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 SeptemberJune 30, 20212022
or
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
________________________________________ 
seic-20210930_g1.jpgseic-20220630_g1.jpg
________________________________________
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 classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.01 per shareSEICThe 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 filerxAccelerated filer
Non-accelerated filerSmaller 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 October 21, 2021:July 15, 2022:
Common Stock, $0.01 par value139,452,507135,489,033 





SEI INVESTMENTS COMPANY

TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Page
Item 1.Financial Statements.
Consolidated Balance Sheets (Unaudited) -- SeptemberJune 30, 20212022 and December 31, 20202021
Consolidated Statements of Operations (Unaudited) -- For the Three and NineSix Months Ended SeptemberJune 30, 20212022 and 20202021
Consolidated Statements of Comprehensive Income (Unaudited) -- For the Three and NineSix Months Ended SeptemberJune 30, 20212022 and 20202021
Consolidated Statements of Changes in Equity (Unaudited) -- For the Three and NineSix Months Ended SeptemberJune 30, 20212022 and 20202021
Consolidated Condensed Statements of Cash Flows (Unaudited) -- For the NineSix Months Ended SeptemberJune 30, 20212022 and 20202021
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 6.Exhibits.
Signatures






1


PART I.        FINANCIAL INFORMATION

Item 1.    Consolidated Financial Statements.

SEI Investments Company
Consolidated Balance Sheets
(unaudited)
(In thousands, except par value)
September 30, 2021December 31, 2020June 30, 2022December 31, 2021
AssetsAssetsAssets
Current Assets:Current Assets:Current Assets:
Cash and cash equivalentsCash and cash equivalents$793,883 $784,626 Cash and cash equivalents$771,673 $831,407 
Restricted cashRestricted cash351 3,101 Restricted cash351 351 
Receivables from investment productsReceivables from investment products59,808 55,271 Receivables from investment products54,911 59,036 
Receivables, net of allowance for doubtful accounts of $2,669 and $1,100442,187 385,219 
Receivables, net of allowance for doubtful accounts of $1,952 and $1,602Receivables, net of allowance for doubtful accounts of $1,952 and $1,602466,902 441,609 
Securities ownedSecurities owned31,770 34,064 Securities owned31,171 28,267 
Other current assetsOther current assets42,615 38,696 Other current assets50,523 43,559 
Total Current AssetsTotal Current Assets1,370,614 1,300,977 Total Current Assets1,375,531 1,404,229 
Property and Equipment, net of accumulated depreciation of $400,679 and $378,639183,802 189,052 
Property and Equipment, net of accumulated depreciation of $424,048 and $409,248Property and Equipment, net of accumulated depreciation of $424,048 and $409,248178,946 178,869 
Operating Lease Right-of-Use AssetsOperating Lease Right-of-Use Assets35,145 38,397 Operating Lease Right-of-Use Assets27,629 33,614 
Capitalized Software, net of accumulated amortization of $531,923 and $491,739250,280 270,977 
Capitalized Software, net of accumulated amortization of $572,065 and $545,307Capitalized Software, net of accumulated amortization of $572,065 and $545,307230,497 243,446 
Available for Sale and Equity SecuritiesAvailable for Sale and Equity Securities140,079 105,419 Available for Sale and Equity Securities121,682 129,541 
Investments in Affiliated Funds, at fair valueInvestments in Affiliated Funds, at fair value6,893 6,166 Investments in Affiliated Funds, at fair value6,000 6,916 
Investment in Unconsolidated AffiliateInvestment in Unconsolidated Affiliate39,872 98,433 Investment in Unconsolidated Affiliate46,865 107,918 
GoodwillGoodwill64,489 64,489 Goodwill117,405 117,232 
Intangible Assets, net of accumulated amortization of $15,768 and $12,45631,992 24,304 
Intangible Assets, net of accumulated amortization of $24,163 and $17,716Intangible Assets, net of accumulated amortization of $24,163 and $17,71661,669 68,782 
Deferred Contract CostsDeferred Contract Costs34,263 33,781 Deferred Contract Costs35,353 36,236 
Deferred Income TaxesDeferred Income Taxes2,148 2,972 Deferred Income Taxes2,459 2,983 
Other Assets, netOther Assets, net32,224 32,289 Other Assets, net30,893 24,936 
Total AssetsTotal Assets$2,191,801 $2,167,256 Total Assets$2,234,929 $2,354,702 
The accompanying notes are an integral part of these consolidated financial statements.





2


SEI Investments Company
Consolidated Balance Sheets
(unaudited)
(In thousands, except par value)
September 30, 2021December 31, 2020June 30, 2022December 31, 2021
Liabilities and EquityLiabilities and EquityLiabilities and Equity
Current Liabilities:Current Liabilities:Current Liabilities:
Accounts payableAccounts payable$10,772 $7,766 Accounts payable$10,305 $10,312 
Accrued liabilitiesAccrued liabilities231,043 299,845 Accrued liabilities218,752 324,382 
Current portion of long-term operating lease liabilitiesCurrent portion of long-term operating lease liabilities10,412 8,579 Current portion of long-term operating lease liabilities10,993 11,328 
Deferred revenueDeferred revenue1,235 1,085 Deferred revenue13,510 9,721 
Total Current LiabilitiesTotal Current Liabilities253,462 317,275 Total Current Liabilities253,560 355,743 
Borrowings Under Revolving Credit FacilityBorrowings Under Revolving Credit Facility— 40,000 
Long-term Income Taxes PayableLong-term Income Taxes Payable803 803 Long-term Income Taxes Payable803 803 
Deferred Income TaxesDeferred Income Taxes47,434 55,159 Deferred Income Taxes22,833 48,876 
Long-term Operating Lease LiabilitiesLong-term Operating Lease Liabilities29,857 34,058 Long-term Operating Lease Liabilities21,675 27,639 
Other Long-term LiabilitiesOther Long-term Liabilities22,157 20,054 Other Long-term Liabilities13,970 20,878 
Total LiabilitiesTotal Liabilities353,713 427,349 Total Liabilities312,841 493,939 
Commitments and ContingenciesCommitments and Contingencies00Commitments and Contingencies00
Shareholders' Equity:Shareholders' Equity:Shareholders' Equity:
Common stock, $0.01 par value, 750,000 shares authorized; 139,305 and 143,396 shares issued and outstanding1,393 1,434 
Common stock, $0.01 par value, 750,000 shares authorized; 135,480 and 138,449 shares issued and outstandingCommon stock, $0.01 par value, 750,000 shares authorized; 135,480 and 138,449 shares issued and outstanding1,355 1,384 
Capital in excess of par valueCapital in excess of par value1,228,085 1,190,001 Capital in excess of par value1,272,971 1,246,608 
Retained earningsRetained earnings629,153 565,270 Retained earnings693,525 632,614 
Accumulated other comprehensive loss, netAccumulated other comprehensive loss, net(20,543)(16,798)Accumulated other comprehensive loss, net(45,763)(19,843)
Total Shareholders' EquityTotal Shareholders' Equity1,838,088 1,739,907 Total Shareholders' Equity1,922,088 1,860,763 
Total Liabilities and Shareholders' EquityTotal Liabilities and Shareholders' Equity$2,191,801 $2,167,256 Total Liabilities and Shareholders' Equity$2,234,929 $2,354,702 
The accompanying notes are an integral part of these consolidated financial statements.




3


SEI Investments Company
Consolidated Statements of Operations
(unaudited)
(In thousands, except per share data)
 
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended June 30,Six Months Ended June 30,
2021202020212020 2022202120222021
Revenues:Revenues:Revenues:
Asset management, administration and distribution feesAsset management, administration and distribution fees$393,296 $339,609 $1,143,451 $992,039 Asset management, administration and distribution fees$382,594 $382,509 $776,691 $750,155 
Information processing and software servicing feesInformation processing and software servicing fees92,026 85,318 273,208 248,296 Information processing and software servicing fees99,076 93,142 286,422 181,182 
Total revenuesTotal revenues485,322 424,927 1,416,659 1,240,335 Total revenues481,670 475,651 1,063,113 931,337 
Expenses:Expenses:Expenses:
Subadvisory, distribution and other asset management costsSubadvisory, distribution and other asset management costs55,619 45,126 161,610 134,645 Subadvisory, distribution and other asset management costs50,023 55,827 103,151 105,991 
Software royalties and other information processing costsSoftware royalties and other information processing costs7,348 6,992 20,561 21,828 Software royalties and other information processing costs7,407 7,471 14,954 13,213 
Compensation, benefits and other personnelCompensation, benefits and other personnel150,188 134,795 429,188 391,607 Compensation, benefits and other personnel157,921 141,779 318,405 279,000 
Stock-based compensationStock-based compensation11,318 6,467 31,173 20,458 Stock-based compensation10,007 10,103 20,573 19,855 
Consulting, outsourcing and professional feesConsulting, outsourcing and professional fees55,868 57,949 165,657 168,350 Consulting, outsourcing and professional fees63,271 55,449 125,762 109,789 
Data processing and computer relatedData processing and computer related26,650 24,437 79,746 71,647 Data processing and computer related32,254 27,375 62,070 53,096 
Facilities, supplies and other costsFacilities, supplies and other costs14,124 16,679 49,851 47,448 Facilities, supplies and other costs20,133 18,479 37,760 35,727 
AmortizationAmortization14,674 13,200 43,749 39,417 Amortization16,508 14,723 33,395 29,075 
DepreciationDepreciation8,408 7,945 25,141 23,058 Depreciation8,286 8,424 16,384 16,733 
Total expensesTotal expenses344,197 313,590 1,006,676 918,458 Total expenses365,810 339,630 732,454 662,479 
Income from operationsIncome from operations141,125 111,337 409,983 321,877 Income from operations115,860 136,021 330,659 268,858 
Net (loss) gain from investmentsNet (loss) gain from investments(575)776 134 (1,310)Net (loss) gain from investments(2,620)377 (3,109)709 
Interest and dividend incomeInterest and dividend income892 1,009 2,715 5,582 Interest and dividend income1,853 878 2,701 1,823 
Interest expenseInterest expense(101)(153)(354)(456)Interest expense(211)(130)(461)(253)
Equity in earnings of unconsolidated affiliateEquity in earnings of unconsolidated affiliate35,005 28,305 103,420 86,488 Equity in earnings of unconsolidated affiliate29,813 35,065 62,272 68,415 
Income before income taxesIncome before income taxes176,346 141,274 515,898 412,181 Income before income taxes144,695 172,211 392,062 339,552 
Income taxesIncome taxes38,301 30,178 114,605 90,777 Income taxes33,419 38,433 90,478 76,304 
Net incomeNet income$138,045 $111,096 $401,293 $321,404 Net income$111,276 $133,778 $301,584 $263,248 
Basic earnings per common shareBasic earnings per common share$0.98 $0.76 $2.83 $2.18 Basic earnings per common share$0.82 $0.94 $2.20 $1.85 
Shares used to compute basic earnings per shareShares used to compute basic earnings per share140,507 145,812 141,928 147,586 Shares used to compute basic earnings per share136,435 142,074 137,185 142,638 
Diluted earnings per common shareDiluted earnings per common share$0.97 $0.75 $2.79 $2.14 Diluted earnings per common share$0.81 $0.93 $2.17 $1.82 
Shares used to compute diluted earnings per shareShares used to compute diluted earnings per share142,426 147,907 143,981 149,958 Shares used to compute diluted earnings per share137,817 144,212 138,764 144,759 
Dividends declared per common shareDividends declared per common share$— $— $0.37 $0.35 Dividends declared per common share$0.40 $0.37 $0.40 $0.37 
The accompanying notes are an integral part of these consolidated financial statements.




4


SEI Investments Company
Consolidated Statements of Comprehensive Income
(unaudited)
(In thousands)
 
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended June 30,Six Months Ended June 30,
2021202020212020 2022202120222021
Net incomeNet income$138,045 $111,096 $401,293 $321,404 Net income$111,276 $133,778 $301,584 $263,248 
Other comprehensive (loss) income, net of tax:Other comprehensive (loss) income, net of tax:Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustmentsForeign currency translation adjustments(5,546)7,085 (2,867)(5,051)Foreign currency translation adjustments(14,623)994 (19,181)2,679 
Unrealized (loss) gain on investments:
Unrealized (losses) gains during the period, net of income taxes of $208, $154, $453 and $(218)(713)(542)(1,548)702 
Reclassification adjustment for losses realized in net income, net of income taxes of $(67), $(63), $(190) and $(126)238 238 670 455 
Unrealized loss on investments:Unrealized loss on investments:
Unrealized losses during the period, net of income taxes of $923, $85, $2,109 and $245Unrealized losses during the period, net of income taxes of $923, $85, $2,109 and $245(3,088)(292)(7,057)(835)
Reclassification adjustment for losses realized in net income, net of income taxes of $(39), $(49), $(96) and $(123)Reclassification adjustment for losses realized in net income, net of income taxes of $(39), $(49), $(96) and $(123)129 179 318 432 
Total other comprehensive (loss) income, net of taxTotal other comprehensive (loss) income, net of tax(6,021)6,781 (3,745)(3,894)Total other comprehensive (loss) income, net of tax(17,582)881 (25,920)2,276 
Comprehensive incomeComprehensive income$132,024 $117,877 $397,548 $317,510 Comprehensive income$93,694 $134,659 $275,664 $265,524 
The accompanying notes are an integral part of these consolidated financial statements.




5


SEI Investments Company
Consolidated Statements of Changes in Equity
(unaudited)
(In thousands)
Shares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal EquityShares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal Equity
For the Three Months Ended September 30, 2021For the Three Months Ended June 30, 2022
Balance, July 1, 2021141,027 $1,410 $1,219,487 $599,231 $(14,522)$1,805,606 
Balance, April 1, 2022Balance, April 1, 2022137,219 $1,372 $1,266,320 $733,572 $(28,181)$1,973,083 
Net incomeNet income— — — 138,045 — 138,045 Net income— — — 111,276 — 111,276 
Other comprehensive lossOther comprehensive loss— — — — (6,021)(6,021)Other comprehensive loss— — — — (17,582)(17,582)
Purchase and retirement of common stockPurchase and retirement of common stock(1,980)(21)(11,751)(108,123)— (119,895)Purchase and retirement of common stock(1,970)(20)(12,328)(96,945)— (109,293)
Issuance of common stock under employee stock purchase planIssuance of common stock under employee stock purchase plan22 1,119 — — 1,120 Issuance of common stock under employee stock purchase plan22 1,089 — — 1,090 
Issuance of common stock upon exercise of stock optionsIssuance of common stock upon exercise of stock options236 7,912 — — 7,915 Issuance of common stock upon exercise of stock options209 7,883 — — 7,885 
Stock-based compensationStock-based compensation— — 11,318 — — 11,318 Stock-based compensation— — 10,007 — — 10,007 
Balance, September 30, 2021139,305 $1,393 $1,228,085 $629,153 $(20,543)$1,838,088 
Dividends declared ($0.40 per share)Dividends declared ($0.40 per share)— — — (54,378)— (54,378)
Balance, June 30, 2022Balance, June 30, 2022135,480 $1,355 $1,272,971 $693,525 $(45,763)$1,922,088 
Shares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal EquityShares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal Equity
For the Three Months Ended September 30, 2020For the Three Months Ended June 30, 2021
Balance, July 1, 2020146,445 $1,464 $1,174,411 $566,929 $(34,179)$1,708,625 
Balance, April 1, 2021Balance, April 1, 2021142,701 $1,427 $1,208,433 $634,651 $(15,403)$1,829,108 
Net incomeNet income— — — 111,096 — 111,096 Net income— — — 133,778 — 133,778 
Other comprehensive incomeOther comprehensive income— — — — 6,781 6,781 Other comprehensive income— — — — 881 881 
Purchase and retirement of common stockPurchase and retirement of common stock(2,110)(22)(11,939)(96,781)— (108,742)Purchase and retirement of common stock(2,086)(21)(12,389)(116,809)— (129,219)
Issuance of common stock under employee stock purchase planIssuance of common stock under employee stock purchase plan26 1,152 — — 1,153 Issuance of common stock under employee stock purchase plan18 — 966 — — 966 
Issuance of common stock upon exercise of stock optionsIssuance of common stock upon exercise of stock options130 4,051 — — 4,053 Issuance of common stock upon exercise of stock options394 12,374 — — 12,378 
Stock-based compensationStock-based compensation— — 6,467 — — 6,467 Stock-based compensation— — 10,103 — — 10,103 
Balance, September 30, 2020144,491 $1,445 $1,174,142 $581,244 $(27,398)$1,729,433 
Dividends declared ($0.37 per share)Dividends declared ($0.37 per share)— — — (52,389)— (52,389)
Balance, June 30, 2021Balance, June 30, 2021141,027 $1,410 $1,219,487 $599,231 $(14,522)$1,805,606 
The accompanying notes are an integral part of these consolidated financial statements.




