10-Q

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2026

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

For the transition period from to

Commission File Number: 001-13458

HORIZON KINETICS HOLDING CORPORATION

(Exact name of registrant as specified in its charter)


Delaware		84-0920811
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
470 Park Ave S., New York, New York		10016
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (646) 291-2300

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


Title of each class	Trading Symbol	Name of exchange on which registered
None	None	None

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 ☒ 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 ☒ No ☐

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


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth company	☐

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

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

As of May 11, 2026, the registrant had 18,635,321 shares of its common stock, $0.10 par value per share, outstanding.

CAUTIONARY NOTE ON FORWARD-LOOKING INFORMATION

This Quarterly Report on Form 10-Q (this “Report”) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, in addition to historical information. All statements, other than statements of historical facts, included in this Report that address activities, events, or developments with respect to our financial condition, results of operations, or economic performance that we expect, believe, or anticipate will or may occur in the future, or that address plans and objectives of management for future operations, are forward-looking statements. You can typically identify forward-looking statements by the use of words, such as “will,” “may,” “could,” “should,” “assume,” “project,” “believe,” “anticipate,” “expect,” “intend,” “estimate,” “potential,” “plan,” “target,” “is likely,” and other similar words. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

The forward-looking statements contained in this Report are based on management’s current expectations and are subject to uncertainty and changes in circumstances. We cannot assure you that future developments affecting us will be those that we have anticipated. Forward-looking statements and our performance inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to:

•

Unfavorable market conditions could adversely affect our business in many ways, including by reducing the fee revenues and distributions received from its funds.

•

Certain investments represent a material portion of our total assets. If these investments’ operating or market performance deteriorates for any reason, then the Company’s resulting advisory fees and reputation could be negatively impacted.

•

The Company and our employees may invest in other companies or funds in which its clients also invest, which may create conflicts of interest. Conflicts of interests are also present when the Company receives performance fees.

•

The Company, and the funds and SMAs managed by its subsidiary, are exposed to risks relating to cryptocurrencies and related investments, either directly or through cryptocurrency-linked ETFs.

•

Our success depends highly on its senior executives, and the loss of their services would have a material adverse effect on our business, results and financial condition.

•

Poor performance of our funds would cause a decline in its revenue, income and cash flow and could adversely affect our ability to raise capital for future funds.

•

Our investment philosophy makes a rebalancing of portfolios unlikely, which could result in concentrated positions, adversely impacting our business and reputation if those positions decline.

•

The asset management business is intensely competitive.

•

The capital markets are currently in a period of disruption and economic uncertainty. Such market conditions have materially and adversely affected debt and equity capital markets, which have had, and may continue to have, a negative impact on our business and operations.

We caution you that forward-looking statements are not guarantees of future performance and that actual results or performance may be materially different from those expressed or implied in the forward-looking statements. The forward-looking statements in this Report speak as of the filing date of this Report. Although we may from time to time voluntarily update our prior forward-looking statements, we undertake no obligation to revise any forward-looking statements in order to reflect events or circumstances that may arise after the date of this Report.

TABLE OF CONTENTS


		Page
PART I
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Qualitative and Quantitative Disclosure About Market Risk	32
Item 4.	Controls and Procedures	32
PART II
Item 1A.	Risk Factors	33
Item 6.	Exhibits	33

PART I

ITEM 1. FINANCIAL STATEMENTS.

HORIZON KINETICS HOLDING CORPORATION

Condensed Consolidated Statements of Financial Condition

(in thousands)


	March 31,		December 31,
	2026		2025
	(Unaudited)
Assets
Cash and cash equivalents	$	36,738	$	36,884
Fees receivable, net		8,210		6,575
Investments, at fair value		113,140		76,535
Assets of consolidated investment products
Cash and cash equivalents		41,863		45,493
Investments, at fair value		1,898,360		1,708,395
Other assets		9,622		9,517
Other investments		36,456		21,032
Operating lease right-of-use assets		5,822		6,382
Property and equipment, net		980		395
Prepaid expenses and other assets		9,162		8,603
Due from affiliates		7		10
Digital assets		9,687		12,509
Intangible assets, net		40,924		41,108
Goodwill		23,373		23,373
Total assets	$	2,234,344	$	1,996,811

Liabilities, Noncontrolling Interests, and Shareholders’ Equity
Liabilities:
Accounts payable, accrued expenses and other	$	18,611	$	12,149
Accrued third party distribution expenses		642		578
Deferred revenue		60		66
Liabilities of consolidated investment products
Accounts payable and accrued expenses		166,785		1,596
Other liabilities		3,286		735
Deferred tax liability, net		94,274		66,345
Due to affiliates		8,541		7,689
Operating lease liability		7,603		8,248
Total liabilities		299,802		97,406

Commitments and contingencies (Note 11)

Redeemable noncontrolling interests		1,525,312		1,560,452

Shareholders' equity
Preferred stock, no par value, authorized 20,000 shares; no shares issued and outstanding		-		-
Common stock; $0.10 par value, 50,000 shares authorized; 18,635 shares issued and outstanding, net of 1 share treasury stock at March 31, 2026 and December 31, 2025, respectively		1,864		1,864
Additional paid-in capital		39,243		39,243
Retained earnings		368,123		297,846
Total shareholders’ equity		409,230		338,953
Total liabilities, noncontrolling interests, and shareholders’ equity	$	2,234,344	$	1,996,811

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements

HORIZON KINETICS HOLDING CORPORATION

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands)


	Three Months Ended March 31,
	2026			2025

Revenue:
Management and advisory fees	$	18,204		$	18,908
Other income and fees		89			115
Total revenue		18,293			19,023

Operating expenses:
Compensation and related employee benefits		14,199			9,109
Sales, distribution and marketing		4,960			4,132
Depreciation and amortization		198			437
General and administrative expenses		2,545			2,531
Expenses of consolidated investment products		723			1,095
Total operating expenses		22,625			17,304

Operating income (loss)		(4,332	)		1,719

Other income (expense):
Equity earnings, net		10,289			3,051
Interest and dividends		407			491
Other income (expense)		5,866			(51	)
Investment and other income (losses) of consolidated investment products, net		190,806			70,267
Interest and dividend income of consolidated investment products		1,649			2,904
Unrealized (loss) gain on digital assets, net		(2,831	)		(1,779	)
Realized gain on investments, net		358			2,199
Unrealized gain (loss) on investments net		36,153			13,734
Total other income (expense), net		242,697			90,816

Income (loss) from continuing operations before provision for income taxes		238,365			92,535
Income tax (expense) benefit		(30,113	)		(10,371	)
Income (loss) from continuing operations, net of tax		208,252			82,164
Income (loss) from discontinued operations, net of tax		-			(327	)
Net income	$	208,252		$	81,837
Less: net income attributable to redeemable noncontrolling interests		(135,720	)		(58,996	)
Net income attributable to Horizon Kinetics Holding Corporation	$	72,532		$	22,841

Basic and diluted net income per common shares:
Net income from continuing operations	$	3.89		$	1.25
Net (loss) from discontinued operations	$	-		$	(0.02	)

Net income attributable to Horizon Kinetics Holding Corporation	$	3.89		$	1.23

Weighted average shares outstanding:
Basic and diluted		18,635			18,635

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements

HORIZON KINETICS HOLDING CORPORATION

Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited)

(in thousands)


	Common Stock
	Shares		Amount		Capital in Excess of Par		Retained Earnings			Total
Balance at December 31, 2025		18,635	$	1,864	$	39,243	$	297,846		$	338,953
Dividends		-		-		-		(2,255	)		(2,255	)
Net income		-		-		-		72,532			72,532
Balance at March 31, 2026		18,635	$	1,864	$	39,243	$	368,123		$	409,230


Balance at December 31, 2024		18,635	$	1,864	$	39,243	$	299,064		$	340,171
Dividends		-		-		-		(1,994	)		(1,994	)
Net income		-		-		-		22,841			22,841
Balance at March 31, 2025		18,635	$	1,864	$	39,243	$	319,911		$	361,018

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements

HORIZON KINETICS HOLDING CORPORATION

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)


	Three Months Ended March 31,
	2026			2025

Operating activities:
Net cash used in operating activities	$	(6,769	)	$	(14,480	)

Investing activities:
Proceeds from sale of investments		709			31,177
Issuance of notes to related party		(150	)		(80	)
Deconsolidation of a consolidated investment product		-			(4,959	)
Purchases of property and equipment		(599	)		-
Purchases of investments		(298	)		(2,019	)
Net cash (used in) provided by investing activities		(338	)		24,119

Financing activities:
Dividends		(2,255	)		(1,994	)
Contributions from redeemable noncontrolling interests in consolidated investment products		13,523			11,190
Redemptions of redeemable noncontrolling interests in consolidated investment products		(7,937	)		(13,184	)
Net cash provided by (used in) financing activities		3,331			(3,988	)

Net (decrease) increase in cash and cash equivalents		(3,776	)		5,651

Cash and cash equivalents of HKHC and consolidated investment products, beginning of year		82,377			58,752

Cash and cash equivalents of HKHC and consolidated investment products, end of period	$	78,601		$	64,403


Supplemental disclosure of cash flow information
Cash paid during the period for income taxes	$	25		$	-

Supplemental disclosure of non-cash investing and financing activities
Non-cash settlement of redemption payables through in-kind distributions	$	10,693		$	-
Contribution of investment securities for interest in other investments		-			11,481

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements

HORIZON KINETICS HOLDING CORPORATION

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in thousands, except per share data)

Note 1. General

The accompanying unaudited interim Condensed Consolidated Financial Statements of Horizon Kinetics Holding Corporation, a Delaware Company (along with its wholly-owned subsidiaries, collectively referred to as the “Company”, “HKHC” or in the first-person notations of “we”, “us” and “our”) were prepared in accordance with accounting principles generally accepted in the United States of America and the interim financial statement rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, these statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the Condensed Consolidated Financial Statements. The interim operating results are not necessarily indicative of the results for a full year or for any interim period. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations relating to interim financial statements. The accompanying Condensed Consolidated Statement of Financial Condition have been derived from the Company's annual financial statements for the year ended December 31, 2025. The Condensed Consolidated Financial Statements included herein should be read in conjunction with the audited consolidated annual financial statements and accompanying notes.

