Slides
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Q3 2026 Earnings Presentation
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Forward-Looking Statements This presentation and the accompanying oral presentation contain forward-looking statements about Miami International Holdings, Inc.’s (referred to herein as “our”, “we”, the “Company” or “MIAX”) and the industry in which MIAX operates, including statements regarding our expectations with respect to the continued growth of our market share, our guidance on our financialperformance for the full year of 2026, our development of proprietary products, our expansion into international markets and new asset classes, our ability to monetize and enhance our data and analytics capabilities, our future operating expenses and ourfinancial performance, which are subject to known and unknown uncertainties and contingencies outside of MIAX’s control and which are largely based on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, and financing needs. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “may,” “might,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” or similar expressions and the negatives of those terms. These statements are only predictions based on our current expectations and projections about future events. MIAX’s actual results,events, or circumstances may differ materially from these statements. Information in this presentation and the accompanying oral presentation also includes statements relating to past performance, which, together with forward-looking statements, should not be regarded as a reliable indicator of future performance. Further information on these and other factors are detailed in MIAX’s filings with the U.S. Securities and Exchange Commission (“SEC”), including its annual report on Form 10-K for the year ended December 31, 2025, which is available on MIAX’s investor relations website at http://ir.miaxglobal.com and the SEC’s website at www.sec.gov. These forward-looking statements are based on assumptions and expectations that may not be correct, may have changed since the date the forward-looking statements were made, and relate only to events as of the date on which the statements are made. We operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible to predict all risks and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Any forward-looking statement speaks only as of the date on which the statement is made and we undertake no obligation to update any forward-looking statements made in this presentation to reflect events or circumstances after the date of this presentation or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments. Website Disclosure MIAX intends to use its website, ir.miaxglobal.com, as a means for disclosing material non-public information and for complying with SEC Regulation FD in addition to other disclosure obligations. Industry and Market Data This presentation includes market share, financials and industry data that we obtained from industry publications and surveys, reports of governmental agencies, third-parties and internal company surveys. Industry publications and surveys generally state that the information they contain has been obtained from sources believed to be reliable, but we cannot assure you that this information is accurate or complete. We have not independently verified any of the data and financials from third-party sources nor have we ascertained the underlying economic assumptions relied upon therein. Statements as to our market position are based on the most currently available market data. While we are not aware of any misstatements regarding industry data and financials presented herein, our estimates involve risks and uncertainties and are subject to change based on various factors. Trademarks We own MIAX®, MIAX Options®, MIAX Pearl®, MIAX Emerald®, MIAX Sapphire®, MIAX Futures® and TINI®, as registered trademarks orservice marks in the United States and certain other jurisdictions. All other trademarks and service marks are the property of their respective owners. We do not intend our use or display of other entities’ trade names, trademarks, or service marks to imply a relationship with, or endorsement or sponsorship of MIAX by, any other entity. Non-GAAP Measures This presentation includes certain non-GAAP measures as defined under SEC rules, including, among others, adjusted operating expenses, adjusted effective tax rate, adjusted earnings, adjusted EBITDA, adjusted EBITDA margin and Adjusted EPS. These non-GAAP measures assist management in comparing our performance on a consistent basis for purposes of business decision making by removing the impact of certain items management believes do not reflect our underlying operations. These non- GAAP measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with