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    Tradeweb Reports Fourth Quarter and Full Year 2024 Financial Results

    2/6/25 6:05:00 AM ET
    $TW
    Investment Bankers/Brokers/Service
    Finance
    Get the next $TW alert in real time by email

    Quarterly Cash Dividend Raised by 20.0% to $0.12 Per Share

    Tradeweb Markets Inc. (NASDAQ:TW), a leading, global operator of electronic marketplaces for rates, credit, equities and money markets, today reported financial results for the fourth quarter and full year ended December 31, 2024.

    $463.3 million quarterly revenues increased 25.2% (25.5% on a constant currency basis) compared to prior year period

    $2.3 trillion average daily volume ("ADV") for the quarter, an increase of 36.7% compared to prior year period; quarterly ADV records in U.S. government bonds, mortgages and global repurchase agreements; record 7.9% share of fully electronic U.S. high yield TRACE

    $159.9 million net income and $181.2 million adjusted net income for the quarter, increases of 54.2% and 19.2% respectively from prior year period

    52.8% adjusted EBITDA margin and $244.7 million adjusted EBITDA for the quarter, compared to 53.0% and $195.9 million respectively for prior year period

    $0.66 diluted earnings per share ("Diluted EPS") and $0.76 adjusted diluted earnings per share for the quarter

    $0.12 per share quarterly cash dividend declared, a 20.0% per share increase from prior year period

    Billy Hult, CEO of Tradeweb:

    "2024 was a banner year for Tradeweb, marking our 25th consecutive year of record annual revenues. This achievement reflects our commitment to growing our geographical footprint, entering new markets and client channels through organic and inorganic collaborations, and consistently delivering value to our clients. The year culminated with a strong fourth quarter, driven in part by a favorable market environment that created additional tailwinds for our global business. Our strong performance in the fourth quarter was highlighted by ADV records across money markets and rates, as well as record share of fully electronic U.S. high yield TRACE.

    We forged key partnerships in the fourth quarter, becoming the first strategic partner to Goldman Sachs for its GS DAP technology platform, and collaborating with the Tokyo Stock Exchange to provide institutional investors with better access to liquidity in Japanese ETFs. What's more, we celebrated major milestones, such as the 10-year anniversary of our U.S. Credit platform and five years since the launch of portfolio trading in European Credit.

    We also continued to strengthen our global reach, appointing Enrico Bruni and Troy Dixon as Co-Heads of Global Markets in newly created leadership roles. As we close this remarkable year, I am energized by the opportunities ahead and look forward to collaborating with our clients to reach new heights in 2025."

    SELECT FINANCIAL RESULTS

     

    4Q24

     

     

    4Q23

     

    Change

    Constant

    Currency

    Change (1)

    (dollars in thousands except per share amounts)(Unaudited)

    GAAP Financial Measures

    Total revenue

    $

    463,344

     

    $

    370,000

     

    25.2

    %

    25.5

    %

    Rates

    $

    240,192

     

    $

    191,743

     

    25.3

    %

    25.8

    %

    Credit

    $

    113,572

     

    $

    104,267

     

    8.9

    %

    9.1

    %

    Equities

    $

    28,749

     

    $

    26,056

     

    10.3

    %

    10.6

    %

    Money Markets

    $

    44,258

     

    $

    16,606

     

    166.5

    %

    165.5

    %

    Market Data

    $

    30,011

     

    $

    25,908

     

    15.8

    %

    15.9

    %

    Other

    $

    6,562

     

    $

    5,420

     

    21.1

    %

    21.0

    %

    Net income

    $

    159,942

     

    $

    103,741

     

    54.2

    %

     

     

    Net income attributable to Tradeweb Markets Inc. (2)

    $

    142,210

     

    $

    89,314

     

    59.2

    %

    Diluted EPS

    $

    0.66

     

    $

    0.42

     

    57.1

    %

     

     

    Net income margin

     

    34.5

    %

     

    28.0

    %

    +648

    bps

     

     

    Non-GAAP Financial Measures

    Adjusted EBITDA (1)

    $

    244,743

     

    $

    195,943

     

    24.9

    %

    25.0

    %

    Adjusted EBITDA margin (1)

     

    52.8

    %

     

    53.0

    %

    -14

    bps

    -20

    bps

    Adjusted EBIT (1)

    $

    227,347

     

    $

    180,957

     

    25.6

    %

    25.8

    %

    Adjusted EBIT margin (1)

     

    49.1

    %

     

    48.9

    %

    +16

    bps

    +11

    bps

    Adjusted Net Income (1)

    $

    181,183

     

    $

    151,937

     

    19.2

    %

    19.4

    %

    Adjusted Diluted EPS (1)

    $

    0.76

     

    $

    0.64

     

    18.8

    %

    18.8

    %

    (1)

     

    Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted Net Income, Adjusted Diluted EPS and constant currency change are non-GAAP financial measures. See "Non-GAAP Financial Measures" below and the attached schedules for additional information and reconciliations of such non-GAAP financial measures.

    (2)

     

    Represents net income less net income attributable to non-controlling interests.

    ADV (US $bn)

    (Unaudited)

    Asset Class

    Product

     

    4Q24

     

    4Q23

    YoY

    Rates

    Cash

    $

    509

    $

    398

    27.9

    %

     

    Derivatives

     

    744

     

    690

    7.9

    %

     

    Total

     

    1,253

     

    1,087

    15.2

    %

    Credit

    Cash

     

    15

     

    14

    3.2

    %

     

    Derivatives

     

    13

     

    10

    27.9

    %

     

    Total

     

    27

     

    24

    13.3

    %

    Equities

    Cash

     

    11

     

    11

    1.9

    %

     

    Derivatives

     

    12

     

    12

    (1.4

    )%

     

    Total

     

    24

     

    24

    0.1

    %

    Money Markets

    Cash

     

    988

     

    541

    82.5

    %

     

    Total

     

    988

     

    541

    82.5

    %

     

    Total

    $

    2,292

    $

    1,677

    36.7

    %

    DISCUSSION OF RESULTS: FOURTH QUARTER 2024

    Rates – Revenues of $240.2 million in the fourth quarter of 2024 increased 25.3% compared to prior year period (increased 25.8% on a constant currency basis). Rates ADV was up 15.2% from prior year period, driven by record ADV in U.S. government bonds and mortgages, as well as strong year-over-year growth in swaps/swaptions < 1-year. The addition of r8fin continued to contribute to wholesale volumes. European government bonds reported a 18.6% ADV increase from prior year period, driven by increased client adoption of our diverse trading protocols. Mortgages reached record ADV, up 22.0% from prior year period, driven by strong specified pool volumes and to-be-announced ("TBA") volumes, which were largely supported by elevated roll trading activity.