The Condensed Consolidated Financial Statements include the accounts of HKHC and all of its wholly-owned subsidiaries (Horizon Kinetics Asset Management LLC, Kinetics Funds Distributor LLC, and KBD Securities LLC). All intercompany balances and transactions have been eliminated in consolidation.

The Company and its wholly owned subsidiaries manage or control certain entities that have been consolidated in the accompanying financial statements. These entities include our private funds (collectively, “consolidated investment products” or “CIPs”). Including the results of the consolidated investment products significantly increases the reported amounts of the assets, liabilities, revenues, expenses and cash flows within the accompanying consolidated financial statements. However, the consolidated investment products’ results included herein have no direct effect on the net income attributable to HKHC or to its Stockholders’ Equity. Instead, economic ownership of the investors in the consolidated investment products are reflected as redeemable non-controlling interests in consolidated investment products. Further, cash flows allocable to redeemable non-controlling interests in consolidated investment products are specifically identifiable within the Consolidated Statement of Cash Flows.

Note 2. Summary of Significant Accounting Policies

(a) Principles of consolidation

In addition to its wholly-owned subsidiaries, generally accepted accounting principles in the United States of America (“GAAP”) requires that the assets, liabilities and results of operations of a variable interest entity (“VIE”) be consolidated into the financial statements of the enterprise that has a controlling interest in the VIE. The determination as to whether an entity qualifies as a VIE depends on the facts and circumstances surrounding each entity, and therefore certain of the investment vehicles managed by the Company may qualify as VIEs under the variable interest model, whereas others may qualify as voting interest entities (“VOEs”) under the voting interest model. The Company first evaluates whether it holds a variable interest in an entity. Fees that are customary and commensurate with the level of services provided, and where the Company does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, would not be considered a variable interest. The Company factors in all economic interests including proportionate interests through related parties, to determine if such interests are considered a variable interest.

investment management agreements of our products, we will reconsider our conclusion regarding the status of an entity as a VIE. Our judgment when analyzing the status of an entity and whether we consolidate an entity could have a material impact on individual line items within our consolidated financial statements, as a change in our conclusion would have the effect of grossing up the assets, liabilities, revenues and expenses of the entity being evaluated. In light of certain direct and indirect investments into our products, the likelihood of a reasonable change in our estimation and judgment could result in a change in our conclusions to consolidate or not consolidate any VIEs to which we have exposure.

(b) Use of estimates

The preparation of the consolidated condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. These estimates include the evaluation of the recoverability of the Company’s ownership interests and advances, the recoverability of deferred tax assets, certain fair value estimates and commitments and contingencies. Management evaluates its estimates on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances.

The Company believes that its cash and cash equivalents will be sufficient to fund operations past one year from the issuance of these condensed consolidated financial statements.

(d) Digital assets

The Company measures digital assets at fair value with changes recognized in earnings in each reporting period. The Company tracks its cost basis of digital assets in accordance with first-in-first-out method of accounting.

The Company’s digital assets are all Level 1 within the fair value hierarchy, except for certain other assets with a fair value of $2 that are Level 2.

The following tables present additional information about the Company’s digital assets as of March 31, 2026 and December 31, 2025, respectively:


	March 31, 2026						December 31, 2025
	Units Held		Cost Basis		Fair Value		Units Held		Cost Basis		Fair Value
Bitcoin		132	$	1,759	$	8,994		132	$	1,749	$	11,525
Litecoin		1,278		144		69		1,268		143		97
Ethereum		176		53		370		176		53		521
Bitcoin Cash		239		72		111		239		72		143
All others				40		143				41		223
			$	2,068	$	9,687			$	2,058	$	12,509


	Balance at December 31, 2025		Revenue recognized		Purchases		Proceeds and in-kind transfers			Unrealized gain (loss)			Balance at March 31, 2026
Bitcoin
Units		132		-		-		-			-			132
Amount	$	11,525	$	9	$	-	$	-		$	(2,540	)	$	8,994
Litecoin
Units		1,268		10		-		-			-			1,278
Amount	$	97	$	1	$	-	$	-		$	(29	)	$	69
Ethereum
Units		176		-		-		-			-			176
Amount	$	521	$	-	$	-	$	-		$	(151	)	$	370
Bitcoin Cash
Units		239		-		-		-			-			239
Amount	$	143	$	-	$	-	$	-		$	(32	)	$	111
All others
Amount	$	223	$	4	$	-	$	(4	)	$	(80	)	$	143

The following tables present additional information about digital assets held in CIPs as of March 31, 2026 and December 31, 2025, respectively:


	March 31, 2026						December 31, 2025
	Units Held		Cost Basis		Fair Value		Units Held		Cost Basis		Fair Value
Bitcoin		1,915	$	11,143	$	130,651		1,921	$	11,224	$	168,065
Bitcoin Cash		15,227		6,674		7,093		15,120		6,624		9,052
Ethereum		18,923		403		645		18,923		403		908
Litecoin		45,196		3,569		2,436		45,196		3,569		3,468
Ripple		516,187		240		692		516,187		240		949
All others				559		1,174				559		2,415
			$	22,588	$	142,691			$	22,619	$	184,857


	Balance at December 31, 2025		Revenue recognized		Purchases		Purchases		Proceeds and in-kind transfers			Unrealized gain (loss)			Balance at March 31, 2026
Bitcoin
Units		1,921		-		-		-		(6	)		-			1,915
Amount	$	168,065	$	363	$	-	$	-	$	(445	)	$	(37,332	)	$	130,651
Bitcoin Cash
Units		15,120		-		107		-		-			-			15,227
Amount	$	9,052	$	-	$	50	$	-	$	-		$	(2,009	)	$	7,093
Ethereum
Units		18,923		-		-		-		-			-			18,923
Amount	$	908	$	-	$	-	$	-	$	-		$	(263	)	$	645
Litecoin
Units		45,196		-		-		-		-			-			45,196
Amount	$	3,468	$	-	$	-	$	-	$	-		$	(1,032	)	$	2,436
Ripple
Units		516,187		-		-		-		-			-			516,187
Amount	$	949	$	-	$	-	$	-	$	-		$	(257	)	$	692
All others
Amount	$	2,415	$	-	$	-	$	-	$	-		$	(1,241	)	$	1,174

(e) Investments, at fair value

The Company invests in securities which are valued at fair value with unrealized gains and losses included in the condensed consolidated statement of operations. Realized gains and losses are determined on the basis of specific identification.

(f) Other Investments

For investments in entities over which the Company exercises significant influence, but which do not meet the requirements for consolidation and for which the Company has not elected the fair value option, the Company uses the equity method of accounting, whereby the Company records its share of the underlying income or loss of such entities. The Company’s share of the underlying net income or loss of such entities is recorded in equity in earnings of affiliated investments on the condensed consolidated statement of operations. As the underlying entities that the Company manages and invests in are, for U.S. GAAP purposes, primarily investment companies accounted for under Accounting Standards Codification (“ASC”) Topic 946 which reflect their investments at fair value, the carrying value of the Company’s equity method investments in such entities approximates fair value.

We account for other investments that are not accounted for under the equity method that do not have a readily determinable fair value under the fair value measurement alternative. Under the fair value measurement alternative, these investments are based on our original cost, less impairments, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar interests of the same issuer. Under this method, our share of the income or losses of such companies is not included in our Consolidated Statements of Operations, however, the result of observable price changes, if any, are reflected in Other income (loss), net. We include the carrying value of these investments in Investments in private funds on the Condensed Consolidated Balance sheets.

The Company’s other investments consist of the following as of March 31, 2026 and December 31, 2025, respectively:


	March 31, 2026		December 31, 2025
Horizon Kinetics Hard Assets, LLC	$	26,509	$	16,389
Consensus Mining & Seigniorage Corporation		607		717
Other miscellaneous investments		9,340		3,926
	$	36,456	$	21,032

(g) Fair value measurements:

The Company values certain of its financial assets and liabilities based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Accounting guidance emphasizes that fair value is a market-based measurement that should be determined based on the assumptions market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, accounting guidance establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) the reporting entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). Valuation techniques used to measure fair value shall maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels, as follows:

Level 1 Unadjusted quoted prices in active markets for identical instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these investments does not entail a significant degree of judgment.