U.S. GAAP. The non-GAAP financial measures used by MIAX may differ from the non-GAAP financial measures used by other companies. You should review the reconciliations of these non-GAAP measures to the most directly comparable GAAP measure included as an Appendix to this presentation and not rely on any single financial measure to evaluate our business. Certain components of the guidance given in this presentation with respect to our financial performance for the full year of 2026 are provided on a non-GAAP basis only without providing the most comparable guidance on a GAAP basis or a quantitative reconciliation to guidance provided on a GAAP basis. Information is presented in this manner because the preparation of such guidance on a GAAP basis and such reconciliation could not be accomplished without “unreasonable efforts.” The Company does not have access to certain information that would be necessary to provide such guidance on a GAAP basis or such reconciliation, including non-recurring items that are not indicative of the Company’s ongoing operations. The Company does not believe that this information is likely to be significant to an assessment of the Company’s ongoing operations. Key Performance Indicators Management focuses on a variety of key indicators to plan, measure and evaluate our business and financial performance. Please refer to Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations in our Form 10-Q for the quarter ended September 30, 2026, for additional information on operational and financial metrics and measures. Disclaimer 2
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MIAX at a Glance • Leading exchange group across multiple asset classes and geographies • Advanced in-house built proprietary technology differentiated by speed, performance, risk protections and scalability • Fully automated exchanges built to meet high-performance quoting demands of the U.S. options industry • Strong relationships with leading trading firms, innovative culture and award-winning customer service • Broad portfolio of exchange and clearing licenses supports growth opportunities U.S. Options International Listing and trading of investment funds, debt issues, structured products and UK REITs(4) 17.4% Q3’26 Market Share (1) U.S. Equities 0.7% Q3’26 Market Share(2) U.S. Futures Vertically Integrated Futures Exchange and Clearing House Minneapolis Hard Red Spring Wheat Bloomberg Equity Index Products Physically-settled Fertilizer Futures Full service FCM & Notice Registered BD with NFA for purposes of facilitating transactions of security futures Listing and trading of equities, debt issues, derivative warrants and insurance-linked securities MIAX Options MIAX Emerald MIAX Pearl MIAX Sapphire 6,092 Total Securities Listed(3) MIAX Futures MIAX Pearl EquitiesDorman Trading 3 Notes: 1. MIAX Group 3Q’26 U.S. multi-listed options market share per Options Clearing Corporation (OCC); Includes equity and ETF options. 2. MIAX Group 3Q’26 U.S. cash equities market share. 3. As of September 30, 2026, includes The Bermuda Stock Exchange (BSX) and The International Stock Exchange (TISE) listings. 4. REIT = Real Estate Investment Trust. TISE
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Q3 2026 Highlights FINANCIAL PERFORMANCE ⚫ Net revenue(1) +20% YoY to $131mm ⚫ Adjusted EBITDA(2) +47% YoY to $71mm ⚫ Adjusted EBITDA margin increased >1,000 bps YoY to 54% ⚫ Adjusted diluted earnings per share(3) of $0.45 OPERATIONAL PERFORMANCE ⚫ Options market share(4) of 17.4% in Q3’26 vs 17.2% in Q3’25 ⚫ Options ADV of 11.1mm, +15% YoY ⚫ Options revenue per contract (RPC) -5% YoY ⚫ Equities total ADV declined 41% to 111mm; capture increased by $0.026 ⚫ Agricultural Futures ADV +42% to 11k; open interest(5) +6% CAPITAL MANAGEMENT ⚫ Total cash and cash equivalents of $699mm as of September 30, 2026 ⚫ Total outstanding debt of $1.5mm as of September 30, 2026 4 Notes: 1. Defined as total revenues less cost of revenues. 2. Defined as EBITDA before share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, chang e in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, and unrealized gain on derivative and digital assets. Adjusted EBITDA is a non -GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. 3. Adjusted earnings is defined as net income (loss) adjusted for share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, unrealized gain on derivative and digital assets, and income tax effect. Adjusted diluted earnings per share represents adjusted earnings divided by diluted weighted average shares outstanding used for adjusted diluted earnings per share. Adjusted earnings and Adjusted diluted earnings per share are non-GAAP measures; for reconciliation to the nearest GAAP measure, see Appendix. 4. U.S. multi-listed options. 5. Open interest at period end.
