenants which restrict our ability to engage in transactions with affiliates other than wholly-owned

subsidiaries or to incur liens or certain types of indebtedness as defined in the agreement. In the event of a default under the credit facility, we would also be restricted from paying dividends on, or repurchasing our common stock. Currently, our ability to borrow from the credit facility is not limited by any covenant of the agreement (See Note 6 to the Consolidated Financial Statements).

The majority of excess cash reserves are primarily placed in accounts located in the United States that invest entirely in SEI-sponsored money market mutual funds denominated in the U.S. dollar. We also utilize demand deposit accounts or money market accounts at several large, well-established financial institutions located in the United States. The institutions we utilize have not indicated any stability issues regarding the ability to honor current or future deposit obligations to their customers. Accounts used to manage these excess cash reserves do not impose any restrictions or limitations that would prevent us from being able to access such cash amounts immediately. As of July 17, 2024, the amount of cash and cash equivalents considered free and immediately accessible for other general corporate purposes was $424.2 million.

Cash and cash equivalents include accounts managed by subsidiaries that are used in their operations or to cover specific business and regulatory requirements. The availability of this cash for other purposes beyond the operations of these subsidiaries may be limited. We therefore do not include accounts of foreign subsidiaries in the calculation of free and immediately accessible cash for other general corporate purposes. A portion of the undistributed earnings of foreign subsidiaries are deemed repatriated. Any subsequent transfer of available cash related to the repatriated earnings of foreign subsidiaries could significantly increase free and immediately accessible cash.

Cash flows from operations increased $44.6 million in the first six months of 2024 compared to the first six months of 2023 primarily from the increase in net income. The negative impact from the change in working capital accounts, primarily due to increased client receivables, partially offset the increase in cash flows from operations.

Net cash used in investing activities includes:

•Purchases, sales and maturities of marketable securities. Purchases, sales and maturities of marketable securities in the first six months of 2024 and 2023 were as follows:


	Six Months Ended June 30,
	2024		2023
Purchases	$	(102,895)	$	(48,046)
Sales and maturities	82,241		61,722
Net investing activities from marketable securities	$	(20,654)	$	13,676

See Note 5 to the Consolidated Financial Statements for more information related to marketable securities.

•The capitalization of costs incurred in developing computer software. We capitalized $12.7 million of software development costs in the first six months of 2024 as compared to $18.0 million in the first six months of 2023. Software development costs are principally related to significant enhancements for the expanded functionality of the SEI Wealth Platform and a new platform for the Investment Managers segment.

•Capital expenditures. Capital expenditures in the first six months of 2024 were $20.8 million as compared to $16.5 million in the first six months of 2023. Expenditures in 2024 and 2023 include capital outlays for purchased software and equipment for data center operations. We continue to evaluate improvements to our information technology infrastructure which, if implemented, will result in additional expenditures for purchased software and equipment for data center operations.

•Other investing activities. In February 2024, we made a strategic investment of $10.0 million in an innovation platform for wealth management.

Net cash used in financing activities includes:

•The repurchase of common stock. Our Board of Directors has authorized the repurchase of common stock through multiple authorizations. Currently, there is no expiration date for the common stock repurchase program. We had total capital outlays of $163.8 million during the first six months of 2024 and $156.2 million during the first six months of 2023 for the repurchase of common stock.

•Proceeds from the issuance of common stock. We received $54.4 million and $32.4 million in proceeds from the issuance of common stock during the first six months of 2024 and 2023, respectively. These proceeds were primarily from stock option exercise activity.

•Dividend payments. Cash dividends paid were $120.3 million in the first six months of 2024 as compared to $114.8 million in the first six months of 2023.

Cash Requirements

Cash requirements and liquidity needs are primarily funded through cash flow from operations and our capacity for additional borrowing. At June 30, 2024, unused sources of liquidity consisted of cash and cash equivalents and the amount available under our credit facility.

We are obligated to make payments in connection with the credit facility, operating leases, maintenance contracts and other commitments. We believe our operating cash flow, available borrowing capacity, and existing cash and cash equivalents will provide adequate funds for these obligations and ongoing operations. We currently anticipate that our available funds and cash flow from operations will be sufficient to meet our operational cash needs and fund our stock repurchase program for at least the next 12 months and for the foreseeable future.

Forward-Looking Information and Risk Factors

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Certain information contained in this discussion is or may be considered forward-looking. Forward-looking statements relate to future operations, strategies, financial results or other developments. Forward-looking statements are based upon estimates and assumptions that involve certain risks and uncertainties, many of which are beyond our control or are subject to change. Although we believe our assumptions are reasonable, they could be inaccurate. Our actual future revenues and income could differ materially from our expected results. We have no obligation to publicly update or revise any forward-looking statements.

