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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K

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


Date of report (Date of earliest event reported):
October 30, 2025
Houlihan Lokey, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware   001-37537   95-2770395
(State or Other Jurisdiction of
Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
10250 Constellation Blvd.
5th Floor
Los Angeles, California 90067
(Address of principal executive offices) (Zip Code)

310-553-8871
Registrant’s telephone number, including area code:

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Trading Symbol(s) Name of each exchange on which registered
Class A Common Stock, par value $0.001 HLI New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ¨



Item 2.02.    Results of Operations and Financial Condition.

On October 30, 2025, Houlihan Lokey, Inc. issued a press release announcing its financial results for the second fiscal quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The information in Item 2.02 of this Current Report on Form 8-K, including the information contained in Exhibit 99.1, is being furnished to the Securities and Exchange Commission pursuant to Item 2.02, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits.

(d)  Exhibits

99.1    Press Release dated October 30, 2025
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURE
 
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 hereunto duly authorized.
 
Date: October 30, 2025 Houlihan Lokey, Inc.
   
   
  By: /s/ J. Lindsey Alley  
    Name: J. Lindsey Alley  
    Position: Chief Financial Officer  




EXHIBIT INDEX
Exhibit No. Description
99.1


EX-99.1 2 q2fy26-ex991.htm EX-99.1 Document
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Houlihan Lokey Reports Second Quarter Fiscal 2026 Financial Results

– Second Quarter Fiscal 2026 Revenues of $659 million –
– Second Quarter Fiscal 2026 Diluted EPS of $1.63 –
– Adjusted Second Quarter Fiscal 2026 Diluted EPS of $1.84 –
– Announces Dividend of $0.60 per Share for Third Quarter Fiscal 2026 –

LOS ANGELES and NEW YORK - October 30, 2025 - Houlihan Lokey, Inc. (NYSE:HLI) (“Houlihan Lokey” or the “Company”) today reported financial results for its second quarter ended September 30, 2025.
For the second quarter ended September 30, 2025, revenues were $659 million, compared with $575 million for the second quarter ended September 30, 2024. Net income was $112 million, or $1.63 per diluted share, for the second quarter ended September 30, 2025, compared with $94 million, or $1.37 per diluted share, for the second quarter ended September 30, 2024. Adjusted net income for the second quarter ended September 30, 2025 was $127 million, or $1.84 per diluted share, compared with $100 million, or $1.46 per diluted share, for the second quarter ended September 30, 2024.
“Our results for the quarter reflect our strong business model and improving market conditions. We enter the second half of the year with optimism for continued momentum,” stated Scott Adelson, Chief Executive Officer of Houlihan Lokey.
Selected Financial Data
(In thousands, except per share data)
U.S. GAAP
Three Months Ended September 30, Six Months Ended September 30,
2025 2024 2025 2024
Revenues by segment
Corporate Finance $ 438,661  $ 364,028  $ 837,180  $ 692,445 
Financial Restructuring 133,803  131,568  262,019  248,990 
Financial and Valuation Advisory 86,988  79,361  165,602  147,131 
Revenues
$ 659,452  $ 574,957  $ 1,264,801  $ 1,088,566 
Operating expenses:
Compensation $ 423,202  $ 360,637  $ 816,039  $ 690,753 
Non-compensation 84,909  83,651  207,621  172,404 
Operating income
151,341  130,669  241,141  225,409 
Other (income) expense, net (8,712) (5,419) (16,962) (10,553)
Income before provision for income taxes
160,053  136,088  258,103  235,962 
Provision for income taxes 48,272  42,539  48,789  53,473 
Net income $ 111,781  $ 93,549  $ 209,314  $ 182,489 
Diluted earnings per share
$ 1.63  $ 1.37  $ 3.04  $ 2.67 

Revenues

For the second quarter ended September 30, 2025, revenues were $659 million, compared with $575 million for the second quarter ended September 30, 2024. For the second quarter ended September 30, 2025, Corporate Finance (“CF”) revenues increased 21%, Financial Restructuring (“FR”) revenues increased 2%, and Financial and Valuation Advisory (“FVA”) revenues increased 10%, in each case, when compared with the second quarter ended September 30, 2024.
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Expenses