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($ in 000s, unless noted) Q3’26 Q3’25 YoY change (%) ADV (k) 11,088 9,624 15.2% Market Share(1) 17.4% 17.2% 1.2% RPC ($)(2) $0.098 $0.103 (4.9%) Net Revenue(3) $112,586 $94,499 19.1% Adjusted EBITDA(4) $86,493 $69,120 25.1% Adjusted EBITDA Margin(5) 76.8% 73.1% 5.1% Q3 2026 Update: Options 5 Notes: 1. U.S. multi-listed options market share. 2. RPC = revenue per contract. 3. Defined as total revenues less cost of revenues. 4. Defined as EBITDA before share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, chang e in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, and unrealized gain on derivative and digital assets. Adjusted EBITDA is a non -GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. 5. Adjusted EBITDA margin represents adjusted EBITDA divided by net revenue. 6. Based on multi-listed options data from Options Price Reporting Authority (OPRA), excludes FLEX options. ⚫ Continued profitable YoY growth: ⚫ Net revenue +19%, Adj. EBITDA +25%, Adj. EBITDA margin +370bps ⚫ ADV +15% YoY , vs. Industry +14% ⚫ Non-transaction revenue +38% YoY ⚫ MIAX Sapphire market share of multi-listed trading floor volume 12.4% in Q3’26(6) (0.6% of total industry market share) Segment Highlights
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($ in 000s, unless noted) Q3’26 Q3’25 YoY change (%) Agricultural ADV 11,428 8,022 42.5% Agricultural Open Interest(1) 80,280 75,628 6.2% Agricultural RPC ($) $2.323 $2.369 (1.9%) Financial ADV 2,683 - NM Net Revenue(2) $4,978 $4,786 4.0% Adjusted EBITDA(3) ($8,379) ($9,563) NM Q3 2026 Update: Futures Notes: 1. Open interest at period end. 2. Defined as total revenues less cost of revenues. 3. Defined as EBITDA before share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, chang e in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, and unrealized gain on derivative and digital assets. Adjusted EBITDA is a non -GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. ⚫ Net transaction fees +11% as increases in agricultural futures offset by inverted financial futures revenue ⚫ Continued to execute on financial futures strategy: NinjaTrader now offering Bloomberg products to its customers ⚫ Launched four fertilizer futures products in October; additional agricultural products in pipeline Segment Highlights 6
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Q3 2026 Update: Equities Notes: 1. U.S. cash equities market share. 2. Per 100 shares. 3. Defined as total revenues less cost of revenues. 4. Defined as EBITDA before share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, chang e in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, and unrealized gain on derivative and digital assets. Adjusted EBITDA is a non -GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. 5. Adjusted EBITDA margin represents adjusted EBITDA divided by net revenue. 7 ($ in 000s, unless noted) Q3’26 Q3’25 YoY change (%) ADV (mm) 111 188 (41.0%) Market Share(1) 0.7% 1.1% (36.4%) Capture ($)(2) $0.011 ($0.015) NM Net Revenue(3) $6,660 $4,352 53.0% Adjusted EBITDA(4) $970 ($889) NM Adjusted EBITDA Margin(5) 14.6% NM NM ⚫ Higher net transaction fees drove +53% YoY net revenue growth ⚫ Improved capture YoY Segment Highlights
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Q3 2026 Update: International Notes: 1. At period end. 2. Defined as total revenues less cost of revenues. 3. Defined as EBITDA before share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, chang e in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, and unrealized gain on derivative and digital assets. Adjusted EBITDA is a non -GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. 4. Adjusted EBITDA margin represents adjusted EBITDA divided by net revenue. ⚫ Securities listed(1) +5% YoY to 6,092 ⚫ Streamlining sales and marketing for international listings business Segment Highlights 8 ($ in 000s, unless noted) Q3’26 Q3’25 YoY change (%) Securities Listed(1) 6,092 5,808 4.9% Net Revenue(2) $6,139 $5,533 11.0% Adjusted EBITDA(3) $2,250 $1,729 30.1% Adjusted EBITDA Margin(4) 36.7% 31.2% 17.6%