    Credit – Revenues of $113.6 million in the fourth quarter of 2024 increased 8.9% compared to prior year period (increased 9.1% on a constant currency basis). Credit ADV was up 13.3% from prior year period, driven by strong activity in credit derivatives and U.S. credit volumes, including record ADV in fully electronic U.S. high yield credit. U.S. credit ADV was up 23.7% from prior year period, reflecting continued client adoption across Tradeweb products and protocols, including request-for-quote ("RFQ"), Tradeweb AllTrade® and portfolio trading. European Credit ADV was up 11.6% from prior year period, driven by robust activity across a wide range of protocols including Tradeweb's Automated Intelligent Execution tool ("AiEX"), Tradeweb AllTrade® and our unique dealer selection tool, SNAP IOI. We reported 18.3% share of fully electronic U.S. high grade TRACE, up 102 basis points (bps) from prior year period, and a record 7.9% share of fully electronic U.S. high yield TRACE, up 120 bps from prior year period.

    Equities – Revenues of $28.7 million in the fourth quarter of 2024 increased 10.3% compared to prior year period (increased 10.6% on a constant currency basis). Equities ADV remained relatively flat, up 0.1% from prior year period. Volumes were driven by higher European ETF volumes and an increased number of clients utilizing our RFQ offering.

    Money Markets – Revenues of $44.3 million in the fourth quarter of 2024 increased 166.5% compared to prior year period (increased 165.5% on a constant currency basis). Money Markets ADV was up 82.5% from prior year period, primarily driven by contributions from the August 1, 2024 acquisition of ICD and record ADV in global repurchase agreements, which was led by increased client activity across the platform.

    Market Data – Revenues of $30.0 million in the fourth quarter of 2024 increased 15.8% compared to prior year period (increased 15.9% on a constant currency basis). The increase was derived primarily from increased LSEG market data fees from our market data agreement that was amended effective as of November 1, 2023, as well as an increase in proprietary third party market data revenue.

    Other – Revenues of $6.6 million in the fourth quarter of 2024 increased 21.1% compared to prior year period (increased 21.0% on a constant currency basis).

    Operating Expenses of $274.8 million in the fourth quarter of 2024 increased 20.3% compared to $228.4 million in the prior year period, primarily due to an increase in employee compensation and benefits as a result of increases in headcount to support our continued growth and an increase in incentive compensation expense tied to our financial performance, an increase in depreciation and amortization expense primarily related to the assets acquired in connection with the 2024 acquisitions of ICD and r8fin and an increase in technology and communication expense due to continued investment in our data strategy and infrastructure and increased clearance and data fees driven primarily by higher trading volumes from prior year period. Given the strong environment to invest for long-term growth, during the fourth quarter of 2024, we also accelerated certain discretionary investments in marketing, consulting, digital assets and client relationship development.

    Adjusted Expenses of $236.0 million in the fourth quarter of 2024 increased 24.8% (increased 25.2% on a constant currency basis) compared to prior year period primarily due to an increase in employee compensation and benefits as a result of increases in headcount to support our continued growth and an increase in incentive compensation expense tied to our financial performance and an increase in technology and communication expense due to continued investment in our data strategy and infrastructure and increased clearance and data fees driven primarily by higher trading volumes from prior year period. Given the strong environment to invest for long-term growth, during the fourth quarter of 2024, we also accelerated certain discretionary investments in marketing, consulting, digital assets and client relationship development. Please see "Non-GAAP Financial Measures" below for additional information.

    DISCUSSION OF RESULTS: FULL-YEAR 2024

    Tradeweb recorded its 25th consecutive year of record annual revenues for the year ended December 31, 2024, as total revenues increased 29.0% (the same on a constant currency basis) to $1.7 billion compared to full year 2023. Revenue was driven by ADV of more than $2.2 trillion and record ADV activity in each of the following: U.S. government bonds, European government bonds, swaps/swaptions ≥ 1-year and mortgages, as well as record ADV in and share of fully electronic U.S. high grade credit. Net income increased 35.9% to $570.0 million for the year ended December 31, 2024, compared to $419.5 million in 2023. Adjusted EBITDA margin increased to 53.3% for the year ended December 31, 2024 compared to 52.4% in 2023, representing an increase of 91 bps from prior year period (+80 bps on a constant currency basis). Diluted EPS increased 36.3% from prior year period to $2.33 for the year ended December 31, 2024. Adjusted Diluted EPS increased 29.2% from prior year period to $2.92 for the year ended December 31, 2024.

    RECENT HIGHLIGHTS

    January 2025

    • The U.S. Securities and Exchange Commission (SEC) approved the registration of Tradeweb's swap execution facility, TW SEF LLC, as a security-based swap execution facility (SBSEF) under the SEC's new Regulation SE.

    Fourth Quarter 2024

    • Appointed Enrico Bruni and Troy Dixon to the newly-created roles of Co-Heads of Global Markets, effective January 2025.
    • Announced Tradeweb's collaboration with Tokyo Stock Exchange ("TSE") to offer institutional investors enhanced access to liquidity in Japanese ETFs.
    • Celebrated the 10-year anniversary of the launch of Tradeweb's U.S. Credit platform and the five-year anniversary of the launch of portfolio trading in European Credit.
    • Announced that Tradeweb FTSE benchmark closing prices for U.S. Treasuries, UK Gilts and European Government Bonds will be included in FTSE Russell's premiere World Government Bond Index ("WGBI").
    • Became the first strategic partner for Goldman Sachs' GS DAP platform, introducing our trading and liquidity capabilities across fixed income to help bring new commercial use cases to GS DAP.
    • Recognized in numerous awards celebrating our company, as well as our outstanding and diverse talent, including: America's Best Companies 2025 (Forbes); European Women in Finance Awards, Excellence in Trading Platforms - Alessandra Stagliano (Markets Media); U.S. Women in Finance Awards, Rising Star - Bridget Silver (Markets Media); U.S. Women in Finance Awards, CFO of the Year - Sara Furber (Markets Media); 100 Most Influential Women in European Finance - Nawel Khelil (Financial News); RFQ Platform of the Year, ETF Stream Awards (ETF Stream)