6


SEI Investments Company
Consolidated Statements of Changes in Equity
(unaudited)
(In thousands)
Shares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal EquityShares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal Equity
For the Nine Months Ended September 30, 2021For the Six Months Ended June 30, 2022
Balance, January 1, 2021143,396 $1,434 $1,190,001 $565,270 $(16,798)$1,739,907 
Balance, January 1, 2022Balance, January 1, 2022138,449 $1,384 $1,246,608 $632,614 $(19,843)$1,860,763 
Net incomeNet income— — — 401,293 — 401,293 Net income— — — 301,584 — 301,584 
Other comprehensive lossOther comprehensive loss— — — — (3,745)(3,745)Other comprehensive loss— — — — (25,920)(25,920)
Purchase and retirement of common stockPurchase and retirement of common stock(5,218)(53)(30,979)(285,021)— (316,053)Purchase and retirement of common stock(3,683)(37)(23,051)(186,295)— (209,383)
Issuance of common stock under employee stock purchase planIssuance of common stock under employee stock purchase plan64 3,224 — — 3,225 Issuance of common stock under employee stock purchase plan45 2,257 — — 2,258 
Issuance of common stock upon exercise of stock optionsIssuance of common stock upon exercise of stock options1,063 11 34,666 — — 34,677 Issuance of common stock upon exercise of stock options669 26,584 — — 26,591 
Stock-based compensationStock-based compensation— — 31,173 — — 31,173 Stock-based compensation— — 20,573 — — 20,573 
Dividends declared ($0.37 per share)— — — (52,389)— (52,389)
Balance, September 30, 2021139,305 $1,393 $1,228,085 $629,153 $(20,543)$1,838,088 
Dividends declared ($0.40 per share)Dividends declared ($0.40 per share)— — — (54,378)— (54,378)
Balance, June 30, 2022Balance, June 30, 2022135,480 $1,355 $1,272,971 $693,525 $(45,763)$1,922,088 
Shares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal EquityShares of Common StockCommon StockCapital In Excess of Par ValueRetained EarningsAccumulated Other Comprehensive LossTotal Equity
For the Nine Months Ended September 30, 2020For the Six Months Ended June 30, 2021
Balance, January 1, 2020149,745 $1,497 $1,158,900 $601,885 $(23,504)$1,738,778 
Balance, January 1, 2021Balance, January 1, 2021143,396 $1,434 $1,190,001 $565,270 $(16,798)$1,739,907 
Net incomeNet income— — — 321,404 — 321,404 Net income— — — 263,248 — 263,248 
Other comprehensive loss— — — — (3,894)(3,894)
Other comprehensive incomeOther comprehensive income— — — — 2,276 2,276 
Purchase and retirement of common stockPurchase and retirement of common stock(6,185)(62)(34,999)(290,583)— (325,644)Purchase and retirement of common stock(3,238)(32)(19,228)(176,898)— (196,158)
Issuance of common stock under employee stock purchase planIssuance of common stock under employee stock purchase plan73 3,400 — — 3,401 Issuance of common stock under employee stock purchase plan42 — 2,105 — — 2,105 
Issuance of common stock upon exercise of stock optionsIssuance of common stock upon exercise of stock options858 26,383 — — 26,392 Issuance of common stock upon exercise of stock options827 26,754 — — 26,762 
Stock-based compensationStock-based compensation— — 20,458 — — 20,458 Stock-based compensation— — 19,855 — — 19,855 
Dividends declared ($0.35 per share)— — — (51,462)— (51,462)
Balance, September 30, 2020144,491 $1,445 $1,174,142 $581,244 $(27,398)$1,729,433 
Dividends declared ($0.37 per share)Dividends declared ($0.37 per share)— — — (52,389)— (52,389)
Balance, June 30, 2021Balance, June 30, 2021141,027 $1,410 $1,219,487 $599,231 $(14,522)$1,805,606 
The accompanying notes are an integral part of these consolidated financial statements.





7


SEI Investments Company
Consolidated Condensed Statements of Cash Flows
(unaudited)
(In thousands)
Nine Months Ended
September 30,
Six Months Ended June 30,
20212020 20222021
Cash flows from operating activities:Cash flows from operating activities:Cash flows from operating activities:
Net incomeNet income$401,293 $321,404 Net income$301,584 $263,248 
Adjustments to reconcile net income to net cash provided by operating activities (See Note 1)Adjustments to reconcile net income to net cash provided by operating activities (See Note 1)82,588 75,120 Adjustments to reconcile net income to net cash provided by operating activities (See Note 1)29,031 61,749 
Net cash provided by operating activitiesNet cash provided by operating activities483,881 396,524 Net cash provided by operating activities330,615 324,997 
Cash flows from investing activities:Cash flows from investing activities:Cash flows from investing activities:
Additions to property and equipmentAdditions to property and equipment(22,520)(43,113)Additions to property and equipment(19,821)(15,469)
Additions to capitalized softwareAdditions to capitalized software(19,486)(18,640)Additions to capitalized software(13,809)(12,271)
Purchases of marketable securitiesPurchases of marketable securities(168,333)(114,407)Purchases of marketable securities(96,642)(81,541)
Prepayments and maturities of marketable securitiesPrepayments and maturities of marketable securities133,895 112,575 Prepayments and maturities of marketable securities90,553 64,194 
Sales of marketable securitiesSales of marketable securities327 842 Sales of marketable securities106 — 
Other investing activitiesOther investing activities(11,425)(1,500)Other investing activities(2,903)(11,000)
Net cash used in investing activitiesNet cash used in investing activities(87,542)(64,243)Net cash used in investing activities(42,516)(56,087)
Cash flows from financing activities:Cash flows from financing activities:Cash flows from financing activities:
Repayments under revolving credit facilityRepayments under revolving credit facility(40,000)— 
Payment of contingent considerationPayment of contingent consideration(3,965)(633)Payment of contingent consideration(868)(3,965)
Purchase and retirement of common stockPurchase and retirement of common stock(315,811)(327,079)Purchase and retirement of common stock(210,324)(197,322)
Proceeds from issuance of common stockProceeds from issuance of common stock37,902 29,793 Proceeds from issuance of common stock28,849 28,867 
Payment of dividendsPayment of dividends(105,516)(103,914)Payment of dividends(109,830)(105,516)
Net cash used in financing activitiesNet cash used in financing activities(387,390)(401,833)Net cash used in financing activities(332,173)(277,936)
Effect of exchange rate changes on cash, cash equivalents and restricted cashEffect of exchange rate changes on cash, cash equivalents and restricted cash(2,442)(4,196)Effect of exchange rate changes on cash, cash equivalents and restricted cash(15,660)2,578 
Net increase (decrease) in cash, cash equivalents and restricted cash6,507 (73,748)
Net decrease in cash, cash equivalents and restricted cashNet decrease in cash, cash equivalents and restricted cash(59,734)(6,448)
Cash, cash equivalents and restricted cash, beginning of periodCash, cash equivalents and restricted cash, beginning of period787,727 844,547 Cash, cash equivalents and restricted cash, beginning of period831,758 787,727 
Cash, cash equivalents and restricted cash, end of periodCash, cash equivalents and restricted cash, end of period$794,234 $770,799 Cash, cash equivalents and restricted cash, end of period$772,024 $781,279 
The accompanying notes are an integral part of these consolidated financial statements.




8


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—infrastructure–encompassing technology, operational, and investment management services—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 and investment advisors. 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 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 SeptemberJune 30, 2021,2022, the results of operations for the three and ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, and cash flows for the nine-monthssix-months ended SeptemberJune 30, 20212022 and 2020.2021. 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, 2020.2021.
There have been no significant changes in significant accounting policies during the ninesix months ended SeptemberJune 30, 20212022 as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the year ended December 31, 2020.2021.
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




9


agreements, the Company waived $11,629$9,039 and $8,575$11,256 in fees during the three months ended SeptemberJune 30, 20212022 and 2020,2021, respectively. During the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, the Company waived $33,118$20,224 and $24,930,$21,489, 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 $332,657$320,825 and $347,082$290,256 at SeptemberJune 30, 20212022 and December 31, 2020,2021, respectively, primarily invested in SEI-sponsored open-ended money market mutual funds.
Restricted Cash
Restricted cash includes $250 and $3,000 at SeptemberJune 30, 20212022 and December 31, 2020, respectively,2021 segregated for regulatory purposes related to trade-execution services conducted by SEI Investments (Europe) Limited. Restricted cash also includes $101 at SeptemberJune 30, 20212022 and December 31, 20202021 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 $19,486$13,809 and $18,640$12,271 of software development costs during the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively. The Company's software development costs primarily relate to significant enhancements to the SEI Wealth PlatformSM (SWP). The Company capitalized $19,387 and $17,208 of software development costs for significant enhancements to SWP during the nine months ended September 30, 2021 and 2020, respectively. As of SeptemberJune 30, 2021,2022, the net book value of SWP was $241,262$224,736. The net book value includes $22,702$28,744 of capitalized software development costs in-progress associated with future releases of SWP. Capitalized software development costs in-progress associated with future releases of SWP were $13,409$29,253 as of December 31, 2020.2021. SWP has a weighted average remaining life of 10.010.3 years. Amortization expense for SWP was $35,834$23,859 and $32,576$23,876 during the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively.
Earnings per Share
The calculations of basic and diluted earnings per share for the three and ninesix months ended SeptemberJune 30, 20212022 and 20202021 are:
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended June 30,Six Months Ended June 30,
2021202020212020 2022202120222021
Net incomeNet income$138,045 $111,096 $401,293 $321,404 Net income$111,276 $133,778 $301,584 $263,248 
Shares used to compute basic earnings per common shareShares used to compute basic earnings per common share140,507,000 145,812,000 141,928,000 147,586,000 Shares used to compute basic earnings per common share136,435,000 142,074,000 137,185,000 142,638,000 
Dilutive effect of stock optionsDilutive effect of stock options1,919,000 2,095,000 2,053,000 2,372,000 Dilutive effect of stock options1,382,000 2,138,000 1,579,000 2,121,000 
Shares used to compute diluted earnings per common shareShares used to compute diluted earnings per common share142,426,000 147,907,000 143,981,000 149,958,000 Shares used to compute diluted earnings per common share137,817,000 144,212,000 138,764,000 144,759,000 
Basic earnings per common shareBasic earnings per common share$0.98 $0.76 $2.83 $2.18 Basic earnings per common share$0.82 $0.94 $2.20 $1.85 
Diluted earnings per common shareDiluted earnings per common share$0.97 $0.75 $2.79 $2.14 Diluted earnings per common share$0.81 $0.93 $2.17 $1.82 
During the three months ended SeptemberJune 30, 20212022 and 2020,2021, employee stock options to purchase 11,347,00012,064,000 and 8,813,00011,530,000 shares of common stock with an average exercise price of $57.80$60.27 and $57.98,$57.77, respectively, were outstanding but not included in the computation of diluted earnings per common share. During the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, employee stock options to purchase 11,531,00012,141,000 and 8,342,00011,623,000 shares of common stock with an average exercise price of $57.78$60.28 and $58.18,$57.77, respectively, were outstanding but not included in the computation of diluted earnings per common share. These options for the three and ninesix 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




10


the average market price of the Company’s common stock and the effect on diluted earnings per common share would have been anti-dilutive.
Reclassifications

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


10



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 ninesix months ended SeptemberJune 30:
2021202020222021
Net incomeNet income$401,293 $321,404 Net income$301,584 $263,248 
Adjustments to reconcile net income to net cash provided by operating activities:Adjustments to reconcile net income to net cash provided by operating activities:Adjustments to reconcile net income to net cash provided by operating activities:
DepreciationDepreciation25,141 23,058 Depreciation16,384 16,733 
AmortizationAmortization43,749 39,417 Amortization33,395 29,075 
Equity in earnings of unconsolidated affiliateEquity in earnings of unconsolidated affiliate(103,420)(86,488)Equity in earnings of unconsolidated affiliate(62,272)(68,415)
Distributions received from unconsolidated affiliateDistributions received from unconsolidated affiliate110,559 107,180 Distributions received from unconsolidated affiliate69,824 68,064 
Stock-based compensationStock-based compensation31,173 20,458 Stock-based compensation20,573 19,855 
Provision for losses on receivablesProvision for losses on receivables1,569 109 Provision for losses on receivables350 2,088 
Deferred income tax expenseDeferred income tax expense(6,639)(7,731)Deferred income tax expense(23,506)(6,869)
Net (gain) loss from investments(134)1,310 
Net loss (gain) from investmentsNet loss (gain) from investments3,109 (709)
Change in other long-term liabilitiesChange in other long-term liabilities2,103 (4,442)Change in other long-term liabilities1,998 987 
Change in other assetsChange in other assets314 (965)Change in other assets(3,111)(976)
Contract costs capitalized, net of amortizationContract costs capitalized, net of amortization(482)(2,842)Contract costs capitalized, net of amortization883 429 
OtherOther921 (1,053)Other(1,521)929 
Change in current assets and liabilitiesChange in current assets and liabilitiesChange in current assets and liabilities
(Increase) decrease in(Increase) decrease in(Increase) decrease in
Receivables from investment productsReceivables from investment products(4,537)2,521 Receivables from investment products4,125 (906)
ReceivablesReceivables(58,537)(37,921)Receivables(25,523)(26,437)
Other current assetsOther current assets(3,919)(6,186)Other current assets(7,014)538 
Advances due from unconsolidated affiliateAdvances due from unconsolidated affiliate51,422 12,641 Advances due from unconsolidated affiliate53,500 51,364 
(Decrease) increase in(Decrease) increase in(Decrease) increase in
Accounts payableAccounts payable3,006 8,615 Accounts payable(7)1,525 
Accrued liabilitiesAccrued liabilities(9,851)8,809 Accrued liabilities(55,734)(25,721)
Deferred revenueDeferred revenue150 (1,370)Deferred revenue3,578 195 
Total adjustmentsTotal adjustments82,588 75,120 Total adjustments29,031 61,749 
Net cash provided by operating activitiesNet cash provided by operating activities$483,881 $396,524 Net cash provided by operating activities$330,615 $324,997 

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 SeptemberJune 30, 20212022 was 38.7%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.




11


At SeptemberJune 30, 2021,2022, the Company’s total investment in LSV was $39,872.$46,865. The Company receives partnership distributions from LSV on a quarterly basis. The Company received partnership distributions from LSV of $110,559$69,824 and $107,180$68,064 in the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, 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.




11


The Company’s proportionate share in the earnings of LSV was $35,005$29,813 and $28,305$35,065 during the three months ended SeptemberJune 30, 20212022 and 2020,2021, respectively. During the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, the Company's proportionate share in the earnings of LSV was $103,420$62,272 and $86,488,$68,415, respectively.
These tables contain condensed financial information of LSV:
Condensed Statement of OperationsCondensed Statement of OperationsThree Months Ended September 30,Nine Months Ended September 30,Condensed Statement of OperationsThree Months Ended June 30,Six Months Ended June 30,
2021202020212020 2022202120222021
RevenuesRevenues$115,728 $94,902 $342,957 $289,546 Revenues$99,814 $116,392 $208,264 $227,229 
Net incomeNet income90,365 70,440 266,805 220,184 Net income77,193 90,520 160,984 176,440 
Condensed Balance SheetsCondensed Balance SheetsSeptember 30, 2021December 31, 2020Condensed Balance SheetsJune 30, 2022December 31, 2021
Current assetsCurrent assets$123,325 $151,515 Current assets$118,021 $171,058 
Non-current assetsNon-current assets4,426 4,296 Non-current assets5,329 4,792 
Total assetsTotal assets$127,751 $155,811 Total assets$123,350 $175,850 
Current liabilitiesCurrent liabilities$69,349 $77,077 Current liabilities$53,683 $82,858 
Non-current liabilitiesNon-current liabilities4,058 4,620 Non-current liabilities3,465 3,863 
Partners’ capitalPartners’ capital54,344 74,114 Partners’ capital66,202 89,129 
Total liabilities and partners’ capitalTotal liabilities and partners’ capital$127,751 $155,811 Total liabilities and partners’ capital$123,350 $175,850 
On April 1, 2021,2022, LSV provided an interest in the partnership to select key employees which reduced the ownership percentage of each existing partner on a pro-rata basis. As a result, the Company's total partnership interest in LSV was reduced slightly to approximately 38.7%38.6% from approximately 38.8%38.7%.

Note 3.    Composition of Certain Financial Statement Captions
Receivables
Receivables on the accompanying Consolidated Balance Sheets consist of: 
September 30, 2021December 31, 2020June 30, 2022December 31, 2021
Trade receivablesTrade receivables$112,572 $99,106 Trade receivables$107,853 $111,209 
Fees earned, not billedFees earned, not billed313,883 262,167 Fees earned, not billed337,445 315,255 
Other receivablesOther receivables18,401 25,046 Other receivables23,556 16,747 
444,856 386,319 468,854 443,211 
Less: Allowance for doubtful accountsLess: Allowance for doubtful accounts(2,669)(1,100)Less: Allowance for doubtful accounts(1,952)(1,602)
$442,187 $385,219 $466,902 $441,609 
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.