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New Product Update 9 Bloomberg Equity Index Futures ⚫ Phased rollout May-June 2026 on MIAX Futures® ⚫ Screens lit; 4 clearing members and 4 market makers active and connected ⚫ TBX & TBQ available on NinjaTrader, with additional retail platforms coming online beginning in Q4’26 ⚫ Further product/distribution scaling in Q4’26 and 2027 ⚫ B500 and B100 options expected to launch in 2027 with options on futures to follow Fertilizer Futures ⚫ Rolled out four new products October 2026 on MIAX Futures® ⚫ Products launched in response to clear market participant interest ⚫ Additional demand-driven products are in the pipeline ⚫ Further product scaling in Q4’26 and 2027 Binary Options on our SEC-Registered Exchange ⚫ Cash-settled binary index options (includes our licensed Bloomberg indices) ⚫ Cash-settled binary options tied to Key Performance Indicators (KPIs)
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Financial Results
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Open Interest(3) Strong Momentum in KPIs Notes: 1. Multi-listed U.S. options market includes equity and ETF options. 2. Per 100 shares. 3. Open interest at period end. 8,582 8,767 9,624 11,095 10,865 10,989 11,088 $0.106 $0.117 $0.103 $0.106 $0.110 $0.124 $0.098 $0.000 $0.020 $0.040 $0.060 $0.080 $0.100 $0.120 $0.140 $0.160 $0.180 $0.200 0 2000 4000 6000 8000 10000 Q1'25 Q2'25 Q3'25 Q4'25 Q1'26 Q2'26 Q3'26 RPC (ADV of Multi-Listed Options Contracts(1), k) MIAX Options Exchanges Market share 18,002 18,142 8,022 8,188 10,816 12,957 11,428 $2.426 $1.982 $2.369 $2.281 $1.982 $2.262 $2.323 $0.000 $1.000 $2.000 $3.000 $4.000 $5.000 $6.000 0 2000 4000 6000 8000 10000 12000 14000 16000 18000 20000 Q1'25 Q2'25 Q3'25 Q4'25 Q1'26 Q2'26 Q3'26 RPC (ADV of Futures Contracts) MIAX Agricultural Futures (ADV of Equity Shares, mm) MIAX Pearl Equities 176 195 188 173 177 186 111 ($0.020) ($0.014) ($0.015) $0.000 $0.005 ($0.001) $0.011 ($0.100) ($0.040) $0.020 $0.080 $0.140 0 50 100 150 200 Q1'25 Q2'25 Q3'25 Q4'25 Q1'26 Q2'26 Q3'26 Capture Market share (2) 11 16.0% 16.7% 17.2% 18.2% 0.9%1.1%1.1%1.1% 95k 64k 77k 69k17.3% 0.9% 81k16.5% 0.9% 90k17.4% 0.7% 80k
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$109 $131 Q3'25 Q3'26 Q3 2026 Financial Summary 12 Notes: 1. Defined as total revenues less cost of revenues. 2. Adjusted EBITDA defined as EBITDA before share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, and unrealized gain on derivative and digital assets. Adjuste d EBITDA margin represents adjusted EBITDA divided by net revenue. Adjusted EBITDA and Adjusted EBITDA margin is a non -GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. 3. Adjusted earnings is defined as net income (loss) adjusted for share-based compensation, investment gain/loss, litigation costs, provision for notes receivable, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, warrant modifications, impairment charges, loss on extinguishment of debt, one time IPO payments, unrealized gain on derivative and digital assets, and income tax effect. Adjusted earnings is a non-GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. ($, mm) Net Revenue (1) ($, mm) Adjusted EBITDA and Margin (2) ($, mm) Adjusted Earnings (3) $48 $71 44% 54% Q3'25 Q3'26 $40 $50 Q3'25 Q3'26
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$34.1 $33.9 $9.3 $9.6 $3.6 $2.9 $9.1 $8.7 $0.8 $1.2 $4.8 $3.9 $61.6 $60.3 0%20%40%60%80%100%120%140%160%180%200%220%240%260%280%300%320%340%360%380%400%420%440%460%480%500%520%540%560%580%600%620%640%660%680%700%720%740%760%780%800%820%840%860%880%900%920%940%960%980%1000%1020%1040%1060%1080%1100%1120%1140%1160%1180%1200%1220%1240%1260%1280%1300%1320%1340%1360%1380%1400%1420%1440%1460%1480%1500%1520%1540%1560%1580%1600%1620%1640%1660%1680%1700%1720%1740%1760%1780%1800%1820%1840%1860%1880%1900%1920%1940%1960%1980%2000%2020%2040%2060%2080%2100%2120%2140%2160%2180%2200%2220%2240%2260%2280%2300%2320%2340%2360%2380%2400%2420%2440%2460%2480%2500%2520%2540%2560%2580%2600%2620%2640%2660%2680%2700%2720%2740%2760%2780%2800%2820%2840%2860%2880%2900%2920%2940%2960%2980%3000%3020%3040%3060%3080%3100%3120