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Financials · Asset Management · NYSE

ARESAres Management

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The 10-K against last year's

501 changes: 106 added, 90 removed, 302 reworded, 3 quiet changes

10-K Feb 25, 2026 vs Feb 27, 2025
Risk FactorsRedline ↓
18.0%
of the text changed · 53,753 words now
29.7%
of the text changed · 28,147 words now
Legal ProceedingsRedline ↓
40.8%
of the text changed · 1,652 words now
Accounting PoliciesRedline ↓
19.5%
of the text changed · 7,886 words now

10-K 0001628280-26-011413 (2026-02-25) vs 10-K 0001628280-25-008665 (2025-02-27)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

MD&A 766 words changed in this paragraph; it is 50% similar to last year's version.
Year ended December 31, 2025 Year ended December 31, 2024 Year ended December 31, 2023 Credit funds •Primarily from one opportunistic credit fund, four direct lending funds and two alternative credit funds with $42.6 billion of IGAUM generating returns in excess of their hurdle rates: •Primarily from five direct lending funds, one opportunistic credit fund and two alternative credit funds with $36.2 billion of IGAUM generating returns in excess of their hurdle rates: •Primarily from six direct lending funds, three opportunistic credit funds and one alternative credit fund with $37.4 billion of IGAUM generating returns in excess of their hurdle rates: ◦Within our direct lending funds, Ares Capital Europe V, L.P. (“ACE V”), Ares Private Credit Solutions II, L.P. (“PCS II”) and Ares Capital Europe VI, L.P. (“ACE VI”) generated carried interest allocation of $153.2 million, $131.1 million and $54.5 million, respectively, driven by net investment income on an increasing invested capital base. Ares Capital Europe IV, L.P. (“ACE IV”) and Ares Private Credit Solutions, L.P. (“PCS I”) generated carried interest allocation of $57.0 million and $22.9 million, respectively, driven by net investment income during the period ◦Within our direct lending funds, ACE V, PCS II, Ares Sports Media and Entertainment Finance, L.P. and ACE VI generated carried interest allocation of $181.1 million, $37.6 million, $22.0 million and $16.6 million, respectively, driven by net investment income on an increasing invested capital base. ACE IV and PCS I generated carried interest allocation of $58.4 million and $45.3 million, respectively, primarily driven by net investment income during the period. Our direct lending funds have benefited from rising interest rates on predominately floating-rate loans ◦Within our opportunistic credit funds, Ares Special Opportunities Fund II, L.P. (“ASOF II”) generated carried interest allocation of $174.7 million, driven by improved profitability of portfolio companies that operate in the services, healthcare and industrial industries ◦Within our opportunistic credit funds, ASOF II generated carried interest allocation of $177.3 million, driven by improved operating performance metrics from portfolio companies that operate in the services and retail industries ◦Within our opportunistic credit direct lending funds, ASOF I Ares Capital Europe V, L.P. (“ACE V”), Ares Capital Europe VI, L.P. (“ACE VI”), Ares Private Credit Solutions II, L.P. (“PCS II”) and SSF IV Ares Capital Europe IV, L.P. (“ACE IV”) generated carried interest allocation of $82.7 $130.7 million, $119.2 million, $89.7 million and $79.8 $36.5 million, respectively, predominately driven by market appreciation net investment income during the period ◦Within our direct lending funds, ACE V, PCS II, ACE IV, ACE VI and improved operating performance of portfolio companies that operate in the services industry. ASOF II Ares Private Credit Solutions, L.P. (“PCS I”) generated carried interest allocation of $80.9 $153.2 million, $131.1 million, $57.0 million, $54.5 million and $22.9 million, respectively, driven by improved operating performance net investment income during the period ◦Within our alternative credit funds, Ares Pathfinder Fund II, L.P. (“Pathfinder II”) and Ares Pathfinder Fund, L.P. (“Pathfinder I”) generated carried interest allocation of portfolio companies that operate in $88.1 million and $63.0 million, respectively, driven by market appreciation of certain investments and net investment income during the healthcare industry period ◦Within our alternative credit funds, Pathfinder I and Pathfinder II