The Company’s compensation expenses, non-compensation expenses, and provision for income taxes during the periods presented and described below are on a GAAP and an adjusted basis.
U.S. GAAP Adjusted (Non-GAAP) *
Three Months Ended September 30,
($ in thousands) 2025 2024 2025 2024
Expenses:
Compensation $ 423,202  $ 360,637  $ 405,562  $ 353,599 
% of Revenues 64.2  % 62.7  % 61.5  % 61.5  %
Non-compensation $ 84,909  $ 83,651  $ 82,319  $ 80,879 
% of Revenues 12.9  % 14.5  % 12.5  % 14.1  %
Per full-time employee (1)
$ 31  $ 32  $ 30  $ 31 
Provision for income taxes $ 48,272  $ 42,539  $ 53,518  $ 45,610 
% of Pre-tax income 30.2  % 31.3  % 29.7  % 31.3  %
*Adjusted figures represent non-GAAP information. See “Non-GAAP Financial Measures” and the tables at the end of this release for an explanation of the adjustments and reconciliations to the comparable GAAP numbers.
(1)Calculated using the average of the number of full-time employees at the beginning of the reporting period and the end of the reporting period.
U.S. GAAP Adjusted (Non-GAAP) *
Six Months Ended September 30,
($ in thousands) 2025 2024 2025 2024
Expenses:
Compensation $ 816,039  $ 690,753  $ 777,851  $ 669,468 
% of Revenues 64.5  % 63.5  % 61.5  % 61.5  %
Non-compensation $ 207,621  $ 172,404  $ 176,788  $ 161,209 
% of Revenues 16.4  % 15.8  % 14.0  % 14.8  %
Per full-time employee (1)
$ 76  $ 65  $ 65  $ 61 
Provision for income taxes $ 48,789  $ 53,473  $ 52,355  $ 83,849 
% of Pre-tax income 18.9  % 22.7  % 16.0  % 31.2  %
*Adjusted figures represent non-GAAP information. See “Non-GAAP Financial Measures” and the tables at the end of this release for an explanation of the adjustments and reconciliations to the comparable GAAP numbers.
(1)Calculated using the average of the number of full-time employees at the beginning of the reporting period and the end of the reporting period.

Compensation expenses were $423 million for the second quarter ended September 30, 2025, compared with $361 million for the second quarter ended September 30, 2024. This resulted in a compensation ratio of 64.2% for the second quarter ended September 30, 2025, compared with 62.7% for the second quarter ended September 30, 2024. Adjusted compensation expenses were $406 million for the second quarter ended September 30, 2025, compared with $354 million for the second quarter ended September 30, 2024. This resulted in an adjusted compensation ratio of 61.5% for both the second quarter ended September 30, 2025 and the second quarter ended September 30, 2024. The increase in GAAP and adjusted compensation expenses was a result of an increase in revenues for the quarter when compared with the same quarter last year.

Non-compensation expenses were relatively flat at $85 million for the second quarter ended September 30, 2025, compared with $84 million for the second quarter ended September 30, 2024. Adjusted non-compensation expenses were relatively flat at $82 million for the second quarter ended September 30, 2025, compared with $81 million for the second quarter ended September 30, 2024.
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The provision for income taxes was $48 million, representing an effective tax rate of 30.2% for the second quarter ended September 30, 2025, compared with $43 million, representing an effective tax rate of 31.3% for the second quarter ended September 30, 2024. The adjusted provision for income taxes was $54 million, representing an adjusted effective tax rate of 29.7% for the second quarter ended September 30, 2025, compared with $46 million, representing an adjusted effective tax rate of 31.3% for the second quarter ended September 30, 2024.
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Segment Reporting for the Second Fiscal Quarter