12


Property and Equipment
Property and Equipment on the accompanying Consolidated Balance Sheets consists of:
September 30, 2021December 31, 2020June 30, 2022December 31, 2021
BuildingsBuildings$209,315 $206,151 Buildings$209,907 $209,766 
EquipmentEquipment150,945 141,820 Equipment167,591 153,158 
LandLand24,651 24,179 Land26,411 24,651 
Purchased softwarePurchased software156,327 147,838 Purchased software156,569 156,387 
Furniture and fixturesFurniture and fixtures21,196 21,439 Furniture and fixtures21,323 21,254 
Leasehold improvementsLeasehold improvements21,838 21,604 Leasehold improvements20,617 21,946 
Construction in progressConstruction in progress209 4,660 Construction in progress576 955 
584,481 567,691 602,994 588,117 
Less: Accumulated depreciationLess: Accumulated depreciation(400,679)(378,639)Less: Accumulated depreciation(424,048)(409,248)
Property and Equipment, netProperty and Equipment, net$183,802 $189,052 Property and Equipment, net$178,946 $178,869 
The Company recognized $25,141$16,384 and $23,058$16,733 in depreciation expense related to property and equipment for the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively.
Deferred Contract Costs
Deferred contract costs, which primarily consist of deferred sales commissions, were $34,263$35,353 and $33,781$36,236 as of SeptemberJune 30, 20212022 and December 31, 2020,2021, respectively. The Company deferred expenses related to contract costs of $2,932$1,543 and $2,521$1,674 during the three months ended SeptemberJune 30, 20212022 and 2020,2021, respectively. During the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, the Company deferred expenses related to contract costs of $6,978$5,062 and $7,270,$4,046, respectively. Amortization expense related to deferred contract costs were $6,496$5,945 and $4,428$4,475 during the ninesix months ended SeptemberJune 30, 2022 and 2021, and 2020, respectively, and arerespectively. Amortization expense during the six months ended June 30, 2022 includes $1,784 in expense accelerated as a result of the termination of a contractual agreement with a significant client (See Note 13). Amortization expense related to deferred contract costs is included in Compensation, benefits and other personnel on the accompanying Consolidated Statements of Operations. There was no impairment loss in relation to deferred contract costs during the ninesix months ended SeptemberJune 30, 2021.2022.
Accrued Liabilities
Accrued liabilities on the accompanying Consolidated Balance Sheets consist of: 
September 30, 2021December 31, 2020June 30, 2022December 31, 2021
Accrued employee compensationAccrued employee compensation$86,924 $95,656 Accrued employee compensation$52,418 $107,933 
Accrued employee benefits and other personnelAccrued employee benefits and other personnel11,743 18,770 Accrued employee benefits and other personnel9,749 13,951 
Accrued consulting, outsourcing and professional feesAccrued consulting, outsourcing and professional fees35,945 31,907 Accrued consulting, outsourcing and professional fees47,067 36,411 
Accrued sub-advisory, distribution and other asset management feesAccrued sub-advisory, distribution and other asset management fees57,560 49,924 Accrued sub-advisory, distribution and other asset management fees58,400 58,661 
Accrued dividend payableAccrued dividend payable— 53,127 Accrued dividend payable— 55,452 
Other accrued liabilitiesOther accrued liabilities38,871 50,461 Other accrued liabilities51,118 51,974 
Total accrued liabilitiesTotal accrued liabilities$231,043 $299,845 Total accrued liabilities$218,752 $324,382 

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), 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 2023 to 2041.




13


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




13


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 ninesix months ended SeptemberJune 30, 20212022 were consistent with those as described in the Company's Annual Report on Form 10-K at December 31, 2020.2021. The Company had no Level 3 financial assets at SeptemberJune 30, 20212022 or December 31, 20202021 that were required to be measured at fair value on a recurring basis. Level 3 financial liabilities at SeptemberJune 30, 20212022 and December 31, 20202021 consist entirely of the estimated contingent consideration resulting from an acquisition (See Note 12). The fair value of the contingent consideration was determined using a Monte-Carlo simulation model. Key assumptions for the Monte-Carlo simulation model include expected revenues, expected volatility, risk-free rate and other factors. There were no transfers of financial assets between levels within the fair value hierarchy during the ninesix months ended SeptemberJune 30, 2021.2022.
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 Fair Value Measurements at the End of the Reporting Period Using
AssetsAssetsSeptember 30, 2021Quoted Prices in
Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
AssetsJune 30, 2022Quoted Prices in
Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Equity securitiesEquity securities$12,241 $12,241 $— Equity securities$10,812 $10,812 $— 
Available-for-sale debt securitiesAvailable-for-sale debt securities127,838 — 127,838 Available-for-sale debt securities110,870 — 110,870 
Fixed-income securities ownedFixed-income securities owned31,770 — 31,770 Fixed-income securities owned31,171 — 31,171 
Investment funds sponsored by LSV (1)Investment funds sponsored by LSV (1)6,893 Investment funds sponsored by LSV (1)6,000 
$178,742 $12,241 $159,608 $158,853 $10,812 $142,041 
Fair Value Measurements at the End of the Reporting Period Using Fair Value Measurements at the End of the Reporting Period Using
AssetsAssetsDecember 31, 2020Quoted Prices in
Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
AssetsDecember 31, 2021Quoted Prices in
Active  Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Equity securitiesEquity securities$12,142 $12,142 $— Equity securities$12,406 $12,406 $— 
Available-for-sale debt securitiesAvailable-for-sale debt securities93,277 — 93,277 Available-for-sale debt securities117,135 — 117,135 
Fixed-income securities ownedFixed-income securities owned34,064 — 34,064 Fixed-income securities owned28,267 — 28,267 
Investment funds sponsored by LSV (1)Investment funds sponsored by LSV (1)6,166 Investment funds sponsored by LSV (1)6,916 
$145,649 $12,142 $127,341 $164,724 $12,406 $145,402 
(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).





14


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 money market funds and commercial paper classified as cash equivalents had a fair value of $453,628$458,521 and $462,624$422,838 at SeptemberJune 30, 20212022 and December 31, 2020,2021, respectively. There were no material unrealized or realized gains or losses from these investments during the ninesix months ended SeptemberJune 30, 20212022 and 2020.2021. Investments in money market funds and commercial paper are Level 1 assets.




14


Available for Sale and Equity Securities
Available For Sale and Equity Securities on the accompanying Consolidated Balance Sheets consist of: 
At September 30, 2021 At June 30, 2022
Cost
Amount
Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Fair
Value
Cost
Amount
Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Fair
Value
Available-for-sale debt securitiesAvailable-for-sale debt securities$126,964 $874 $— $127,838 Available-for-sale debt securities$119,702 $— $(8,832)$110,870 
SEI-sponsored mutual fundsSEI-sponsored mutual funds6,692 380 — 7,072 SEI-sponsored mutual funds6,271 — (249)6,022 
Equities and other mutual fundsEquities and other mutual funds4,932 237 — 5,169 Equities and other mutual funds4,870 — (80)4,790 
$138,588 $1,491 $— $140,079 $130,843 $— $(9,161)$121,682 
At December 31, 2020 At December 31, 2021
Cost
Amount
Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Fair
Value
Cost
Amount
Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Fair
Value
Available-for-sale debt securitiesAvailable-for-sale debt securities$91,262 $2,015 $— $93,277 Available-for-sale debt securities$117,215 $— $(80)$117,135 
SEI-sponsored mutual fundsSEI-sponsored mutual funds6,866 382 — 7,248 SEI-sponsored mutual funds6,748 463 — 7,211 
Equities and other mutual fundsEquities and other mutual funds4,421 473 — 4,894 Equities and other mutual funds4,935 260 — 5,195 
$102,549 $2,870 $— $105,419 $128,898 $723 $(80)$129,541 
Net unrealized gainslosses at SeptemberJune 30, 2022 of available-for-sale debt securities were $6,801 (net of income tax benefit of $2,031). Net unrealized losses at December 31, 2021 of available-for-sale debt securities were $673$62 (net of income tax expensebenefit of $201)$18). NetThese unrealized gainslosses 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 December 31, 2020a price less than the amortized cost bases of available-for-sale debt securities were $1,551 (netthe Company's investments. The Company does not intend to sell the investments and it is not more likely than not that the Company will be required to sell the investments before recovery of income tax expense of $464).their amortized cost bases. These net unrealized gainslosses are reported as a separate component of Accumulated other comprehensive loss on the accompanying Consolidated Balance Sheets.
There were gross realized losses of $861$414 and $582$556 from available-for-sale debt securities during the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively. There were no gross realized gains from available-for-sale debt securities during the ninesix months ended SeptemberJune 30, 20212022 and 2020.2021. Realized losses from available-for-sale debt securities, including amounts reclassified from accumulated comprehensive loss, are reflected in Net (loss) gain from investments on the accompanying Consolidated Statements of Operations.
There were gross realized gains of $714$7 and gross realized losses of $65$658 from mutual funds and equities during the ninesix months ended SeptemberJune 30, 2021.2022. There were gross realized gains of $254$613 and gross realized losses of $250$59 from mutual funds and equities during the ninesix months ended SeptemberJune 30, 2020.2021. Gains and losses from mutual funds and equities are reflected in Net (loss) 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 (loss) gain from investments on the accompanying Consolidated Statements of Operations.
The funds had a fair value of $6,893$6,000 and $6,166$6,916 at SeptemberJune 30, 20212022 and December 31, 2020,2021, respectively. The Company recognized unrealized losses of $39$1,270 and unrealized gains of $458$309 during the three months ended SeptemberJune 30, 20212022 and 2020,2021, respectively, from the change in fair value of the funds. The Company recognized unrealized losses of $916 and unrealized gains of $727 and unrealized losses of $781$766 during the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively, from the change in fair value of the funds.




15


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 $31,770$31,171 and $34,064$28,267 at SeptemberJune 30, 20212022 and December 31, 2020,2021, respectively. There were no material net gains or losses related to the securities during the three and ninesix months ended SeptemberJune 30, 20212022 and 2020.2021.




15



Note 6.    Line of Credit
On April 23, 2021 (the Closing Date), theThe Company entered intohas a new five-year $325,000 Credit Agreement (the Credit Facility) with Wells Fargo Bank, N.A., and a syndicate of other lenders. The Credit Facility became available on the Closing Date and replaced the former credit facility agreement (the 2016 Credit Facility). 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 London InterBank Offered Rate (LIBOR) 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 4 preceding fiscal quarters, all as defined in the related agreement). The Base Rate is defined as the highest of a) the Federal Funds Rate, as published by the Federal Reserve Bank of New York, plus 0.50%, b) the prime commercial lending rate of Wells Fargo, c) the applicable LIBOR plus 1.00%, or d) 0%. The Credit Facility includes fallback language clearly defining an alternative reference rate which provides for specified replacement rates upon a LIBOR cessation event. At the time of a LIBOR cessation event, the replacement rate, the Secured Overnight Financing Rate (SOFR), self-executes without the need for negotiations or a formal amendment process.
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 0.200% 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.
In November 2021, the Company borrowed $40,000 under the Credit Facility for the funding of an acquisition (See Note 12). During the six months ended June 30, 2022, the Company made principal payments of $40,000 to fully repay the outstanding balance of the Credit Facility.
As of September 30, 2021,July 15, 2022, the Company had outstanding letters of credit of $5,808$6,003 under the Credit Facility. These letters of credit were issued primarily for the expansion of the Company's headquarters and are scheduled to expire during 2021.2022. The amount of the Credit Facility that is available for general corporate purposes as of September 30, 2021July 15, 2022 was $319,192.$318,997.
The Company was in compliance with all covenants of the credit facilitiesCredit Facility during the ninesix months ended SeptemberJune 30, 2021.2022.

Note 7.    Shareholders’ Equity
Stock-Based Compensation
The Company has only non-qualified stock options and restricted stock units outstanding under its equity compensation plans. 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




16


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's restricted stock units outstanding vest ratably over four years commencing March 31, 2022.




16


The Company recognized stock-based compensation expense in its Consolidated Financial Statements in the three and ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively, as follows: 
Three Months Ended September 30,Nine Months Ended September 30,Three Months Ended June 30,Six Months Ended June 30,
2021202020212020 2022202120222021
Stock-based compensation expenseStock-based compensation expense$11,318 $6,467 $31,173 $20,458 Stock-based compensation expense$10,007 $10,103 $20,573 $19,855 
Less: Deferred tax benefitLess: Deferred tax benefit(1,857)(1,229)(5,615)(3,932)Less: Deferred tax benefit(1,839)(1,904)(3,934)(3,758)
Stock-based compensation expense, net of taxStock-based compensation expense, net of tax$9,461 $5,238 $25,558 $16,526 Stock-based compensation expense, net of tax$8,168 $8,199 $16,639 $16,097 
The Company revised its estimatesestimate of when some vesting targets are expected to be achieved during 2021 and 2020. Theachieved. This change in management's estimate during the nine months ended September 30, 2021 resulted in an increasea decrease of $3,209$663 in stock-based compensation expense. The change in estimateexpense during the ninesix months ended SeptemberJune 30, 2020 did not result in a material change to the Company's stock-based compensation expense.2022.
As of SeptemberJune 30, 2021,2022, there was approximately $72,399$82,733 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 ninesix months ended SeptemberJune 30, 20212022 was $30,496.$12,806. The total options exercisable as of SeptemberJune 30, 20212022 had an intrinsic value of $104,146.$61,515. The total intrinsic value for options exercisable is calculated as the difference between the market value of the Company’s common stock as of SeptemberJune 30, 20212022 and the weighted average exercise price of the options. The market value of the Company’s common stock as of SeptemberJune 30, 20212022 was $59.30$54.02 as reported by the Nasdaq Stock Market, LLC. The weighted average exercise price of the options exercisable as of SeptemberJune 30, 20212022 was $40.63.$49.40. Total options that were outstanding as of SeptemberJune 30, 20212022 were 16,925,00018,072,000. Total options that were exercisable as of SeptemberJune 30, 20212022 were 5,578,0007,911,000.
The Company initiated a voluntary separation program to long-tenured employees in June 2022. Certain allowances provided to the participating employees in the program are expected to result in modifications to the Company's equity compensation plans related to the vesting of stock options during the remainder of 2022 and the period in which the employee may exercise vested stock options after the termination of employment (See Note 14).
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 5,218,0003,683,000 shares at a total cost of $316,053$209,383 during the ninesix months ended SeptemberJune 30, 2021,2022, which reduced the total shares outstanding of common stock. The cost of stock purchases during the period includes the cost of certain transactions that settled in the following quarter. On June 1, 2022, the Company's Board of Directors approved an increase in the stock repurchase program by an additional $200,000. As of SeptemberJune 30, 2021,2022, the Company had approximately $126,775$221,910 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 June 2, 2021,1, 2022, the Board of Directors declared a cash dividend of $0.37$0.40 per share on the Company's common stock, which was paid on June 22, 2021,2022, to shareholders of record on June 14, 2021.13, 2022. Cash dividends declared during the ninesix months ended SeptemberJune 30, 2022 and 2021 were $54,378 and 2020 were $52,389, and $51,462, respectively.





17


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
Foreign
Currency
Translation
Adjustments
Unrealized
Gains (Losses)
on Investments
Accumulated Other Comprehensive Loss
Balance, January 1, 2021$(18,349)$1,551 $(16,798)
Balance, January 1, 2022Balance, January 1, 2022$(19,781)$(62)$(19,843)
Other comprehensive loss before reclassificationsOther comprehensive loss before reclassifications(2,867)(1,548)(4,415)Other comprehensive loss before reclassifications(19,181)(7,057)(26,238)
Amounts reclassified from accumulated other comprehensive lossAmounts reclassified from accumulated other comprehensive loss— 670 670 Amounts reclassified from accumulated other comprehensive loss— 318 318 
Net current-period other comprehensive lossNet current-period other comprehensive loss(2,867)(878)(3,745)Net current-period other comprehensive loss(19,181)(6,739)(25,920)
Balance, September 30, 2021$(21,216)$673 $(20,543)
Balance, June 30, 2022Balance, June 30, 2022$(38,962)$(6,801)$(45,763)

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 OCIO 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 family offices in the United States; and
Investments in New Businesses – Focuses on providing investment management solutions to ultra-high-net-worth families residing in the United States; developing network and data protection services; modularizing larger technology platforms into stand-alone components; 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 ninesix months ended SeptemberJune 30, 20212022 and 2020. Management evaluates Company assets on a consolidated basis during interim periods.2021. 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, 2020.2021.




18


The following tables highlight certain financial information about each of the business segments for the three months ended SeptemberJune 30, 20212022 and 2020:2021:
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
For the Three Months Ended September 30, 2021 For the Three Months Ended June 30, 2022
RevenuesRevenues$123,018 $124,768 $85,759 $147,412 $4,365 $485,322 Revenues$124,184 $113,194 $83,483 $155,926 $4,883 $481,670 
ExpensesExpenses116,679 62,107 41,643 89,594 12,820 322,843 Expenses121,060 63,375 43,925 100,807 12,844 342,011 
Operating profit (loss)Operating profit (loss)$6,339 $62,661 $44,116 $57,818 $(8,455)$162,479 Operating profit (loss)$3,124 $49,819 $39,558 $55,119 $(7,961)$139,659 
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
TotalPrivate
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
For the Three Months Ended September 30, 2020 For the Three Months Ended June 30, 2021
RevenuesRevenues$114,792 $103,189 $79,583 $123,846 $3,517 $424,927 Revenues$123,676 $119,396 $85,699 $142,808 $4,072 $475,651 
ExpensesExpenses113,066 51,519 37,812 79,838 13,315 295,550 Expenses117,654 59,133 41,895 84,995 13,631 317,308 
Operating profit (loss)Operating profit (loss)$1,726 $51,670 $41,771 $44,008 $(9,798)$129,377 Operating profit (loss)$6,022 $60,263 $43,804 $57,813 $(9,559)$158,343 
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 SeptemberJune 30, 20212022 and 20202021 is as follows:
2021202020222021
Total operating profit from segmentsTotal operating profit from segments$162,479 $129,377 Total operating profit from segments$139,659 $158,343 
Corporate overhead expensesCorporate overhead expenses(21,354)(18,040)Corporate overhead expenses(23,799)(22,322)
Income from operationsIncome from operations$141,125 $111,337 Income from operations$115,860 $136,021 
The following tables provide additional information for the three months ended SeptemberJune 30, 20212022 and 20202021 pertaining to the business segments:
Capital Expenditures (1)Depreciation Capital Expenditures (1)Depreciation
2021202020212020 2022202120222021
Private BanksPrivate Banks$6,173 $7,652 $4,980 $4,222 Private Banks$8,541 $8,594 $5,554 $4,178 
Investment AdvisorsInvestment Advisors2,896 3,234 499 1,255 Investment Advisors3,423 3,580 469 1,417 
Institutional InvestorsInstitutional Investors720 698 271 298 Institutional Investors1,028 884 285 353 
Investment ManagersInvestment Managers3,722 2,776 2,428 1,818 Investment Managers4,113 3,373 1,755 2,027 
Investments in New BusinessesInvestments in New Businesses336 144 60 97 Investments in New Businesses208 313 44 100 
Total from business segmentsTotal from business segments$13,847 $14,504 $8,238 $7,690 Total from business segments$17,313 $16,744 $8,107 $8,075 
Corporate overheadCorporate overhead419 274 170 255 Corporate overhead445 418 179 349 
$14,266 $14,778 $8,408 $7,945 $17,758 $17,162 $8,286 $8,424 
(1) Capital expenditures include additions to property and equipment and capitalized software.
 Amortization
 20212020
Private Banks$8,526 $7,505 
Investment Advisors3,014 2,683 
Institutional Investors427 426 
Investment Managers2,451 2,343 
Investments in New Businesses185 186 
Total from business segments$14,603 $13,143 
Corporate overhead71 57 
$14,674 $13,200 
The following tables highlight certain financial information about each of business segment for the nine months ended September 30, 2021 and 2020:
 Amortization
 20222021
Private Banks$8,261 $8,633 
Investment Advisors3,158 2,909 
Institutional Investors2,257 427 
Investment Managers2,577 2,444 
Investments in New Businesses185 185 
Total from business segments$16,438 $14,598 
Corporate overhead70 125 
$16,508 $14,723 