Level 2 Valuations based on quoted prices for similar or identical instruments in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3 Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

The fair value hierarchy guidance gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs.

(h) Revenue Recognition

The Company recognizes revenue under Financial Accounting Standards Board's (“FASB”) Accounting Standards Update (“ASU”) 2014-09, Revenue From Contracts With Customers (Topic 606). The Company recognizes revenue when the performance obligation is satisfied, which is the point at which control of the promised goods or services are transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those goods or services.

Management fees, which are generally calculated as a percentage of assets under management, are recognized when earned and collection is probable. Certain contracts for management services also provide for performance-based fees (“Incentive Fees”).

Incentive Fee revenue is recorded when earned by the fund managers of those managed funds to the extent that Return Thresholds have been met and it is probable that a significant reversal of revenue will not occur. These customer contracts require the Company to provide investment management services over a period of time, which represents a performance obligation that the Company satisfies over time. Management fees are a form of variable consideration because the fees that the Company is entitled to vary based on fluctuations in the basis for the management fee. The amount recorded as revenue is generally determined at the end of the period because these management fees are payable on a regular basis (typically monthly) and are not subject to claw back once paid. Management and advisory fees, including Incentive Fees, from consolidated private funds are eliminated in consolidation. The Company earned $18.1 million and $0.3 million of Incentive Fees for the three months ended March 31, 2026 and 2025, respectively, from private funds that were eliminated as a result of the consolidation of the respective funds.

The following table disaggregates our management services revenue by type:


	Three Months Ended March 31,
	2026		2025

Mutual fund management fees	$	8,821	$	9,888
ETF management fees		3,304		2,465
Separately managed account management fees		5,884		6,348
Private funds and other management fees		195		207
Total management and advisory fees	$	18,204	$	18,908

The following table presents balances of management fees receivable by type:


	March 31, 2026		December 31, 2025
Mutual fund management fees	$	3,471	$	2,605
ETF management fees		1,178		1,061
Separately managed account management fees		2,649		2,277
Private fund management fees		561		263
Other		351		369
	$	8,210	$	6,575

(i) Other revenue

The Company produces investment research reports for individual and institutional research clients. In addition, the Company retains a third-party marketing firm to market and distribute its research reports. Clients subscribe at a monthly, annual or multi-annual level. Income is accrued monthly based on current subscription base.

(j) Third party distribution

The Company has agreements in place with several third-party distribution firms and individual marketers (“Marketers”). Generally, each party to the agreement may terminate the agreement in a short notice period. Third party distribution expenses are earned by the Marketers based on revenue earned from some of the Company’s investment products generated by the respective Marketers. Accrued third party distribution expenses represent expenses that have been accrued but not paid. In the event that related fees receivable are deemed uncollectible, both related fees receivable and accrued third party distribution expenses will be written off.

(k) Income taxes

Income taxes reflect the tax effects of transactions reported in the Condensed Consolidated Financial Statements and consist of taxes currently payable plus deferred income taxes related to certain income and expenses recognized in different periods for financial and income tax reporting purposes. Deferred income tax assets and liabilities are recognized for the future income tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases. A valuation allowance is established when it is more-likely-than-not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which related temporary differences become deductible. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

Taxes are reported based on tax positions that meet a more-likely-than-not standard and that are measured at the amount that is more-likely-than-not to be realized. Differences between financial and tax reporting which do not meet this threshold are required to be recorded as unrecognized tax benefits or expense. We classify penalty and interest expense related to income tax liabilities as an income tax expense. There are no significant interest and penalties recognized in the Consolidated Statements of Operations or accrued on the Consolidated Balance Sheets.

(l) Recently adopted accounting pronouncements

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU No. 2023-09 establishes incremental disaggregation of income tax disclosures pertaining to the effective tax rate reconciliation and income taxes paid. The Company adopted this standard prospectively in our Annual Report on Form 10-K for the year ended December 31, 2025.

(m) Recently issued accounting pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses: Clarifying the Effective Date. ASU 2024-03 requires public business entities to disclose in the notes to the financial statements, among other things, specific information about certain costs and expenses including purchases of inventory; employee compensation; and depreciation, amortization and depletion expenses for each caption on the income statement where such expenses are included. ASU 2024-03, as clarified by ASU 2025-01, is effective for annual periods beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. We are currently evaluating the potential impact of adopting this standard on our disclosures.

Note 3. Discontinued Operations

During the third quarter of 2025, the Company entered into and consummated an asset purchase agreement with a buyer, pursuant to which we agreed to sell our right, title and interest in and to certain assets related to the Company’s consumer brands. Cash consideration paid on the date of the agreement was $0.4 million, which related to product inventories. The Company will also receive royalty payments related to net sales ranging between 5% to 15% for all net sales of the brands through the year 2035 (“Consumer Products Royalties”). Consumer Products Royalties payments are subject to a minimum amount of $1.5 million and maximum amount of $5.25 million, notwithstanding any other clawbacks or indemnity claims.

In determining the amount of the variable consideration related to Consumer Products Royalties, the Company used the ‘expected value’ method for estimating the variable consideration due to the Company due to the large number of possible scenarios. The Company has estimated the fair value of the variable consideration at $2.5 million. The variable consideration amount will be reduced as royalty payments are received over the term of the agreement and subject to other adjustments to reflect the financing element and other estimates within the transaction. The Company has reflected the assets, liabilities, and results of operations of the consumer products as discontinued operations.

Our Condensed Consolidated Statements of Financial Position and Condensed Consolidated Statements of Operations report discontinued operations separate from continuing operations. Our Condensed Consolidated Statements of Equity and Statements of Cash Flows combine the results of continuing and discontinued operations. A summary of financial information related to discontinued operations is as follows:

Reconciliation of the Line Items Constituting Pretax Loss from Discontinued Operations to the After-Tax Loss from Discontinued Operations in the Condensed Consolidated Statements of Operations for the three and nine months ended March 31:


	Three Months Ended March 31, 2025
Other income and fees	$	778
Operating expenses
Compensation, related employee benefits, and cost of goods sold		458
Sales, distribution and marketing		325
Depreciation and amortization		62
General and administrative expenses		347
Total operating expenses		1,192
Operating income (loss) from discontinued operations		(414	)
Gain on sale of discontinued operations		-
Income (loss) from discontinued operations before provision for income taxes		(414	)
Income tax (expense) benefit		87
Income (loss) from discontinued operations, net of tax	$	(327	)

There were no results from discontinued operations for the three months ended March 31, 2026. There were no assets or liabilities of discontinued operations as of March 31, 2026 or December 31, 2025, respectively.

Net cash used in operating activities from discontinued operations were $0 and $178 for the three months ended March 31, 2026 and 2025, respectively. There were no capital expenditures, depreciation expense, or significant operating and investing noncash items related to discontinued operations during the three months ended March 31, 2026 and 2025, respectively.

Note 4. Investments, at Fair Value

The following summarizes the Company’s investments accounted for at fair value at March 31, 2026 using the fair value hierarchy:


	March 31, 2026
	Total			Level 1			Level 2		Level 3
Money market cash equivalents	$	31,044		$	31,044		$	-	$	-

Investments:
Texas Pacific Land Corporation	$	82,141		$	82,141		$	-	$	-
Kinetics Market Opportunities Fund		9,831			-			9,831		-
Kinetics Mutual Funds and ETFs		2,921			-			2,921		-
Kinetics Spin-Off and Corporate Restructuring Fund-Institutional Class		4,641			-			4,641		-
Kinetics Global Fund No Load Class		2,646			-			2,646		-
All other market traded equity securities		3,354			3,354			-		-
CBOE Global Markets		2,766			2,766			-		-
FRMO Corporation		1,527			-			1,527		-
SPAC Active ETF		1,685			-			1,685		-
Grayscale Bitcoin Trust		1,690			1,690			-		-
Total investments	$	113,202		$	89,951		$	23,251	$	-
Liabilities:
Market traded equity securities - sold short	$	(62	)	$	(62	)	$	-	$	-
Total liabilities	$	(62	)	$	(62	)	$	-	$	-
Total investments, at fair value	$	113,140		$	89,889		$	23,251	$	-

The following summarizes the Company’s investments accounted for at fair value at December 31, 2025 using the fair value hierarchy:


	December 31, 2025
	Total			Level 1			Level 2		Level 3
Money market cash equivalents	$	32,362		$	32,362		$	-	$	-

Investments:
Texas Pacific Land Corporation	$	49,714		$	49,714		$	-	$	-
Kinetics Market Opportunities Fund		8,024			-			8,024		-
Kinetics Mutual Funds and ETFs		2,396			-			2,396		-
Kinetics Spin-Off and Corporate Restructuring Fund-Institutional Class		2,739			-			2,739		-
Kinetics Global Fund No Load Class		2,479			-			2,479		-
All other market traded equity securities		3,454			3,454			-		-
CBOE Global Markets		2,470			2,470			-		-
FRMO Corporation		1,432			-			1,432		-
SPAC Active ETF		1,684			-			1,684		-
Grayscale Bitcoin Trust		2,189			2,189			-		-
Total investments	$	76,581		$	57,827		$	18,754	$	-
Liabilities:
Market traded equity securities - sold short	$	(46	)	$	(46	)	$	-	$	-
Total liabilities	$	(46	)	$	(46	)	$	-	$	-
Total investments, at fair value	$	76,535		$	57,781		$	18,754	$	-