%3140%3160%3180%3200%3220%3240%3260%3280%3300%3320%3340%3360%3380%3400%3420%3440%3460%3480%3500%3520%3540%3560%3580%3600%3620%3640%3660%3680%3700%3720%3740%3760%3780%3800%3820%3840%3860%3880%3900%3920%3940%3960%3980%4000%4020%4040%4060%4080%4100%4120%4140%4160%4180%4200%4220%4240%4260%4280%4300%4320%4340%4360%4380%4400%4420%4440%4460%4480%4500%4520%4540%4560%4580%4600%4620%4640%4660%4680%4700%4720%4740%4760%4780%4800%4820%4840%4860%4880%4900%4920%4940%4960%4980%5000%5020%5040%5060%5080%5100%5120%5140%5160%5180%5200%5220%5240%5260%5280%5300%5320%5340%5360%5380%5400%5420%5440%5460%5480%5500%5520%5540%5560%5580%5600%5620%5640%5660%5680%5700%5720%5740%5760%5780%5800%5820%5840%5860%5880%5900%5920%5940%5960%5980%6000%6020%6040%6060%6080%6100%6120%6140%6160%6180%6200%6220%6240%6260%6280%6300%6320%6340%6360%6380%6400%6420%6440%6460%6480%6500% Q3'25 Q3'26 General, Administrative and Other Marketing and Business Development Professional Fees and Outside Services Occupancy Costs Information Technology and Communication Costs Compensation and Benefits GAAP Expenses $109.8mm $83.8mm Headcount(2) 442 441 Q3 2026 Adjusted Operating Expenses Detail Adjusted Operating Expenses(1) ($mm) ⚫ Q3’26 adjusted operating expenses(1) of $60.3mm, -2% YoY ⚫ Share-based compensation, depreciation and amortization, litigation, impairment charges, one time IPO payments, and provision for notes receivable drove adjustment from GAAP expenses to adjusted operating expenses(1) Q3’26 PERFORMANCE 13 Notes: Totals may not foot due to rounding. 1. Defined as total operating expenses excluding share -based compensation, litigation, depreciation and amortization, impairment, o ne time IPO payments, and provision for notes receivable. Adjusted operating expenses is a non -GAAP measure; for reconciliation to the nearest GAAP measure, see Appendix. 2. Headcount at period end.
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$0.3 $0.6 $5.5 $6.1 $4.8 $5.0 $4.4 $6.7 $94.5 $112.6 $109.5 $131.0 Q3'25 Q3'26 Q3 2026 YoY Net Revenue by Segment and Key Drivers Segment Net Revenue(1) Growth Key Drivers Options +$18.1mm +19% YoY Growth ⚫ Higher net transaction fees due to: ⚫ Options industry ADV of 63.8 million contracts ⚫ MIAX ADV of 11.1 million contracts ⚫ Partially offset by lower RPC ⚫ Higher non-transaction fees due to: ⚫ Increase in access fees primarily due to increased member connections, and fee increases. ⚫ Increase in market data including $2.0mm of ad-hoc historical sales in Q3’26 Equities +$2.3mm ⚫ Higher net transaction fees due to improved capture rate Futures +$0.2mm ⚫ Net transaction fees increased $0.2mm as increased agricultural futures were partially offset by inverted financial futures revenue International +$0.6mm ⚫ Increase in revenue generated by TISE due to increased listed securities Net Revenue(1) ($mm) 14Notes: Totals may not foot due to rounding. 1. Defined as total revenues less cost of revenues. Other Other
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Strong Balance Sheet and Liquidity 9/30/26 12/31/25 Assets Cash and cash equivalents 698,854 433,648 Cash and securities segregated under federal and other regulations 26,797 27,618 Restricted cash 13,667 6,005 Assets held for sale (MIAXdx) — 40,976 Other current assets 390,372 346,967 Total current assets 1,129,690 855,214 Goodwill and other intangible assets 230,947 232,985 Deferred tax assets, net 63,787 — Other assets 193,716 171,226 Total assets 1,618,140 1,259,425 Liabilities and equity Current portion of long-term debt 1,517 1,508 Liabilities held for sale (MIAXdx) — 2,758 Other liabilities 396,337 374,142 Total liabilities 397,854 378,408 Total equity 1,220,286 881,017 Total liabilities and equity 1,618,140 1,259,425 15 ($ in 000s)
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2026 Guidance