19


Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
 For the Nine Months Ended September 30, 2021
Revenues$364,302 $357,458 $255,957 $426,639 $12,303 $1,416,659 
Expenses345,057 176,267 122,696 257,609 39,855 941,484 
Operating profit (loss)$19,245 $181,191 $133,261 $169,030 $(27,552)$475,175 
The following tables highlight certain financial information about each of business segment for the six months ended June 30, 2022 and 2021:
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
TotalPrivate
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
For the Nine Months Ended September 30, 2020 For the Six Months Ended June 30, 2022
RevenuesRevenues$335,739 $299,218 $235,309 $359,815 $10,254 $1,240,335 Revenues$337,732 $232,424 $170,322 $312,827 $9,808 $1,063,113 
ExpensesExpenses331,442 154,100 113,016 228,795 37,691 865,044 Expenses243,015 127,895 89,283 199,644 24,794 684,631 
Operating profit (loss)Operating profit (loss)$4,297 $145,118 $122,293 $131,020 $(27,437)$375,291 Operating profit (loss)$94,717 $104,529 $81,039 $113,183 $(14,986)$378,482 
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
 For the Six Months Ended June 30, 2021
Revenues$241,284 $232,690 $170,198 $279,227 $7,938 $931,337 
Expenses228,378 114,160 81,053 168,015 27,035 618,641 
Operating profit (loss)$12,906 $118,530 $89,145 $111,212 $(19,097)$312,696 
A reconciliation of the total operating profit reported for the business segments to income from operations in the Consolidated Statements of Operations for the ninesix months ended SeptemberJune 30, 20212022 and 2020:2021:
2021202020222021
Total operating profit from segmentsTotal operating profit from segments$475,175 $375,291 Total operating profit from segments$378,482 $312,696 
Corporate overhead expensesCorporate overhead expenses(65,192)(53,414)Corporate overhead expenses(47,823)(43,838)
Income from operationsIncome from operations$409,983 $321,877 Income from operations$330,659 $268,858 
The following tables provide additional information for the ninesix months ended SeptemberJune 30, 20212022 and 2020:2021:
Capital Expenditures (1)Depreciation Capital Expenditures (1)Depreciation
2021202020212020 2022202120222021
Private BanksPrivate Banks$20,596 $24,211 $13,290 $12,069 Private Banks$15,763 $14,423 $10,660 $8,310 
Investment AdvisorsInvestment Advisors8,784 12,427 3,205 3,578 Investment Advisors6,450 5,888 925 2,706 
Institutional InvestorsInstitutional Investors2,115 3,085 982 901 Institutional Investors1,977 1,395 574 711 
Investment ManagersInvestment Managers8,726 19,067 6,508 5,499 Investment Managers8,137 5,004 3,775 4,080 
Investments in New BusinessesInvestments in New Businesses788 894 306 243 Investments in New Businesses413 452 88 246 
Total from business segmentsTotal from business segments$41,009 $59,684 $24,291 $22,290 Total from business segments$32,740 $27,162 $16,022 $16,053 
Corporate OverheadCorporate Overhead997 2,069 850 768 Corporate Overhead890 578 362 680 
$42,006 $61,753 $25,141 $23,058 $33,630 $27,740 $16,384 $16,733 
(1) Capital expenditures include additions to property and equipment and capitalized software.
Amortization Amortization
20212020 20222021
Private BanksPrivate Banks$25,735 $22,390 Private Banks$16,800 $17,209 
Investment AdvisorsInvestment Advisors8,550 7,999 Investment Advisors6,391 5,536 
Institutional InvestorsInstitutional Investors1,280 1,280 Institutional Investors4,540 853 
Investment ManagersInvestment Managers7,375 7,020 Investment Managers5,153 4,924 
Investments in New BusinessesInvestments in New Businesses555 556 Investments in New Businesses370 370 
Total from business segmentsTotal from business segments$43,495 $39,245 Total from business segments$33,254 $28,892 
Corporate OverheadCorporate Overhead254 172 Corporate Overhead141 183 
$43,749 $39,417 $33,395 $29,075 





20


Note 10.    Income Taxes
The gross liability for unrecognized tax benefits at SeptemberJune 30, 20212022 and December 31, 20202021 was $16,721$16,861 and $15,911,$14,887, respectively, exclusive of interest and penalties, of which $16,532$16,358 and $15,761$14,382 would affect the effective tax rate if the Company were to recognize the tax benefit.




20


The Company classifies interest and penalties on unrecognized tax benefits as income tax expense. As of SeptemberJune 30, 20212022 and December 31, 2020,2021, the combined amount of accrued interest and penalties related to tax positions taken on tax returns was $1,835$1,642 and $2,105,$1,338, respectively.
September 30, 2021December 31, 2020June 30, 2022December 31, 2021
Gross liability for unrecognized tax benefits, exclusive of interest and penaltiesGross liability for unrecognized tax benefits, exclusive of interest and penalties$16,721 $15,911 Gross liability for unrecognized tax benefits, exclusive of interest and penalties$16,861 $14,887 
Interest and penalties on unrecognized benefitsInterest and penalties on unrecognized benefits1,835 2,105 Interest and penalties on unrecognized benefits1,642 1,338 
Total gross uncertain tax positionsTotal gross uncertain tax positions$18,556 $18,016 Total gross uncertain tax positions$18,503 $16,225 
Amount included in Current liabilitiesAmount included in Current liabilities$4,497 $6,546 Amount included in Current liabilities$4,533 $4,253 
Amount included in Other long-term liabilitiesAmount included in Other long-term liabilities14,059 11,470 Amount included in Other long-term liabilities13,970 11,972 
$18,556 $18,016 $18,503 $16,225 
The effective income tax rate for the three and ninesix months ended SeptemberJune 30, 20212022 and 20202021 differs from the federal income tax statutory rate due to the following:
Three Months Ended September 30,Nine Months Ended September 30,Three Months Ended June 30,Six Months Ended June 30,
20212020202120202022202120222021
Statutory rateStatutory rate21.0 %21.0 %21.0 %21.0 %Statutory rate21.0 %21.0 %21.0 %21.0 %
State taxes, net of federal tax benefitState taxes, net of federal tax benefit2.5 3.3 3.0 3.2 State taxes, net of federal tax benefit2.8 3.2 2.8 3.2 
Foreign tax expense and tax rate differentialForeign tax expense and tax rate differential(0.1)(0.2)(0.1)(0.1)Foreign tax expense and tax rate differential(0.1)(0.1)(0.1)(0.1)
Tax benefit from stock option exercisesTax benefit from stock option exercises(0.6)(0.4)(1.0)(1.0)Tax benefit from stock option exercises(0.3)(1.2)(0.3)(1.2)
Expiration of the statute of limitations— (1.3)— (0.5)
State settlements(0.3)— (0.2)— 
Provision-to-return adjustment(0.5)(0.4)(0.2)(0.1)
Other, netOther, net(0.3)(0.6)(0.3)(0.5)Other, net(0.3)(0.6)(0.3)(0.4)
21.7 %21.4 %22.2 %22.0 %23.1 %22.3 %23.1 %22.5 %
The increase in the Company's effective tax rate for the three and six months ended June 30, 2022 was primarily due to decreased tax benefits related to the lower volume of stock option exercises in 2022 compared to the prior year period. The increase was offset by a decrease in state tax expense.
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 20172018 and is no longer subject to state, local or foreign income tax examinations by authorities for years before 2015.
The Company estimates it will recognize $4,497$4,533 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.
On July 8, 2022, House Bill 1342 was signed into law in the Commonwealth of Pennsylvania, making significant changes to the corporate income tax rate. The bill reduces the corporate income tax rate from 9.99% to 4.99% with reductions occurring in phases beginning each tax year from January 1, 2023 through January 1, 2031. U.S. GAAP requires companies to recognize the effect of tax law changes in the period of enactment. Management is still evaluating the impact of this rate change but does not expect it to be material.





21


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 reflected on the Consolidated Balance Sheets as of SeptemberJune 30, 20212022 and December 31, 20202021 related to these indemnifications.
Stanford Trust Company Litigation
SEIThere has been named in 7 lawsuits filed in Louisiana courts; 4 of the cases also name SPTC as a defendant. The underlying allegations in all actions relateno material change to the purported role of SPTC in providing back-office services to Stanford Trust




21


Company. The complaints allege that SEI and SPTC participated in some manner in the sale of “certificates of deposit” issued by Stanford International Bank so as to be a “seller” of the certificates of deposit for purposes of primary liability under the Louisiana Securities Law or so as to be secondarily liable under that statute for sales of certificates of deposit made by Stanford Trust Company. NaN of the actions also include claims for violations of the Louisiana Racketeering Act and possibly conspiracy, and a third also asserts claims of negligence, breach of contract, breach of fiduciary duty, violations of the uniform fiduciaries law, negligent misrepresentation, detrimental reliance, violations of the Louisiana Racketeering Act, and conspiracy.
The procedural status of the 7 cases varies. The Lillie case, filed originally in the 19th Judicial District Court for the Parish of East Baton Rouge, was brought as a class action. A group of plaintiffs who opted out of the Lillie class filed a complaint against SEI and SPTC in the United States District Court in the Middle District of Louisiana, alleging claims essentially the same as those in Lillie. In both cases, as a result of the proceedings in the Northern District of Texas, only the plaintiffs’ secondary liability claims under Section 714(B) of the Louisiana Securities Law remain. On January 31, 2019, the Judicial Panel on Multidistrict Litigation remanded the Lillie and Ahders proceedingslitigations related to the Middle District of Louisiana.
With respect toStanford Trust Company matters or the Lillie proceeding, on July 9, 2019, the District Court issued an order granting SEI’s Summary Judgment Motion to dismiss the remaining Section 714(B) claim and denying Plaintiffs’ Motion for Continuance of SEI and SPTC’s Motion for Summary Judgment pursuant to Rule 56(d). On August 27, 2019, Plaintiffs-Appellants filed a Notice of Appeal to the United States Court of Appeals for the Fifth Circuit of the District Court's dismissal of the Lillie matter. On May 14, 2021, the United States Court of Appeals for the Fifth Circuit unanimously affirmed the District Court’s order granting summary judgment in favor SEI and the Insurer Defendants in the Lillie matter.
With respect to the Ahders proceeding, on January 24, 2020, the District Court issued an order granting SEI’s Summary Judgment Motion to dismiss the remaining Section 714(B) claim. On March 17, 2020, Plaintiffs-Appellants filed a Notice of Appeal to the United States Court of Appeals for the Fifth Circuit of the District Court's dismissal of the Ahders matter. On December 3, 2020, the United States Court of Appeals for the Fifth Circuit unanimously affirmed the District Court’s order granting summary judgment in favor of SEI and the Insurer Defendants in the Adhers matter.
Another case, filed in the 23rd Judicial District Court for the Parish of Ascension, also was removed to federal court and transferred by the Judicial Panel on Multidistrict Litigation to the Northern District of Texas and the Stanford MDL. The schedule for responding to that Complaint has not yet been established.
NaN additional cases remain in the Parish of East Baton Rouge. Plaintiffs filed petitions in 2010 and have granted SEI and SPTC indefinite extensions to respond. No material activity has taken place since.
In 2 additional cases, filed in East Baton Rouge and brought by the same counsel who filed the Lillie action, virtually all of the litigation to date has involved motions practice and appellate litigation regarding the existence of federal subject matter jurisdiction under the federal Securities Litigation Uniform Standards Act (SLUSA). The matters were removed to the United States District Court for the Northern District of Texas and consolidated. The court then dismissed the action under SLUSA. The Court of Appeals for the Fifth Circuit reversed that order, and the Supreme Court of the United States affirmed the Court of Appeals judgment on February 26, 2014. The matters were remanded to state court and no material activity has taken place since that date.
While the outcome of this litigation remains uncertain, SEI and SPTC believe that they have valid defenses to plaintiffs' claims and intend to defend the lawsuits vigorously. Because of uncertainty in the make-up of the Lillie class, the specific theories of liability that may survive a motion for summary judgment or other dispositive motion, the relative lack of discovery regarding damages, causation, mitigation and other aspects that may ultimately bear upon loss, the Company is not reasonably able to provide an estimate of loss, if any,Company’s expectations with respect to such matters as previously reported in the foregoing lawsuits.Company’s quarterly report on Form 10-Q as filed with the Commission on April 25, 2022.
SS&C Advent MatterLitigation
On February 28, 2020, SEI Global Services, Inc. (SGSI), a wholly-owned subsidiary of the Company, filed a complaint under seal in the United States District Court for the Eastern District of Pennsylvania against SS&C Advent (Advent) and SS&C Technologies Holdings, Inc. (SS&C) alleging that SS&C and Advent breached the terms of the contract between the parties and asking the Court to hold SS&C and Advent to their bargained-for obligations (the Advent Matter). In addition to Breach of Contract, the complaint also includes counts for Declaratory Judgment, Tortious Interference with Existing and Prospective Contractual Relations, Violation of the New York General Business Law Section 349, Violations of Section 2 of the Sherman Antitrust Act, Promissory Estoppel and Breach of the Covenant of Good Faith and Fair Dealing. SGSI seeks various forms of relief, including declaratory judgment, specific performance under the contract, and monetary damages, including punitive damages, treble damages and attorney’s fees.
Following various procedural actions, including an amendment of SGSI’s complaint to include additional breach of contract claims, Advent filed a motion to dismiss SGSI’s complaint.




22


On October 23, 2020, the United States District Court for the Eastern District of Pennsylvania dismissed SEI’s federal antitrust claims and declined to rule on the state law claims on the basis that in the absence of the anti-trust claim, the court had no jurisdiction over the state law claims. SGSI has appealed the dismissal of the federal anti-trust claims to the Third Circuit Court of Appeals. On June 30, 2022, the Third Circuit Court of Appeals which is currently pending.issued an order denying SGSI’s appeal of the District Court’s ruling.
Since October 23, 2020, Advent and SGSI have been litigating the remaining breach of contract, breach of the implied duty of good faith and fair dealing, and tortious interference with contract claims in New York State Court. Additionally, SGSI made motions for injunctive relief to insure that Advent provided SGSI with access to the Geneva, Moxy and APX software modules as SGSI believes is required pursuant to the terms of a valid contract. On January 13, 2021, Judge Borrok of the Supreme Court of the State of New York, granted SGSI’s motion for injunctive relief and issued an Order in which he characterized the basis for Advent’s claim for breach of contract as appearing to be “pre-textual” and found that SGSI’s claims for breach of contract would likely succeed on the merits. Judge Borrok granted SGSI’s motion for injunctive relief, on a preliminary basis, and precluded SS&C Advent from:
Dishonoring their contractual obligations and commitments under the SLSA, including, denying SEI’s licenses, rights, and privileges under the SLSA;
•    Failing to provide new license keys for the license keys due to Geneva, Moxy, and APX, and other software products licensed by SEI pursuant to the SLSA (such new license keys to be provided no later than January 15, 2021 at 10 A.M.);
•    Denying to SEI any and all access to the Geneva, Moxy, and APX software and related modules as are reasonably necessary to provide access to such software to SEI’s clients; and
•    Denying to SEI any and all support, maintenance and technical support services for Geneva, Moxy, and APX.
Pursuant to the Court's injunction order, SS&C Advent provided SEI with the necessary access to the Geneva, Moxy and APX software modules on January 14, 2021. These have beenwere tested, verified and are now running in the SEI production environment.
On January 15, 2021, SS&C Advent appealed Judge Borrok’s order granting SEI’s motion for preliminary injunctive relief to the Appellate Division of the Supreme Court of the State of New York, First Department.The Appellate Division unanimously affirmed the injunction order on June 15, 2021.
On March 1, 2021, SS&C Advent moved to dismiss SGSI’s breach of contract and tortious interference with contract counter claims.These counter-claims were:




22


1.breach of contract,contract;
2.declaratory judgment,judgment;
3.tortious interference with existing and prospective contractual relations,relations;
4.deceptive trade practices in violation of NY Statutes,New York Statutes;
5.breach of the covenant of good faith and fair dealing,dealing; and
6.promissory estoppel.
The parties agreed to toll the litigation while endeavoring to resolve their dispute through a settlement mediation process moderated by Judge Borrock.Borrok. The parties were unable to reach an agreement as to a settlement of the litigation and reengaged in the litigation process.
On October 5, 2021, Judge BorrockBorrok issued an order partially denying and partially granting SS&C’s&C Advent’s motion to dismiss SGSI’s breach of contract and tortious interference with contract counter claims.
Judge BorrockBorrok dismissed the third claim with respect to prospective contractual relationships only, as well as the fourth claim and the sixth claim.The remaining claims that willdirected to proceed are:were:
1.breach of contract,contract;
2.declaratory judgment,judgment;
3.tortious interference with existing a contractual relations,relations; and
4.breach of the covenant of good faith and fair dealing.
We expectOn December 1, 2021, SGSI filed a motion for partial summary judgment in the New York state court action. This motion applies to Count I of SS&C Advent’s complaint (SS&C Advent’s request for a declaratory judgment that its termination of the SGSI license agreements was proper); and Counts I and II of SGSI’s counterclaims (SGSI’s request for a declaratory judgment that SS&C Advent’s termination of the contract was improper because the licenses are perpetual unless SGSI chooses to not renew them or breaches the terms). SS&C Advent filed a cross-motion for summary judgment for a declaration that it was entitled to not renew SGSI's contracts. It also argued that if SGSI prevailed on its breach of contract claims, then its breach of implied duty of good faith and fair dealing claim must be dismissed in turn.
On December 31, 2021, SGSI received the license key for another year of access to the product. This ensures SGSI access to Advent and Moxy through January 31, 2023.
On April 15, 2022, Judge Borrok held a hearing on SGSI’s motion for partial summary judgement and issued an order on the same day granting SGSI's motion in its entirety and denying SS&C Advent's cross motion. Specifically, the Court:
1.Rejected SS&C Advent's argument that the parties will also reengage with respectlicense is not perpetual;
2.Determined that SS&C Advent's purported termination was "pretextual" and breached the parties' contract;
3.Determined that SS&C Advent's attempt to SGSI’s pending appeal innot renew breached the Third Circuitparties' contracts because "Advent did not have the right not to renew," after dismissing SS&C Advent's argument that it shared the same nonrenewal rights as SGSI as a "false narrative;" and
4.Rejected SS&C Advent's second attempt to dismiss SGSI's breach of the dismissalimplied duty of SGSI’s anti-trust-claims.good faith and fair dealing claim.
SEI continues to believe that it will not have to change providers under the current terms of its contract with SS&C Advent and that the process of litigating its rights under this contract may be a multi-year process. Consequently, SEI does not believe




23


that the Advent Matter will create any consequence to the services SGSI provides to its clients in the near term. SEI believes that it has alternatives available to it that will enable it to continue to provide currently provided services to its clients in all material respects in the unlikely event that there ultimately is a negative outcome in the Advent Matter.
SEI believes SGSI has a strong basis for proving the actions it alleges in the Advent Matter and looks forward to the opportunity to pursue its remaining tort and breach of implied covenant and good faith and fair dealing claims continue to assert all of its rights in tort and under the contract and prove the damages that it has suffered as a consequence of the behavior by SS&C Advent that SGSI alleges. SEI expects the financial impact of litigating the Advent Matter to be immaterial.
Other Matters
The Company and certain of its subsidiaries are party to various other examinations, investigations, actions and claims arising in the normal course of business 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 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 may be incorrect and 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.