The following summarizes Consolidated Investment Products (“CIPs”) measured at fair value on a recurring basis were as follows as of March 31, 2026 using the fair value hierarchy:


	March 31, 2026
	Total			Level 1			Level 2		Level 3		NAV as a practical expedient
Money market cash equivalents	$	28,349		$	28,349		$	-	$	-	$	-

Investments:
Common stocks	$	1,285,091		$	1,285,091		$	-	$	-	$	-
Debt securities		1,216			-			-		1,216		-
Digital asset related exchange-traded and mutual funds		356,563			354,178			2,385		-		-
Preferred stocks		3,654			3,654			-		-		-
Private equity funds		1,259			-			-		-		1,259
Private placements		108,383			-			-		108,383		-
Digital assets		142,691			142,691			-		-		-
Total investments	$	1,898,857		$	1,785,614		$	2,385	$	109,599	$	1,259

Liabilities:
Securities sold short	$	(497	)	$	(497	)	$	-	$	-	$	-
Total liabilities	$	(497	)	$	(497	)	$	-	$	-	$	-
Total investments, at fair value	$	1,898,360		$	1,785,117		$	2,385	$	109,599	$	1,259

The following summarizes CIPs measured at fair value on a recurring basis were as follows as of December 31, 2025 using the fair value hierarchy:


	December 31, 2025
	Total			Level 1			Level 2		Level 3		NAV as a practical expedient
Money market cash equivalents	$	31,469		$	31,469		$	-	$	-	$	-

Investments:
Common stocks	$	948,645		$	948,645		$	-	$	-	$	-
Debt securities		1,551			-			-		1,551		-
Digital asset related exchange-traded and mutual funds		461,136			458,883			2,253		-		-
Preferred stocks		4,933			4,933			-		-		-
Private equity funds		462			-			-		-		462
Private placements		107,226			-			6,371		100,854		1
Digital assets		184,857			184,857			-		-		-
Total investments	$	1,708,810		$	1,597,318		$	8,624	$	102,405	$	463

Liabilities:
Securities sold short	$	(415	)	$	(415	)	$	-	$	-	$	-
Total liabilities	$	(415	)	$	(415	)	$	-	$	-	$	-
Total investments, at fair value	$	1,708,395		$	1,596,903		$	8,624	$	102,405	$	463

Changes in Level 3 Assets were as follows:


for the three months ended March 31, 2026	Debt securities			Preferred equity and other private investments		Private placements			Total Level 3 Assets
Balance at December 31, 2025	$	1,551		$	-	$	100,854		$	102,405
Change in unrealized appreciation (depreciation), net		(335	)		-		(4,085	)		(4,420	)
Purchases		-			-		11,610			11,610
Sales		-			-		-			-
Transfers into Level 3		-			-		4			4
Balance at March 31, 2026	$	1,216		$	-	$	108,383		$	109,599

Change in unrealized gains (losses) included in net income relating to assets held at end of period	$	(335	)	$	-	$	(4,085	)	$	(4,420	)


for the three months ended March 31, 2025	Debt securities			Preferred equity and other private investments			Private placements		Total Level 3 Assets
Balance at December 31, 2024	$	1,649		$	22,471		$	179,752	$	203,872
Change in unrealized appreciation (depreciation), net		(187	)		-			8,891		8,704
Deconsolidation					(22,471	)		-		(22,471	)
Purchases		-			-			3,554		3,554
Sales		-			-			-		-
Balance at March 31, 2025	$	1,462		$	-		$	192,197	$	193,659

Change in unrealized gains (losses) included in net income relating to assets held at end of period	$	(187	)	$	-		$	8,891	$	8,704

Valuation techniques and significant unobservable inputs used in Level 3 fair value measurements were as follows:


as of March 31, 2026	Fair Value		Valuation Technique	Significant Unobservable Inputs
Debt securities	$	1,216	Market Approach	Probability of Recovery (21%)
Private placements	$	108,383
		33,943	Subject Company Transaction Method, Market Approach, and Discounted Cash Flow Method	Subject company transaction price per unit Revenue Multiples (range 3.3x - 4.8x) Discount rate (14.0%) Projected Future Cash Flows
		22,905	Market Approach - Most recent transaction price	Unit price/cost of latest round of financing
		51,535	Market Approach - Most recent transaction price	Unit price/cost of latest round of financing


as of December 31, 2025	Fair Value		Valuation Technique	Significant Unobservable Inputs
Debt securities	$	1,551	Market Approach	Probability of Recovery (21%)
Private placements	$	100,854
		36,708	Subject Company Transaction Method	Subject company transaction price per unit
		18,096	Market Approach - Most recent transaction price	Unit price/cost of latest round of financing
		46,050	Market Approach - Most recent transaction price	Unit price/cost of latest round of financing

Note 5. Consolidated Investment Products

CIPs consist primarily of private investment funds which are sponsored by the Company. The Company has no right to the CIPs assets, other than its direct equity investments in them and investment management and other fees earned from them. The liabilities of the CIPs have no recourse to the Company’s assets beyond the level of its direct investment, therefore the Company bears no other risks associated with the CIPs liabilities.

The following supplemental condensed financial information illustrates the consolidating effects of the CIPs on the Company’s financial condition and results of operations as of and for the three months ended March 31, 2026 and 2025, respectively:


	March 31, 2026
	Consolidated Company Entities		Consolidated Investment Products		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	36,738	$	-	$	-		$	36,738
Fees receivable, net		9,877		-		(1,667	)		8,210
Investments, at fair value		113,140		-		-			113,140
Assets of consolidated investment products
Cash and cash equivalents		-		41,863		-			41,863
Investments, at fair value		-		1,898,360		-			1,898,360
Other assets		-		9,622		-			9,622
Other investments		289,242		-		(252,786	)		36,456
Operating lease right-of-use assets		5,822		-		-			5,822
Property and equipment, net		980		-		-			980
Prepaid expenses and other assets		9,162		-		-			9,162
Due from affiliates		16		-		(9	)		7
Digital assets		9,687		-		-			9,687
Intangible assets, net		40,924		-		-			40,924
Goodwill		23,373		-		-			23,373
Total assets	$	538,961	$	1,949,845	$	(254,462	)	$	2,234,344

Liabilities, Noncontrolling Interests, and Shareholders’ Equity
Liabilities:
Accounts payable, accrued expenses and other	$	18,611	$	-	$	-		$	18,611
Accrued third party distribution expenses		642		-		-			642
Deferred revenue		60		-		-			60
Liabilities of consolidated investment products
Accounts payable and accrued expenses		-		166,800		(15	)		166,785
Other liabilities		-		4,947		(1,661	)		3,286
Deferred tax liability, net		94,274		-		-			94,274
Due to affiliates		8,541		-		-			8,541
Operating lease liability		7,603		-		-			7,603
Total liabilities		129,731		171,747		(1,676	)		299,802
Commitments and contingencies

Redeemable noncontrolling interests		-		1,570,085		(44,773	)		1,525,312

Equity interests		409,230		208,013		(208,013	)		409,230
Total liabilities, noncontrolling interests, and shareholders’ equity	$	538,961	$	1,949,845	$	(254,462	)	$	2,234,344


	Three months ended March 31, 2026
	Consolidated Company Entities			Consolidated Investment Products			Eliminations			Consolidated
Revenue:
Management and advisory fees	$	38,944		$	-		$	(20,740	)	$	18,204
Other income and fees		89			-			-			89
Total revenue		39,033			-			(20,740	)		18,293

Operating expenses:
Compensation and related employee benefits		14,199			-			-			14,199
Sales, distribution and marketing		4,960			-			-			4,960
Depreciation and amortization		198			-			-			198
General and administrative expenses		2,545			-			-			2,545
Expenses of consolidated investment products		-			704			19			723
Total operating expenses		21,902			704			19			22,625

Operating income		17,131			(704	)		(20,759	)		(4,332	)

Other income (expense):
Equity in earnings of private funds, net		45,561			-			(35,272	)		10,289
Interest and dividends		407			-			-			407
Other income (expense)		5,866			-			-			5,866
Investment and other income (losses) of consolidated investment products, net		-			190,806			-			190,806
Interest and dividend income of consolidated investment products		-			1,649			-			1,649
Unrealized (loss) gain on digital assets, net		(2,831	)		-			-			(2,831	)
Realized gain on investments, net		358			-			-			358
Unrealized gain (loss) on investments net		36,153			-			-			36,153
Total other income (expense), net		85,514			192,455			(35,272	)		242,697

Income (loss) before provision for income taxes		102,645			191,751			(56,031	)		238,365

Income tax (expense) benefit		(30,113	)		-			-			(30,113	)

Net income (loss)	$	72,532		$	191,751		$	(56,031	)	$	208,252
Less: net income attributable to redeemable noncontrolling interests		-			(159,478	)		23,758			(135,720	)