generated carried interest allocation of $62.6 million and $39.1 million, respectively, driven by market appreciation of certain investments and net investment income during the period ◦Within our alternative credit funds, Pathfinder I generated carried interest allocation of $66.3 million, driven by market appreciation of certain investments and net investment income during the period •Reversal of unrealized carried interest allocation of $99.8 million and $23.7 million from Ares Special Situations Fund IV, L.P. (“SSF IV”) and Ares Special Opportunities Fund, Fund I, L.P. (“ASOF I”), I”) respectively, primarily due to the market depreciation of their investments in Savers Value Village, Inc. (“SVV”), driven by its lower stock price and lower operating performance of portfolio companies that primarily operate in the retail, services and healthcare industries •Reversal of unrealized carried interest allocation of $68.9 million from Ares Capital Europe III, L.P. (“ACE III”) due to lower valuations of certain investments Real Assets funds •Ares Infrastructure Debt Fund V, L.P. (“IDF V”) generated carried interest allocation of $63.8 $42.0 million, driven by net investment income during the period •IDF V generated carried interest allocation of $37.9 $63.8 million, driven by net investment income during the period •Ares Climate Infrastructure Partners, Partners II, L.P. (“ACIP I”) II”) and Ares Energy Investors Fund V, L.P. (“EIF V”) generated carried interest allocation of $26.6 million and $22.1 million, respectively, driven by the appreciation of certain portfolio investments •Ares Climate Infrastructure Partners, L.P. (“ACIP I”) and EIF V generated carried interest allocation of $44.0 million and $27.7 million, respectively, due to appreciation of certain investments •ACIP I generated carried interest allocation of $19.0 million due to market appreciation of certain investments •Reversal of unrealized carried interest allocation of $26.3 million from Ares European Real Estate Fund IV SCSp. SCSp (“EF IV”), primarily driven by the lower valuation of a residential property investment •U.S. Secondaries funds •Landmark Real Estate Fund IX, L.P. (“US (“LREF IX”) and Landmark Equity Partners XVII, L.P. (“LEP XVII”) generated carried interest allocation of $3.1 $27.1 million and $20.4 million, respectively, primarily driven by increasing operating income appreciation of certain portfolio investments •Ares Secondaries Infrastructure Solutions III, L.P. (“ASIS III”) and four private equity secondaries funds collectively generated carried interest allocation of $27.0 million, primarily from industrial and multifamily driven by the appreciation of certain portfolio investments •Reversal of unrealized carried interest allocation of $12.6 $28.9 million from EF IV, $5.7 million from Ares Real Estate Opportunity Fund III, Landmark Equity Partners XVI, L.P. (“AREOF III”), $5.5 million from Ares European Real Estate Fund V SCSp. (“EF V”) and $19.1 million from two European real estate equity funds, primarily driven by (“LEP XVI”), due to the lower valuations valuation of certain properties, which were impacted by the market environment Private Equity funds portfolio investments •Reversal of unrealized carried interest allocation of $474.9 $19.8 million from Ares Corporate Opportunities Landmark Real Estate Fund V, VIII, L.P. (“ACOF V”) due to the market depreciation of its investment in SVV, driven by its lower stock price •ACOF VI generated carried interest allocation of $190.0 million, driven by improved operating performance of portfolio companies that primarily operate in the retail and healthcare industries and market appreciation of an investment in a services company •Ares Corporate Opportunities Fund VI, L.P. (“ACOF VI”) generated carried interest allocation of $220.3 million, driven by improved operating performance metrics from portfolio companies that primarily operate in the healthcare, services, industrial and retail industries •Reversal of unrealized carried interest allocation of $268.1 million from ACOF V, (“LREF VIII”), primarily driven by a the lower stock price for SVV, and $35.8 million from Ares Corporate Opportunities Fund IV, L.P. (“ACOF IV”), primarily driven by lower operating performance metrics valuation of a portfolio company that operates certain investments with underlying interests in the healthcare industry multifamily portfolios