23



Note 12.    Goodwill and Intangible Assets
OnThe changes in the carrying amount of the Company's goodwill by segment are as follows:
Institutional InvestorsInvestment ManagersInvestments in New BusinessesTotal
Balance, December 31, 2021$48,911 $56,822 $11,499 $117,232 
Measurement period adjustments(11)211 — 200 
Foreign currency translation adjustments— (27)— (27)
Balance, June 30, 2022$48,900 $57,006 $11,499 $117,405 
In October 2021, the Company acquired all ownership interests of Finomial Corporation (Finomial). The excess purchase price over the estimated value of the net tangible and identifiable intangible assets was allocated to goodwill. The total amount of goodwill from this transaction amounted to $4,036 and is included in the accompanying Consolidated Balance Sheets.
In November 2021, the Company acquired all ownership interests of Novus Partners (Novus). The excess purchase price over the estimated value of the net tangible and identifiable intangible assets was allocated to goodwill. The total amount of goodwill from this transaction amounted to $48,911 and is included in the accompanying Consolidated Balance Sheets.
In addition to the intangible assets acquired through the acquisitions of Finomial and Novus, during 2021, the Company also acquired intangible assets through the purchase of a technology platform providing digital collaboration tools for financial advisors and the purchase of the Atlas Master Trust, a defined contribution master trust in the United Kingdom.
In April 2, 2018, the Company acquired all ownership interests of Huntington Steele, LLC (Huntington Steele). The total purchase price was allocated to Huntington Steele’s net tangible and intangible assets based upon their estimated fair values at the date of purchase. The excess purchase price over the value of the identifiable intangible assets was recorded as goodwill. The total amount of goodwill from this transaction amounted to $11,499 and is included on the accompanying Consolidated Balance Sheets. The total purchase price for Huntington Steele included a contingent purchase price payable to the sellers upon the attainment of specified financial measures determined at various intervals occurring between 2019 and 2023. The Company made payments of $3,965$868 and $633$3,965 during the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively, to the sellers. As of SeptemberJune 30, 2021,2022, the current portionremaining amount of the contingent consideration of $765$9,166 is included in Accrued liabilities on the accompanying Balance Sheet. The long-term portion of the contingent consideration of $8,099 is included in Other long-term liabilities on the accompanying Balance Sheet.
In July 2017, the Company acquired all ownership interests of Archway Technology Partners, LLC, Archway Finance & Operations, Inc. and Keystone Capital Holdings, LLC (collectively, Archway), a provider of operating technologies and services to the family office industry. The total purchase price was allocated to Archway’s net tangible and intangible assets based upon their estimated fair values at the date of purchase. The excess purchase price over the value of the net tangible and identifiable intangible assets was recorded as goodwill. The total amount of goodwill from this transaction amounted to $52,990 and is included on the accompanying Consolidated Balance Sheets.
There were no changes to goodwill during the nine months ended September 30, 2021.
The Company recognized $2,763$6,496 and $2,117 of amortization expense related to the intangible assets acquired through acquisitions of Huntington Steele and Archway during the ninesix months ended SeptemberJune 30, 2022 and 2021, and 2020.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 SeptemberJune 30, 20212022 and 2020:2021:




24


Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Major Product Lines:For the Three Months Ended September 30, 2021
Investment management fees from pooled investment products$34,212 $77,123 $13,639 $32 $338 $125,344 
Investment management fees from investment management agreements605 41,688 71,964 — 3,864 118,121 
Investment operations fees363 — — 136,978 — 137,341 
Investment processing fees - PaaS54,191 — — — — 54,191 
Investment processing fees - SaaS28,579 — — 3,848 — 32,427 
Professional services fees4,174 — — 871 — 5,045 
Account fees and other894 5,957 156 5,683 163 12,853 
Total revenues$123,018 $124,768 $85,759 $147,412 $4,365 $485,322 
Primary Geographic Markets:
United States$77,260 $124,768 $68,810 $136,934 $4,365 $412,137 
United Kingdom28,767 — 13,327 — — 42,094 
Canada12,343 — 926 — — 13,269 
Ireland4,648 — 2,570 10,478 — 17,696 
Other— — 126 — — 126 
Total revenues$123,018 $124,768 $85,759 $147,412 $4,365 $485,322 
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Major Product Lines:Major Product Lines:For the Three Months Ended September 30, 2020Major Product Lines:For the Three Months Ended June 30, 2022
Investment management fees from pooled investment productsInvestment management fees from pooled investment products$32,256 $68,287 $13,417 $180 $356 $114,496 Investment management fees from pooled investment products$31,993 $67,490 $15,700 $123 $402 $115,708 
Investment management fees from investment management agreementsInvestment management fees from investment management agreements421 29,761 65,811 — 3,041 99,034 Investment management fees from investment management agreements616 40,398 63,212 — 4,073 108,299 
Investment operations feesInvestment operations fees446 — — 113,037 — 113,483 Investment operations fees344 — — 144,742 — 145,086 
Investment processing fees - PaaSInvestment processing fees - PaaS47,393 — — — — 47,393 Investment processing fees - PaaS56,378 — — — — 56,378 
Investment processing fees - SaaSInvestment processing fees - SaaS27,567 — — 3,479 — 31,046 Investment processing fees - SaaS29,845 — 3,021 3,911 — 36,777 
Professional services feesProfessional services fees5,663 — — 2,016 — 7,679 Professional services fees4,096 — — 635 — 4,731 
Account fees and otherAccount fees and other1,046 5,141 355 5,134 120 11,796 Account fees and other912 5,306 1,550 6,515 408 14,691 
Total revenuesTotal revenues$114,792 $103,189 $79,583 $123,846 $3,517 $424,927 Total revenues$124,184 $113,194 $83,483 $155,926 $4,883 $481,670 
Primary Geographic Markets:Primary Geographic Markets:Primary Geographic Markets:
United StatesUnited States$74,633 $103,189 $62,699 $116,196 $3,517 $360,234 United States$96,115 $113,194 $68,702 $142,350 $4,883 $425,244 
United KingdomUnited Kingdom25,234 — 12,930 — — 38,164 United Kingdom13,036 — 11,283 — — 24,319 
CanadaCanada10,596 — 1,298 — — 11,894 Canada11,023 — 1,424 — — 12,447 
IrelandIreland4,329 — 2,526 7,650 — 14,505 Ireland4,010 — 1,963 9,416 — 15,389 
LuxembourgLuxembourg— — — 4,160 — 4,160 
OtherOther— — 130 — — 130 Other— — 111 — — 111 
Total revenuesTotal revenues$114,792 $103,189 $79,583 $123,846 $3,517 $424,927 Total revenues$124,184 $113,194 $83,483 $155,926 $4,883 $481,670 

Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Major Product Lines:For the Three Months Ended June 30, 2021
Investment management fees from pooled investment products$33,708 $75,039 $13,638 $14 $326 $122,725 
Investment management fees from investment management agreements603 38,345 71,342 — 3,561 113,851 
Investment operations fees402 — — 132,262 — 132,664 
Investment processing fees - PaaS55,746 — — — — 55,746 
Investment processing fees - SaaS28,442 — — 3,855 — 32,297 
Professional services fees3,928 — — 867 — 4,795 
Account fees and other847 6,012 719 5,810 185 13,573 
Total revenues$123,676 $119,396 $85,699 $142,808 $4,072 $475,651 
Primary Geographic Markets:
United States$78,848 $119,396 $67,792 $132,648 $4,072 $402,756 
United Kingdom28,082 — 14,035 — — 42,117 
Canada12,152 — 1,198 — — 13,350 
Ireland4,594 — 2,546 10,160 — 17,300 
Other— — 128 — — 128 
Total revenues$123,676 $119,396 $85,699 $142,808 $4,072 $475,651 
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 ninesix months ended SeptemberJune 30, 20212022 and 2020:2021:




25


Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
TotalPrivate
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Major Product Lines:Major Product Lines:For the Nine Months Ended September 30, 2021Major Product Lines:For the Six Months Ended June 30, 2022
Investment management fees from pooled investment productsInvestment management fees from pooled investment products$100,484 $224,816 $41,365 $105 $993 $367,763 Investment management fees from pooled investment products$65,111 $139,483 $29,566 $207 $769 $235,136 
Investment management fees from investment management agreementsInvestment management fees from investment management agreements1,681 114,747 213,249 — 10,811 340,488 Investment management fees from investment management agreements871 82,406 131,672 — 8,199 223,148 
Investment operations feesInvestment operations fees1,134 — — 394,401 — 395,535 Investment operations fees704 — — 290,121 — 290,825 
Investment processing fees - PaaSInvestment processing fees - PaaS160,813 — — — — 160,813 Investment processing fees - PaaS112,833 — — — — 112,833 
Investment processing fees - SaaSInvestment processing fees - SaaS84,831 — — 11,409 — 96,240 Investment processing fees - SaaS59,404 — 6,131 7,569 — 73,104 
Professional services fees12,509 — — 2,885 — 15,394 
Professional services fees (1)Professional services fees (1)96,825 — — 1,024 — 97,849 
Account fees and otherAccount fees and other2,850 17,895 1,343 17,839 499 40,426 Account fees and other1,984 10,535 2,953 13,906 840 30,218 
Total revenuesTotal revenues$364,302 $357,458 $255,957 $426,639 $12,303 $1,416,659 Total revenues$337,732 $232,424 $170,322 $312,827 $9,808 $1,063,113 
Primary Geographic Markets:Primary Geographic Markets:Primary Geographic Markets:
United StatesUnited States$231,203 $357,458 $203,322 $396,598 $12,303 $1,200,884 United States$177,001 $232,424 $139,265 $286,375 $9,808 $844,873 
United KingdomUnited Kingdom83,514 — 41,091 — — 124,605 United Kingdom129,699 — 24,032 — — 153,731 
CanadaCanada35,977 — 3,426 — — 39,403 Canada22,823 — 2,666 — — 25,489 
IrelandIreland13,608 — 7,735 30,041 — 51,384 Ireland8,209 — 4,130 19,238 — 31,577 
LuxembourgLuxembourg— — — 7,214 — 7,214 
OtherOther— — 383 — — 383 Other— — 229 — — 229 
Total revenuesTotal revenues$364,302 $357,458 $255,957 $426,639 $12,303 $1,416,659 Total revenues$337,732 $232,424 $170,322 $312,827 $9,808 $1,063,113 
Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Major Product Lines:For the Nine Months Ended September 30, 2020
Investment management fees from pooled investment products$95,407 $200,718 $39,628 $536 $1,063 $337,352 
Investment management fees from investment management agreements1,060 83,726 194,445 — 8,912 288,143 
Investment operations fees1,359 — — 328,316 — 329,675 
Investment processing fees - PaaS137,737 — — — — 137,737 
Investment processing fees - SaaS84,783 — — 10,122 — 94,905 
Professional services fees11,535 — — 4,674 — 16,209 
Account fees and other3,858 14,774 1,236 16,167 279 36,314 
Total revenues$335,739 $299,218 $235,309 $359,815 $10,254 $1,240,335 
Primary Geographic Markets:
United States$220,254 $299,218 $185,202 $335,776 $10,254 $1,050,704 
United Kingdom71,938 — 38,034 — — 109,972 
Canada30,723 — 4,327 — — 35,050 
Ireland12,824 — 7,321 24,039 — 44,184 
Other— — 425 — — 425 
Total revenues$335,739 $299,218 $235,309 $359,815 $10,254 $1,240,335 
(1) Professional services fees of the Private Banks segment includes one-time early termination fees of $88,000 related to a contractual agreement with a significant client of the Company. In accordance with Accounting Standards Codification 606, the entire amount of the fees received were recorded during the three months ended March 31, 2022 as there were no future performance obligations of the Company related to the agreement upon termination.




26


Private
Banks
Investment
Advisors
Institutional
Investors
Investment
Managers
Investments
In New
Businesses
Total
Major Product Lines:For the Six Months Ended June 30, 2021
Investment management fees from pooled investment products$66,272 $147,693 $27,726 $73 $655 $242,419 
Investment management fees from investment management agreements1,076 73,059 141,285 — 6,947 222,367 
Investment operations fees771 — — 257,423 — 258,194 
Investment processing fees - PaaS106,622 — — — — 106,622 
Investment processing fees - SaaS56,252 — — 7,561 — 63,813 
Professional services fees8,335 — — 2,014 — 10,349 
Account fees and other1,956 11,938 1,187 12,156 336 27,573 
Total revenues$241,284 $232,690 $170,198 $279,227 $7,938 $931,337 
Primary Geographic Markets:
United States$153,943 $232,690 $134,512 $259,664 $7,938 $788,747 
United Kingdom54,747 — 27,764 — — 82,511 
Canada23,634 — 2,500 — — 26,134 
Ireland8,960 — 5,165 19,563 — 33,688 
Other— — 257 — — 257 
Total revenues$241,284 $232,690 $170,198 $279,227 $7,938 $931,337 
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




26


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. 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 either 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 contractual fee may also include additional fees determined on a per-account or per-transaction basis. 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.




27


Investment processing fees - Software as a Service - Revenues associated with clients that outsource investment processing technology software and computer processing by accessing ourthe Company's proprietary software and data center remotely but 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 portfolio intelligence and workflow solutions offered to clients of the Institutional Investors segment and revenues associated with technology and outsourced services that support the accounting, investment management, and reporting functions for family offices and their service providers offered to clients of the Investment Managers segment. The contractual fee is primarily based on an annual fixed fee for software licenses and data management services. The client is billed in advance with various billing terms. Revenue recorded in advance of the performance of services is deferred and recognized when earned. Revenues 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.    Voluntary Separation Program
The Company initiated a Voluntary Separation Program (VSP) in June 2022. The VSP is a program designed to enhance talent attraction and development to drive future growth. The VSP was offered to long-tenured employees as part of its commitment to professional development and expanded responsibilities for current and new employees by increasing advancement opportunities.
The VSP was made available to employees in the United States who met the long-term tenure requirements and includes a severance package and the continuation of certain benefits based upon years of service. The severance package also includes allowances related to the vesting of certain stock option awards during the remainder of 2022 and the period in which the employee may exercise vested stock options after the termination of employment. These allowances will be considered modifications to the Company's equity compensation plans.
Separation agreements with employees who are accepted to participate in the VSP are expected to be completed in July 2022. The vast majority of the accepted employees are anticipated to finish their employment before the end of 2022. The expected departure dates for participating employees may be adjusted based on management’s determination of how best to ensure a smooth and successful transition of responsibilities. The Company expects a one-time increase between $54,000 and $58,000 in personnel costs associated with the VSP during the third quarter 2022.





2728


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, 2020.2021.