    CAPITAL MANAGEMENT

    • $1.3 billion in cash and cash equivalents and an undrawn $500.0 million credit facility at December 31, 2024
    • Cash capital expenditures and capitalized software development in the fourth quarter 2024 of $38.0 million and $88.9 million in full-year 2024
    • Free cash flow for the year ended December 31, 2024 of $808.9 million, up 18.2% compared to prior year period. See "Non-GAAP Financial Measures" for additional information
    • During the year ended December 31, 2024, as part of its share repurchase program, Tradeweb purchased a total of 478,915 shares of Class A common stock, at an average price of $125.07, for purchases totaling $59.9 million. During the fourth quarter of 2024, Tradeweb purchased a total of 264,120 shares of Class A common stock, at an average price of $132.11, for purchases totaling $34.9 million. As of December 31, 2024, a total of $179.9 million remained available for repurchase pursuant to the current share repurchase program authorization
    • $1.6 million in shares of Class A common stock were withheld in the fourth quarter of 2024 and $48.0 million in shares of Class A common stock were withheld in the full-year 2024 to satisfy tax obligations related to the exercise of stock options and vesting of restricted stock units and performance-based restricted stock units held by employees
    • The Board of Directors declared a quarterly cash dividend of $0.12 per share of Class A common stock and Class B common stock, a 20.0% per share increase from prior year. This dividend will be payable on March 17, 2025 to stockholders of record as of March 3, 2025

    OTHER MATTERS

    Full-Year 2025 Guidance*

    • Adjusted Expenses: $970 - 1,030 million
    • Acquisition and Refinitiv Transaction related depreciation and amortization expense: $176 million
    • Assumed non-GAAP tax rate: ~24.5% - 25.5%
    • Cash capital expenditures and capitalized software development: ~ $99 - 109 million
    • LSEG Market Data Contract Revenue: ~$90 million

    LSEG Market Data Contract Revenue guidance is unchanged from the prior quarter guidance.

    *GAAP operating expenses and tax rate guidance are not provided due to the inherent difficulty in quantifying certain amounts due to a variety of factors including the unpredictability in the movement of foreign currency rates. Expense guidance assumes an average 2025 Sterling/US$ foreign exchange rate of 1.28.

    CONFERENCE CALL

    Tradeweb Markets will hold a conference call to discuss fourth quarter and full year 2024 results starting at 9:30 AM EST today, February 6, 2025. A live, audio webcast of the conference call along with related presentation materials will be available at https://investors.tradeweb.com/events-and-presentations.

    • To join the call via audio webcast, click here: https://edge.media-server.com/mmc/p/cw4zesjo/
    • To join the call via phone, please register in advance here: https://register.vevent.com/register/BI82aeb5b6b0af4127af700cf95f163d3b. Registered participants will receive an email confirmation with a unique PIN to access the conference call.

    An archived recording of the call will be available afterward at https://investors.tradeweb.com.

    ABOUT TRADEWEB MARKETS

    Tradeweb Markets Inc. (NASDAQ:TW) is a leading, global operator of electronic marketplaces for rates, credit, equities and money markets. Founded in 1996, Tradeweb provides access to markets, data and analytics, electronic trading, straight-through-processing and reporting for more than 50 products to clients in the institutional, wholesale, retail and corporates markets. Advanced technologies developed by Tradeweb enhance price discovery, order execution and trade workflows while allowing for greater scale and helping to reduce risks in client trading operations. Tradeweb serves more than 3,000 clients in more than 85 countries. On average, Tradeweb facilitated more than $2.2 trillion in notional value traded per day over the past four fiscal quarters. For more information, please go to www.tradeweb.com.

    TRADEWEB MARKETS INC.

    CONSOLIDATED STATEMENTS OF INCOME

    (UNAUDITED)

     

     

     

    Quarter Ended December 31,

     

    Year Ended December 31,

     

     

     

    2024

     

     

     

    2023

     

     

     

    2024

     

     

     

    2023

     

    Revenues

     

    (dollars in thousands, except per share amounts)

    Transaction fees and commissions

     

    $

    384,128

     

     

    $

    301,800

     

     

    $

    1,423,547

     

     

    $

    1,078,344

     

    Subscription fees

     

     

    55,026

     

     

     

    47,489

     

     

     

    206,659

     

     

     

    183,972

     

    LSEG market data fees

     

     

    20,552

     

     

     

    17,821

     

     

     

    82,145

     

     

     

    64,336

     

    Other

     

     

    3,638

     

     

     

    2,890

     

     

     

    13,598

     

     

     

    11,567

     

    Total revenue

     

     

    463,344

     

     

     

    370,000

     

     

     

    1,725,949

     

     

     

    1,338,219

     

     

     

     

     

     

     

     

     

     

    Expenses

     

     

     

     

     

     

     

     

    Employee compensation and benefits

     

     

    152,206

     

     

     

    125,872

     

     

     

    592,690

     

     

     

    460,305

     

    Depreciation and amortization

     

     

    62,854

     

     

     

    47,500

     

     

     

    219,999

     

     

     

    185,350

     

    Technology and communications

     

     

    28,728

     

     

     

    21,505

     

     

     

    98,568

     

     

     

    77,506

     

    General and administrative

     

     

    12,291

     

     

     

    19,803

     

     

     

    56,317

     

     

     

    51,495

     

    Professional fees

     

     

    13,574

     

     

     

    10,043

     

     

     

    60,132

     

     

     

    42,364

     

    Occupancy

     

     

    5,151

     

     

     

    3,647

     

     

     

    20,215

     

     

     

    15,930

     

    Total expenses

     

     

    274,804

     

     

     

    228,370

     

     

     

    1,047,921

     

     

     

    832,950

     

    Operating income

     

     

    188,540

     

     

     

    141,630

     

     

     

    678,028

     

     

     

    505,269

     

    Tax receivable agreement liability adjustment

     

     

    8,600

     

     

     

    (9,517

    )

     

     

    7,730

     

     

     

    (9,517

    )

    Interest income

     

     

    14,803

     

     

     

    20,952

     

     

     

    74,037

     

     

     

    67,397

     

    Interest expense

     

     

    (573

    )

     

     

    (667

    )

     

     

    (4,279

    )

     

     

    (2,047

    )

    Other income (loss), net

     

     

    (1,124

    )

     

     

    (11,100

    )

     

     

    (1,114

    )

     

     

    (13,122

    )

    Income before taxes

     

     

    210,246

     

     

     

    141,298

     

     

     

    754,402

     

     

     

    547,980

     

    Provision for income taxes

     

     

    (50,304

    )

     

     

    (37,557

    )

     

     

    (184,439

    )

     

     

    (128,477

    )

    Net income

     

     

    159,942

     

     

     

    103,741

     

     

     

    569,963

     

     

     

    419,503

     

    Less: Net income attributable to non-controlling interests

     

     

    17,732

     

     

     

    14,427

     

     

     

    68,456

     

     

     

    54,637

     

    Net income attributable to Tradeweb Markets Inc.