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Updated 2026 Full Year Expense Guidance 17 Notes: 1. Excludes expenses related to share based compensation, litigation and litigation settlement, provision for notes receivabl e, and depreciation and amortization. 2. The Adjusted ETR is based on non-GAAP adjusted earnings. 3. Prior guidance presented on August 5, 2026. Current Prior(3) Adjusted operating expenses(1) $254M - $257M $260M - $270M Share-based compensation expense $30M - $32M $29M - $32M Capital expenditures and capitalization of internally developed software $43M - $46M $40M - $45M Depreciation and amortization $36M - $38M $35M - $39M Adjusted effective tax rate (ETR) post valuation allowance release(2) 26% - 28% 27% - 29% ($ in millions)
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Appendix
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Reconciliation of Non-GAAP Financials 19 1) Represents an unrealized gain or loss on marketable equity securities. 2) Represents expenses associated with stock option s, restricted stock awards, restricted stock units, and warrants that have been granted to employees, directors and service providers. 3) Litigation costs associated with litigation related to the Nasdaq matter. 4) The change in fair value of warran ts issued with debt represents the change in fair value of outstanding puttable warrants issued in connection with the issuance of the 2029 Senior Secured Term Loan. The right to put warrants terminated upon completion of the IPO in August 2025. 5) The change in fa ir value of puttable common stock represents the change in fair value of outstanding puttable common stock issued in connection with the Company’s ERPs I and II that had an associated put right which required the Company to repurchase a certain percenta ge of the fair market value of the award upon exercise. The right to put shares terminated upon completion of the IPO in August 2025. 6) Represents expense recognized upon the extension of expiration date of certain warrants. 7) Impairment charges of $2 .0 million related to owned land and building impairments. 8) Represents write -off of the unamortized debt discount and issuance costs and payment of prepayment premium related to the repayment of the 2029 Senior Secured Term Loan. 9) 2026 reflects the a ggregate unrealized gain resulting from the mark -to-market valuation of digital assets related to unlocked Pyth tokens and derivative assets related to the 125 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2026. 202 5 Reflects the unrealized gain resulting from the mark -to-market valuation of the 250 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2025. 10) One time IPO bonuses paid to certain employees and termination payments to former directors. 11) Represents provision for certain CAT costs that are no longer expected to be recoverable. Reconciliation of net income (loss) allocated to common shareholders to adjusted EBITDA ($ in 000s) Q3’26 Q3’25 Net income (loss) allocated to common shareholders 52,472 (102,080) Interest expense and amortization of debt issuance costs 42 3,378 Interest income (5,941) (2,658) Income tax (benefit) expense 11,609 (810) Depreciation and amortization 9,453 8,229 EBITDA 67,635 (93,941) Investment (gain) loss(1) (1,087) 239 Share based compensation(2) 7,539 29,098 Litigation costs(3) 251 811 Change in fair value of puttable w arrants issued w ith debt(4) - 255 Change in fair value of puttable common stock(5) - 338 Warrant modifications(6) - 1,516 Impairment charges(7) - 1,978 Loss on extinguishment of debt(8) - 107,656 Unrealized gain on derivative and digital assets(9) (9,797) (7,979) One time IPO payments(10) - 8,048 Provision for notes receivable(11) 6,268 - Adjusted EBITDA 70,809 48,019
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Reconciliation of Non-GAAP Financials (continued) 20 Reconciliation of net income (loss) allocated to common shareholders to adjusted earnings 1) Represents an unrealized gain or loss on marketable equity securities. 2) Represents expenses associated with stock option s, restricted stock awards, restricted stock units, and warrants that have been granted to employees, directors and service providers. 3) Litigation costs are associated with litigation related to the Nasdaq matter. 4) The change in fair value of wa rrants issued with debt represents the change in fair value of outstanding puttable warrants issued in connection with the issua nce of the 2029 Senior Secured Term Loan. The right to put warrants terminated upon completion of the IPO in August 2025. 