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The following table presents the total stock-based compensation expense recorded for stock-based compensation arrangements for the periods indicated (in thousands):
Three Months Ended June 30,
20242023
Service condition stock-based compensation expense$1,283 
Performance condition stock-based compensation expense97 
Stock-based compensation expense under the Plan— 1,380 
Canadian Plan stock-based compensation expense— — 
Total stock-based compensation expense$— $1,380 
1,283971,3801,38013.22.5
Restricted Stock Subject Only to a Service Condition
We calculate compensation cost for restricted stock grants by using the fair market value of our common stock at the date of grant, the number of shares issued and an adjustment for restrictions on dividends. This compensation cost is amortized on a straight-line basis over the applicable vesting period, with adjustments for forfeitures recorded as they occur.
The following table details the status and changes in our restricted stock grants subject only to a service condition for the six months ended June 30, 2024:
SharesWeighted Average
Grant Date Fair Value
Non-vested, January 1, 2020396,598 $48.31 
Granted262,373 $27.39 
Vested(140,974)$53.06 
Forfeited(26,372)$39.72 
Non-vested, June 30, 2024
491,625 $36.25 
396,59848.31262,37327.39140,97453.0626,37239.72491,62536.25
Restricted Stock Subject to Service and Performance Conditions
Under the Plan, certain key employees were provided agreements for grants of restricted shares that vest over multiple year periods subject to achieving annual performance goals established by the Compensation Committee of Westwood’s Board of Directors. Each year the Compensation Committee establishes specific goals for that year’s vesting of the restricted shares. The date that the Compensation Committee establishes annual goals is considered to be the grant date and the fair value measurement date to determine expense on the shares that are likely to vest. The vesting period ends when the Compensation Committee formally approves the performance-based restricted stock vesting based on the specific performance goals from the Company’s audited consolidated financial statements. If a portion of the performance-based restricted shares does not vest, no compensation expense is recognized for that portion and any previously recognized compensation expense related to shares that do not vest is reversed.
The following table details the status and changes in our restricted stock grants subject to service and performance conditions for the six months ended June 30, 2024:
SharesWeighted Average
Grant Date Fair Value
Non-vested, January 1, 202080,975 $49.73 
Vested(35,275)$55.11 
Non-vested, June 30, 2024
45,700 $45.58 
80,97549.7335,27555.1145,70045.5827,4740.756,6251.3three years9,00012,00027,000100,00050,00079,000
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____________________________________________________________________________________________________
 
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________________________________________________________
FORM 10-Q
____________________________________________________________________________________________________
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 2024
OR
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 1-31234
____________________________________________________________________________________________________
WESTWOOD HOLDINGS GROUP, INC.
(Exact name of registrant as specified in its charter)
____________________________________________________________________________________________________
Delaware75-2969997
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
200 CRESCENT COURT, SUITE 1200
DALLAS,Texas75201
(Address of principal executive office)(Zip Code)
(214) 756-6900
(Registrant’s telephone number, including area code)
____________________________________________________________________________________________________
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common stock, par value $0.01 per shareWHGNew York Stock Exchange
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 definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised 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  
Shares of common stock, par value $0.01 per share, outstanding as of July 24, 2024: 9,286,533.
____________________________________________________________________________________________________
 



WESTWOOD HOLDINGS GROUP, INC.
INDEX
 
 
 
 

 




WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value and share amounts)
(Unaudited)
June 30, 2024December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents$23,770 $20,422 
Accounts receivable14,324 14,394 
Investments, at fair value20,364 32,674 
Prepaid income taxes945 205 
Other current assets4,506 4,543 
Total current assets63,909 72,238 
Investments8,747 7,247 
Equity method investments4,578 4,284 
Noncurrent investments at fair value1,825 241 
Goodwill39,501 39,501 
Deferred income taxes773 726 
Operating lease right-of-use assets3,127 3,673 
Intangible assets, net22,729 24,803 
Property and equipment, net of accumulated depreciation of $8,180 and $10,0781,144 1,444 
Other long-term assets1,041 1,010 
Total long-term assets83,465 82,929 
Total assets$147,374 $155,167 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities$5,312 $6,130 
Dividends payable1,394 1,692 
Compensation and benefits payable5,322 9,539 
Operating lease liabilities1,406 1,286 
Total current liabilities13,434 18,647 
Accrued dividends782 675 
Contingent consideration10,176 10,133 
Noncurrent operating lease liabilities2,516 3,266 
Total long-term liabilities13,474 14,074 
Total liabilities26,908 32,721 
Commitments and contingencies (Note 11)
Stockholders' Equity:
Common stock, $0.01 par value, authorized 25,000,000 shares, issued 12,174,073 and 11,856,737, respectively and outstanding 9,293,447 and 9,140,760, respectively
123 119 
Additional paid-in capital202,064 201,622 
Treasury stock, at cost – 2,880,626 and 2,715,977, respectively
(88,005)(85,990)
Retained earnings4,339 4,650 
Total Westwood Holdings Group, Inc. stockholders’ equity118,521 120,401 
Noncontrolling interest in consolidated subsidiary1,945 2,045 
Total equity120,466 122,446 
Total liabilities and stockholders' equity$147,374 $155,167 
 
See Notes to Condensed Consolidated Financial Statements.

1


WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(In thousands, except per share data and share amounts)
(Unaudited)
 
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
REVENUES:
Advisory fees:
Asset-based$17,139 $16,799 $33,956 $33,832 
Performance-based   555 
Trust fees5,227 5,024 10,340 10,055 
Other, net322 122 1,124 230 
Total revenues22,688 21,945 45,420 44,672 
EXPENSES:
Employee compensation and benefits13,638 13,688 28,349 27,890 
Sales and marketing755 764 1,383 1,504 
Westwood mutual funds855 746 1,576 1,478 
Information technology2,350 2,566 4,640 4,949 
Professional services1,450 1,355 2,939 2,884 
General and administrative3,011 3,235 5,912 6,281 
(Gain) loss from change in fair value of contingent consideration4,807 (4,078)1,858 (5,138)
Acquisition expenses   209 
Total expenses26,866 18,276 46,657 40,057 
Net operating income(4,178)3,669 (1,237)4,615 
Net change in unrealized appreciation (depreciation) on private investments 24  24 
Net investment income (loss)548 211 1,003 383 
Other income224 239 409 611 
Income before income taxes(3,406)4,143 175 5,633 
Income tax provision(1,193)1,244 222 2,020 
Net income (loss)$(2,213)$2,899 $(47)$3,613 
Total comprehensive income (loss)$(2,213)$2,899 $(47)$3,613 
Less: Comprehensive income (loss) attributable to noncontrolling interest30 4 (100)25 
Comprehensive income (loss) attributable to Westwood Holdings Group, Inc.$(2,243)$2,895 $53 $3,588 
Earnings per share:
Basic$(0.27)$0.36 $0.01 $0.45 
Diluted$(0.27)$0.36 $0.01 $0.45 
Weighted average shares outstanding:
Basic8,218,596 7,991,228 8,158,812 7,922,954 
Diluted8,218,596 8,131,333 8,438,431 8,050,298 
 
See Notes to Condensed Consolidated Financial Statements.

2


WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
For the Three Months Ended June 30, 2024 and 2023
(In thousands, except share amounts)
(Unaudited)

Common Stock, ParAdditional Paid-In CapitalTreasury StockRetained Earnings (Accumulated Deficit)Noncontrolling InterestTotal
SharesAmount
Balance, March 31, 20249,330,762 $122 $201,899 $(86,930)$6,749 $1,915 $123,755 
Net income (loss)
— — — — (2,243)30 (2,213)
Issuance of restricted stock, net of forfeitures
49,031 1 (1)— — —  
Dividends declared ($0.15 per share)— — (1,231)— (167)— (1,398)
Stock-based compensation expense
— — 1,397 — — — 1,397 
Purchases of treasury stock
(86,346)— — (1,075)— — (1,075)
Balance, June 30, 20249,293,447 $123 $202,064 $(88,005)$4,339 $1,945 $120,466 