Among the risks and uncertainties which may affect our future operations, strategies, financial results or other developments are those risks described in our latest Annual Report on Form 10-K in Part I, Item 1A. These risks include the following:

•changes in capital markets and significant changes in the value of financial instruments that may affect our revenues and earnings;

•product development risk;

•risk of failure by a third-party service provider;

•pricing pressure from increased competition, disruptive technology and poor investment performance;

•the affect on our earnings and cashflows from the performance of LSV Asset Management;

•consolidation within our target markets;

•external factors affecting the fiduciary management market;

•software defects, development delays or installation difficulties, which would harm our business and reputation and expose us to potential liability;

•data and cyber security risks;

•risk of the disclosure and misuse of personal data;

•risk of outages, data losses, and disruptions of services;

•intellectual property risks;

•third-party service providers in our operations;

•poor investment performance of our investment products or a client preference for products other than those which we offer or for products that generate lower fees;

•investment advisory contracts which may be terminated or may not be renewed on favorable terms;

•the effect of governmental regulation;

•our ability to meet competing and/or conflicting regulatory requirements of the different jurisdictions;

•our ability to address conflicts of interest appropriately;

•fiduciary or other legal liability for client losses from our investment management operations;

•the results of commercial disputes, litigation and regulatory examinations and investigations;

•effective business strategies;

•our ability to capture the expected value from acquisitions, divestitures, joint ventures, minority investments or strategic alliances;

•increased costs and regulatory risks from the growth of our business;

•operational risks associated with the processing of investment transactions;

•disruptions of operations of other participants in the global financial system;

•our ability to hire and retain qualified employees;

•the competence and integrity of our employees and third-parties;

•our ability to receive dividends or other payments in needed amounts from our subsidiaries;

•changes in, or interpretation of, accounting principles or tax rules and regulations;

•fluctuations in foreign currency exchange rates;

•fluctuations in interest rates affecting the value of our fixed-income investment securities;

•financial and non-financial covenants which may restrict our ability to manage liquidity needs;

•stockholder activism efforts;

•retention of executive officers and senior management personnel;

•the effectiveness of our business, risk management and business continuity strategies, models and processes;

•unforeseen or catastrophic events, including the emergence of pandemic, extreme weather events or other natural disasters;

•geopolitical unrest and other events;

•climate change concerns and incidents; and

•environmental, social, and governance (ESG) matters.

We conduct operations through many regulated wholly-owned subsidiaries. These subsidiaries include:

•SEI Investments Distribution Co., or SIDCO, a broker-dealer registered with the SEC under the Securities Exchange Act of 1934 and a member of the Financial Industry Regulatory Authority, Inc., or FINRA;

•SEI Investments Management Corporation, or SIMC, an investment advisor registered with the SEC under the Investment Advisers Act of 1940 and with the Commodity Futures Trading Commission, or CFTC, under the Commodity Exchange Act;

•SEI Private Trust Company, or SPTC, a limited purpose federal thrift chartered and regulated by the Office of the Comptroller of the Currency;

•SEI Trust Company, or STC, a Pennsylvania trust company, regulated by the Pennsylvania Department of Banking and Securities;

•SEI Institutional Transfer Agent, Inc., or SITA, a transfer agent registered with the SEC under the Securities Exchange Act of 1934;

•SEI Investments (Europe) Limited, or SIEL, an investment manager and financial institution subject to regulation by the Financial Conduct Authority of the United Kingdom;

•SEI Investments Canada Company, or SEI Canada, an investment fund manager that has various other capacities that is regulated by the Ontario Securities Commission and various provincial authorities;

•SEI Investments Global, Limited, or SIGL, a management company for Undertakings for Collective Investment in Transferable Securities, or UCITS, and for Alternative Investment Funds, or AIFs, that is regulated primarily by the Central Bank of Ireland, or CBI;

•SEI Investments - Global Fund Services, Ltd., or GFSL, an authorized provider of administration services for Irish and non-Irish collective investment schemes that is regulated by the CBI;

•SEI Investments - Depositary and Custodial Services (Ireland) Limited, or D&C, an authorized provider of depositary and custodial services that is regulated by the CBI;

•SEI Investments - Luxembourg S.A., or SEI Lux, a professional of the specialized financial sector subject to regulation by the Commission de Surveillance du Secteur Financier of the Grand Duchy of Luxembourg;

•SEI Investments Global (Cayman), Ltd., a full mutual fund administrator that is regulated by the Cayman Island Monetary Authority; and

•SEI Investments (South Africa) (PTY) Limited, a Private Company that is a licensed Financial Service Provider regulated by the Financial Sector Conduct Authority.