Net income (loss) attributable to Horizon Kinetics Holding Corporation	$	72,532		$	32,273		$	(32,273	)	$	72,532


	December 31, 2025
	Consolidated Company Entities		Consolidated Investment Products		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	36,884	$	-	$	-		$	36,884
Fees receivable		8,154		-		(1,579	)		6,575
Investments, at fair value		76,535		-		-			76,535
Assets of consolidated investment products
Cash and cash equivalents		-		45,493		-			45,493
Investments, at fair value		-		1,708,395		-			1,708,395
Other assets		-		9,517		-			9,517
Other investments		220,065		-		(199,033	)		21,032
Operating lease right-of-use assets		6,382		-		-			6,382
Property and equipment, net		395		-		-			395
Prepaid expenses and other assets		8,603		-		-			8,603
Due from affiliates		20		-		(10	)		10
Digital assets		12,509		-		-			12,509
Intangible assets, net		41,108		-		-			41,108
Goodwill		23,373		-		-			23,373
Total assets		434,028		1,763,405		(200,622	)		1,996,811

Liabilities, Noncontrolling Interests, and Shareholders’ Equity
Liabilities:
Accounts payable, accrued expenses and other	$	12,149	$	-	$	-		$	12,149
Accrued third party distribution expenses		578		-		-			578
Deferred revenue		66		-		-			66
Liabilities of consolidated investment products
Accounts payable and accrued expenses		-		1,606		(10	)		1,596
Management fee payable		-		1,580		(1,580	)		-
Other liabilities		-		735		-			735
Deferred tax liability, net		66,345		-		-			66,345
Due to affiliates		7,689		-		-			7,689
Operating lease liability		8,248		-		-			8,248
Total liabilities		95,075		3,921		(1,590	)		97,406
Commitments and contingencies

Redeemable noncontrolling interests		-		1,599,587		(39,135	)		1,560,452

Equity interests		338,953		159,897		(159,897	)		338,953
Total liabilities, noncontrolling interests, and shareholders’ equity	$	434,028	$	1,763,405	$	(200,622	)	$	1,996,811


	Three months ended March 31, 2025
	Consolidated Company Entities			Consolidated Investment Products			Eliminations			Consolidated
Revenue:
Management and advisory fees	$	21,145		$	-		$	(2,237	)	$	18,908
Other income and fees		115			-			-			115
Total revenue		21,260			-			(2,237	)		19,023

Operating expenses:
Compensation and related employee benefits		9,109			-			-			9,109
Sales, distribution and marketing		4,132			-			-			4,132
Depreciation and amortization		437			-			-			437
General and administrative expenses		2,567			-			(36	)		2,531
Expenses of consolidated investment products		-			1,059			36			1,095
Total operating expenses		16,245			1,059			-			17,304

Operating income		5,015			(1,059	)		(2,237	)		1,719

Other income (expense):
Equity in earnings of private funds, net		13,930			-			(10,879	)		3,051
Interest and dividends		491			-			-			491
Other income (expense)		(51	)		-			-			(51	)
Investment and other income (losses) of consolidated investment products, net		-			70,267			-			70,267
Interest and dividend income of consolidated investment products		-			2,904			-			2,904
Unrealized (loss) gain on digital assets, net		(1,779	)		-			-			(1,779	)
Realized gain on investments, net		2,199			-			-			2,199
Unrealized gain (loss) on investments net		13,734			-			-			13,734
Total other income (expense), net		28,524			73,171			(10,879	)		90,816

Income (loss) before provision for income taxes		33,539			72,112			(13,116	)		92,535

Income tax (expense) benefit		(10,371	)		-			-			(10,371	)

Income (loss) from continuing operations, net of tax	$	23,168		$	72,112		$	(13,116	)	$	82,164
Income (loss) from discontinued operations, net of tax		(327	)		-			-			(327	)
Less: net income attributable to redeemable noncontrolling interests		-			(61,154	)		2,158			(58,996	)

Net income (loss) attributable to Horizon Kinetics Holding Corporation	$	22,841		$	10,958		$	(10,958	)	$	22,841

Note 6. Related Party Transactions

As of March 31, 2026 and December 31, 2025, amounts due to or due from the Company to related party affiliates is summarized as follows:


	March 31, 2026				December 31, 2025
	Receivable		Payable		Receivable		Payable
Horizon Common Inc.	$	-	$	6,902	$	-	$	6,902
Private funds		3		-		5		-
FRMO Corporation		4		1,639		5		787
	$	7	$	8,541	$	10	$	7,689

For the three months ended March 31, 2026 and 2025, amounts recognized from related party affiliates is summarized as follows:


	Three Months Ended March 31,
	2026				2025
	Revenues		Expenses		Revenues		Expenses
Private funds	$	534	$	-	$	365	$	-
FRMO Corporation		2		1,639		4		922
Consensus Mining & Seigniorage Corp		8		-		3		-
Other		-		-		-		3
	$	544	$	1,639	$	372	$	925

Certain co-founders of the Company are also shareholders of FRMO Corporation (“FRMO”). FRMO has a right to a 4.2% share of the Company’s gross revenue (prior to any commission sharing agreements) and a 4.4% ownership interest. The Company’s expenses under this agreement are included with Sales, distribution and marketing expenses in the condensed consolidated statement of operations.

The Company has waived, or provides discounted management and advisory fees, for assets under management in private funds or separately managed accounts for Shareholders’ and their direct families, FRMO, Horizon Common Inc., Kinetics Holding Corporation and employees of the Company.

Note 7. Earnings per Share

Per share data is determined by using the weighted average number of common shares outstanding. Common equivalent shares are considered only for diluted earnings per share, unless considered anti-dilutive. Common equivalent shares, determined using the treasury stock method, result from stock options with exercise prices that are below the average market price of the common stock.

Basic earnings per share include no dilution and are computed by dividing income available to common shareholders by the weighted-average number of shares outstanding during the period. Diluted earnings per share reflect the potential of securities that could share in our earnings.

Common stock equivalents that have been excluded from the calculation of earnings per share because they would have been anti-dilutive are de minimis for the three months ended March 31, 2026 and 2025, respectively, and have no impact on diluted earnings per share.

Note 8. Segment Information

The Company operates in a single operating segment of Asset Management. The following provides information on that segment for the three months ended March 31, 2026 and 2025, respectively:


	Three Months Ended March 31, 2026								Three Months Ended March 31, 2025
	Asset Management		Reconciling Amounts			Total			Asset Management		Reconciling Amounts			Total
Revenue	$	39,033	$	(20,740	)	$	18,293		$	21,260	$	(2,237	)	$	19,023
Significant segment expense		14,199		-			14,199			9,109		-			9,109
Depreciation and amortization		198		-			198			437		-			437
All other segment expenses		7,505		723			8,228			6,699		1,059			7,758
Operating income (loss)		17,131		(21,463	)		(4,332	)		5,015		(3,296	)		1,719

Identifiable assets	$	538,961	$	1,695,383		$	2,234,344		$	486,506	$	1,581,755		$	2,068,261

Geographic Area Information

As of March 31, 2026 and December 31, 2025, all of the Company’s assets were located in the United States of America. There were no revenues from outside the United States for the three months ended March 31, 2026 or 2025, respectively.

Note 9. Income Taxes

The Company’s income tax provision includes corporate income taxes and other entity-level income taxes, as well as income taxes incurred by certain affiliated funds that are consolidated in these financial statements. Income tax (expense) benefit for three months ended March 31, 2026 and 2025 was $(30,113) and $(10,371), respectively.

The Company’s effective income tax rate is dependent on many factors, including the estimated nature and amounts of income and expenses allocated to the non-controlling interests without being subject to federal, state and local income taxes at the corporate level. Additionally, the Company’s effective tax rate is influenced by the amount of income tax provision recorded for any affiliated funds and co-investment vehicles that are consolidated in the Company’s unaudited condensed consolidated financial statements. For the three months ended March 31, 2026 and 2025, the Company recorded its interim income tax provision utilizing the estimated annual effective tax rate.

The income tax effects of temporary differences give rise to significant portions of deferred tax assets and liabilities, which are presented on a net basis. As of March 31, 2026 and December 31, 2025, the Company recorded a net deferred tax liability of $94.3 million and $66.3 million, respectively, within the Condensed Consolidated Statements of Financial Condition.

The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by U.S. federal, state, and local tax authorities. Although the outcome of tax audits is always uncertain, the Company does not believe the outcome of any future audit will have a material adverse effect on the Company’s unaudited condensed consolidated financial statements.

Note 10. Lease Liabilities

The Company leases office space in primarily four locations, principally the company’s corporate headquarters. The Company’s operating leases have remaining lease terms of one to ten years. The weighted-average discount rate for the Company’s operating leases as of March 31, 2026 was 4.7%. The weighted-average remaining lease term as of March 31, 2026 was 6.0 years.

The Company’s expected future minimum annual lease payments are as follows:


2026 (remainder)	$	2,406
2027		1,394
2028		851
2029		868
2030		847
Thereafter		2,524
Total minimum lease payments	$	8,890
Less: imputed interest		(1,287	)

Total operating lease liability	$	7,603

The discount rates used to calculate the Company’s lease liabilities were based on the Company’s estimated incremental borrowing rates, as the rates implicit in the leases were generally not readily determinable. The Company estimated its incremental borrowing rates using market-based information, including U.S. Treasury yields with maturities corresponding to the lease terms, adjusted to reflect the Company’s estimated secured borrowing rate and the economic environment at lease commencement.

