Evercore Inc.

Evercore Inc. is the leading independent investment banking firm in the world based on the dollar volume of announced worldwide merger and acquisition transactions on which it has advised in the last five years ¹. The company operates in the financial services industry, specifically within investment banking, equities, and investment management. The filing describes the industry as intensely competitive, with competitors including large universal banks such as Bank of America, Barclays, Citigroup, Deutsche Bank, Goldman Sachs, JPMorgan Chase, Morgan Stanley, and UBS, as well as independent advisory firms such as Centerview, Houlihan Lokey, Lazard, Moelis, Perella Weinberg, PJT Partners, and Rothschild ². Evercore positions itself as a firm free of the potential conflicts of interest created within large, multi-product, capital intensive financial institutions, as it does not engage in commercial banking or significant proprietary trading activities ³.

Evercore's primary competitors are categorized into two main groups: large universal banks and bulge bracket firms, and independent advisory firms ⁴. The company's stated competitive advantages include its ability to avoid potential conflicts associated with acquisition financing, proprietary trading, and managing large private equity funds that often compete with clients, which allows it to develop trusted and long-term relationships ⁵. Additionally, Evercore believes it has a broader global presence, deeper sector expertise, and more diverse capabilities than many of the independent firms ⁶. The company's equities business is also subject to competition from investment banks and other large and small financial institutions ⁷.

Evercore generates revenue through two business segments: Investment Banking & Equities and Investment Management. The Investment Banking & Equities segment earns fees from clients for providing strategic advisory, underwriting, and private placement services, as well as commissions and related revenue from research and sales and trading activities ⁸. The majority of revenue consists of advisory fees, which are dependent on the successful completion of client transactions ⁹. The Investment Management segment generates revenue primarily from management fees based on a percentage of assets under management (AUM), fiduciary fees, and gains or losses on investments ¹⁰. The company's revenue is highly transactional, with the majority being advisory fees realized upon successful completion of client transactions ¹¹.

The Investment Banking & Equities segment includes investment banking and equities businesses. In 2025, this segment generated $3.69 billion, or 98% of revenues, excluding Other Revenue, net ¹². The investment banking business provides strategic advisory, liability management and restructuring, capital markets advisory, and private capital advisory and fundraising services ¹³. The equities business, Evercore ISI, provides research, sales, and trading services to institutional clients, and was recognized as the top ranked independent firm by Extel in 2025 ¹⁴. The Investment Management segment generated revenue of $87.4 million, or 2% of revenues, excluding Other Revenue, net, in 2025 ¹⁵. This segment includes wealth management through Evercore Wealth Management (EWM) and trust services through Evercore Trust Company, N.A. (ETC), as well as private equity through investments in entities that manage private equity funds ¹⁶. As of December 31, 2025, EWM had $15.5 billion of assets under management (AUM) ¹⁷.

In 2025, Evercore completed the acquisition of Robey Warshaw, an independent advisory firm headquartered in the United Kingdom ¹⁸. As consideration, the company delivered £71,250 ($95,767) in the form of 275 Class A Shares, as well as cash of $5,345 ¹⁹. The company also entered into commitments to pay additional consideration, including contingent consideration and certain other contingent compensation arrangements, related to this acquisition ²⁰. During 2025, 18 Investment Banking Senior Managing Directors (including five from the acquisition of Robey Warshaw) and one Equities Senior Managing Director joined the firm ²¹. The company also hired four Investment Banking Senior Managing Directors in 2025 committed to join in 2026 ²². On April 29, 2025, the Board of Directors authorized the repurchase of Class A Shares and/or LP Units so that from that date forward, the company is able to repurchase an aggregate of the lesser of $1.6 billion worth of Class A Shares and/or LP Units and 8.0 million Class A Shares and/or LP Units ²³. During 2025, the company repurchased 1,443,097 Class A Shares, at an average cost per share of $269.74, for $389.3 million, pursuant to its repurchase program ²⁴. In July 2025, the company issued an aggregate of $250.0 million of senior notes, including $125.0 million aggregate principal amount of 5.17% Series K senior notes due July 24, 2030 and $125.0 million aggregate principal amount of 5.47% Series L senior notes due July 24, 2032 ²⁵.

For the year ended December 31, 2025, total revenues were $3,880,084 thousand, an increase of 29% compared to $2,996,361 thousand in 2024 ²⁶. Net income attributable to Evercore Inc. was $591,922 thousand in 2025, an increase of 56% compared to $378,279 thousand in 2024 ²⁷. Diluted net income per share attributable to Evercore Inc. common shareholders was $14.05 in 2025, compared to $9.08 in 2024 ²⁸. Net revenues were $3,855,820 thousand in 2025, an increase of 29% versus $2,979,593 thousand in 2024 ²⁹. Employee Compensation and Benefits Expense as a percentage of Net Revenues was 64.9% in 2025, compared to 66.3% in 2024 ³⁰. The provision for income taxes in 2025 was $153,107 thousand, reflecting an effective tax rate of 19.3% ³¹.