Common Stock, ParAdditional Paid-In CapitalTreasury StockRetained Earnings (Accumulated Deficit)Noncontrolling InterestTotal
SharesAmount
Balance, March 31, 20239,212,390 $119 $200,453 $(85,965)$(3,752)$1,015 $111,870 
Net income
— — — — 2,895 4 2,899 
Issuance of restricted stock, net of forfeitures
(29,620)  — — —  
Dividends declared ($0.15 per share)— — (1,192)— (102)— (1,294)
Stock-based compensation expense
— — 1,624 — — — 1,624 
Balance, June 30, 20239,182,770 $119 $200,885 $(85,965)$(959)$1,019 $115,099 




See Notes to Condensed Consolidated Financial Statements.

3


WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
For the Six Months Ended June 30, 2024 and 2023
(In thousands, except share amounts)
(Unaudited)

Common Stock, ParAdditional Paid-In CapitalTreasury StockRetained Earnings (Accumulated Deficit)Noncontrolling InterestTotal
SharesAmount
Balance, December 31, 20239,140,760 $119 $201,622 $(85,990)$4,650 $2,045 $122,446 
Net income (loss)
— — — — 53 (100)(47)
Issuance of restricted stock, net of forfeitures
317,336 4 (4)— — — — 
Dividends declared ($0.30 per share)
— — (2,466)— (364)— (2,830)
Stock-based compensation expense
— — 2,912 — — — 2,912 
Purchases of treasury stock
(86,346)— — (1,075)— — (1,075)
Restricted stock returned for payment of taxes
(78,303)— — (940)— — (940)
Balance, June 30, 20249,293,447 $123 $202,064 $(88,005)$4,339 $1,945 $120,466 

Common Stock, ParAdditional Paid-In CapitalTreasury StockRetained Earnings (Accumulated Deficit)Noncontrolling InterestTotal
SharesAmount
Balance, December 31, 20228,881,831 $115 $199,914 $(85,128)$(4,253)$— $110,648 
Net income
— — — — 3,588 25 3,613 
Acquisition— — — — — 994 994 
Issuance of restricted stock, net of forfeitures
368,682 4 (4)—  — — 
Dividends declared ($0.30 per share)
— — (2,397)— (294)— (2,691)
Stock-based compensation expense
— — 3,372 — — — 3,372 
Restricted stock returned for payment of taxes
(67,743)— — (837)— — (837)
Balance, June 30, 20239,182,770 $119 $200,885 $(85,965)$(959)$1,019 $115,099 

See Notes to Condensed Consolidated Financial Statements.

4


WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Six Months Ended June 30,
20242023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)$(47)$3,613 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation326 346 
Amortization of intangible assets2,074 2,063 
Net change in unrealized (appreciation) depreciation on investments(1,004)(499)
Stock-based compensation expense2,912 3,372 
Deferred income taxes(47)228 
Non-cash lease expense546 630 
Loss on asset disposition 69 
Gain on remeasurement of lease liabilities (119)
Fair value change of contingent consideration1,858 (5,138)
Change in operating assets and liabilities:
Net (purchases) sales of trading securities11,430 (7,083)
Accounts receivable70 919 
Other current assets2 1,141 
Accounts payable and accrued liabilities(814)(796)
Compensation and benefits payable(4,217)(3,345)
Income taxes payable(740)1,490 
Other liabilities(664)(793)
Net cash provided by (used in) operating activities11,685 (3,902)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition, net of cash acquired (741)
Purchase of property and equipment(24)(97)
Purchase of investments(1,500) 
Net cash used in investing activities(1,524)(838)
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchases of treasury stock(1,075) 
Restricted stock returned for payment of taxes(940)(837)
Payment of contingent consideration in acquisition(1,815)— 
Cash dividends paid(2,983)(3,053)
Net cash used in financing activities(6,813)(3,890)
NET CHANGE IN CASH AND CASH EQUIVALENTS3,348 (8,630)
Cash and cash equivalents, beginning of period20,422 23,859 
Cash and cash equivalents, end of period$23,770 $15,229 
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for income taxes$1,008 $300 
Accrued dividends$2,176 $2,065 

See Notes to Condensed Consolidated Financial Statements.