Corporate Finance
CF revenues were $439 million for the second quarter ended September 30, 2025, compared with $364 million for the second quarter ended September 30, 2024, representing an increase of 21%. Revenues increased due to an increase in the number of closed transactions during the quarter, which was driven by favorable market conditions for M&A and Capital Solutions. This increase was partially offset by a decrease in the average transaction fee on closed transactions, which was driven by transaction mix and does not represent a trend in the average fee on closed transactions.
Three Months Ended September 30, Six Months Ended September 30,
($ in thousands) 2025 2024 2025 2024
Corporate Finance
Revenues $ 438,661  $ 364,028  $ 837,180  $ 692,445 
# of Managing Directors (1)
242  224  242  224 
# of Closed transactions (2)
171  131  296  247 

Financial Restructuring
FR revenues were $134 million for the second quarter ended September 30, 2025, compared with $132 million for the second quarter ended September 30, 2024, representing an increase of 2%. Revenues increased due to an increase in the number of closed transactions during the quarter, which was driven by favorable market conditions for restructuring transactions. This increase was partially offset by a decrease in the average transaction fee on closed transactions, which was driven by transaction mix and does not represent a trend in the average fee on closed transactions.
Three Months Ended September 30, Six Months Ended September 30,
($ in thousands) 2025 2024 2025 2024
Financial Restructuring
Revenues $ 133,803  $ 131,568  $ 262,019  $ 248,990 
# of Managing Directors (1)
58  58  58  58 
# of Closed transactions (2)
37  33  72  66 

Financial and Valuation Advisory
FVA revenues were $87 million for the second quarter ended September 30, 2025, compared with $79 million for the second quarter ended September 30, 2024, representing an increase of 10%. Revenues increased due to an increase in the number of Fee Events, driven by improvements in the M&A markets.
Three Months Ended September 30, Six Months Ended September 30,
($ in thousands) 2025 2024 2025 2024
Financial and Valuation Advisory
Revenues $ 86,988  $ 79,361  $ 165,602  $ 147,131 
# of Managing Directors (1)
45  41  45  41 
# of Fee Events (2)
1,075  903  1,517  1,316 
(1)As of the end of the respective reporting period.
(2)A Fee Event includes any engagement that involves revenue activity during the measurement period based on a revenue minimum of one thousand dollars. References in this press release to closed transactions should be understood to be the same as transactions that are “effectively closed” as described in our annual report on Form 10-K.
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Balance Sheet and Capital Allocation
The Board of Directors of the Company declared a regular quarterly cash dividend of $0.60 per share of Class A and Class B common stock. The dividend will be payable on December 15, 2025 to stockholders of record as of the close of business on December 1, 2025. As of September 30, 2025, the Company had $1.11 billion of unrestricted cash and cash equivalents and investment securities.

Investor Conference Call and Webcast
The Company will host a conference call and live webcast at 5:00 p.m. Eastern Time on Thursday, October 30, 2025, to discuss its second quarter fiscal 2026 results. The number to call is 1-844-825-9789 (domestic) or 1-412-317-5180 (international) and entering the conference ID 10203876. A live webcast will be available in the Investor Relations section of the Company’s website. A replay of the conference call will be available from October 30, 2025 through November 6, 2025, by dialing 1-844-512-2921 (domestic) or 1-412-317-6671 (international) and entering the passcode 10203876. A replay of the webcast will be archived and available on the Company’s website.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. You can identify these statements by our use of the words “assumes,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “plans,” “projects,” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties, and other factors which are, in some cases, beyond the Company’s control and could materially affect actual results, performance, or achievements. For a further description of such factors, you should read the Company’s filings with the Securities and Exchange Commission. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. The Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Non-GAAP Financial Measures
Adjusted net income, total and on a per share basis, and certain adjusted items used to determine adjusted net income, are presented and discussed in this earnings press release and are non-GAAP measures that management believes, when presented together with comparable GAAP measures, are useful to investors in understanding the Company’s operating results. The adjusted items included in this earnings press release as calculated by the Company are not necessarily comparable to similarly titled measures reported by other companies. Additionally, these adjusted amounts are not a measurement of financial performance or liquidity under GAAP and should not be considered as an alternative to the Company’s financial information determined under GAAP. For a description of the Company’s use of these adjusted items and a reconciliation with comparable GAAP items, see the section of this press release titled “Reconciliation of GAAP to Adjusted Financial Information.” Please refer to our financial statements, prepared in accordance with GAAP, for purposes of evaluating our financial condition, results of operations, and cash flows.