     

    $

    142,210

     

     

    $

    89,314

     

     

    $

    501,507

     

     

    $

    364,866

     

     

     

     

     

     

     

     

     

     

    Earnings per share attributable to Tradeweb Markets Inc. Class A and B common stockholders:

     

     

     

     

     

     

     

     

    Basic

     

    $

    0.67

     

     

    $

    0.42

     

     

    $

    2.35

     

     

    $

    1.73

     

    Diluted

     

    $

    0.66

     

     

    $

    0.42

     

     

    $

    2.33

     

     

    $

    1.71

     

    Weighted average shares outstanding:

     

     

     

     

     

     

     

     

    Basic

     

     

    213,039,958

     

     

     

    211,843,460

     

     

     

    213,030,056

     

     

     

    210,796,802

     

    Diluted

     

     

    215,043,352

     

     

     

    213,833,001

     

     

     

    214,924,763

     

     

     

    212,668,808

     

    TRADEWEB MARKETS INC.

    RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (UNAUDITED)

    Reconciliation of Net Income to Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EBIT and Adjusted EBIT Margin

     

    Quarter Ended December 31,

     

    Year Ended December 31,

     

     

    2024

     

     

     

    2023

     

     

     

    2024

     

     

     

    2023

     

     

     

    (dollars in thousands)

    Net income

     

    $

    159,942

     

     

    $

    103,741

     

     

    $

    569,963

     

     

    $

    419,503

     

    Merger and acquisition transaction and integration costs (1)

     

     

    1,071

     

     

     

    1,631

     

     

     

    22,823

     

     

     

    8,042

     

    Interest income

     

     

    (14,803

    )

     

     

    (20,952

    )

     

     

    (74,037

    )

     

     

    (67,397

    )

    Interest expense

     

     

    573

     

     

     

    667

     

     

     

    4,279

     

     

     

    2,047

     

    Depreciation and amortization

     

     

    62,854

     

     

     

    47,500

     

     

     

    219,999

     

     

     

    185,350

     

    Stock-based compensation expense (2)

     

     

    701

     

     

     

    987

     

     

     

    6,096

     

     

     

    2,947

     

    Provision for income taxes

     

     

    50,304

     

     

     

    37,557

     

     

     

    184,439

     

     

     

    128,477

     

    Foreign exchange (gains) / losses (3)

     

     

    (8,423

    )

     

     

    4,195

     

     

     

    (6,326

    )

     

     

    (47

    )

    Tax receivable agreement liability adjustment (4)

     

     

    (8,600

    )

     

     

    9,517

     

     

     

    (7,730

    )

     

     

    9,517

     

    Other (income) loss, net

     

     

    1,124

     

     

     

    11,100

     

     

     

    1,114

     

     

     

    13,122

     

    Adjusted EBITDA

     

    $

    244,743

     

     

    $

    195,943

     

     

    $

    920,620

     

     

    $

    701,561

     

    Less: Depreciation and amortization

     

     

    (62,854

    )

     

     

    (47,500

    )

     

     

    (219,999

    )

     

     

    (185,350

    )

    Add: D&A related to acquisitions and the Refinitiv Transaction (5)

     

     

    45,458

     

     

     

    32,514

     

     

     

    156,489

     

     

     

    127,731

     

    Adjusted EBIT

     

    $

    227,347

     

     

    $

    180,957

     

     

    $

    857,110

     

     

    $

    643,942

     

    Net income margin (6)

     

     

    34.5

    %

     

     

    28.0

    %

     

     

    33.0

    %

     

     

    31.3

    %

    Adjusted EBITDA margin (6)

     

     

    52.8

    %

     

     

    53.0

    %

     

     

    53.3

    %

     

     

    52.4

    %

    Adjusted EBIT margin (6)

     

     

    49.1

    %

     

     

    48.9

    %

     

     

    49.7

    %

     

     

    48.1

    %

    (1)

    Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration.

    (2)

    Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the quarter ended and year ended December 31, 2024, this adjustment also includes none and $2.7 million, respectively, of non-cash accelerated stock-based compensation expense and related payroll taxes associated with our former President and $0.6 million and $1.0 million, respectively, of non-cash stock-based compensation expense and related payroll taxes associated with RSAs and RSUs issued to help retain key ICD employees during the integration of ICD.

    (3)

    Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity's functional currency.

    (4)

    Represents income recognized during the applicable period due to changes in the tax receivable agreement liability recorded in the consolidated statement of financial condition as a result of, as applicable, changes in the mix of earnings, tax legislation and tax rates in various jurisdictions which impacted our tax savings.

    (5)

    Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction).

    (6)

    Net income margin, Adjusted EBITDA margin and Adjusted EBIT margin are defined as net income, Adjusted EBITDA and Adjusted EBIT, respectively, divided by revenue for the applicable period.

    Reconciliation of Net Income to Adjusted Net Income and Adjusted Diluted EPS

     

    Quarter Ended December 31,

     

    Year Ended December 31,

     

     

    2024

     

     

     

    2023

     

     

     

    2024

     

     

     

    2023

     

     

     

    (dollars in thousands, except per share amounts)

    Earnings per diluted share

     

    $

    0.66

     

     

    $

    0.42

     

     

    $

    2.33

     

     

    $

    1.71

     

    Net income attributable to Tradeweb Markets Inc.