The Company recognized amortization expense related to all their operating leases in the condensed consolidated statements of operations for the three months ended March 31, 2026 or 2025. This expense represents the amortization of the right-of-use asset associated with the operating leases.

During 2025, the Company entered into two non-cancelable operating leases that have not yet commenced for replacement and additional office space for seven to 15 years. The table above excludes $27.2 million of legally binding lease payments for leases signed but not yet commenced. The Company also has an operating lease with annual cash outflows of approximately $0.4 million through 2030 and a sublease agreement with annual expected cash inflows of approximately $0.3 million through 2027.

Note 11. Commitments and Contingencies

Mutual and private funds expense reimbursement

The Company has voluntarily agreed to certain expense reimbursement agreements in place with Kinetics Mutual Funds Inc. (“Kinetics Funds”) that are renewed annually by the Company at its discretion. Each Kinetics Fund has an agreed upon expense percentage cap (“Cap”) with the Company. When the overall expenses of the Kinetics Funds for the month reach an agreed upon level, any expenses incurred above the Cap are reimbursed by the Company to the Kinetics Funds. In accordance with the private placement memoranda of certain hedge funds the Company manages (the “Funds”), the Company has agreed to reimburse any expenses incurred above a predetermined Cap to the Funds. For the three months ended March 31, 2026 and 2025, the Company reimbursed to the Kinetics Funds $424 and $314, respectively. These reimbursements are included on the condensed consolidated statement of operations as a reduction of revenue.

Contingencies

The Company and the companies in which it holds ownership interests may be involved in various claims and legal actions in the ordinary course of business. Currently there are no material pending claims or legal actions against the Company or the companies in which it holds ownership interests. The Company records the costs associated with legal fees as such services are rendered.

Note 12. Subsequent events

On May 14, 2026, the Company's Board of Directors declared a cash dividend of $0.127 per share, payable on June 17, 2026 to, shareholders of record as of the close of business on May 27, 2026.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the historical consolidated financial statements of HKHC and the related notes included elsewhere in this current report. The historical consolidated financial data discussed below reflect its historical results of operations and financial position. The following discussion and analysis contains forward-looking statements that are subject to known and unknown risks and uncertainties. Actual results and the timing of events may differ significantly from those expressed or implied in such forward-looking statements due to a number of factors, including those included in the section entitled “Risk Factors” contained elsewhere in this current report describing key risks associated with the business, operations and industry of HKHC. Amounts and percentages presented throughout this section may reflect rounding adjustments and consequently totals may not appear to sum. The items discussed below have had significant effects on many items within HKHC’s consolidated financial statements and affect the comparison of the current period’s activity with those of prior periods.

Overview

HKHC is a research driven, fundamentals-oriented asset manager serving institutions, individuals and financial professionals. It provides investment management services through its wholly-owned subsidiary and registered investment adviser, Horizon Kinetics Asset Management LLC. Through this subsidiary, it manages a number of strategies, most of which are focused on publicly-traded equity securities, but also private investments and digital assets. To accommodate different investing preferences, HKHC’s offerings can be accessed in a variety of ways, including through mutual funds, ETFs, a closed end fund, separately managed accounts that can be customized to the unique investment objectives and risk tolerances of individual clients, and, for qualified investors, via private partnerships typically known as alternative investments. HKHC raises capital for and manages these strategies, and it earns a management fee that varies among products. In certain instances, the fee it earns is tied to the performance of the account. HKHC also produces a number of research reports and compendia that are sold mainly to institutions, as it believes that the discipline required to produce written research encourages thorough qualitative and quantitative analysis. As of March 31, 2026, the Company had regulatory assets under management ("AUM") of $11.4 billion.

HKHC also manages a portfolio of investment securities for its own benefit, which has historically impacted and is expected to impact future results of operations, often significantly so. As of March 31, 2026, we held investment securities (at fair value) of $113.1 million, which represented 5.1% of total assets. In addition, we have devoted capital to a variety of the private alternative investment funds we manage. As of March 31, 2026, HKHC’s investments in these private funds and other private investments are $289.2 million, however, since some of these private funds are included within these consolidated financial statements, this value is not separately presented.

In addition to investment management and research activities, HKHC operates two wholly-owned, limited purpose broker-dealers, KBD Securities LLC and Kinetics Funds Distributor LLC, both of which are only used for the marketing and promotion of its investment products. We pay a portion of the fee it earns to these and other third-party firms who assist it in marketing.

Along with investing on behalf of clients, HKHC also uses its own capital to invest along with its clients in many of its private products and makes direct investments in public and private instruments including digital assets. Certain employees do, from time to time, serve as management or as a member of the board of directors of the companies in which we invest.

Primary Sources of Revenue

Management or advisory fees are our primary source of revenue, most of which are based on a specified percentage of clients’ average assets under management. A majority of our expenses, including most of our compensation expense, vary directly with changes in revenue.

The management fees for separately managed accounts are generally calculated on the basis of a percentage of the value of each client’s assets (assets under management) and are charged using either an average daily balance or monthly or quarterly ending balance, and either in arrears or advance.

The Company also earns management fees in its mutual funds, ETFs, closed-end funds and private partnerships as compensation for internal fund management and advisory services. The management fees for the private funds vary by fund and investment strategy and are typically approximately between 0% and 2.00% of the net asset value of the funds’ underlying investments.

The Company is also entitled to receive incentive fees on private partnerships if certain performance returns have been achieved as stipulated in the governing documents of the applicable fund. Incentive fees are generated when certain returns exceed a previously established high water mark. The incentive fees are calculated as a percentage of the gains experienced, typically 20%, based on the agreement with each partner in the respective fund. Incentive fees are not subject to claw back as a result of performance declines in subsequent periods to the most recent measurement date. Incentive fees, if earned, are recognized upon completion of the contractually determined measurement period, which are generally annually, or when a client redeems their interest. Incentive fees are subject to the uncertainty of market volatility, and as a result, the entire amount of the variable consideration related to incentive fees is constrained until the end of each measurement period when the uncertainty has been resolved. The Company earned incentive fees of $18.4 million and $0.3 million for the three months ended March 31, 2026 and 2025, respectively. Management and incentive fees earned from consolidated investment products are eliminated from revenue upon consolidation, however the economic benefit to the HKHC shareholders’ is retained through lower net income amounts attributable to the redeemable noncontrolling interests. Remaining unearned incentive fees resulting from the performance of the Company’s private funds for the three months ended March 31, 2026 are approximately $5.5 million. These unearned incentive fees are subject to change based on market prices and generally expected to be resolved during the fourth quarter of 2026 once it is probable that a significant reversal of revenue will not occur.

A small number of clients with certain separately managed accounts may pay incentive fees in addition to or in lieu of management fees, if their portfolio achieves positive investment returns, in certain cases, in excess of an agreed benchmark or hurdle rate. Typically, such fees are paid annually upon crystallization or when a client closes their investment and are not accrued prior to being earned. These unearned performance fees are subject to change based on market prices and generally expected to be resolved during the fourth quarter of 2026 once it is probable that a significant reversal of revenue will not occur.

Business Highlights in the first quarter of 2026

Revenues

•

HKHC’s revenues from ETF products increased $0.8 million, or 34.0%, this quarter primarily as a result of higher average AUM at our Inflation Beneficiaries ETF.

•

In addition, the Company earned incentive fees of $18.1 million from certain private funds due to expiration of certain restrictions associated with their investments in Miami International Holdings (“MIAX”). While these incentive fees, and other management fees, earned from consolidated private funds are eliminated from consolidated management and advisory fees, the positive economic benefit continues to be reflected in a lower attribution of net income to redeemable noncontrolling interests (and therefore higher net income attributable to Horizon Kinetics Holding Corporation).

Assets under management

•

AUM for the three months ended March 31, 2026 increased by approximately $1.8 billion, or 19%, to $11.4 billion, due primarily to market value changes of key holdings across the Company’s mutual funds, ETFs and separately managed accounts (SMAs). The market value of Texas Pacific Land Corporation (“TPL”), which is widely held across HKHC’s private funds and SMAs, increased 65% during the quarter resulting in increases in AUM across a variety of our financial products. Those increases were partially offset by declines in Grayscale Bitcoin Trust (“GBTC”), which is also widely held across HKHC’s private funds, of 23% during the first quarter.

Investment performance

•

The Company maintains a portfolio for investment purposes and has also invested substantial capital in its private funds alongside client investors. For the quarter ended March 31, 2026, there was an increase of $36.2 million in the fair value of the Company’s investment portfolio primarily due to the 65% increase in the TPL securities held directly. The increase in the fair value of HKHC’s investments is reported in unrealized gain (loss) on investments, net in the accompanying Consolidated Statement of Operations.

•

The Company’s consolidated investment products experienced favorable performance thus far in 2026. Specifically, the Polestar Funds and Horizon Multi-Strategy Fund were the largest contributors for the three months ended March 31, 2026, however they were partially offset by net losses at Horizon Kinetics Equity Opportunity Funds and South LaSalle.