Overview
Consolidated Summary
SEI is a leading global provider of technology-driven wealth and investment management solutions. We deliver comprehensive platforms, services and infrastructure—infrastructure–encompassing technology, operational, and investment management services—services–to help wealth managers, financial advisors, investment managers, family offices, institutional and private investors create and manage wealth. 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 (See Note 13 to the Consolidated Financial Statements for more information pertaining to our revenues).assets. As of SeptemberJune 30, 2021,2022, through our subsidiaries and partnerships in which we have a significant interest, we manage, advise or administer $1.3 trillion in hedge, private equity, mutual fund and pooled or separately managed assets, including $391.5$403.6 billion in assets under management and $866.3$889.0 billion in client assets under administration. Our affiliate, LSV Asset Management (LSV), manages $97.6$81.9 billion of assets which are included as assets under management.
Condensed Consolidated Statements of Operations for the three and ninesix months ended SeptemberJune 30, 20212022 and 20202021 were:
Three Months Ended September 30,Percent Change*Nine Months Ended September 30,Percent Change* Three Months Ended June 30,Percent Change*Six Months Ended June 30,Percent Change*
2021202020212020 2022202120222021
RevenuesRevenues$485,322 $424,927 14%$1,416,659 $1,240,335 14%Revenues$481,670 $475,651 1%$1,063,113 $931,337 14%
ExpensesExpenses344,197 313,590 10%1,006,676 918,458 10%Expenses365,810 339,630 8%732,454 662,479 11%
Income from operationsIncome from operations141,125 111,337 27%409,983 321,877 27%Income from operations115,860 136,021 (15)%330,659 268,858 23%
Net (loss) gain from investmentsNet (loss) gain from investments(575)776 NM134 (1,310)NMNet (loss) gain from investments(2,620)377 NM(3,109)709 NM
Interest income, net of interest expenseInterest income, net of interest expense791 856 (8)%2,361 5,126 (54)%Interest income, net of interest expense1,642 748 120%2,240 1,570 43%
Equity in earnings from unconsolidated affiliateEquity in earnings from unconsolidated affiliate35,005 28,305 24%103,420 86,488 20%Equity in earnings from unconsolidated affiliate29,813 35,065 (15)%62,272 68,415 (9)%
Income before income taxesIncome before income taxes176,346 141,274 25%515,898 412,181 25%Income before income taxes144,695 172,211 (16)%392,062 339,552 15%
Income taxesIncome taxes38,301 30,178 27%114,605 90,777 26%Income taxes33,419 38,433 (13)%90,478 76,304 19%
Net incomeNet income138,045 111,096 24%401,293 321,404 25%Net income111,276 133,778 (17)%301,584 263,248 15%
Diluted earnings per common shareDiluted earnings per common share$0.97 $0.75 29%$2.79 $2.14 30%Diluted earnings per common share$0.81 $0.93 (13)%$2.17 $1.82 19%
* Variances noted "NM" indicate the percent change is not meaningful.
The following items had a significant impact on our financial results for the three and ninesix months ended SeptemberJune 30, 20212022 and 2020:2021:
Revenue from Asset management, administration and distribution fees increased from higher average assets under administration from market appreciation during 2021 and positive cash flows from new and existing clients.clients despite the significant decline in market conditions in 2022. Average assets under administration increased $148.2$55.5 billion, or 21%7%, to $845.2$895.4 billion in the first ninesix months of 20212022 as compared to $697.0$839.9 billion during the first ninesix months of 2020.2021.
Revenue from Asset management, administration and distribution fees were negatively impacted by a shift of our average assets under management into lower fee products. Average assets under management, excluding LSV, increased $54.6$21.0 billion, or 23%7%, to $291.3$307.9 billion in the first ninesix months of 20212022 as compared to $236.7$286.9 billion during the first ninesix months of 2020. The increase was primarily due to market appreciation from the recovery of the capital markets during the later half of 2020 and first half of 2021. Defined benefit plan client losses in the Institutional Investors segment partially offset the increase and negatively impacted our asset-based revenues.
A significant investment processing client of the Private Banks segment terminated an agreement for convenience during the first quarter 2022. As a result, we recorded one-time early termination fees of $88.0 million. The early termination fee is included in Information processing and software servicing fees inon the Private Banks segment increased $23.8accompanying Consolidated Statements of Operations.
Revenues from our acquisitions of SEI Novus and Atlas Master Trust were $6.1 million and $2.5 million, respectively, during the first ninesix months of 2022. SEI Novus and Atlas Master Trust were acquired during the fourth quarter of 2021 due to higher asset balances processed on SWP.
Earnings from LSV increased to $103.4 millionand are reported in the first nine months of 2021 as compared to $86.5 million in the first nine months of 2020 due to higher assets under management from market appreciation and new clients. Negative cash flows from existing clients and client losses partially offset the increase in earnings from LSV.




28


Operating expenses increased primarily from direct costs related to increased revenues and higher personnel costs due to business growth and competitive labor markets.
Stock-based compensation expense increased $10.7 million during the first nine months of 2021 due to equity awards in late 2020 and from a change in estimate of the timing of when stock-option vesting targets would be achieved.
We capitalized $19.4 million in the first nine months of 2021 for the SEI Wealth Platform as compared to $17.2 million in the first nine months of 2020. Amortization expense related to SWP increased to $35.8 million during the first nine months of 2021 as compared to $32.6 million during the first nine months of 2020 due to additional enhancements placed in service.
We continued the stock repurchase program during 2021 and purchased 5.2 million shares for $316.1 million in the nine month period.
Impact of COVID-19 and Other Events
The occurrence of unforeseen or catastrophic events, including the emergence of a pandemic or other widespread health emergency or concerns over the possibility of such an emergency, could create economic and financial disruptions, and could lead to operational difficulties that could impair our ability to manage our business. In December 2019, a novel strain of coronavirus (COVID-19) was identified in Wuhan, China. COVID-19 quickly spread globally, leading the World Health Organization to declare the COVID-19 virus outbreak a global pandemic in March 2020. Since that time, governmental authorities have implemented numerous and varying measures to stall the spread and ameliorate the impact of COVID-19, including travel bans and restrictions, quarantines, curfews, shelter in place and safer-at-home orders, business shutdowns and closures, and have also implemented multi-step policies with the goal of re-opening domestic and global markets. Certain jurisdictions have begun re-opening only to return to restrictions in the face of increases in new COVID-19 cases. Recent developments include the phased re-opening of domestic and global markets to varying degrees.
In March 2020, we executed upon our business resiliency and contingency plans. To date, our remote capabilities have proven to be effective during the disruption caused by the COVID-19 pandemic with almost the entire workforce working remotely, with only a very limited number of on-site activities in our operational offices continuing to be performed.
We continue to closely monitor the domestic and international landscape for changes in governmental measures both in the United States and in the locations where we rely on critical outsourced services. We continue to be in regular contact with regulators, clients and vendors to confirm the measures taken to continue operating during this crisis, taking into consideration the latest announcements from state and federal authorities. We are also in continuous communication with our workforce to provide for the health and welfare of our employees working remotely and have implemented a return plan that is available for review on our website for those employees working in our operational offices. We will monitor the ability of these individuals to work as safely as possible at our offices and make adjustmentsInstitutional Investors segment (See Note 12 to the number of on-site personnel (either increases or decreases) accordingly. We expect that the individual circumstances of our employees regarding school, childcare, care-giving and underlying health concerns will significantly impact our ability to return staff to their primary office locations.
The majority of our revenues are based on the value of assets invested in investment products that we manage or administer which are affected by changes in the capital markets and the portfolio strategy of our clients or their customers. The strong recovery of the capital markets after the widespread economic shutdowns in response to the emergence of the pandemic has had a positive impact on our asset-based fees thereby increasing our base revenues. Any prolonged future downturns in general capital market conditions or long-term client portfolio strategies directing significant assets into lower margin products could have adverse effects on our revenues and earnings derived from assets under management and administration.
While we have developed and implemented and continue to develop and implement health and safety protocols, business continuity plans and crisis management protocols designed to mitigate the potentially negative impact of COVID-19 to our employees and our business, the extent of the impact of the pandemic on our business and financial results will continue to depend on numerous evolving factors that we are not able to accurately predict and which will vary by market, including the duration and scope of the pandemic, the effectiveness of vaccinations, the implications arising out of the emerging and potentially yet to be identified variants of COVID-19, global economic conditions during and after the pandemic, governmental actions that have been taken, or may be taken in the future, in response to the pandemic, the extent that critical public and private infrastructure functions upon which we rely are suspended and changes in investor and consumer behavior in response to the pandemic. The resulting market conditions may adversely affect our revenues and earnings derived from assets under management and administration.Consolidated Financial Statements).




29


On May 17, 2020, M.J. Brunner (Brunner), oneEarnings from LSV decreased to $62.3 million in the first six months of our third-party developers/vendors that provides development services2022 as compared to $68.4 million in the first six months of 2021 due to negative cash flows from existing clients, market depreciation and applicationclient losses.
Operating expenses increased primarily from higher personnel and consulting costs due to business growth and competitive labor markets. The increase was partially offset by lower direct costs related to asset management revenues.
The Institutional Investors segment includes personnel, professional fees, amortization and other costs related to SEI Novus and Atlas Master Trust. These expenses are primarily included in Compensation, benefits and other personnel costs, Consulting, outsourcing and professional fees, and Amortization on the accompanying Consolidated Statements of Operations.
We capitalized $12.7 million in the first six months of 2022 for twothe SEI Wealth Platform as compared to $12.2 million in the first six months of our client applications experienced a ransomware attack. 2021. Amortization expense related to SWP was $23.9 million during the first six months of 2022 and 2021.
We are aware that certain client data was illegally accessedcontinued the stock repurchase program during 2022 and revealed by cybercriminal(s). The applications themselves were not compromised by this attack. The root causepurchased 3.7 million shares for $209.4 million in the six month period.
Introduction of the attack was not predicated on vulnerability within SEI’s network, and neither SEI’s network nor operations were compromised, attacked or otherwise affectedVoluntary Separation Program
In June 2022, we initiated an enhanced voluntary separation program to long-tenured employees as part of this incident. While there were directour commitment to professional development and indirect expenses associated withexpanded responsibilities for current and new employees by increasing advancement opportunities. The program was offered to employees in the incidentUnited States who met the long-term tenure requirements and includes a severance package and the continuation of certain benefits. We expect a one-time increase between $54.0 million and $58.0 million in each fiscal quarter since the incident, and we expect there will continue to bepersonnel costs associated with the incident going-forward, we do not expect these will be material. We note that several regulatory bodies who routinely review our operations, includingprogram during the SEC and the United States Federal Financial Institutions Examination Council (FFIEC), have requested information with respect to, and are investigating the facts and circumstances surrounding, the ransomware attack on Brunner. We have produced information in connection with and continue to cooperate in the ongoing investigation being conducted by the SEC’s Division of Enforcement relating to this matter. Additionally, the SEC’s Division of Examinations concluded its examination of our regulated entities and found limited and discrete deficiencies in the execution of our third-party vendor management program as it pertained to Brunner. While we have identified no causal connection between the Examination findings and the Brunner ransomware attack, we take our clients’ security very seriously and have respondedthird quarter 2022 (See Note 14 to the Staff’s Examination findings and are documenting further enhancements to our third-party vendor management program.Consolidated Financial Statements).
One SEI
SM Strategy
In 2020, we invested in our One SEI strategy. The One SEI strategy is a company-wide initiative to open business opportunities across the entire company by leveraging existing and new SEI platforms and making them accessible to all types of clients, adjacent markets and other non-SEI platforms. As we execute on our strategy, we have incurred significant costs during 2020 and throughout 2021 to integrate, modularize and leverage these technologies in our service offerings for the front, middle and back-office. The majority of these costs have been recognized in the Investments in New Businesses segment. To date, we have not capitalized any software development costs related to the One SEI strategy. We expect these investments will continue during the fourth quarter of 2021 and into 2022 as we continue to deliver on our One SEI strategy.





30


Ending Asset Balances
(In millions)
As of September 30,Percent Change As of June 30,Percent Change
20212020 20222021
Private Banks:Private Banks:Private Banks:
Equity and fixed-income programsEquity and fixed-income programs$25,618 $23,499 9%Equity and fixed-income programs$22,277 $26,264 (15)%
Collective trust fund programsCollective trust fund programs—%Collective trust fund programs—%
Liquidity fundsLiquidity funds3,988 3,718 7%Liquidity funds3,666 3,654 —%
Total assets under managementTotal assets under management$29,612 $27,223 9%Total assets under management$25,950 $29,925 (13)%
Client assets under administrationClient assets under administration4,675 24,174 (81)%Client assets under administration3,923 4,412 (11)%
Total assetsTotal assets$34,287 $51,397 (33)%Total assets$29,873 $34,337 (13)%
Investment Advisors:Investment Advisors:Investment Advisors:
Equity and fixed-income programsEquity and fixed-income programs$78,560 $65,581 20%Equity and fixed-income programs$65,783 $78,053 (16)%
Collective trust fund programs— (100)%
Liquidity fundsLiquidity funds3,477 3,866 (10)%Liquidity funds8,292 3,550 134%
Total Platform assets under managementTotal Platform assets under management$82,037 $69,450 18%Total Platform assets under management$74,075 $81,603 (9)%
Platform-only assets (E)Platform-only assets (E)13,728 10,506 31%Platform-only assets (E)12,642 13,566 (7)%
Total Platform assets (E)Total Platform assets (E)$95,765 $79,956 20%Total Platform assets (E)$86,717 $95,169 (9)%
Institutional Investors:Institutional Investors:Institutional Investors:
Equity and fixed-income programsEquity and fixed-income programs$89,441 $83,846 7%Equity and fixed-income programs$75,506 $93,010 (19)%
Collective trust fund programsCollective trust fund programs101 (95)%Collective trust fund programs—%
Liquidity fundsLiquidity funds2,599 2,096 24%Liquidity funds1,654 2,516 (34)%
Total assets under managementTotal assets under management$92,045 $86,043 7%Total assets under management$77,165 $95,531 (19)%
Client assets under advisementClient assets under advisement4,698 3,618 30%Client assets under advisement4,218 4,566 (8)%
Total assetsTotal assets$96,743 $89,661 8%Total assets$81,383 $100,097 (19)%
Investment Managers:Investment Managers:Investment Managers:
Collective trust fund programsCollective trust fund programs$87,488 $63,277 38%Collective trust fund programs$142,035 $87,012 63%
Liquidity fundsLiquidity funds568 389 46%Liquidity funds271 473 (43)%
Total assets under managementTotal assets under management$88,056 $63,666 38%Total assets under management$142,306 $87,485 63%
Client assets under administration (A)Client assets under administration (A)861,605 730,369 18%Client assets under administration (A)885,096 875,942 1%
Total assetsTotal assets$949,661 $794,035 20%Total assets$1,027,402 $963,427 7%
Investments in New Businesses:Investments in New Businesses:Investments in New Businesses:
Equity and fixed-income programsEquity and fixed-income programs$1,964 $1,572 25%Equity and fixed-income programs$1,903 $1,924 (1)%
Liquidity fundsLiquidity funds202 169 20%Liquidity funds242 191 27%
Total assets under managementTotal assets under management$2,166 $1,741 24%Total assets under management$2,145 $2,115 1%
Client assets under advisementClient assets under advisement1,378 1,179 17%Client assets under advisement1,076 1,422 (24)%
Total assetsTotal assets$3,544 $2,920 21%Total assets$3,221 $3,537 (9)%
LSV:LSV:LSV:
Equity and fixed-income programs (B)Equity and fixed-income programs (B)$97,604 $82,051 19%Equity and fixed-income programs (B)$81,940 $102,404 (20)%




31


Total:Total:Total:
Equity and fixed-income programs (C)Equity and fixed-income programs (C)$293,187 $256,549 14%Equity and fixed-income programs (C)$247,409 $301,655 (18)%
Collective trust fund programsCollective trust fund programs87,499 63,387 38%Collective trust fund programs142,047 87,024 63%
Liquidity fundsLiquidity funds10,834 10,238 6%Liquidity funds14,125 10,384 36%
Total assets under managementTotal assets under management$391,520 $330,174 19%Total assets under management$403,581 $399,063 1%
Client assets under advisementClient assets under advisement6,076 4,797 27%Client assets under advisement5,294 5,988 (12)%
Client assets under administration (D)Client assets under administration (D)866,280 754,543 15%Client assets under administration (D)889,019 880,354 1%
Platform-only assetsPlatform-only assets13,728 10,506 31%Platform-only assets12,642 13,566 (7)%
Total assetsTotal assets$1,277,604 $1,100,020 16%Total assets$1,310,536 $1,298,971 1%
(A)Client assets under administration in the Investment Managers segment include $12.3$80.7 billion of assets that are at fee levels below our normal full service assets (as of SeptemberJune 30, 2021)2022).
(B)    Equity and fixed-income programs include assets managed by LSV in which fees are based on performance only. The ending value of these assets as of SeptemberJune 30, 20212022 was $2.3$1.9 billion.
(C)    Equity and fixed-income programs include $7.8$6.4 billion of assets invested in various asset allocation funds at SeptemberJune 30, 2021.2022.
(D)    In addition to the numbers presented, SEI also administers an additional $13.7$12.9 billion in Funds of Funds assets (as of SeptemberJune 30, 2021)2022) on which SEI does not earn an administration fee.
(E)    Platform assets under management and Platform-only assets combined are total Platform assets in the Investment Advisors segment.