In addition to the regulatory authorities listed above, our subsidiaries are subject to the jurisdiction of regulatory authorities in other foreign countries. In addition to our wholly-owned subsidiaries, we also own a minority interest of approximately 38.6% in LSV, which is also an investment advisor registered with the SEC.

The Company, its regulated subsidiaries, their regulated services and solutions and their customers are all subject to extensive legislation, regulation, and supervision that recently has been subject to, and continues to experience,

significant change and increased regulatory activity. These changes and regulatory activities could have a material adverse effect on us and our clients.

The various governmental agencies and self-regulatory authorities that regulate or supervise the Company and its subsidiaries have broad administrative powers. In the event of a failure to comply with laws, regulations, and requirements of these agencies and authorities, the possible business process changes required or sanctions that may be imposed include the suspension of individual employees, limitations on our ability to engage in business for specified periods of time, the revocation of applicable registration as a broker-dealer, investment advisor or other regulated entity, and, as the case may be, censures and fines. Additionally, certain securities and banking laws applicable to us and our subsidiaries provide for certain private rights of action that could give rise to civil litigation. Any litigation could have significant financial and non-financial consequences including monetary judgments and the requirement to take action or limit activities that could ultimately affect our business.

Governmental scrutiny from regulators, legislative bodies, and law enforcement agencies with respect to matters relating to our regulated subsidiaries and their activities, services and solutions, our business practices, our past actions and other matters has increased dramatically in the past several years. Responding to these examinations, investigations, actions, and lawsuits, regardless of the ultimate outcome of the proceeding, is time consuming and expensive and can divert the time and effort of our senior management from our business. Penalties, fines and changes to business processes sought by regulatory authorities have increased substantially over the last several years, and certain regulators have been more likely in recent years to commence enforcement actions or to advance or support legislation targeted at the financial services industry. We continue to be subject to inquiries from examinations and investigations by supervisory and enforcement divisions of regulatory authorities and expect this to continue in the future. We believe this is also the case with many of our regulated clients. Governmental scrutiny and legal and enforcement proceedings can also have a negative impact on our reputation, our relationship with clients and prospective clients, and on the morale and performance of our employees, which could adversely affect our businesses and results of operations.

We are subject to U.S. and foreign anti-money laundering and financial transparency laws that require implementation of regulations applicable to financial services companies, including standards for verifying client identification and monitoring client transactions and detecting and reporting suspicious activities. We offer investment and banking solutions that also are subject to regulation by the federal and state securities and banking authorities, as well as foreign regulatory authorities, where applicable. Existing or future regulations that affect these solutions could lead to a reduction in sales of these solutions or require modifications of these solutions.

We must comply with economic sanctions and embargo programs administered by the Office of Foreign Assets Control (OFAC) and similar national and multinational bodies and governmental agencies outside the United States, as well as anti-corruption and anti-money laundering laws and regulations throughout the world. We can incur higher costs and face greater compliance risks in structuring and operating our businesses to comply with these requirements. Furthermore, a violation of a sanction or embargo program or anti-corruption or anti-money laundering laws and regulations could subject us and our subsidiaries, and individual employees, to regulatory enforcement actions as well as significant civil and criminal penalties.

Our businesses are also subject to privacy and data protection information security legal requirements concerning the use and protection of certain personal information. These include those adopted pursuant to the Gramm-Leach-Bliley Act and the Fair and Accurate Credit Transactions Act of 2003 in the United States, the General Data Protection Regulation (GDPR) in the EU, Canada’s Personal Information Protection and Electronic Documents Act, the Cayman Islands' Data Protection Law, and various other laws. Privacy and data security legislation is a priority issue in many states and localities in the United States, as well as foreign jurisdictions outside of the EU. For example, California enacted the California Consumer Privacy Act (CCPA) which broadly regulates the sale of the consumer information of California residents and grants California residents certain rights to, among other things, access and delete data about them in certain circumstances. Other states are considering similar proposals. Such attempts by the states to regulate have the potential to create a patchwork of differing and/or conflicting state regulations. Ensuring compliance under ever-evolving privacy legislation, such as GDPR and CCPA, is an ongoing commitment, which involves substantial costs.