Evercore intends to continue to grow and diversify its businesses by promoting, recruiting, and acquiring highly qualified professionals in its Investment Banking & Equities segment ³². The company plans to recruit high-caliber strategic corporate, strategic and capital markets advisory and equity research professionals to add depth in industry sectors and products, extend its reach to new sectors or geographies, and expand its client base ³³. In 2025, the company hired four Investment Banking Senior Managing Directors committed to join in 2026 ³⁴. Additionally, in January 2026, the company announced the promotion of eight Investment Banking Managing Directors to Senior Managing Director and two Equities Managing Directors to Senior Managing Director ³⁵.

Evercore is focused on achieving organic growth and improved profitability in its Investment Management segment ³⁶. The company continues to selectively evaluate opportunities to expand Wealth Management ³⁷. The company's Wealth Management business had $15.5 billion of AUM as of December 31, 2025, which increased $1.6 billion, or 12%, compared to $13.9 billion at December 31, 2024 ³⁸. The increase reflected a 10% increase from market appreciation and a 2% increase from net inflows ³⁹.The filing does not contain a specific operational outlook for supply chain, manufacturing capacity, or headcount strategy beyond the growth strategies described.

The filing does not contain specific R&D spending levels or capital expenditure plans for the upcoming period. On April 29, 2025, the Board of Directors authorized the repurchase of Class A Shares and/or LP Units so that from that date forward, the company is able to repurchase an aggregate of the lesser of $1.6 billion worth of Class A Shares and/or LP Units and 8.0 million Class A Shares and/or LP Units ⁴⁰. The company paid quarterly cash dividends of $0.84 per share of Class A common stock for the quarters ended December 31, 2025, September 30, 2025 and June 30, 2025, $0.80 per share for the quarters ended March 31, 2025, December 31, 2024, September 30, 2024 and June 30, 2024 and $0.76 per share for the quarter ended March 31, 2024 ⁴¹.

The filing identifies difficult market conditions as a key headwind that could reduce the volume and value of transactions involving the Investment Banking & Equities business, materially reducing revenue or income ⁴². Factors beyond the company's control that could negatively impact financial markets and economic conditions include the inability to access credit markets, rising interest rates or inflation, the imposition or threatened imposition of tariffs, terrorism, political uncertainty, supply chain disruptions, uncertainty in federal fiscal or monetary policy, an evolving regulatory environment, climate change, extreme weather events, natural disasters, health emergencies or pandemics, cyberattacks, military conflicts, or other geopolitical events ⁴³. The company also notes that its revenue and profits are highly volatile, and it can experience significant fluctuations in quarterly results because it generally derives Investment Banking & Equities revenue from engagements that generate significant fees at key transaction milestones, the timing of which is outside of its control ⁴⁴.

The filing identifies the loss of senior professionals as a key constraint, as the company's growth strategy is based in part on its ability to attract and retain highly skilled and profitable senior professionals ⁴⁵. The market for qualified professionals is highly competitive, and many competitors may be able to offer more attractive compensation packages or broader career opportunities ⁴⁶. The company also notes that certain aspects of its cost structure are largely fixed, and if revenue declines or fails to increase commensurately with expenses associated with new or expanded lines of business or regions, profitability may be materially adversely affected ⁴⁷.

Difficult market conditions may materially reduce the volume and value of transactions involving the Investment Banking & Equities business, which could materially reduce revenue or income, as the majority of bankers focus on M&A services which generate a substantial portion of revenues ⁴⁸. The company's revenue and profits are highly volatile, and it can experience significant fluctuations in quarterly results because it generally derives Investment Banking & Equities revenue from engagements that generate significant fees at key transaction milestones, the timing of which is outside of its control ⁴⁹. The company depends on its senior professionals, and the loss of their services could have a material adverse effect, as the company's growth strategy is based in part on its ability to attract and retain highly skilled and profitable senior professionals ⁵⁰. A substantial portion of revenue is derived from advisory assignments for Investment Banking & Equities clients, which are not long-term contracted sources of revenue and are subject to intense competition; Advisory Fees and Underwriting Fees in the aggregate accounted for 91% of revenues, excluding Other Revenue, net, in 2025 ⁵¹. The company faces strong competition from other financial advisory firms, many of which have the ability to offer clients a wider range of products and services, including commercial lending and other financial services, which puts the company at a competitive disadvantage and could result in pricing pressures or lost opportunities ⁵².

Management's message emphasizes the company's position as the leading independent investment banking firm in the world based on the dollar volume of announced worldwide M&A transactions on which it has advised in the last five years ⁵³. The filing highlights the company's focus on maintaining standards of excellence and integrity, and its belief that there is an opportunity within the investment banking industry for a firm free of the potential conflicts of interest created within large, multi-product, capital intensive financial institutions ⁵⁴. Key strategic priorities emphasized for the period ahead include promoting, recruiting, and acquiring highly qualified professionals in the Investment Banking & Equities segment, and achieving organic growth and improved profitability in the Investment Management segment ⁵⁵. The filing also notes the company's intention to continue to grow and diversify its businesses and further enhance its profile and competitive position through these strategies ⁵⁶.