5) The change in fair value of puttable common stock represents the change in fair value of outstanding puttable common stock issued in connection with the Company’s ERPs I and II that had an associated put right which required the Company to repurchase a certa in percentage of the fair market value of the award upon exercise. The right to put shares terminated upon completion of the IPO in August 2025. 6) Represents expense recognized upon the extension of expiration date of certain warrants. 7) Impairment cha rges of $2.0 million related to owned land and building impairments. 8) Represents write -off of the unamortized debt discount and issuance costs and payment of prepayment premium related to the repayment of the 2029 Senior Secured Term Loan. 9) 2026 refle cts the aggregate unrealized gain resulting from the mark -to-market valuation of digital assets related to unlocked Pyth tokens and derivative assets related to the 125 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2026. 2025 Reflects the unrealized gain resulting from the mark -to-market valuation of the 250 million Pyth tokens that remain locked by the Pyth Network as of September 30, 2025. 10) One time IPO bonuses paid to certain employees and termination payments to for mer directors. 11) Represents provision for certain CAT costs that are no longer expected to be recoverable. 12) The income tax effect of the adjustments takes into account the tax treatment and related tax rate(s) that apply to each adjustment in t he applicable tax jurisdiction(s).13) Removes from Adjusted earnings any one -off discrete tax adjustments that are unrelated to our core operating performance. 14) Primarily relates to the removal of the permanent tax benefit for the excess tax deduction on shar e based compensation compared to the book expense. ($ in 000s) Q3’26 Q3’25 Net income (loss) allocated to common shareholders 52,472 (102,080) Investment (gain) loss(1) (1,087) 239 Share based compensation(2) 7,539 29,098 Litigation costs(3) 251 811 Change in fair value of puttable w arrants issued w ith debt(4) - 255 Change in fair value of puttable common stock(5) - 338 Warrant modifications(6) - 1,516 Impairment charges(7) - 1,978 Loss on extinguishment of debt(8) - 107,656 Unrealized gain on derivative and digital assets(9) (9,797) (7,979) One time IPO payments(10) - 8,048 Provision for notes receivable(11) 6,268 - Total non-GAAP pre-tax adjustments 3,174 141,960 Income tax (expense) benefit related to items above(12) (720) 67 One-off discrete tax adjustments(13): Other(14) (4,870) - Total non-GAAP tax adjustments (5,590) 67 Adjusted earnings 50,056 39,947
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Reconciliation of Non-GAAP Financials (continued) 21 1) Adjustments include investment gain/loss, share based compensation, litigation costs, impairment charges, unrealized gain on derivative and digital assets, change in fair value of puttable common stock, change in fair value of warrants issued with debt, warrant modifications, one time IPO payments, loss on extinguishment of debt, and provision for notes receivable. 2) Adjustments include income tax (expense) benefit related to total non-GAAP pre-tax adjustments, and other adjustment which primarily relates to the removal of the permanent tax benefit for the excess tax deduction on share based compensation compared to the book expense. 3) Equal to adjusted income tax benefit (expense) divided by adjusted income before tax. Reconciliation to adjusted effective tax rate ($ in 000s) Q3’26 Q3’25 Income (loss) before income tax provision 64,081 (102,890) Total non-GAAP pre-tax adjustments(1) 3,174 141,960 Adjusted income before tax 67,255 39,070 Income tax benefit (expense) (11,609) 810 Total non-GAAP tax adjustments(2) (5,590) 67 Adjusted income tax benefit (expense) (17,199) 877 Adjusted effective tax rate (3) 25.6% -2.2%