Compliance with existing and future regulations and responding to and complying with recent increased regulatory activity affecting broker-dealers, investment advisors, investment companies, financial institutions, and their service providers could have a significant impact on us. We periodically undergo regulatory examinations and respond to regulatory inquiries and document requests. In addition, recent and continuing legislative activity in the United States and in other jurisdictions (including the European Union and the United Kingdom) have made and continue to make extensive changes to the laws regulating financial services firms. As a result of these examinations, inquiries, and requests, as a result of increased civil litigation activity, and as a result of these new laws and regulations, we engage legal counsel and other subject matter experts, review our compliance procedures, solution and service offerings, and business operations, and

make changes as we deem necessary or as may be required by the applicable authority. These additional activities and required changes may result in increased expense or may reduce revenues.

Our bank clients are subject to supervision by federal, state, and foreign banking and financial services authorities concerning the manner in which such clients purchase and receive our products and services. Our plan sponsor clients and our subsidiaries providing services to those clients are subject to supervision by the Department of Labor and compliance with employee benefit regulations. Investment advisor and broker-dealer clients are regulated by the SEC, state securities authorities, or FINRA. Existing or future regulations applicable to our clients may affect our clients’ purchase of our products and services.

In addition, see the discussion of governmental regulations in Item 1A “Risk Factors” in our latest Annual Report on Form 10-K for a description of the risks that the current regulatory regimes and proposed regulatory changes may present for our business.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Information required by this item is set forth under the captions "Our revenues and earnings are affected by changes in capital markets and significant changes in the value of financial instruments" and "Changes in interest rates may affect the value of our fixed-income investment securities" in Item 1A Risk Factors and under the caption "Sensitivity of our revenues and earnings to capital market fluctuations" 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 year ended December 31, 2023. There have been no material changes to this information as it is disclosed in our Annual Report on Form 10-K for 2023.

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this report are effective in ensuring that information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer’s management including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. A controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls systems are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

(b) Change in Internal Control over Financial Reporting

No change in our internal control over financial reporting occurred during the quarter ended June 30, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

The information required by this Item is incorporated by reference from Note 11 – “Legal Proceedings” included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors.

Information regarding risk factors appears in Part I – Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. There have been no material changes in the risk factors from those disclosed in the Annual Report on Form 10-K for 2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

(e) Our Board of Directors has authorized the repurchase of up to $5.828 billion worth of our common stock through multiple authorizations through June 30, 2024. Currently, there is no expiration date for the common stock repurchase program.

Information regarding the repurchase of common stock during the three months ended June 30, 2024 is as follows:


Period	Total Number of Shares Purchased	Average Price Paid per Share (1)		Total Number of Shares Purchased as Part of Publicly Announced Program	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program
April 2024	75,000	$	66.37	75,000	$	221,099,000
May 2024	873,000	67.66		873,000	162,002,000
June 2024	700,000	65.94		700,000	115,843,000
Total	1,648,000	$	66.87	1,648,000

(1) Average price paid per share does not include excise tax on stock repurchases.

Item 5. Other Information.

On July 23, 2024, the Board of Directors of the Company approved an amendment to the SEI Investments Company Employee Stock Purchase Plan (the “Plan”), as amended and restated as of April 21, 2020, to permit participants in the Plan, under certain circumstances described in such amendment to the Plan, all of which would occur only following the termination of such participant’s employment with the Company, to sell the shares acquired through the Plan prior to the first anniversary of the offering date of such shares under the Plan. This summary of the amendment to the Plan does not purport to be complete and is qualified in its entirety by reference to the full text of such amendment, which is attached as Exhibit 10.3 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.

During the three months ended June 30, 2024, none of our officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement" (as defined in Item 408 (c) of Regulation S-K).

Item 6. Exhibits.

The following is a list of exhibits filed as part of the Form 10-Q.



10.1			Form of 2024 Omnibus Equity Compensation Plan Restricted Stock Unit Award Notice and Agreement.

10.2			Form of 2024 Omnibus Equity Compensation Plan Nonqualified Stock Option Award Notice and Agreement.

10.3			Amendment No. 1 to the SEI Investments Company Employee Stock Purchase Plan, dated as of July 23, 2024

31.1			Rule 13a-15(e)/15d-15(e) Certification of Principal Executive Officer.

31.2			Rule 13a-15(e)/15d-15(e) Certification of Principal Financial Officer.

32			Section 1350 Certifications.

101.INS			XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH			XBRL Taxonomy Extension Schema Document

101.CAL			XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF			XBRL Taxonomy Extension Definition Linkbase Document

101.LAB			XBRL Taxonomy Extension Label Linkbase Document

101.PRE			XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

SEI INVESTMENTS COMPANY

Date:

July 26, 2024

By:

/s/ Sean J. Denham

Sean J. Denham

Chief Financial Officer

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SEI Investments (SEIC) 10-Q2024 Q2 Quarterly report

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