Results of Operations for the three months ended March 31, 2026

Revenues

Management and advisory fees

The Company’s total management and advisory fees decreased approximately $0.7 million, or 3.7%, for the three months ended March 31, 2026 compared to the prior year. The decrease is primarily the result of lower management fees from our mutual funds, however those were declines were partially offset by higher revenues at our Inflation Beneficiaries ETF. In addition, the Company earned incentive fees of $18.1 million from certain private funds due to expiration of certain restrictions associated with their investments in Miami International Holdings (“MIAX”). While these incentive fees, and other management fees, earned from consolidated private funds are eliminated from consolidated management and advisory fees, the positive economic benefit continues to be reflected in a lower attribution of net income to redeemable noncontrolling interests and therefore a higher net income attributable to Horizon Kinetics Holding Corporation.

Operating Expenses

Compensation, employee benefits, and cost of goods sold

The Company’s operating expenses include employee compensation for investment professionals and other management personnel. HKHC’s compensation costs for the three months ended March 31, 2026 increased by approximately $5.1 million, or 56%, compared to the prior year due to primarily to $5.4 million of incremental commissions and other costs associated with the first quarter’s incentive fee associated with our private funds holding MIAX.

Sales, distribution and marketing expenses

For the three months ended March 31, 2026, sales, distribution and marketing expenses increased $0.8 million, or 20%, compared to the prior quarter, primarily as a result of a higher expense to FRMO pursuant to its revenue sharing agreement with HKHC of $0.8 million that was associated solely to the incentive fee associated with our private funds holding MIAX.

Depreciation and amortization

Depreciation and amortization decreased $0.2 million for the three months ended March 31, 2026 as compared to the prior year due to certain intangible assets becoming fully amortized during 2025.

General and administrative expenses

For the three months ended March 31, 2026, general and administrative expenses did not change significantly at $2.5 million for each period. The Company’s general and administrative expenses includes rent and occupancy expenses, software, insurance, legal and audit professional fees, Director fees and other costs.

Equity income, net

Equity earnings, net was $10.3 million for the three months ended March 31, 2026 compared to $3.1 million for the prior year. The increase was due primarily to increases in the fair value of holdings at Horizon Kinetics Hard Assets, LLC as compared to the prior year.

Interest and dividend income

Interest and dividend income decreased by $0.1 million for the three months ended March 31, 2026 as compared to the prior year due to lower investable cash and cash equivalents balances at the Company.

Other income (expense)

During the year ended March 31, 2026, the Company recorded a gain of $5.9 million related to one of its private investments being acquired. The Company received $0.5 million of cash and $5.2 million of another equity security in a private entity as a result of the transaction.

Unrealized loss on digital assets, net

There was an unrealized loss on digital assets, net of $2.8 million for the three months ended March 31, 2026 as compared to a loss of $1.8 million in the comparable prior year period, primarily due to the change in bitcoin’s value during each respective quarter.

Unrealized gain (loss) on investments, net

For the three months ended March 31, 2026, unrealized gains (losses) on investments increased by $22.4 million compared to the prior year. This increase was due primarily to the $32.4 million unrealized gain on TPL stock during the three months ended March 31, 2026 resulting from its approximately 65% increase in its fair value.

Income tax benefit (expense)

The Company recognizes deferred income taxes related to the tax basis differences for certain assets, principally unrealized gains in various investments, digital assets and indefinite lived intangible assets from the Company’s 2011 merger transaction. The Company’s unrealized gains of investment securities and private funds during the quarter resulted in the recording of deferred taxes during the quarter ended March 31, 2026.

Redeemable Non-Controlling Interests

Net income attributable to redeemable non-controlling interests in Consolidated Investment Products represents the income attributable to ownership interests that third parties hold in entities that are consolidated within our consolidated financial statements. During 2025 the amounts attributable to noncontrolling interests increased correspondingly to the performance of our private funds. The three months ended March 31, 2026 also include an allocation of $18.1 million associated with the incentive fees earned by the Company from funds holding MIAX.

Consolidated Investment Products

Consolidated Investment Products represented a significant portion of our AUM as of March 31, 2026. The activity of the consolidated investment products is reflected within the consolidated financial statement line items indicated by reference thereto. The impact of consolidation will typically decrease management fees and incentive fees, if any, reported under GAAP to the extent these amounts are eliminated upon consolidation. The assets and liabilities of our Consolidated Investment Products are held within separate legal entities and, as a result, the liabilities of our consolidated investment products are typically non-recourse to us. Generally, the consolidation of our consolidated investment products has a significant gross-up effect on our assets, liabilities and cash flows but has no net effect on the net income attributable to us or our stockholders’ equity.

The following table presents the results of operations of the consolidated investment products:


	Three Months Ended March 31,
	2026			2025
Expenses of consolidated investment products	$	(3,359	)	$	(2,999	)
Investment and other income (losses) of consolidated investment products, net		190,806			70,267
Interest and dividend income of consolidated investment products		1,649			2,904
Net income of consolidated investment products		189,096			70,172

Less: Incentive fees allocated to Horizon Kinetics Holding Corporation		(18,122	)		(298	)
Less: Income attributable to Horizon Kinetics Holding Corporation economic interests		(35,254	)		(10,878	)
Net income attributable to redeemable non-controlling interests in consolidated funds	$	135,720		$	58,996

The results of operations of the consolidated investment products primarily represent activities from certain funds that we are deemed to control. When a fund is consolidated, we reflect the revenues and expenses of the entity on a gross basis, subject to eliminations from consolidation. Substantially all of our results of operations related to the consolidated investment products are attributable to ownership interests that third parties hold in those funds. The consolidated investment products may not necessarily be the same funds in each year presented due to changes in ownership, changes in limited partners’ rights, and the creation or termination of funds and entities. Accordingly, such amounts may not be comparable for the periods presented, and in any event have no material impact on net income attributable to Horizon Kinetics Holding Corporation.

Segment Analysis

For segment reporting purposes, revenues and expenses are presented before giving effect to the results of our consolidated investment products and the results attributable to non-controlling interests that we consolidate. As a result, segment revenues from management fees, incentive fees and investment income are different than those presented on a consolidated basis in accordance with generally accepted accounting principles. Revenues recognized from consolidated investment products are eliminated in consolidation and those attributable to the non-controlling interests of joint ventures have been excluded by us. Furthermore, expenses and the effects of other income (expense) are different than related amounts presented on a consolidated basis in accordance with GAAP due to the exclusion of the results of consolidated investment products and the non-controlling interests.

Liquidity and Capital Resources

At March 31, 2026, the Company had $36.7 million of cash and cash equivalents. We believe that our cash and cash equivalents at March 31, 2026 will be sufficient to fund operations for at least one year from the publication of this report.

The Company also had $113.1 million of investments, at fair value. These investments include $82 million held in a single security, approximately 173,088 shares of TPL. During the three months ended March 31, 2026, the fair value of HKHC’s TPL holdings increased due to the approximately 65.2% year-to-date increase in the fair value of TPL common shares. The Company may be limited in its ability to sell this security due to our status as an affiliate of TPL.

In the normal course of business, we may engage in off-balance sheet arrangements, including transactions in derivatives, guarantees, commitments, indemnifications, and potential contingent repayment obligations. We do not have any off-financial position arrangements that would require us to fund losses or guarantee target returns to clients.

The Company’s Board of Directors has determined an expected quarterly dividend policy that is based on the Company’s quarterly performance. The Board of Directors may consider other relevant factors that are relevant to the final determination of a quarterly dividend, if any. On May 14, 2026, the Company's Board of Directors declared a cash dividend of $0.127 per share, payable on June 17, 2026 to shareholders of record as of the close of business on May 27, 2026.

The following table and discussion summarize our Condensed Consolidated Statement of Cash Flows:


	Three Months Ended March 31,
	2026			2025			Variance
Net cash used in operating activities	$	(6,769	)	$	(14,480	)	$	7,711
Net cash (used in) provided by investing activities		(338	)		24,119			(24,457	)
Net cash provided by (used in) financing activities		3,331			(3,988	)		7,319
	$	(3,776	)	$	5,651		$	(9,427	)

Operating cash flows

Net cash used by operating activities decreased by $7.7 million for the three months ended March 31, 2026 compared to the prior year. The decrease was primarily the result of earnings, net of working capital changes, including certain accrued expenses, during the period. The net income (loss) for each of the three month periods were largely offset by non-cash adjustments related to deferred income tax expenses, equity in earnings (losses) of affiliates, net and unrealized gains (losses) on investments or digital assets.

Investing cash flows

Net cash resulting from investment activities decreased by $24.5 million for the three months ended March 31, 2026 as compared to the prior year as the result of limited purchases and sales of investments during the period as compared to the prior year.

During the three months ended March 31, 2025, the Company sold certain securities that were received as incentive fee payments related to the 2024 performance. The Company also contributed certain investment securities of $11.5 million to obtain additional equity interests in Horizon Kinetics Hard Assets, LLC (a non-cash investment activity).