32


Average Asset Balances
(In millions)
Three Months Ended September 30,Percent ChangeNine Months Ended September 30,Percent Change Three Months Ended June 30,Percent ChangeSix Months Ended June 30,Percent Change
2021202020212020 2022202120222021
Private Banks:Private Banks:Private Banks:
Equity and fixed-income programsEquity and fixed-income programs$26,232 $23,740 10%$25,809 $23,542 10%Equity and fixed-income programs$23,713 $26,056 (9)%$24,675 $25,598 (4)%
Collective trust fund programsCollective trust fund programs(14)%20%Collective trust fund programs—%—%
Liquidity fundsLiquidity funds3,916 3,948 (1)%3,875 3,965 (2)%Liquidity funds3,795 3,833 (1)%4,099 3,855 6%
Total assets under managementTotal assets under management$30,154 $27,695 9%$29,690 $27,512 8%Total assets under management$27,515 $29,896 (8)%$28,781 $29,460 (2)%
Client assets under administrationClient assets under administration4,476 25,295 (82)%4,399 24,651 (82)%Client assets under administration4,163 4,405 (5)%4,332 4,361 (1)%
Total assetsTotal assets$34,630 $52,990 (35)%$34,089 $52,163 (35)%Total assets$31,678 $34,301 (8)%$33,113 $33,821 (2)%
Investment Advisors:Investment Advisors:Investment Advisors:
Equity and fixed-income programsEquity and fixed-income programs$79,602 $64,479 23%$76,560 $62,280 23%Equity and fixed-income programs$70,436 $76,840 (8)%$74,006 $75,040 (1)%
Collective trust fund programs— (100)%(67)%
Liquidity fundsLiquidity funds3,403 4,569 (26)%3,464 4,925 (30)%Liquidity funds7,070 3,370 110%6,111 3,495 75%
Total Platform assets under managementTotal Platform assets under management$83,005 $69,051 20%$80,025 $67,208 19%Total Platform assets under management$77,506 $80,210 (3)%$80,117 $78,535 2%
Platform-only assets (E)Platform-only assets (E)13,863 10,501 32%13,120 9,481 38%Platform-only assets (E)13,142 13,292 (1)%13,560 12,749 6%
Total Platform assets (E)Total Platform assets (E)$96,868 $79,552 22%$93,145 $76,689 21%Total Platform assets (E)$90,648 $93,502 (3)%$93,677 $91,284 3%
Institutional Investors:Institutional Investors:Institutional Investors:
Equity and fixed-income programsEquity and fixed-income programs$91,965 $82,830 11%$92,257 $79,931 15%Equity and fixed-income programs$80,971 $93,458 (13)%$85,111 $92,404 (8)%
Collective trust fund programsCollective trust fund programs102 (95)%56 96 (42)%Collective trust fund programs68 (93)%82 (94)%
Liquidity fundsLiquidity funds2,742 2,120 29%2,681 2,313 16%Liquidity funds2,097 2,681 (22)%2,160 2,651 (19)%
Total assets under managementTotal assets under management$94,712 $85,052 11%$94,994 $82,340 15%Total assets under management$83,073 $96,207 (14)%$87,276 $95,137 (8)%
Client assets under advisementClient assets under advisement4,658 3,565 31%4,440 3,562 25%Client assets under advisement3,987 4,516 (12)%4,438 4,331 2%
Total assetsTotal assets$99,370 $88,617 12%$99,434 $85,902 16%Total assets$87,060 $100,723 (14)%$91,714 $99,468 (8)%
Investment Managers:Investment Managers:Investment Managers:
Collective trust fund programsCollective trust fund programs$89,441 $62,028 44%$84,010 $57,347 46%Collective trust fund programs$131,435 $84,553 55%$109,034 $81,294 34%
Liquidity fundsLiquidity funds532 565 (6)%497 555 (10)%Liquidity funds285 469 (39)%359 480 (25)%
Total assets under managementTotal assets under management$89,973 $62,593 44%$84,507 $57,902 46%Total assets under management$131,720 $85,022 55%$109,393 $81,774 34%
Client assets under administration (A)Client assets under administration (A)851,183 713,528 19%840,774 672,309 25%Client assets under administration (A)893,361 853,810 5%891,108 835,570 7%
Total assetsTotal assets$941,156 $776,121 21%$925,281 $730,211 27%Total assets$1,025,081 $938,832 9%$1,000,501 $917,344 9%
Investments in New Businesses:Investments in New Businesses:Investments in New Businesses:
Equity and fixed-income programsEquity and fixed-income programs$1,958 $1,560 26%$1,857 $1,564 19%Equity and fixed-income programs$2,016 $1,870 8%$2,021 $1,807 12%
Liquidity fundsLiquidity funds205 180 14%203 177 15%Liquidity funds262 236 11%274 203 35%
Total assets under managementTotal assets under management$2,163 $1,740 24%$2,060 $1,741 18%Total assets under management$2,278 $2,106 8%$2,295 $2,010 14%
Client assets under advisementClient assets under advisement1,423 1,206 18%1,385 1,192 16%Client assets under advisement1,165 1,406 (17)%1,281 1,367 (6)%
Total assetsTotal assets$3,586 $2,946 22%$3,445 $2,933 17%Total assets$3,443 $3,512 (2)%$3,576 $3,377 6%
LSV:LSV:LSV:
Equity and fixed-income programs (B)Equity and fixed-income programs (B)$99,924 $83,536 20%$100,328 $83,997 19%Equity and fixed-income programs (B)$87,818 $103,583 (15)%$92,134 $100,530 (8)%





33


Total:Total:Total:
Equity and fixed-income programs (C)Equity and fixed-income programs (C)$299,681 $256,145 17%$296,811 $251,314 18%Equity and fixed-income programs (C)$264,954 $301,807 (12)%$277,947 $295,379 (6)%
Collective trust fund programsCollective trust fund programs89,452 62,140 44%84,073 57,451 46%Collective trust fund programs131,447 84,628 55%109,046 81,383 34%
Liquidity fundsLiquidity funds10,798 11,382 (5)%10,720 11,935 (10)%Liquidity funds13,509 10,589 28%13,003 10,684 22%
Total assets under managementTotal assets under management$399,931 $329,667 21%$391,604 $320,700 22%Total assets under management$409,910 $397,024 3%$399,996 $387,446 3%
Client assets under advisementClient assets under advisement6,081 4,771 27%5,825 4,754 23%Client assets under advisement5,152 5,922 (13)%5,719 5,698 —%
Client assets under administration (D)Client assets under administration (D)855,659 738,823 16%845,173 696,960 21%Client assets under administration (D)897,524 858,215 5%895,440 839,931 7%
Platform-only assetsPlatform-only assets13,863 10,501 32%13,120 9,481 38%Platform-only assets13,142 13,292 (1)%13,560 12,749 6%
Total assetsTotal assets$1,275,534 $1,083,762 18%$1,255,722 $1,031,895 22%Total assets$1,325,728 $1,274,453 4%$1,314,715 $1,245,824 6%
(A)    Average client assets under administration in the Investment Managers segment for the three months ended SeptemberJune 30, 20212022 include $12.5$80.7 billion that are at fee levels below our normal full service assets.
(B)    Equity and fixed-income programs include assets managed by LSV in which fees are based on performance only. The average value of these assets for the three months ended SeptemberJune 30, 20212022 was $2.4$2.1 billion.
(C)    Equity and fixed-income programs include $7.8$6.9 billion of average assets invested in various asset allocation funds for the three months ended SeptemberJune 30, 2021.2022.
(D)    In addition to the numbers presented, SEI also administers an additional $13.6$13.1 billion of average assets in Funds of Funds assets for the three months ended SeptemberJune 30, 20212022 on which SEI does not earn an administration fee.
(E)    Platform assets under management and Platform-only assets combined are total Platform assets in the Investment Advisors segment.

In the preceding tables, assets under management are total assets of our clients or their customers invested in 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. Assets under advisement 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 include total assets of our clients or their customers which are not invested in any SEI-sponsored investment products. 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.





34


Business Segments
Revenues, Expenses and Operating Profit (Loss) for our business segments for the three and ninesix months ended SeptemberJune 30, 20212022 compared to the three and ninesix months ended SeptemberJune 30, 20202021 were as follows:
Three Months Ended September 30,Percent
Change
Nine Months Ended September 30,Percent
Change
Three Months Ended June 30,Percent
Change
Six Months Ended June 30,Percent
Change
2021202020212020 2022202120222021
Private Banks:Private Banks:Private Banks:
RevenuesRevenues$123,018 $114,792 7%$364,302 $335,739 9%Revenues$124,184 $123,676 —%$337,732 $241,284 40%
ExpensesExpenses116,679 113,066 3%345,057 331,442 4%Expenses121,060 117,654 3%243,015 228,378 6%
Operating ProfitOperating Profit$6,339 $1,726 NM$19,245 $4,297 NMOperating Profit$3,124 $6,022 (48)%$94,717 $12,906 NM
Operating MarginOperating Margin%%%%Operating Margin%%28 %%
Investment Advisors:Investment Advisors:Investment Advisors:
RevenuesRevenues$124,768 $103,189 21%$357,458 $299,218 19%Revenues$113,194 $119,396 (5)%$232,424 $232,690 —%
ExpensesExpenses62,107 51,519 21%176,267 154,100 14%Expenses63,375 59,133 7%127,895 114,160 12%
Operating ProfitOperating Profit$62,661 $51,670 21%$181,191 $145,118 25%Operating Profit$49,819 $60,263 (17)%$104,529 $118,530 (12)%
Operating MarginOperating Margin50 %50 %51 %48 %Operating Margin44 %50 %45 %51 %
Institutional Investors:Institutional Investors:Institutional Investors:
RevenuesRevenues$85,759 $79,583 8%$255,957 $235,309 9%Revenues$83,483 $85,699 (3)%$170,322 $170,198 —%
ExpensesExpenses41,643 37,812 10%122,696 113,016 9%Expenses43,925 41,895 5%89,283 81,053 10%
Operating ProfitOperating Profit$44,116 $41,771 6%$133,261 $122,293 9%Operating Profit$39,558 $43,804 (10)%$81,039 $89,145 (9)%
Operating MarginOperating Margin51 %52 %52 %52 %Operating Margin47 %51 %48 %52 %
Investment Managers:Investment Managers:Investment Managers:
RevenuesRevenues$147,412 $123,846 19%$426,639 $359,815 19%Revenues$155,926 $142,808 9%$312,827 $279,227 12%
ExpensesExpenses89,594 79,838 12%257,609 228,795 13%Expenses100,807 84,995 19%199,644 168,015 19%
Operating ProfitOperating Profit$57,818 $44,008 31%$169,030 $131,020 29%Operating Profit$55,119 $57,813 (5)%$113,183 $111,212 2%
Operating MarginOperating Margin39 %36 %40 %36 %Operating Margin35 %40 %36 %40 %
Investments in New Businesses:Investments in New Businesses:Investments in New Businesses:
RevenuesRevenues$4,365 $3,517 24%$12,303 $10,254 20%Revenues$4,883 $4,072 20%$9,808 $7,938 24%
ExpensesExpenses12,820 13,315 (4)%39,855 37,691 6%Expenses12,844 13,631 (6)%24,794 27,035 (8)%
Operating LossOperating Loss$(8,455)$(9,798)NM$(27,552)$(27,437)NMOperating Loss$(7,961)$(9,559)NM$(14,986)$(19,097)NM
For additional information pertaining to our business segments, see Note 9 to the Consolidated Financial Statements.
Private Banks
 Three Months Ended September 30,Percent
Change
Nine Months Ended September 30,Percent
Change
 2021202020212020
Revenues:
Information processing and software servicing fees$88,340 $81,811 8%$261,907 $238,099 10%
Asset management, administration & distribution fees34,678 32,981 5%102,395 97,640 5%
Total revenues$123,018 $114,792 7%$364,302 $335,739 9%
Revenues increased $8.2 million, or 7%, in the three month period and increased $28.6 million, or 9%, in the nine month period ended September 30, 2021 and were primarily affected by:
Increased investment processing fees from new SWP client conversions and growth from existing SWP clients, partially due to market appreciation;
Increased investment management fees from existing international clients due to market appreciation;
Increased non-recurring professional service fees from existing clients and one-time early termination fees from an existing TRUST 3000® client; and
The positive impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British




35


pound on our foreign operations; partially offset byPrivate Banks
Decreased investment processing fees from the loss of clients; and
 Three Months Ended June 30,Percent
Change
Six Months Ended June 30,Percent
Change
 2022202120222021
Revenues:
Information processing and software servicing fees$93,203 $89,264 4%$274,240 $173,567 58%
Asset management, administration & distribution fees30,981 34,412 (10)%63,492 67,717 (6)%
Total revenues$124,184 $123,676 —%$337,732 $241,284 40%
Decreased investment management fees from liquidity products.
Operating marginsRevenues increased to 5% in the three and nine month periods. Operating margins in the prior year comparable periods were essentially flat. Operating income increased by $4.6 millionslightly in the three month period and increased by $14.9$96.4 million, or 40%, in the ninesix month period ended June 30, 2022 and waswere primarily affected by:
An increase in revenues;
Decreased non-capitalized costs, mainly personnel and consulting costs, related to maintenance, support and client migrations to SWP;Early termination fees of $88.0 million recorded during the first quarter 2022 from a significant investment processing client; and
Increased investment processing fees from new client conversions and growth from existing SWP clients, in part due to market appreciation during 2021; partially offset by
One-time early termination fees from a TRUST 3000® client recorded in the second quarter 2021;
The net positivenegative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations; and
Decreased investment management fees from existing international clients due to market depreciation during 2022.
Operating margins decreased to 3% compared to 5% in the three month period and increased to 28% compared to 5% in the six month period. Operating income decreased by $2.9 million, or 48%, in the three month period and increased $81.8 million in the six month period and was primarily affected by:
An increase in revenues; and
Decreased direct expenses associated with lower investment management fees from existing international clients; partially offset by
Increased direct expenses associated with increased investment management feespersonnel costs due to competitive labor markets;
Increased costs, mainly personnel and consulting costs, primarily related to maintenance, support and client migrations to SWP;
The negative impact from existing international clients;foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations; and
Increased amortization expense related to SWP; and
Increased personnel and stock-based compensation costs.deferred sales commissions.
Investment Advisors
Three Months Ended September 30,Percent
Change
Nine Months Ended September 30,Percent
Change
Three Months Ended June 30,Percent
Change
Six Months Ended June 30,Percent
Change
2021202020212020 2022202120222021
Revenues:Revenues:Revenues:
Investment management fees-SEI fund programsInvestment management fees-SEI fund programs$77,123 $68,287 13%$224,816 $200,718 12%Investment management fees-SEI fund programs$67,490 $75,039 (10)%$139,483 $147,693 (6)%
Separately managed account feesSeparately managed account fees41,688 29,761 40%114,747 83,726 37%Separately managed account fees40,398 38,345 5%82,406 73,059 13%
Other feesOther fees5,957 5,141 16%17,895 14,774 21%Other fees5,306 6,012 (12)%10,535 11,938 (12)%
Total revenuesTotal revenues$124,768 $103,189 21%$357,458 $299,218 19%Total revenues$113,194 $119,396 (5)%$232,424 $232,690 —%
Revenues increased $21.6decreased $6.2 million, or 21%5%, in the three month period and increased $58.2 million, or 19%,decreased slightly in the ninesix month period ended SeptemberJune 30, 20212022 and were primarily affected by:
Decreased investment management fees from SEI fund programs resulting from negative cash flows during 2021 and the decline in market conditions during 2022; partially offset by
Increased separately managed account program fees from positive cash flows into newour Strategist programs and existing SEI-sponsored programs; andmarket appreciation occurring during 2021.

The positive impact to investment management fees from market appreciation; partially offset by

Negative cash flows from SEI-sponsored mutual funds.
36


Operating margin remained atdecreased to 44% compared to 50% in the three month period and increaseddecreased to 45% compared to 51% compared to 48% in the ninesix month period. Operating income increased $11.0decreased $10.4 million, or 21%17%, in the three month period and increased $36.1decreased $14.0 million, or 25%12%, in the ninesix month period and was primarily affected by:
An increase in revenues; partially offset by
Increased direct expenses associated with increased assets into our separately managed account program; and
Increased promotionpersonnel costs as well as increased personnel and stock-based compensationpromotion costs.




36


Institutional Investors
Revenues increased $6.2decreased $2.2 million, or 8%3%, in the three month period and increased $20.6 million, or 9%,slightly in the ninesix month period ended SeptemberJune 30, 20212022 and were primarily affected by:
Increased investment management feesAdded revenues from market appreciation;
Asset funding from new salesthe acquisitions of our OCIO platform;
Performance fees associated with an SEI-sponsored investment productSEI Novus and Atlas Master Trust during the third-quarterfourth quarter 2021; and
The positive impact to investment management fees from market appreciation in 2021; partially offset by
Decreased investment management fees from defined benefit client losses; and
The negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations; partially offset by
Defined benefit client losses.operations.
Operating margin decreased to 51%47% compared to 52%51% in the three month period and remained atdecreased to 48% compared to 52% in the ninesix month period. Operating income increased $2.3decreased $4.2 million, or 6%10%, in the three month period and increased $11.0decreased $8.1 million, or 9%, in the ninesix month period and was primarily affected by:
An increase in revenues;Increased personnel, professional fees, amortization and other costs related to the acquisitions of SEI Novus and Atlas Master Trust; partially offset by
IncreasedDecreased direct expenses associated with investment management fees; and
Increased personnel and stock-based compensation costs.fees.
Investment Managers
Revenues increased $23.6$13.1 million, or 19%9%, in the three month period and increased $66.8$33.6 million, or 19%12%, in the ninesix month period ended SeptemberJune 30, 20212022 and were primarily affected by:
Higher valuations of existing client assets from market appreciation;appreciation in 2021; and
Positive cash flows into alternative, traditional and separately managed account offerings from new and existing clients; partially offset by
Client losses and fund closures.
Operating margin increaseddecreased to 39%35% compared to 36%40% in the three month period and increaseddecreased to 36% compared to 40% compared to 36% in the ninesix month period. Operating income increased $13.8decreased $2.7 million, or 31%5%, in the three month period and increased $38.0$2.0 million, or 29%2%, in the ninesix month period and was primarily affected by:
An increase in revenues; partially offset by
Increased personnel costs due to competitive labor markets;
Increased costs associated with new business, primarily personnel expenses and third-party vendor costs; and
Increased non-capitalized investment spending, mainly consulting costs; and
Increased stock-based compensation costscosts.

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 $21.4$23.8 million and $18.0$22.3 million in the three months ended SeptemberJune 30, 20212022 and 2020,2021, respectively, and $65.2$47.8 million and $53.4$43.8 million in the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively. The increase in corporate overhead expenses in the three and six month periods is primarily due to an increase in personnel costs, stock-based compensation, consulting and professional fees.