5


WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. DESCRIPTION OF THE BUSINESS
Westwood Holdings Group, Inc. (“Westwood”, “the Company”, “we”, “us” or “our”) was incorporated under the laws of the State of Delaware on December 12, 2001. Westwood manages investment assets and provides services for its clients through its wholly-owned subsidiaries, Westwood Management Corp., Westwood Advisors, L.L.C. and Salient Advisors, L.P. (referred to hereinafter together as “Westwood Management”), and Westwood Trust.
Westwood Management provides investment advisory services to institutional clients, a family of mutual funds called the Westwood Funds®, other mutual funds, individual investors and clients of Westwood Trust. Westwood Trust provides trust and custodial services and participation in self-sponsored common trust funds (“CTFs”) to institutions and high net worth individuals. Revenue is largely dependent on the total value and composition of assets under management ("AUM") and fluctuations in financial markets and in the composition of AUM impact our revenues and results of operations.
Westwood Management is registered with the Securities and Exchange Commission ("SEC") as an investment adviser under the Investment Advisers Act of 1940. Westwood Trust is chartered and regulated by the Texas Department of Banking.
Acquisition of Broadmark Asset Management LLC
We acquired a 48% interest in Broadmark Asset Management LLC ("Broadmark") as a result of our 2022 acquisition of the asset management business of Salient Partners, L.P. (the "Salient Acquisition"). In January 2023 we acquired an additional 32% interest in Broadmark for $1.2 million (net of cash acquired), increasing our ownership of Broadmark to approximately 80%, which represents a controlling interest for financial statement consolidation purposes (the "Broadmark Acquisition"). Broadmark is a San Francisco-based registered investment adviser ("RIA") managing and/or sub-advising mutual funds, retail and institutional separately-managed accounts.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Basis of Presentation
The accompanying Condensed Consolidated Financial Statements are unaudited and are presented in accordance with the requirements for quarterly reports on Form 10-Q and consequently do not include all of the information and footnote disclosures required by accounting principles generally accepted in the United States of America ("GAAP"). The Company’s Condensed Consolidated Financial Statements reflect all adjustments (consisting only of normal recurring adjustments) necessary in the opinion of management to present fairly our interim financial position and results of operations and cash flows for the periods presented. The accompanying Condensed Consolidated Financial Statements are presented in accordance with GAAP and the rules and regulations of the SEC.
The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with our Consolidated Financial Statements, and notes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the periods in these Condensed Consolidated Financial Statements are not necessarily indicative of results for any future period. The accompanying Condensed Consolidated Financial Statements include the accounts of Westwood and its subsidiaries. All intercompany accounts and transactions have been eliminated upon consolidation.
Recent Accounting Pronouncements
Segment Reporting
In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires an entity to disclose significant segment expenses and other segment items on an annual and interim basis, and provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, it requires an entity to disclose the title and position of the Chief Operating Decision Maker. This ASU does not change how an entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. An entity should apply the amendments in this ASU retrospectively to all prior periods presented in the financial statements. We expect this ASU to impact our disclosures, with no impact to our results of operations, cash flows or financial condition.
6