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Reconciliation of Non-GAAP Financials (continued) 22 1) Q3’26 includes $2.8 million options, $1.0 million restricted stock awards, and $2.5 million restricted stock units. Q3’25 includes $3.2 million options, and $24.6 million restricted stock awards. 2) Q3’26 includes $0.2 million options, and less than $0.1 million in both restricted stock units and warrants. Q3’25 includes $0.2 million options, $0.4 million restricted stock awards, and $0.3 million warrants. 3) Q3’26 includes $0.2 million options, and $0.7 million restricted stock units. Q3’25 includes $0.3 million options, and $0.1 million restricted stock awards 4) Litigation costs are associated with litigation related to the Nasdaq matter. 5) Represents provision for certain CAT costs that are no longer expected to be recoverable. 6) Impairment charges related to owned land and building impairments. 7) One time IPO bonuses paid to certain employees and termination payments to former directors. Reconciliation of operating expenses to adjusted operating expenses ($ in 000s) Q3’26 Q3’25 Total operating expenses 83,805 109,788 (+) Share based compensation - Compensation and benefits(1) (6,384) (27,816) (+) Share based compensation - Professional fees and outside services(2) (210) (909) (+) Share based compensation - General, administrative, and other(3) (945) (373) (=) Total share based compensation (7,539) (29,098) Litigation - Professional fees and outside services(4) (251) (811) Provision for notes receivable- Professional fees and outside services(5) (6,268) - Depreciation and amortization (9,453) (8,229) Impairment of long-lived assets - General, administrative, and other(6) - (1,978) (+) One time IPO payments - Compensation and benefits - (6,848) (+) One time IPO payments - General, administrative, and other - (1,200) (=) Total One time IPO payments(7) - (8,048) Total adjusted operating expenses 60,294 61,624
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Reconciliation of Non-GAAP Financials (continued) 23 Reconciliation of operating expenses to adjusted operating expenses by expense line ($ in 000s) Q3’26 GAAP operating expenses (+) Options (+) RSAs (+) RSUs (+) Warrants (=) Total SBC Litigation Provision for notes receivable Depreciation and amortization Adjusted operating expenses Compensation and benefits 40,286 (2,847) (1,000) (2,537) - (6,384) - - - 33,902 Information technology and communication costs 9,601 - - - - - - - - 9,601 Depreciation and amortization 9,453 - - - - - - - (9,453) - Occupancy costs 2,938 - - - - - - - - 2,938 Professional fees and outside services 15,386 (167) - (22) (21) (210) (251) (6,268) - 8,657 Marketing and business development 1,249 - - - - - - - - 1,249 General, administrative, and other 4,892 (240) - (705) - (945) - - - 3,947 Total 83,805 (3,254) (1,000) (3,264) (21) (7,539) (251) (6,268) (9,453) 60,294
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Share Count Sensitivity 24 The pro forma adjusted fully diluted weighted average shares outstanding and assumed share prices provided in the table above are being provided for illustrative purposes only and do not purport to represent what fully diluted weighted averages shares outstanding or our share price may be for any future period. The trading price of our common stock could be volatile, and there can be no guarantee that actual trading prices will be at or above the assumed prices provided in the table above. Pro forma adjusted fully diluted weighted average shares outstanding is computed by adjusting the weighted average shares of common stock outstanding to give effect to potentially dilutive securities, including certain shares of common stock underlying outstanding options, restricted share awards, and warrants, using the treasury stock method. This adjustment is made for purposes of calculating pro forma adjusted fully diluted weighted average shares outstanding only and does not necessarily reflect the amount of exchanges that may occur in the futur e. Fully Diluted Weighted Average Shares Assumed Average Share Price Quarter Ending December 31, 2026 $30.00 107,995,407 $35.00 110,050,970 $40.00 111,327,737 $45.00 112,372,256 $50.00 113,212,207
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