     

    $

    142,210

     

     

    $

    89,314

     

     

    $

    501,507

     

     

    $

    364,866

     

    Net income attributable to non-controlling interests (1)

     

     

    17,732

     

     

     

    14,427

     

     

     

    68,456

     

     

     

    54,637

     

    Net income

     

     

    159,942

     

     

     

    103,741

     

     

     

    569,963

     

     

     

    419,503

     

    Provision for income taxes

     

     

    50,304

     

     

     

    37,557

     

     

     

    184,439

     

     

     

    128,477

     

    Merger and acquisition transaction and integration costs (2)

     

     

    1,071

     

     

     

    1,631

     

     

     

    22,823

     

     

     

    8,042

     

    D&A related to acquisitions and the Refinitiv Transaction (3)

     

     

    45,458

     

     

     

    32,514

     

     

     

    156,489

     

     

     

    127,731

     

    Stock-based compensation expense (4)

     

     

    701

     

     

     

    987

     

     

     

    6,096

     

     

     

    2,947

     

    Foreign exchange (gains) / losses (5)

     

     

    (8,423

    )

     

     

    4,195

     

     

     

    (6,326

    )

     

     

    (47

    )

    Tax receivable agreement liability adjustment (6)

     

     

    (8,600

    )

     

     

    9,517

     

     

     

    (7,730

    )

     

     

    9,517

     

    Other (income) loss, net

     

     

    1,124

     

     

     

    11,100

     

     

     

    1,114

     

     

     

    13,122

     

    Adjusted Net Income before income taxes

     

     

    241,577

     

     

     

    201,242

     

     

     

    926,868

     

     

     

    709,292

     

    Adjusted income taxes (7)

     

     

    (60,394

    )

     

     

    (49,305

    )

     

     

    (231,717

    )

     

     

    (173,777

    )

    Adjusted Net Income

     

    $

    181,183

     

     

    $

    151,937

     

     

    $

    695,151

     

     

    $

    535,515

     

    Adjusted Diluted EPS (8)

     

    $

    0.76

     

     

    $

    0.64

     

     

    $

    2.92

     

     

    $

    2.26

     

    (1)

    Represents the reallocation of net income attributable to non-controlling interests from the assumed exchange of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock.

    (2)

    Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration.

    (3)

    Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction).

    (4)

    Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the quarter ended and year ended December 31, 2024, this adjustment also includes none and $2.7 million, respectively, of non-cash accelerated stock-based compensation expense and related payroll taxes associated with our former President and $0.6 million and $1.0 million, respectively, of non-cash stock-based compensation expense and related payroll taxes associated with RSAs and RSUs issued to help retain key ICD employees during the integration of ICD.

    (5)

    Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity's functional currency.

    (6)

    Represents income recognized during the applicable period due to changes in the tax receivable agreement liability recorded in the consolidated statement of financial condition as a result of, as applicable, changes in the mix of earnings, tax legislation and tax rates in various jurisdictions which impacted our tax savings.

    (7)

    Represents corporate income taxes at an assumed effective tax rate of 25.0% applied to Adjusted Net Income before income taxes for the quarter and year ended December 31, 2024 and 24.5% for the quarter and year ended December 31, 2023.

    (8)

    For a summary of the calculation of Adjusted Diluted EPS, see "Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted Diluted Weighted Average Shares Outstanding and Adjusted Diluted EPS" below.

    The following table summarizes the calculation of Adjusted Diluted EPS for the periods presented:

    Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted Diluted Weighted Average Shares Outstanding and Adjusted Diluted EPS

     

    Quarter Ended December 31,

     

    Year Ended December 31,

     

     

    2024

     

     

    2023

     

     

    2024

     

     

    2023

    Diluted weighted average shares of Class A and Class B common stock outstanding

     

     

    215,043,352

     

     

    213,833,001

     

     

    214,924,763

     

     

    212,668,808

    Weighted average of other participating securities (1)

     

     

    249,907

     

     

    281,059

     

     

    165,565

     

     

    270,249

    Assumed exchange of LLC Interests for shares of Class A or Class B common stock (2)

     

     

    23,073,616

     

     

    23,079,809

     

     

    23,076,373

     

     

    23,902,379

    Adjusted diluted weighted average shares outstanding

     

     

    238,366,875

     

     

    237,193,869

     

     

    238,166,701

     

     

    236,841,436

    Adjusted Net Income (in thousands)

     

    $

    181,183

     

    $

    151,937

     

    $

    695,151

     

    $

    535,515

    Adjusted Diluted EPS

     

    $

    0.76

     

    $

    0.64

     

    $

    2.92

     

    $

    2.26

    (1)

    Represents the weighted average of unvested stock awards and unsettled vested stock awards issued to certain retired or terminated employees that are entitled to non-forfeitable dividend equivalent rights and are considered participating securities prior to being issued and outstanding shares of common stock in accordance with the two-class method used for purposes of calculating earnings per share.

    (2)

    Assumes the full exchange of the weighted average of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock, resulting in the elimination of the non-controlling interests and recognition of the net income attributable to non-controlling interests.

    Reconciliation of Operating Expenses to Adjusted Expenses

     

    Quarter Ended December 31,

     

    Year Ended December 31,

     

     

    2024

     

     

     

    2023

     

     

     

    2024

     

     

     

    2023

     

     

     

    (dollars in thousands)

    Operating expenses

     

    $

    274,804

     

     

    $

    228,370

     

     

    $

    1,047,921

     

     

    $

    832,950

     

    Merger and acquisition transaction and integration costs (1)

     

     

    (1,071

    )

     

     

    (1,631

    )

     

     

    (22,823

    )

     

     

    (8,042

    )

    D&A related to acquisitions and the Refinitiv Transaction (2)

     

     

    (45,458

    )

     

     

    (32,514

    )

     

     

    (156,489

    )

     

     

    (127,731

    )

    Stock-based compensation expense (3)

     

     

    (701

    )

     

     

    (987

    )

     

     

    (6,096

    )

     

     

    (2,947

    )

    Foreign exchange gains / (losses) (4)

     

     

    8,423

     

     

     

    (4,195

    )

     

     

    6,326

     

     

     

    47

     

    Adjusted Expenses

     

    $

    235,997

     

     

    $

    189,043

     

     

    $

    868,839

     

     

    $

    694,277

     

    (1)

    Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration.

    (2)

    Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction).

    (3)

    Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the quarter ended and year ended December 31, 2024, this adjustment also includes none and $2.7 million, respectively, of non-cash accelerated stock-based compensation expense and related payroll taxes associated with our former President and $0.6 million and $1.0 million, respectively, of non-cash stock-based compensation expense and related payroll taxes associated with RSAs and RSUs issued to help retain key ICD employees during the integration of ICD.

    (4)

    Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity's functional currency.

     

     

    Year Ended December 31,

    Reconciliation of Cash Flow from Operating Activities to Free Cash Flow

     

     

    2024

     

     

     

    2023

     

     

    (dollars in thousands)

    Cash flow from operating activities

     

    $

    897,741

     

     

    $

    746,089

     

    Less: Capitalization of software development costs

     

     

    (47,909

    )

     

     

    (43,235

    )

    Less: Purchases of furniture, equipment and leasehold improvements

     

     

    (40,960

    )

     

     

    (18,529

    )

    Free Cash Flow

     

    $

    808,872

     

     

    $

    684,325

     

    TRADEWEB MARKETS INC.