37


Other income and expense
Other income and expense items on the accompanying Consolidated Statements of Operations consists of: 
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended June 30,Six Months Ended June 30,
2021202020212020 2022202120222021
Net (loss) gain from investmentsNet (loss) gain from investments$(575)$776 $134 $(1,310)Net (loss) gain from investments$(2,620)$377 $(3,109)$709 
Interest and dividend incomeInterest and dividend income892 1,009 2,715 5,582 Interest and dividend income1,853 878 2,701 1,823 
Interest expenseInterest expense(101)(153)(354)(456)Interest expense(211)(130)(461)(253)
Equity in earnings of unconsolidated affiliateEquity in earnings of unconsolidated affiliate35,005 28,305 103,420 86,488 Equity in earnings of unconsolidated affiliate29,813 35,065 62,272 68,415 
Total other income and expense items, netTotal other income and expense items, net$35,221 $29,937 $105,915 $90,304 Total other income and expense items, net$28,835 $36,190 $61,403 $70,694 

Net (loss) gain from investments



37


Net losses from investments in the three and six months ended June 30, 2022 were primarily due to unrealized mark-to-market losses recorded in current earnings associated with the LSV-sponsored investment funds and Company-sponsored mutual funds from the significant decline in market conditions in 2022 (See Note 5).
Interest and dividend income
Interest and dividend income is earned based upon the amount of cash that is invested daily. The decreaseincrease in interest and dividend income in the three and ninesix months ended SeptemberJune 30, 20212022 was due to an overall declineincrease in interest rates.
Equity in earnings of unconsolidated affiliate
Equity in earnings of unconsolidated affiliate reflects our ownership interest in LSV. As of SeptemberJune 30, 2021,2022, our total partnership interest in LSV was 38.7%38.6%. The table below presents the revenues and net income of LSV and the proportionate share in LSV's earnings.
Three Months Ended September 30,Percent ChangeNine Months Ended September 30,Percent ChangeThree Months Ended June 30,Percent ChangeSix Months Ended June 30,Percent Change
2021202020212020 2022202120222021
Revenues of LSVRevenues of LSV$115,728 $94,902 22%$342,957 $289,546 18%Revenues of LSV$99,814 $116,392 (14)%$208,264 $227,229 (8)%
Net income of LSVNet income of LSV90,365 70,440 28%266,805 220,184 21%Net income of LSV77,193 90,520 (15)%160,984 176,440 (9)%
SEI's proportionate share in earnings of LSVSEI's proportionate share in earnings of LSV$35,005 $28,305 24%$103,420 $86,488 20%SEI's proportionate share in earnings of LSV$29,813 $35,065 (15)%$62,272 $68,415 (9)%
The increasedecrease in earnings from LSV in the three and ninesix months ended SeptemberJune 30, 20212022 was primarily due to higher assets under management from market appreciation. Negativenegative cash flows from existing clients, market depreciation and client losses partially offset the increase in earnings from LSV.losses. Average assets under management by LSV increased $16.3decreased $8.4 billion to $100.3$92.1 billion during the ninesix months ended SeptemberJune 30, 20212022 as compared to $84.0$100.5 billion during the ninesix months ended SeptemberJune 30, 2020, an2021, a decrease of 8%.
Amortization
Amortization expense on the accompanying Consolidated Statements of Operations consists of:
Three Months Ended June 30,Percent ChangeSix Months Ended June 30,Percent Change
 2022202120222021
Capitalized software development costs$13,204 $13,402 (1)%$26,758 $26,775 —%
Intangible assets acquired through acquisitions and asset purchases3,243 921 252%6,496 2,117 207%
Other805838%805838%
Total amortization expense$16,527 $14,381 15%$33,334 $28,950 15%
Capitalized software development costs
Capitalized software development costs are amortized on a project basis using the straight-line method over the estimated economic life of the product or enhancement. The capitalization of the initial development work related to SWP began in mid-2007 when the platform was determined to be ready for its intended use. The amortization expense related to the initial software development costs capitalized in 2007 ended in the second quarter of 2022. As a result, we expect amortization expense related to capitalized software in service as of June 30, 2022 to decline to approximately $6.7 million in the third quarter 2022 (See Note 1 to the Consolidated Financial Statements).




38


Intangible assets acquired through acquisitions and asset purchases
The increase in amortization expense in the three and six month periods was due to the acquisitions of 19%Finomial, SEI Novus and Atlas Master Trust during the fourth quarter 2021. Through these transactions, we acquired intangible assets related to technology, trade names and client relationships which are amortized over the estimated useful life of the assets (See Note 12 to the Consolidated Financial Statements).
Income Taxes
The effective income tax rates for the three and ninesix months ended SeptemberJune 30, 20212022 and 20202021 differ from the federal income tax statutory rate due to the following:
Three Months Ended September 30,Nine Months Ended September 30,Three Months Ended June 30,Six Months Ended June 30,
20212020202120202022202120222021
Statutory rateStatutory rate21.0 %21.0 %21.0 %21.0 %Statutory rate21.0 %21.0 %21.0 %21.0 %
State taxes, net of federal tax benefitState taxes, net of federal tax benefit2.5 3.3 3.0 3.2 State taxes, net of federal tax benefit2.8 3.2 2.8 3.2 
Foreign tax expense and tax rate differentialForeign tax expense and tax rate differential(0.1)(0.2)(0.1)(0.1)Foreign tax expense and tax rate differential(0.1)(0.1)(0.1)(0.1)
Tax benefit from stock option exercisesTax benefit from stock option exercises(0.6)(0.4)(1.0)(1.0)Tax benefit from stock option exercises(0.3)(1.2)(0.3)(1.2)
Expiration of the statute of limitations— (1.3)— (0.5)
Provision-to-return adjustment(0.5)(0.4)(0.2)(0.1)
Other, netOther, net(0.3)(0.6)(0.3)(0.5)Other, net(0.3)(0.6)(0.3)(0.4)
21.7 %21.4 %22.2 %22.0 %23.1 %22.3 %23.1 %22.5 %
The increase in the effective tax rate in the three and six month periods was primarily due to decreased tax benefits related to the lower volume of stock option exercises in 2022 compared to the prior year period.
Stock-Based Compensation
We recognized $31.2$20.6 million and $20.5$19.9 million in stock-based compensation expense during the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, respectively. The amount of stock-based compensation expense we recognize 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.
We revised our estimate of when some vesting targets are expected to be achieved. This change in estimate resulted in an increasea decrease of $3.2 million$663 thousand in stock-based compensation expense during the ninesix months ended SeptemberJune 30, 2021.2022. We expect to recognize $13.1$18.6 million in stock-based compensation expense during the remainder of 2021.2022.
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




38


issuer pools that are valued based on current market data of similar assets. Level 3 financial liabilities at SeptemberJune 30, 20212022 and December 31, 20202021 consist entirely of the estimated 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




39


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 
Nine Months Ended September 30, Six Months Ended June 30,
20212020 20222021
Net cash provided by operating activitiesNet cash provided by operating activities$483,881 $396,524 Net cash provided by operating activities$330,615 $324,997 
Net cash used in investing activitiesNet cash used in investing activities(87,542)(64,243)Net cash used in investing activities(42,516)(56,087)
Net cash used in financing activitiesNet cash used in financing activities(387,390)(401,833)Net cash used in financing activities(332,173)(277,936)
Effect of exchange rate changes on cash, cash equivalents and restricted cashEffect of exchange rate changes on cash, cash equivalents and restricted cash(2,442)(4,196)Effect of exchange rate changes on cash, cash equivalents and restricted cash(15,660)2,578 
Net increase (decrease) in cash, cash equivalents and restricted cash6,507 (73,748)
Net decrease in cash, cash equivalents and restricted cashNet decrease in cash, cash equivalents and restricted cash(59,734)(6,448)
Cash, cash equivalents and restricted cash, beginning of periodCash, cash equivalents and restricted cash, beginning of period787,727 844,547 Cash, cash equivalents and restricted cash, beginning of period831,758 787,727 
Cash, cash equivalents and restricted cash, end of periodCash, cash equivalents and restricted cash, end of period$794,234 $770,799 Cash, cash equivalents and restricted cash, end of period$772,024 $781,279 
Cash requirements and liquidity needs are primarily funded through our cash flow from operations and our capacity for additional borrowing. At September 30, 2021, our unused sources of liquidity consisted of cash and cash equivalents and the amount available under our credit facility.
On April 23, 2021, we replaced ourOur credit facility with a new five-year credit facility agreement which provides for borrowings up to $325.0 million and is scheduled to expire in April 2026 (See Note 6 to the Consolidated Financial Statements). The newIn November 2021, we borrowed $40.0 million under the credit facility is a revolving linefor the funding of an acquisition (See Note 12 to the Consolidated Financial Statements). We made principal payments of $40.0 million during the six month period ended June 30, 2022 to fully repay the outstanding balance of the credit facility.
As of July 15, 2022, we had outstanding letters of credit with Wells Fargo Bank, N.A.,of $6.0 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 a syndicate of other lenders and is scheduledare due to expire in April 2026. late 2022. As of July 15, 2022, the amount of the credit facility available for corporate purposes was $319.0 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 credit facility contains terms that utilize the London InterBank Offered Rate (LIBOR) as a potential component of the interest rate to be applied to any borrowings; however, an alternative reference rate is included under the agreement which provides for a specified replacement rate upon a LIBOR cessation event. At the time of a LIBOR cessation event,




39


the replacement rate, the Secured Overnight Financing Rate (SOFR), self-executes without the need for negotiations or a formal amendment process.
We had outstanding letters of credit of $5.8 million as of October 21, 2021 which reduced our amount available under the credit facility to $319.2 million. These letters of credit were primarily issued for the expansion of our corporate headquarters completed in 2020 and are due to expire in late 2021.
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 well-established financial institutions located in the United States. 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 October 21, 2021,July 15, 2022, the amount of cash and cash equivalents considered free and immediately accessible for other general corporate purposes was $376.1$386.2 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 $87.4$5.6 million in the first ninesix months of 20212022 compared to the first ninesix months of 20202021 primarily from the increase in net income and increased repayments from LSV related to their working capital accounts.income. The negative impact from the change in the Company's working capital accounts and lower distribution payments received from LSV partially offset the increase.increase in cash flows from operations.




40


Net cash used in investing activities includes:
Purchases, sales and maturities of marketable securities. Purchases, sales and maturities of marketable securities in the first ninesix months of 20212022 and 20202021 were as follows:
Nine Months Ended September 30,Six Months Ended June 30,
2021202020222021
PurchasesPurchases$(168,333)$(114,407)Purchases$(96,642)$(81,541)
Sales and maturitiesSales and maturities134,222 113,417 Sales and maturities90,659 64,194 
Net investing activities from marketable securitiesNet investing activities from marketable securities$(34,111)$(990)Net investing activities from marketable securities$(5,983)$(17,347)
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 $19.5$13.8 million of software development costs in the first ninesix months of 20212022 as compared to $18.6$12.3 million in the first ninesix months of 2020.2021. The majority of our software development costs are related to significant enhancements for the expanded functionality of the SEI Wealth Platform.
Capital expenditures. Capital expenditures in the first ninesix months of 20212022 were $22.5$19.8 million as compared to $43.1$15.5 million in the first ninesix months of 2020.2021. Expenditures in 2022 and 2021 include capital outlays for purchased software and equipment for data center operations. Expenditures in 2020 include the expansion of our corporate headquarters completed in the fourth quarter 2020 as well as purchased software and equipment. 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. We made a payment of $11.0 million in the first nine months of 2021 to purchase a technology platform providing digital collaboration tools for financial advisors. In October 2021, we made a payment related to the acquisition of an investor lifecycle management fintech firm. The cash payment associated with this acquisition was not material. In November 2021, pending regulatory approval, we expect to make a payment for the acquisition of a defined contribution master trust in the United Kingdom. The cash payment related to this acquisition is not expected to be material.
Net cash used in financing activities includes:
Principal repayments on revolving credit facility. In November 2021, we borrowed $40.0 million for the funding of an acquisition. We made principal payments of $40.0 million during the first six months of 2022 to fully repay the outstanding balance of the credit facility.
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 $315.8$210.3 million during the first ninesix months of 20212022 and $327.1$197.3 million during the first ninesix months of 20202021 for the repurchase of common stock.




40


Proceeds from the issuance of common stock. We received $37.9$28.8 million in proceeds from the issuance of common stock during the first ninesix months of 2021 as compared to $29.8 million during the first nine months of 2020. The increase in2022 and 2021. These proceeds iswere primarily attributable to a higher level offrom stock option exercise activity.
Dividend payments. Cash dividends paid were $109.8 million in the first six months of 2022 as compared to $105.5 million in the first ninesix months of 2021 as compared2021.
Cash Requirements
Cash requirements and liquidity needs are primarily funded through cash flow from operations and our capacity for additional borrowing. At June 30, 2022, unused sources of liquidity consisted of cash and cash equivalents and the amount available under our credit facility.
We are obligated to $103.9 millionmake payments in connection with the first nine months of 2020.
credit facility, operating leases, maintenance contracts and other commitments. We believe our operating cash flow, available borrowing capacity, and existing cash and cash equivalents shouldwill provide adequate funds for these obligations and ongoing operations; continued investment in new productsoperations. We currently anticipate that our available funds and equipment; the commoncash 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 future dividend payments.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:




41


changes in capital markets that may affect our revenues and earnings;
product development risk;
risk of failure by a third-party service provider;
data and cyber security risks;
operational risks associated with the processing of investment transactions;
systems and technology risks;
intellectual property risks;
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;
third-party pricing services for the valuation of securities invested inconsolidation within our investment products;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;
operational risks associated with the processing of investment transactions;
systems and technology risks;
the affect of extensive governmental regulation;
litigation and regulatory examinations and investigations;
our ability to capture the expected value from acquisitions, divestitures, joint ventures, minority stakes or strategic alliances;
increased costs and regulatory risks from the growth of our business;
fiduciary or other legal liability for client losses from our investment management operations;
consolidation within our target markets;
our ability to receive dividends or other payments in needed amounts from our subsidiaries;
the exit by the United Kingdom from the European Union;
third-party approval of our investment products with advisors affiliated with independent broker-dealers or other networks;
the effectiveness of our business, risk management and business continuity strategies, models and processes;
financial and non-financial covenants which may restrict our ability to manage liquidity needs;
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;
our ability to hire and retain qualified employees;
the competence and integrity of our employees and third-parties;




41


stockholder activism efforts;
retention of executive officers and senior management personnel; and
unforeseen or catastrophic events, including the emergence of pandemic, terrorist attacks, extreme weather events or other natural disasters.disasters; and
geopolitical unrest and other events.
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;




42


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; and
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.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 38.7 percent38.6% 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




42


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 the USA PATRIOT Act of 2001, which containsU.S. and foreign anti-money laundering and financial transparency laws and requiresthat 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. Anti-money laundering laws outside the United States contain similar requirements. 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




43


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"Risk Factors and under the caption "Impact of COVID-19 and Other Events"COVID-19" in Item 7, "Management'sManagement's Discussion and Analysis of Financial Condition and Results of Operations"Operations of our Annual Report on Form 10-K for the year ended December 31, 2020.2021. There have been no material changes to this information as it is disclosed in our Annual Report on Form 10-K for 2020.2021.

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




44


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.




43


(b) Change in Internal Control over Financial Reporting
No change in our internal control over financial reporting occurred during the quarter ended SeptemberJune 30, 20212022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.




4445


PART II.    OTHER INFORMATION

Item 1.    Legal Proceedings.
We and certain of our subsidiaries are a party to or have property subject to litigation and other proceedings, examinations and investigations that arise in the ordinary course of our business that we do not believe are material. These types of matters could result in fines, penalties, cost reimbursements or contributions, compensatory or treble damages or non-monetary sanctions or relief. We believe the probability is remote that the outcome of any of these matters will have a material adverse effect on SEI as a whole, notwithstanding that the unfavorable resolution of any matter may have a material effect on our net earnings in any particular interim reporting period. We cannot predict the outcome of legal or other proceedings with certainty. These matters include the proceedings summarized in “Note 11. Commitments and Contingencies” included in our Notes to Consolidated Financial Statements.

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, 2020.2021. There have been no material changes in the risk factors from those disclosed in the Annual Report on Form 10-K for 2020.2021.

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

(e)    Our Board of Directors has authorized the repurchase of up to $4.682$5.328 billion worth of our common stock through multiple authorizations. Currently, there is no expiration date for the common stock repurchase program. On June 1, 2022, the Board of Directors approved an increase in the stock repurchase program by an additional $200.0 million.
Information regarding the repurchase of common stock during the three months ended SeptemberJune 30, 20212022 is as follows:
PeriodTotal Number
of Shares
Purchased
Average
Price Paid
per Share
Total Number of
Shares Purchased as
Part of Publicly
Announced Program
Approximate Dollar
Value of Shares that
May Yet Be
Purchased
Under the Program
July 2021200,000 $60.87 200,000 $234,495,000 
August 2021619,000 61.77 619,000 196,241,000 
September 20211,160,000 59.89 1,160,000 126,775,000 
Total1,979,000 $60.57 1,979,000 
PeriodTotal Number
of Shares
Purchased
Average
Price Paid
per Share
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 2022450,000 $56.95 450,000 $105,578,000 
May 2022750,000 55.30 750,000 64,105,000 
June 2022770,000 54.81 770,000 221,910,000 
Total1,970,000 $55.48 1,970,000 

Item 6.    Exhibits.
The following is a list of exhibits filed as part of the Form 10-Q.
101.INSXBRL 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.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document




4546


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:OctoberJuly 25, 20212022 By:/s/ Dennis J. McGonigle
 Dennis J. McGonigle
 Chief Financial Officer





4647