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
Income Taxes
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which focuses on the income tax rate reconciliation and income taxes paid. ASU 2023-09 requires an entity to disclose, on an annual basis, a tabular rate reconciliation using both percentages and currency amounts, broken out into specified categories, with certain reconciling items further broken out by nature and jurisdiction to the extent those items exceed a specified threshold. In addition, entities are required to disclose income taxes paid, net of refunds received disaggregated by federal, state/local, and foreign, and by jurisdiction if the amount is at least 5% of total income tax payments, net of refunds received. The new standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted. An entity may apply the amendments in this ASU prospectively by providing the revised disclosures for the period ending December 31, 2025 and continuing to provide the pre-ASU disclosures for the prior periods, or may apply the amendments retrospectively by providing the revised disclosures for all periods presented. We expect this ASU to impact our disclosures, with no impact to our results of operations, cash flows, or financial condition.
3. BUSINESS COMBINATIONS
Broadmark
Westwood completed the Broadmark Acquisition in January 2023, increasing our investment by approximately 32%, to 80%, giving Westwood a controlling interest and requiring an allocation of the Broadmark Acquisition purchase price. The total consideration recorded for accounting purposes consisted of $1.2 million in cash (net of cash acquired).
Prior to the Broadmark Acquisition, Westwood had a $2.4 million equity method investment in Broadmark, the fair value of which was estimated using recent market transactions. Westwood's equity method investment was derecognized without gain or loss following the Broadmark Acquisition, however there was a corresponding increase to goodwill.
The Broadmark Acquisition was accounted for using the acquisition method of accounting. Accordingly, the purchase price was allocated to tangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The total consideration of $1.6 million has been allocated based on valuations of acquired assets and assumed liabilities in connection with the acquisition.
The allocation of the Broadmark Acquisition purchase price was as follows (in thousands):
Cash consideration$1,570 
Cash acquired(402)
Total consideration, net of cash acquired$1,168 
Fair value of Westwood's investment in Broadmark before the business combination2,417 
Fair value of noncontrolling interest in Broadmark994 
Assets
Accounts receivable$629 
Other current assets150 
Property and equipment11 
Other long-term assets511 
Liabilities
Accounts payable and accrued liabilities919 
Total Identifiable Net Assets$382 
Goodwill$4,197 

Westwood recognized approximately $1.0 million of a noncontrolling interest in a consolidated subsidiary at the acquisition date. Fair value of this interest was estimated using recent market transactions.
At the time of the Broadmark Acquisition, the Company believed that its expanded operational opportunities, enhanced range of investment strategies and expected realization of synergies were the primary factors that contributed to a total purchase price that resulted in the recognition of goodwill. Goodwill arising from the Broadmark Acquisition is not expected to be deductible for tax purposes.
7

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
For the three and six months ended June 30, 2024, the Company has included $0.9 million of revenue and $0.1 million of net income, and $1.9 million of revenue and $0.5 million of net loss, respectively, related to Broadmark in its Condensed Consolidated Statements of Comprehensive Income (Loss).
For the three and six months ended June 30, 2023, the Company has included $1.1 million of revenue and $0.1 million of net income, and $2.3 million of revenue and $0.1 million of net income, respectively, related to Broadmark in its Condensed Consolidated Statements of Comprehensive Income (Loss).
Pro Forma Financial Information
The following unaudited pro forma results of operations for the three and six months ended June 30, 2023 assume the Broadmark Acquisition had occurred as of January 1, 2022. This unaudited pro forma information should not be relied upon as being necessarily indicative of historical results that would have been obtained had the Broadmark Acquisition actually occurred on that date, nor of results that may be obtained in the future.

Three Months Ended June 30, 2023Six Months Ended June 30, 2023
(in thousands)
Total revenues$21,945 $44,672 
Net income$2,899 $3,613 