    BASIC AND DILUTED EPS CALCULATIONS (UNAUDITED)

    The following table summarizes the basic and diluted earnings per share calculations for Tradeweb Markets Inc.:

     

    EPS: Net income attributable to Tradeweb Markets Inc.

     

    Quarter Ended December 31,

     

    Year Ended December 31,

     

     

    2024

     

     

     

    2023

     

     

     

    2024

     

     

     

    2023

     

     

     

    (dollars in thousands, except per share amounts)

    Numerator:

     

     

     

     

     

     

     

     

    Net income attributable to Tradeweb Markets Inc.

     

    $

    142,210

     

     

    $

    89,314

     

     

    $

    501,507

     

     

    $

    364,866

     

    Less: Distributed and undistributed earnings allocated to participating securities (1)

     

     

    (167

    )

     

     

    (118

    )

     

     

    (389

    )

     

     

    (467

    )

    Net income attributable to outstanding shares of Class A and Class B common stock - Basic and Diluted

     

    $

    142,043

     

     

    $

    89,196

     

     

    $

    501,118

     

     

    $

    364,399

     

     

     

     

     

     

     

     

     

     

    Denominator:

     

     

     

     

     

     

     

     

    Weighted average shares of Class A and Class B common stock outstanding - Basic

     

     

    213,039,958

     

     

     

    211,843,460

     

     

     

    213,030,056

     

     

     

    210,796,802

     

    Dilutive effect of PRSUs

     

     

    661,696

     

     

     

    691,150

     

     

     

    589,171

     

     

     

    458,343

     

    Dilutive effect of options

     

     

    303,253

     

     

     

    877,866

     

     

     

    428,926

     

     

     

    1,150,159

     

    Dilutive effect of RSUs and RSAs

     

     

    561,703

     

     

     

    394,812

     

     

     

    415,957

     

     

     

    257,076

     

    Dilutive effect of PSUs

     

     

    476,742

     

     

     

    25,713

     

     

     

    460,653

     

     

     

    6,428

     

    Weighted average shares of Class A and Class B common stock outstanding - Diluted

     

     

    215,043,352

     

     

     

    213,833,001

     

     

     

    214,924,763

     

     

     

    212,668,808

     

     

     

     

     

     

     

     

     

     

    Earnings per share - Basic

     

    $

    0.67

     

     

    $

    0.42

     

     

    $

    2.35

     

     

    $

    1.73

     

    Earnings per share - Diluted

     

    $

    0.66

     

     

    $

    0.42

     

     

    $

    2.33

     

     

    $

    1.71

     

    (1)

    During the quarters ended December 31, 2024 and 2023, there was a total of 249,907 and 281,059, respectively, and during the years ended December 31, 2024 and 2023, there was a total of 165,565 and 270,249, respectively, weighted average unvested or unsettled vested stock awards that were considered a participating security for purposes of calculating earnings per share in accordance with the two-class method.

    TRADEWEB MARKETS INC.

    REVENUES BY ASSET CLASS (UNAUDITED)

     

     

     

    Quarter Ended

     

    Quarter Ended

     

    Year Ended

     

    Year Ended

     

     

    December 31, 2024

     

    December 31, 2023

     

    December 31, 2024

     

    December 31, 2023

    Revenues

     

    Variable

     

    Fixed

     

    Variable

     

    Fixed

     

    Variable

     

    Fixed

     

    Variable

     

    Fixed

     

     

    (dollars in thousands)

    Rates

     

    $

    175,407

     

    $

    64,785

     

    $

    132,248

     

    $

    59,495

     

    $

    660,438

     

    $

    244,500

     

    $

    462,132

     

    $

    233,302

    Credit

     

     

    103,377

     

     

    10,195

     

     

    96,799

     

     

    7,468

     

     

    423,708

     

     

    35,332

     

     

    338,981

     

     

    28,413

    Equities

     

     

    26,470

     

     

    2,279

     

     

    23,673

     

     

    2,383

     

     

    94,964

     

     

    9,220

     

     

    86,003

     

     

    9,292

    Money Markets

     

     

    40,030

     

     

    4,228

     

     

    12,448

     

     

    4,158

     

     

    98,216

     

     

    17,004

     

     

    45,830

     

     

    17,180

    Market Data

     

     

    89

     

     

    29,922

     

     

    108

     

     

    25,800

     

     

    457

     

     

    117,563

     

     

    268

     

     

    93,806

    Other

     

     

    468

     

     

    6,094

     

     

    —

     

     

    5,420

     

     

    981

     

     

    23,566

     

     

    —

     

     

    23,012

    Total revenue

     

    $

    345,841

     

    $

    117,503

     

    $

    265,276

     

    $

    104,724

     

    $

    1,278,764

     

    $

    447,185

     

    $

    933,214

     

    $

    405,005

     

    TRADEWEB MARKETS INC.

    AVERAGE VARIABLE FEES PER MILLION DOLLARS OF VOLUME (UNAUDITED)

     
     

     

     

    Quarter Ended December 31,

     

    YoY

     

     

     

    2024

     

     

    2023

     

    % Change

    Rates

     

    $

    2.23

     

    $

    1.95

     

    14.5

    %

    Rates Cash

     

    $

    2.37

     

    $

    2.47

     

    (4.2

    )%

    Rates Derivatives

     

    $

    2.14

     

    $

    1.66

     

    29.1

    %

    Rates Derivatives (greater than 1 year)

     

    $

    3.65

     

    $

    2.36

     

    54.6

    %

    Other Rates Derivatives (1)

     

    $

    0.23

     

    $

    0.21

     

    9.4

    %

     

     

     

     

     

     

     

    Credit

     

    $

    60.36

     

    $

    64.64

     

    (6.6

    )%

    Cash Credit (2)

     

    $

    148.07

     

    $

    168.34

     

    (12.0

    )%

    Credit Derivatives, China Bonds and U.S. Cash EP

     

    $

    7.98

     

    $

    7.90

     

    1.0

    %

     

     

     

     

     

     

     

    Equities

     

    $

    17.56

     

    $

    15.97

     

    9.9

    %

    Equities Cash

     

    $

    29.00

     

    $

    27.92

     

    3.9

    %

    Equities Derivatives

     

    $

    7.07

     

    $

    5.38

     

    31.4

    %

     

     

     

     

     

     

     

    Money Markets

     

    $

    0.57

     

    $

    0.37

     

    54.8

    %

     

     

     

     

     

     

     

    Total

     

    $

    2.28

     

    $

    2.54

     

    (10.4

    )%

    Total excluding Other Rates Derivatives (3)

     

    $

    2.60

     

    $

    2.91

     

    (10.7

    )%

    (1)

    Includes Swaps/Swaptions of tenor less than 1 year and Rates Futures.