Source: Item 7, 10-K 0001628280-26-011413 vs Item 7, 10-K 0001628280-25-008665

Risk Factors 295 words changed in this paragraph; it is 36% similar to last year's version.
The EU, the U.K. and many other countries have implemented the OECD’s Common Reporting Standard for the automatic exchange of financial account information in tax matters (the “CRS”). EU Council Directive 2011/16/EU requires a mandatory automatic exchange of information regime on administrative co-operation in the field of taxation (as amended) (the “Directive on Administrative Co-Operation” or the “DAC”). The DAC, which effectively incorporates (among other items) the CRS into European law, like the CRS, requires governments to obtain detailed account information from financial institutions and exchange that information automatically with other jurisdictions annually. Neither the CRS nor the DAC imposes withholding taxes. EU Council Directive 2018/822 (“DAC 6”) amended the DAC to require ‘intermediaries’ (as defined in DAC 6) and, in some cases, taxpayers to disclose information to tax authorities about cross-border arrangements bearing specific hallmarks involving one or more EU member states. Certain cross-border arrangements are reportable to relevant taxing authorities. Similar reporting rules may apply or be introduced in other jurisdictions which implement the OECD mandatory disclosure rules (“OECD MDR”). With effect from December 31, 2020, the U.K. narrowed the scope of DAC 6 and the corresponding arrangements that need to be reported in the U.K. pursuant to DAC 6 (as implemented under U.K. law by the International Tax Enforcement (Disclosable Arrangements) Regulations 2020 (the “U.K. Regulations”)). In line with OECD standards (as a minimum) on exchange of information on cross-border planning arrangements such that only arrangements, very broadly, relating to the avoidance of obligations to report information in financial accounts or that obscure beneficial ownership (Category D Hallmarks), are required to be reporting in the U.K. under DAC 6. On March 28, 2023, new U.K. regulations (the International Tax Enforcement (Disclosable Arrangements) Regulations 2023 (the “U.K. MDR Regulations 2023”)) came into force in the U.K. which repealed and replaced the U.K. Regulations. The U.K. MDR Regulations 2023 implement OECD MDR into U.K. law and require U.K. 'intermediaries' (as defined under OECD MDR), and in some cases taxpayers, to report information to HMRC about certain types of arrangements known as CRS avoidance arrangements and opaque offshore structures. The EU has also signed separate automatic exchange of information agreements with certain non-EU countries, under which the EU and the relevant jurisdiction will automatically exchange information on the financial

Source: Item 1A, 10-K 0001628280-26-011413 vs Item 1A, 10-K 0001628280-25-008665

Legal Proceedings 215 words changed in this paragraph; it is 54% similar to last year's version.
The portion of the WSM DC Earnout and WSM MIP Japan Earnout attributable to the professionals is, 40.9 % and 70.0 %, respectively, and that became employees of the Company requires continued service through the measurement periods. The Company expects to settle the contingent liabilities at the Company's Company’s discretion with a component of no less than 15.0 % cash and the remaining balance in equity awards as follows: (i) no less than 60.0 % cash for the WSM Earnout; and (ii) no less than 50.0 % cash for the WSM MIP. awards. The WSM DC Earnout and WSM MIP Japan Earnout are remeasured each period with incremental changes in fair value for the cash and equity components of these liabilities recognized within compensation and benefits expense within the Consolidated Statements of Operations. As of December 31, 2024, the fair value of the contingent liabilities were $ 15.6 million. Compensation expense of $ 0.8 million for the year ended December 31, 2024 is presented within compensation and benefits within the Consolidated Statements of Operations with an equal offset presented within accrued compensation within the Consolidated Statements of Financial Condition. Following the measurement period end dates, the cash components will be paid and the equity awards will be granted at fair value for the balance of the liability. As of December 31, 2025, the fair value of the contingent liabilities was $ 327.0 million. Compensation expense of $ 70.1 million for the year ended December 31, 2025 was recorded within compensation and benefits within the Consolidated Statements of Operations with an equal offset presented within accrued compensation within the Consolidated Statements of Financial Condition. The unpaid liabilities at the respective measurement period end dates will be reclassified from liability to additional paid-in-capital. Any compensation expense associated with the WSM DC Earnout and WSM MIP Japan Earnout that was not previously recorded through the final measurement period end date will be recognized as equity-based compensation expense over the remaining service periods ranging from three to six years, measured from the GCP Acquisition close date.