About Houlihan Lokey
Houlihan Lokey, Inc. (NYSE:HLI) is a global investment bank with expertise in mergers and acquisitions, capital solutions, financial restructuring, and financial and valuation advisory. Houlihan Lokey serves corporations, institutions, and governments worldwide with offices in the Americas, Europe, the Middle East, and the Asia Pacific region. Independent advice and intellectual rigor are hallmarks of the firm’s commitment to client success across its advisory services. The firm is the No. 1 investment bank for all global M&A transactions for the past two years, the No. 1 M&A advisor for the past 10 years in the U.S., the No. 1 global restructuring advisor for the past 11 years, and the No. 1 global M&A fairness opinion advisor over the past 25 years, all based on number of transactions and according to data provided by LSEG.

For more information, please visit www.HL.com.

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Contact Information
Investor Relations
212.331.8225
IR@HL.com
OR Media Relations
212.331.8223
PR@HL.com

Appendix
Condensed Consolidated Balance Sheets (Unaudited)
Condensed Consolidated Statements of Income (Unaudited)
Reconciliation of GAAP to Adjusted Financial Information (Unaudited)

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HOULIHAN LOKEY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(In thousands, except share data and par value) September 30, 2025 March 31, 2025
Assets:
Cash and cash equivalents $ 923,576  $ 971,007 
Investment securities 184,642  195,624 
Accounts receivable, net of allowance for credit losses 251,156  257,326 
Unbilled work in process, net of allowance for credit losses 191,248  157,760 
Property and equipment, net 145,193  149,350 
Operating lease right-of-use assets 352,622  362,669 
Goodwill 1,292,121  1,284,589 
Other intangible assets, net 200,881  212,670 
Other assets 251,926  228,713 
Total assets $ 3,793,365  $ 3,819,708 
Liabilities and stockholders' equity
Liabilities:
Accrued salaries and bonuses $ 822,763  $ 936,619 
Accounts payable and accrued expenses 108,861  137,228 
Operating lease liabilities 432,899  438,185 
Other liabilities 181,950  132,799 
Total liabilities 1,546,473  1,644,831 
Stockholders' equity:
Class A common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 54,573,369 and 53,822,189 shares, respectively 55  54 
Class B common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 15,564,859 and 16,021,106 shares, respectively 16  16 
Additional paid-in capital 759,693  843,350 
Retained earnings 1,516,154  1,394,738 
Accumulated other comprehensive loss (29,026) (63,281)
Total stockholders’ equity 2,246,892  2,174,877 
Total liabilities and stockholders’ equity $ 3,793,365  $ 3,819,708 
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HOULIHAN LOKEY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
Three Months Ended September 30, Six Months Ended September 30,
(In thousands, except share and per share data) 2025 2024 2025 2024
Revenues $ 659,452  $ 574,957  $ 1,264,801  $ 1,088,566 
Operating expenses:
Employee compensation and benefits 405,562  353,599  777,851  669,468 
Acquisition related compensation and benefits 17,640  7,038  38,188  21,285 
Travel, meals, and entertainment 15,168  13,570  35,155  32,082 
Rent 17,750  15,174  35,979  34,458 
Depreciation and amortization 10,303  7,444  26,293  16,300 
Information technology and communications 16,704  17,755  34,516  33,944 
Professional fees 10,321  9,677  21,993  18,154 
Other operating expenses 14,663  20,031  35,790  36,638 
Revaluation of acquisition contingent consideration —  —  17,895  828 
Total operating expenses 508,111  444,288  1,023,660  863,157 
Operating income 151,341  130,669  241,141  225,409 
Other (income) expense, net (8,712) (5,419) (16,962) (10,553)
Income before provision for income taxes 160,053  136,088  258,103  235,962 
Provision for income taxes 48,272  42,539  48,789  53,473 
Net income $ 111,781  $ 93,549  $ 209,314  $ 182,489 
Weighted average shares of common stock outstanding:
Basic 66,963,260  65,822,690  66,605,683  65,429,115 
Fully diluted 68,591,031  68,422,600  68,760,543  68,450,866 
Earnings per share
Basic $ 1.67  $ 1.42  $ 3.14  $ 2.79 
Fully diluted $ 1.63  $ 1.37  $ 3.04  $ 2.67 