    (2)

    The "Cash Credit" category represents the "Credit" asset class excluding (1) Credit Derivatives (2) China Bonds and (3) U.S. High Grade and High Yield electronically processed ("EP") activity.

    (3)

    Included to contextualize the impact of short-tenored Swaps/Swaptions and Rates Futures on totals for all periods presented.

     

    TRADEWEB MARKETS INC.

    AVERAGE DAILY VOLUME (UNAUDITED) (1)

     

     

     

     

    2024 Q4

     

    2023 Q4

     

    YoY

    Asset Class

    Product

     

    ADV (USD mm)

    Volume (USD mm)

     

    ADV (USD mm)

    Volume (USD mm)

     

    ADV

    Rates

    Cash

     

    $

    508,863

    $

    31,654,127

     

    $

    397,946

    $

    24,713,727

     

    27.87

    %

    U.S. Government Bonds

     

     

    224,928

     

    13,945,561

     

     

    162,335

     

    10,064,801

     

    38.56

    %

    European Government Bonds

     

     

    48,016

     

    3,073,052

     

     

    40,491

     

    2,550,927

     

    18.59

    %

    Mortgages

     

     

    226,707

     

    14,055,856

     

     

    185,883

     

    11,524,751

     

    21.96

    %

    Other Government Bonds

     

     

    9,211

     

    579,657

     

     

    9,236

     

    573,248

     

    (0.27

    )%

     

    Derivatives

     

     

    744,189

     

    46,916,987

     

     

    689,543

     

    43,033,453

     

    7.92

    %

    Swaps/Swaptions ≥ 1Y

     

     

    416,896

     

    26,248,749

     

     

    459,943

     

    28,695,380

     

    (9.36

    )%

    Swaps/Swaptions < 1Y

     

     

    320,517

     

    20,205,645

     

     

    226,131

     

    14,121,397

     

    41.74

    %

    Futures

     

     

    6,776

     

    462,593

     

     

    3,469

     

    216,676

     

    95.37

    %

     

    Total

     

     

    1,253,052

     

    78,571,114

     

     

    1,087,489

     

    67,747,180

     

    15.22

    %

    Credit

    Cash

     

     

    14,751

     

    919,420

     

     

    14,291

     

    882,253

     

    3.22

    %

    U.S. High Grade - Fully Electronic

     

     

    6,481

     

    401,793

     

     

    5,134

     

    318,320

     

    26.22

    %

    U.S. High Grade - Electronically Processed

     

     

    3,116

     

    193,168

     

     

    2,500

     

    154,994

     

    24.63

    %

    U.S. High Yield - Fully Electronic

     

     

    794

     

    49,248

     

     

    642

     

    39,825

     

    23.66

    %

    U.S. High Yield - Electronically Processed

     

     

    219

     

    13,598

     

     

    300

     

    18,620

     

    (26.97

    )%

    European Credit

     

     

    2,280

     

    145,902

     

     

    2,044

     

    128,744

     

    11.56

    %

    Municipal Bonds

     

     

    421

     

    26,113

     

     

    454

     

    28,175

     

    (7.32

    )%

    Chinese Bonds

     

     

    1,166

     

    72,276

     

     

    2,984

     

    179,032

     

    (60.93

    )%

    Other Credit Bonds

     

     

    275

     

    17,322

     

     

    232

     

    14,544

     

    18.51

    %

     

    Derivatives

     

     

    12,613

     

    793,229

     

     

    9,864

     

    615,208

     

    27.87

    %

    Swaps

     

     

    12,613

     

    793,229

     

     

    9,864

     

    615,208

     

    27.87

    %

     

    Total

     

     

    27,364

     

    1,712,648

     

     

    24,154

     

    1,497,461

     

    13.29

    %

    Equities

    Cash

     

     

    11,263

     

    720,851

     

     

    11,054

     

    696,386

     

    1.90

    %

    U.S. ETFs

     

     

    8,103

     

    518,579

     

     

    8,308

     

    523,379

     

    (2.47

    )%

    European ETFs

     

     

    3,161

     

    202,272

     

     

    2,746

     

    173,007

     

    15.09

    %

     

    Derivatives

     

     

    12,295

     

    786,854

     

     

    12,474

     

    785,845

     

    (1.44

    )%

    Convertibles/Swaps/Options

     

     

    8,906

     

    570,007

     

     

    8,495

     

    535,199

     

    4.84

    %

    Futures

     

     

    3,388

     

    216,847

     

     

    3,979

     

    250,646

     

    (14.84

    )%

     

    Total

     

     

    23,558

     

    1,507,705

     

     

    23,527

     

    1,482,230

     

    0.13

    %

    Money Markets

    Cash

     

     

    988,081

     

    69,906,820

     

     

    541,367

     

    33,641,259

     

    82.52

    %

    Repurchase Agreements (Repo)

     

     

    687,695

     

    42,873,437

     

     

    524,267

     

    32,578,498

     

    31.17

    %

    Other Money Markets

     

     

    300,386

     

    27,033,383

     

     

    17,100

     

    1,062,761

     

    1656.68

    %

     

    Total

     

     

    988,081

     

    69,906,820

     

     

    541,367

     

    33,641,259

     

    82.52

    %

     

     

     

     

     

     

     

     

     

     

     

     

    ADV (USD mm)

    Volume (USD mm)

     

    ADV (USD mm)

    Volume (USD mm)

     

    YoY

     

    Total

     

    $

    2,292,055

    $

    151,698,287

     

    $

    1,676,537

    $

    104,368,131

     

    36.70

    %

    (1)

    We acquired Yieldbroker, r8fin and ICD on August 31, 2023, January 19, 2024 and August 1, 2024, respectively. Total volume reported includes volumes from each acquired business subsequent to the closing date of the applicable acquisition.

    To access historical traded volumes, go to https://www.tradeweb.com/newsroom/monthly-activity-reports/.