Source: Item 3, via Note 9 – COMMITMENTS AND CONTINGENCIES, 10-K 0001628280-26-011413 vs Item 3, via Note 8 – COMMITMENTS AND CONTINGENCIES, 10-K 0001628280-25-008665

Accounting Policies 180 words changed in this paragraph; it is 36% similar to last year's version.
In November 2023, September 2025, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) Targeted Improvements to Reportable Segment Disclosures. the Accounting for Internal-Use Software. ASU 2023-07 requires disclosure of significant segment expenses 2025-06 clarifies the threshold for capitalizing internal-use software costs to be based on when (i) management has authorized and committed to funding the software project and (ii) it is probable that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, project will be completed and the title and position of software will be used to perform the Company’s CODM. The amendments in this update also expand the interim segment disclosure requirements. function intended. ASU 2023-07 2025-06 is effective for the Company’s fiscal year ending December 15, 2024 and for the Company’s interim periods beginning with the first quarter ended 2025. 31, 2028. Early adoption is permitted and the amendments in this update are required to may be applied on a prospective, retrospective or modified basis. The Company has concluded this guidance does not have a material impact on its consolidated financial statements. Information presented within “Note 14. Segment Reporting” reflects is currently evaluating the impact from adoption of ASU 2023-07. this guidance.

Source: 10-K text, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001628280-26-011413 vs 10-K text, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001628280-25-008665

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of ARES's Risk Factors and MD&A, 10-K 2026-02-25 against 10-K 2025-02-27. Each links to the text at sec.gov.

RemovedRisk Factors
trade, economic and other policies, including with respect to treaties and tariffs. The United States has recently enacted and proposed to enact significant new tariffs, including on Mexican, Canadian and Chinese goods. Additionally, the new Presidential Administration has directed various federal agencies to further evaluate key aspects of U.S. trade policy and there has been ongoing discussion and commentary regarding potential significant changes to U.S. trade policies, treaties and tariffs.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
applicable co-investors) and such investment fund or investor (or the SEC) may challenge our treatment of such conflict, which could impose costs on our business and expose us to potential liability.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
We may lose investment opportunities in the future if we do not match pricing, structures and terms offered by our competitors. Alternatively, we may experience decreased profitability, rates of return and increased risks of loss if we match pricing, structures and terms offered by our competitors.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
Regulators are also increasing scrutiny and considering regulation of the use of artificial intelligence technologies. We cannot predict what, if any, actions may be taken, but such regulation could have a material adverse effect on our business and results of operations.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
some of our funds are required to post collateral to satisfy the variation margin requirements which has made transacting in uncleared swaps more expensive.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
Additionally, in June 2024, the U.S. Supreme Court reversed its longstanding approach under the Chevron doctrine, which provided for judicial deference to regulatory agencies. As a result of this decision, we cannot be sure whether there will be increased challenges to existing agency regulations or how lower courts will apply the decision in the context of other regulatory schemes without more specific guidance from the U.S. Supreme Court. For example, the decision could significantly impact consumer protection, advertising, privacy, artificial intelligence, anti-corruption and anti-money laundering practices and other regulatory regimes with which we are required to comply. Any such regulatory developments could result in uncertainty about and changes in the ways such regulations apply to us and our portfolio companies, and may require additional resources to ensure our continued compliance. We cannot predict which, if any, of these actions will be taken or, if taken, their effect on the financial stability of the U.S. Such actions could have a significant adverse effect on our business, financial condition and results of operations.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
Following Brexit, the provisions of the GDPR were incorporated directly into U.K. law as the U.K. GDPR, and the two regimes have remained materially similar since this date. However, the U.K. government has recently introduced the draft Data (Use and Access) Bill (“DUA Bill”) which, if it becomes law, will introduce a number of changes to the U.K.’s data protection regime. Some of these changes would reduce the current burden of data protection compliance on businesses (for example, removing the need to obtain consent to use analytics cookies), whereas others would introduce additional obligations (for example, the scope of what constitutes special category data for the purposes of the U.K. GDPR may be expanded). It is unlikely that our U.K. funds will have to make any material changes to their data protection practices to ensure compliance with any resulting reforms to U.K. data protection laws, but we will continue to monitor the progress of the DUA Bill.