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HOULIHAN LOKEY, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO ADJUSTED FINANCIAL INFORMATION
(UNAUDITED)
Three Months Ended September 30, Six Months Ended September 30,
(In thousands, except share and per share data) 2025 2024 2025 2024
Revenues $ 659,452  $ 574,957  $ 1,264,801  $ 1,088,566 
Compensation expenses
Compensation expenses (GAAP) $ 423,202  $ 360,637  $ 816,039  $ 690,753 
Less: Acquisition related compensation and benefits (17,640) (7,038) (38,188) (21,285)
Compensation expenses (adjusted) 405,562  353,599  777,851  669,468 
Non-compensation expenses
Non-compensation expenses (GAAP) $ 84,909  $ 83,651  $ 207,621  $ 172,404 
Less: Acquisition related legal structure reorganization —  (705) (874) (1,205)
Less: Integration and acquisition related costs —  —  —  (3,554)
Less: Acquisition amortization (2,590) (2,067) (12,064) (5,608)
Less: Revaluation of acquisition contingent consideration —  —  (17,895) (828)
Non-compensation expenses (adjusted) 82,319  80,879  176,788  161,209 
Operating income
Operating income (GAAP) $ 151,341  $ 130,669  $ 241,141  $ 225,409 
Plus: Adjustments (1)
20,230  9,810  69,021  32,480 
Operating income (adjusted) 171,571  140,479  310,162  257,889 
Other (income) expense, net
Other (income) expense, net (GAAP) $ (8,712) $ (5,419) $ (16,962) $ (10,553)
Other (income) expense, net (adjusted) (8,712) (5,419) (16,962) (10,553)
Provision for income taxes
Provision for income taxes (GAAP) $ 48,272  $ 42,539  $ 48,789  $ 53,473 
Plus: Impact of the excess tax benefit for stock vesting —  —  —  21,921 
Less: Non-deductible acquisition related costs (759) —  (2,053) — 
Less: Reversal of deferred tax asset —  —  —  (1,690)
Adjusted provision for income taxes 47,513  42,539  46,736  73,704 
Plus: Resulting tax impact (2)
6,005  3,071  5,619  10,145 
Provision for income taxes (adjusted) 53,518  45,610  52,355  83,849 
Net income
Net income (GAAP) $ 111,781  $ 93,549  $ 209,314  $ 182,489 
Plus: Adjustments (3)
14,984  6,739  65,455  2,104 
Net income (adjusted) $ 126,765  $ 100,288  $ 274,769  $ 184,593 
Fully diluted shares outstanding
Fully diluted shares outstanding (GAAP) 68,591,031  68,422,600  68,760,543  68,450,866 
Plus: Impact of unvested GCA retention and deferred share awards 313,996  458,865  349,380  532,840 
Fully diluted shares outstanding (adjusted) 68,905,027  68,881,465  69,109,923  68,983,706 
Fully diluted EPS (GAAP) $ 1.63  $ 1.37  $ 3.04  $ 2.67 
Fully diluted EPS (adjusted) $ 1.84  $ 1.46  $ 3.98  $ 2.68 
(1)The aggregate of adjustments from compensation and non-compensation expenses.
(2)Reflects the tax impact of utilizing the adjusted effective tax rate on the non-tax adjustments identified above.
(3)Consists of all adjustments identified above net of the associated tax impact.
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