    BASIS OF PRESENTATION

    Tradeweb Markets Inc. (unless the context otherwise requires, together with its subsidiaries, referred to as "we," "our," "Tradeweb," "Tradeweb Markets" or the "Company") closed its IPO on April 8, 2019. As a result of certain reorganization transactions (the "Reorganization Transactions") completed in connection with the IPO, on April 4, 2019, Tradeweb Markets Inc. became a holding company whose principal assets consist of its direct and indirect equity interest in Tradeweb Markets LLC ("TWM LLC") and related deferred tax assets. As the sole manager of TWM LLC, Tradeweb Markets Inc. operates and controls all of the business and affairs of TWM LLC and, through TWM LLC and its subsidiaries, conducts its business. As a result of this control, and because Tradeweb Markets Inc. has a substantial financial interest in TWM LLC, Tradeweb Markets Inc. consolidates the financial results of TWM LLC and its subsidiaries.

    Numerical figures included in this release have been subject to rounding adjustments and as a result totals may not be the arithmetic aggregation of the amounts that precede them and figures expressed as percentages may not total 100%.

    Please refer to the Company's previously filed Quarterly Reports on Form 10-Q and Annual Report on Form 10-K for capitalized terms not otherwise defined herein.

    UNAUDITED INTERIM AND FULL YEAR RESULTS

    The interim and full year financial results presented herein for the three months and the year ended December 31, 2024 and 2023 are unaudited.

    FORWARD-LOOKING STATEMENTS

    This release contains forward-looking statements within the meaning of the federal securities laws. Statements related to, among other things, our guidance, including full-year 2025 guidance and full-year 2025 revenue guidance related to the LSEG market data license agreement, pending and completed acquisitions, future performance, the industry and markets in which we operate, our expectations, beliefs, plans, strategies, objectives, prospects and assumptions and future events are forward-looking statements.

    We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control. These and other important factors, including those discussed under the heading "Risk Factors" in the documents of Tradeweb Markets Inc. on file with or furnished to the SEC, may cause our actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements contained in this release are not guarantees of future events or performance and future events, our actual results of operations, financial condition or liquidity, and the development of the industry and markets in which we operate, may differ materially from the forward-looking statements contained in this release. In addition, even if future events, our results of operations, financial condition, or liquidity, and events in the industry and markets in which we operate, are consistent with the forward-looking statements contained in this release, they may not be predictive of events, results or developments in future periods. Any forward-looking statement that we make in this release speaks only as of the date of such statement. Except as required by law, we do not undertake any obligation to update or revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this release.

    NON-GAAP FINANCIAL MEASURES

    This release contains "non-GAAP financial measures," including Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted Net Income, Adjusted Net Income per diluted share ("Adjusted Diluted EPS"), Adjusted Expenses, Free Cash Flow and constant currency change, which are supplemental financial measures that are not calculated and presented in accordance with GAAP. We make use of non-GAAP financial measures in evaluating our past results and future prospects. We present these non-GAAP financial measures because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance.

    Management and our board of directors use Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT and Adjusted EBIT margin to assess our financial performance and believe they are helpful in highlighting trends in our core operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Further, our executive incentive compensation is based in part on components of Adjusted EBITDA.

    We use Adjusted Net Income and Adjusted Diluted EPS as supplemental metrics to evaluate our business performance in a way that also considers our ability to generate profit without the impact of certain items. Each of the normal recurring adjustments and other adjustments included in Adjusted Net Income and Adjusted Diluted EPS help to provide management with a measure of our operating performance over time by removing items that are not related to day-to-day operations or are non-cash expenses.

    We use Adjusted Expenses as a supplemental metric to evaluate our underlying operating performance over time by removing items that are not related to day-to-day operations or are non-cash expenses.

    We use Free Cash Flow to assess our liquidity in a way that considers the amount of cash generated from our core operations after non-acquisition related expenditures for capitalized software development costs and furniture, equipment and leasehold improvements.

    We present certain changes on a "constant currency" basis. Since our consolidated financial statements are presented in U.S. dollars, we must translate non-U.S. dollar revenues and expenses into U.S. dollars. Constant currency change, which is a non-GAAP financial measure, is defined as change excluding the effects of foreign currency fluctuations. Constant currency information is calculated by translating the current period and prior period's results using the annual average exchange rates for the prior period. We use constant currency change as a supplemental metric to evaluate our underlying performance between periods by removing the impact of foreign currency fluctuations. We present certain constant currency change information because we believe it provides investors and analysts a useful comparison of our results and trends between periods. This information should be considered in addition to, not as a substitute for, results reported in accordance with GAAP.

    See the attached schedules for reconciliations of the non-GAAP financial measures contained in this release to their most comparable GAAP financial measure. Non-GAAP financial measures have limitations as analytical tools, and you should not consider these non-GAAP financial measures in isolation or as alternatives to net income attributable to Tradeweb Markets Inc., net income, net income margin, earnings per share, operating income, operating expenses, cash flow from operating activities or any other financial measure prepared or derived in accordance with GAAP. You are encouraged to evaluate each adjustment included in the reconciliations. In addition, in evaluating Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted EBT, Adjusted Net Income, Adjusted Diluted EPS, Adjusted Expenses and Free Cash Flow, you should be aware that in the future, we may incur expenses similar to the adjustments in the presentation of these non-GAAP financial measures.

    Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. In addition, the non-GAAP financial measures contained in this release may not be comparable to similarly titled measures used by other companies in our industry or across different industries.

    MARKET AND INDUSTRY DATA

    This release includes estimates regarding market and industry data that we prepared based on our management's knowledge and experience in the markets in which we operate, together with information obtained from various sources, including publicly available information, industry reports and publications, surveys, our clients, trade and business organizations and other contacts in the markets in which we operate. In presenting this information, we have made certain assumptions that we believe to be reasonable based on such data and other similar sources and on our knowledge of, and our experience to date in, the markets in which we operate. While such information is believed to be reliable for the purposes used herein, no representations are made as to the accuracy or completeness thereof and we take no responsibility for such information.

    TRADEWEB SOCIAL MEDIA

    Investors and others should note that Tradeweb announces material financial and operational information using its investor relations website, press releases, SEC filings and public conference calls and webcasts. Information about Tradeweb, its business and its results of operations may also be announced by posts on the Company's accounts on the following social media channels: Instagram, LinkedIn and X. The information that we post through these social media channels may be deemed material. As a result, we encourage investors, the media, and others interested in Tradeweb to monitor these social media channels in addition to following our investor relations website, press releases, SEC filings and public conference calls and webcasts. These social media channels may be updated from time to time on our investor relations website.

    View source version on businesswire.com: https://www.businesswire.com/news/home/20250206827450/en/

    Investor Relations

    Ashley Serrao + 1 646 430 6027

    [email protected]

    Media Relations

    Daniel Noonan + 1 646 767 4677

    [email protected]

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