Financing cash flows

Net cash provided by financing activities increased by $7.3 million for the three months ended March 31, 2026 as compared to the prior year. The increase was primarily due to $2.3 million higher contributions to redeemable noncontrolling interests in consolidated investment products and $5.2 million less redemptions from redeemable noncontrolling interests in consolidated investment products compared to the prior year. This increase was partially offset by $2.3 million of dividend payments for the quarter, as compared to $2.0 million of dividend payments during the first quarter of 2025.

Contractual Cash Obligations and Other Commercial Commitments

The Company’s contractual cash obligations and other commercial commitments is limited to certain operating leases for office space as summarized below:


	Payments Due by Period
	Total		2026 (remainder)		2027 and 2028		2029 and 2030		Thereafter
Contractual Cash Obligations:
Operating leases	$	8,890	$	2,406	$	2,245	$	1,715	$	2,524
Total contractual obligations	$	8,890	$	2,406	$	2,245	$	1,715	$	2,524

During 2025, the Company entered into two non-cancelable operating leases that have not yet commenced for replacement and additional office space for seven to 15 years. The table above excludes $27.3 million of legally binding lease payments for leases signed but not yet commenced. The Company also has an operating lease with annual cash outflows of approximately $0.4 million through 2030 and a sublease agreement with annual expected cash inflows of approximately $0.3 million through 2027.

Critical Accounting Estimates

The preparation of our consolidated financial statements in accordance with GAAP is based on the selection and application of accounting policies that require us to make significant estimates and assumptions that in certain circumstances affect amounts reported in the audited consolidated financial statements. In preparing these financial statements, our estimates and judgments are based on historical experience, information from third-party valuation professionals and various other assumptions, giving due consideration to materiality. We consider the accounting estimates discussed below to be critical to the understanding of our consolidated financial statements. Actual results could differ from our estimates and assumptions, and any such difference could be material to our consolidated financial statements.

Revenue recognition

Horizon Kinetics recognizes revenues when its obligations related to the services are satisfied and it is probable that a significant reversal of the revenue amount would not occur in future periods. Horizon Kinetics enters into contracts that can include multiple services, which are accounted for separately if they are determined to be distinct. Management’s judgment is required in assessing the probability of significant revenue reversal and in identification of distinct services.

Horizon Kinetics derives a substantial portion of its revenue from investment advisory fees which are recognized as the services are performed over time because the customer is receiving and consuming the benefits as they are provided by Horizon Kinetics. Fees are primarily based on agreed-upon percentages of AUM and recognized for services provided during the period, which are distinct from services provided in other periods. Such fees are affected by changes in AUM, including market appreciation or depreciation and net inflows or outflows. AUM represents the broad range of financial assets Horizon Kinetics manages for clients on a discretionary basis pursuant to investment management and trust agreements that are expected to continue for at least 12 months. In general, reported AUM reflects the valuation methodology that corresponds to the basis used for determining revenue (for example, net asset values).

Horizon Kinetics receives investment advisory fees, including incentive allocations from certain actively managed investment funds and certain SMAs. These incentive fees are dependent upon exceeding investment return thresholds, which may vary by product or account, and could include varying measurement periods.

Incentive fees are generated on certain management contracts when performance hurdles are achieved, such as returns exceed a previously established high water mark. Such incentive fees are recognized when the contractual performance criteria have been met and when it is determined that they are no longer probable of significant reversal. Given the unique nature of each fee arrangement, contracts with customers are evaluated on an individual basis to determine the timing of revenue recognition. Significant judgment is involved in making such determination. Incentive fees typically arise from investment management services that began in prior reporting periods. Consequently, a portion of the fees recognized may be partially related to the services performed in prior periods that meet the recognition criteria in the current period. At each reporting date, the Company considers various factors in estimating incentive fees to be recognized. These factors include but are not limited to whether: (1) the amounts are dependent on the financial markets and, thus, are highly susceptible to factors outside Horizon Kinetics’ influence; (2) the ultimate payments have a large number and a broad range of possible amounts; and (3) the funds or SMAs have the ability to (a) invest or reinvest their sales proceeds or (b) distribute their sales proceeds, and determine the timing of such distributions.

Principles of Consolidation

The determination of whether to consolidate a VIE under US GAAP requires a significant amount of judgment concerning the degree of control over an entity by its holders of variable interests. To make these judgments, we conduct an analysis, on a case-by-case basis, of whether we are the primary beneficiary and are therefore required to consolidate an entity. We continually reconsider whether we should consolidate a VIE. Upon the occurrence of certain events, such as modifications to organizational documents and investment management agreements of our products, we will reconsider our conclusion regarding the status of an entity as a VIE. Our judgment when analyzing the status of an entity and whether we consolidate an entity could have a material impact on individual line items within our consolidated financial statements, as a change in our conclusion would have the effect of grossing up the assets, liabilities, revenues and expenses of the entity being evaluated. In light of certain direct and indirect investments into our products, the likelihood of a reasonable change in our estimation and judgment could result in a change in our conclusions to consolidate or not consolidate any VIEs to which we have exposure.

Fair Value Measurement

GAAP establishes a hierarchical disclosure framework prioritizing the inputs used in measuring financial instruments at fair value into three levels based on their market observability. Market price observability is affected by a number of factors, including the type of instrument and the characteristics specific to the instrument. Financial instruments with readily available quoted prices from an active market or where fair value can be measured based on actively quoted prices generally have a higher degree of market price observability and a lesser degree of judgment inherent in measuring fair value.

Financial assets and liabilities measured and reported at fair value are classified as follows:

•

Level I—Unadjusted quoted prices in active markets for identical instruments.

•

Level II—Unadjusted quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in inactive markets; and model-derived valuations with directly or indirectly observable significant inputs. Level II inputs include prices in markets with few transactions, non-current prices, prices for which little public information exists or prices that vary substantially over time or among brokered market makers. Other inputs include interest rate, yield curve, volatility, prepayment risk, loss severity, credit risk and default rate.

•

Level III—Valuations that rely on one or more significant unobservable inputs. These inputs reflect the Company’s assessment of the assumptions that market participants would use to value the instrument based on the best information available.

In some instances, an instrument may fall into multiple levels of the fair value hierarchy. In such instances, the instrument’s level within the fair value hierarchy is based on the lowest of the three levels (with Level III being the lowest) that is significant to the fair value measurement. Our assessment of the significance of an input requires judgment and considers factors specific to the instrument. See “Note 4. Investments, at Fair Value,” within our consolidated financial statements included in this Annual Report on Form 10-K for a summary of our valuation of investments and other financial instruments by fair value hierarchy levels.

Income Taxes

The Company is taxed as a corporation for U.S. federal and state income tax purposes. We use the liability method of accounting for deferred income taxes pursuant to GAAP. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the carrying value of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the statutory tax rates expected to be applied in the periods in which those temporary differences are settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized during the year the change is enacted. A valuation allowance is recorded on our net deferred tax assets when it is more likely than not that such assets will not be realized or when timing is unknown. When evaluating the realizability of our deferred tax assets, all evidence, both positive and negative, is evaluated. Items considered in this analysis include the ability to carry back losses, the reversal of temporary differences, tax planning strategies and expectations of future earnings.

Under GAAP, the amount of tax benefit to be recognized is the amount of benefit that is more likely than not to be sustained upon examination. We analyze our tax filing positions in all of the U.S. federal, state, local and foreign tax jurisdictions where we are required to file income tax returns, as well as for all open tax years in these jurisdictions. If, based on this analysis, we determine that uncertainties in tax positions exist, a liability is established. As of March 31, 2026, we have not identified any uncertain tax positions.

Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in determining tax expense and in evaluating tax positions, including evaluating uncertainties under GAAP.

Recently Issued Accounting Pronouncements

For information on recently issued accounting standards, see Note 2(m), “Recently Issued Accounting Pronouncements” to our condensed consolidated financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As of March 31, 2026, we conducted an evaluation, under the supervision and with the participation of our Co-Chief Executive Officers and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934). Based on that evaluation, our Co-Chief Executive Officers and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2026.

Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this Report, including the “Cautionary Note on Forward-Looking Information,” you should carefully consider the factors discussed in Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

All of the factors referenced above could materially affect our, or the combined company’s, business, financial condition, or future results.

ITEM 6. EXHIBITS


Exhibit Number		Document
31.1		Rule 13a-14(a) Certification of the Co-Chief Executive Officer.
31.2		Rule 13a-14(a) Certification of the Co-Chief Executive Officer.
31.3		Rule 13a-14(a) Certification of the Chief Financial Officer.
32.1*		Certification of Steven Bregman pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*		Certification of Peter Doyle pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.3*		Certification of Mark Herndon pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRLtags are embedded within the Inline XBRL document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Furnished, not filed.

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.


			HORIZON KINETICS HOLDING CORPORATION

Date:	May 15, 2026	By:	/s/ Steven Bregman
			Steven Bregman Co-Chief Executive Officer (Co-Principal Executive Officer)

Date:	May 15, 2026	By:	/s/ Peter Doyle
			Peter Doyle Co-Chief Executive Officer (Co-Principal Executive Officer)

Date:	May 15, 2026	By:	/s/ Mark A. Herndon
			Mark A. Herndon Chief Financial Officer (Principal Financial Officer)