Read it in 10-K 2025-02-27 at sec.gov ↗

Show the other 16
RemovedRisk Factors
Any changes to the U.K.’s data protection regime may impact the finding by the EU Commission on June 28, 2021 that the U.K. provides adequate protection for personal data transferred from the EU to the U.K. The U.K.’s adequacy status expires on June 27, 2025 and is therefore due for imminent review by EU Commission. Whilst any divergence from the GDPR may increase the possibility of a successful challenge to the U.K.’s adequacy status, on the basis that the scope of the reforms proposed pursuant to the DUA Bill are reasonably limited, we believe it is unlikely that these reforms alone will threaten the U.K.’s adequacy status. To the extent that any data is transferred from the EU funds to the U.K. funds on the basis of the adequacy decision, we will continue to monitor developments in this area of the law and ensure that any transfer mechanisms which are necessary to facilitate any EU-U.K. data flows are in place.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
The insurance industry is subject to significant regulatory oversight, both in the U.S. and abroad. Regulatory authorities in many relevant jurisdictions have broad administrative, and in some cases discretionary, authority with respect to

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
The European solvency framework and prudential regime for insurers and reinsurers, under the Solvency II Directive 2009/138/EC (“Solvency II”) imposes economic risk-based solvency requirements across all EU member states. Solvency II is supplemented by European Commission Delegated Regulation (EU) 2015/35 (the “Delegated Regulation”), other European Commission “delegated acts” and binding technical standards and guidelines issued by the European Insurance and Occupational Pensions Authority.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedRisk Factors
We are not subject to Solvency II; however, many of our European insurer or reinsurer fund investors are subject to this directive, as applied under applicable domestic law and any amendments may impact insurers’ and reinsurers’ investment decisions and their asset allocations. On September 22, 2021, the European Commission published proposed legislation to amend the Solvency II Directive, which has since been approved by the European Parliament on October 8, 2024 and the Council of the EU on November 5, 2024. The amending directive is expected to take effect from December 2026.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedMD&A
During 2024, global markets were fueled by the easing of monetary policy by the Federal Reserve and several other major central banks with predominately positive returns despite seeing mixed performances towards the end of the year. U.S. and European high yield bonds and leveraged loans showed positive performance driven by stable demand and improved access to capital markets. The APAC markets experienced favorable performance, with growth driven by moderate inflation, lower unemployment and lower interest rate expectations, which supported consumption in Southeast Asia, India, and Australia. China announced policy stimulus measures affecting monetary policy, the property sector and equity markets, contributing to positive investor sentiment. Globally, reduced bank lending and limited capital accessibility continued to support private credit growth.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedMD&A
The private equity industry benefited from lower interest rates, cooling inflation and tighter credit spreads, leading to a meaningful increase in the private equity deal value in the U.S. Despite challenges such as inflation and potential tariffs, market sentiment remains optimistic due to lower taxes, favorable regulations and technology advancements. We believe that demand for strong performance, combined with a favorable deal-making environment, will support deployment opportunities in 2025.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedMD&A
these awards to less than 1.0% annually. We expect the expenses recognized in connection with these awards to fluctuate with changes in the price of our Class A common stock.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedMD&A
In connection with our acquisition of a majority interest in SSG Capital Holdings Limited and its operating subsidiaries (“SSG” and subsequently rebranded as “Ares SSG”) in July 2020, the former owners of SSG retained a 20% ownership interest in a subsidiary of an AOG entity that is reflected as redeemable interest in AOG entities. Net income (loss) attributable to redeemable interest in AOG entities is allocated based on the ownership percentage attributable to the redeemable interest. On March 31, 2023, we acquired a portion of the remaining ownership interest in SSG that was retained by the former owners of SSG (the “SSG Buyout”), and we now own 100% of Ares SSG’s fee-generating business. Following the SSG Buyout, legacy owners of SSG retained an ownership interest in certain non-controlled investments that will continue to be reflected as redeemable interests, and the income generated by these investments will continue to be allocated ratably based on ownership.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedMD&A
Consolidated Funds represented approximately 3% of our AUM as of December 31, 2024 and 2% of total revenues for the year ended December 31, 2024. As of December 31, 2024, we consolidated 27 CLOs, ten private funds and one SPAC, and as of December 31, 2023, we consolidated 28 CLOs, ten private funds and one SPAC.

Read it in 10-K 2025-02-27 at sec.gov ↗

RemovedMD&A
We generally deconsolidate funds and CLOs when we are no longer deemed to have a controlling interest in the entity. During the year ended December 31, 2024, we deconsolidated one CLO as a result of significant change in ownership. During the year ended December 31, 2023, we deconsolidated one SPAC as a result of liquidation and one private fund as a result of a significant change in ownership.

Read it in 10-K 2025-02-27 at sec.gov ↗

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