Salient Acquisition Contingent Consideration
As part of the Salient Acquisition, the Company agreed to pay additional consideration based on specified financial milestones being met in 2024 and 2025. In the second quarter of 2024, the Company paid contingent consideration of $1.8 million for the Revenue Retention earn-out. Additional amounts earned, if any, will be paid in 2024 or 2025 and are recorded as a liability on the Condensed Consolidated Balance Sheets.
The contingent consideration liability is classified as Level 3 in the fair value hierarchy and revalued quarterly, see Note 7, "Fair Value Measurements," for additional information related to the fair value measurement of the contingent consideration.
4. REVENUE
Revenue Recognition
Revenues are recognized when the performance obligation (the investment management and advisory or trust services provided to the client) defined by the investment advisory or sub-advisory agreement is satisfied. For each performance obligation, we determine at contract inception whether the revenue satisfies over time or at a point in time. We derive our revenues from investment advisory fees, trust fees and other sources of revenues such as gains and losses from our seed money investments into new investment strategies. The "Other, net” revenues on our Condensed Consolidated Statements of Comprehensive Income (Loss) are the unrealized gains and losses on our seed money investments, and our seed money investments are included in "Investments, at fair value" on our Condensed Consolidated Balance Sheets. Advisory and trust fees are calculated based on a percentage of AUM or AUA, as applicable, and the performance obligation is realized over the current calendar quarter. Once clients receive our investment advisory services, we have an enforceable right to payment.
Advisory Fee Revenues
Our advisory fees are generated by Westwood Management for managing client accounts under investment advisory and sub-advisory agreements. Advisory fees are typically calculated based on a percentage of AUM and AUA and are paid in accordance with the terms of the agreements. Advisory fees are paid quarterly in advance based on AUM on the last day of the preceding quarter, quarterly in arrears based on AUM on the last day of the quarter just ended or are based on a daily or monthly analysis of AUM for the stated period. We recognize advisory fee revenues as services are rendered. Since our advance paying clients' billing periods coincide with the calendar quarter to which such payments relate, revenue is recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred advisory fee revenues. Advisory clients typically consist of institutional and mutual fund accounts.
Institutional investors include separate accounts of (i) corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals; (ii) sub-advisory relationships where Westwood provides investment management services for funds offered by other financial institutions; (iii) pooled investment vehicles, including collective investment trusts; and (iv) managed account relationships with brokerage firms and other registered investment advisors that offer Westwood products to their customers.
8

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
Mutual funds include the Westwood Funds®, a family of mutual funds for which Westwood Management serves as advisor. These funds are available to individual investors, as well as offered as part of our suite of investment strategies for institutional investors and wealth management accounts.
Arrangements with Performance-Based Obligations
A limited number of our advisory clients have a contractual performance-based fee component in their contracts, which generates additional revenues if we outperform a specified index over a specific period of time, and a limited number of our mutual fund offerings have fees that generate additional revenues if we outperform specified indices over specific periods of time. Performance-based fees are paid after the performance obligation has been satisfied.
The revenue is based on future market performance and is subject to many factors outside our control. We cannot conclude that a significant reversal in the cumulative amount of revenue recognized will not occur during the measurement period, and therefore the revenue is recorded at the end of the measurement period when the performance obligation has been satisfied.
Trust Fee Revenues
Our trust fees are generated by Westwood Trust pursuant to trust or custodial agreements. Trust fees are separately negotiated with each client and are generally based on a percentage of AUM. Westwood Trust also provides trust services to a small number of clients on a fixed fee basis. The fees for most of our trust clients are calculated quarterly in arrears, based on a daily average of AUM for the quarter, or monthly, based on the month-end value of AUM. Since billing periods for most of Westwood Trust’s clients coincide with the calendar quarter, revenue is fully recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred fee revenues.
Revenue Disaggregated
The following table presents our revenue disaggregated by account type (in thousands).
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Advisory Fees:
Institutional$9,718 $9,443 $19,189 $19,046 
Mutual Funds6,856 7,093 13,767 14,279 
Wealth Management565 263 1,000 507 
Performance-based   555 
Trust Fees5,227 5,024 10,340 10,055 
Other, net322 122 1,124 230 
Total revenues$22,688 $21,945 $45,420 $44,672 

We have clients in various locations around the world. The following table presents our revenue disaggregated by our clients' geographical locations (in thousands):
Three Months Ended June 30, 2024AdvisoryTrustOtherTotal
Canada$260 $ $ $260 
United States16,879 5,227 322 22,428 
Total$17,139 $5,227 $322 $22,688 
Three Months Ended June 30, 2023AdvisoryTrustOtherTotal
Canada$276 $ $ $276 
United States16,523 5,024 122 21,669 
Total$16,799 $5,024 $122 $21,945 

9

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
Six Months Ended June 30, 2024AdvisoryTrustOtherTotal
Canada$517 $ $ $517 
United States33,439 10,340 1,124 44,903 
Total$33,956 $10,340 $1,124 $45,420 
Six Months Ended June 30, 2023AdvisoryTrustOtherTotal
Canada$568 $ $ $568 
United States33,819 10,055 230 44,104 
Total$34,387 $10,055 $230 $44,672 

5. SEGMENT REPORTING
We operate two segments: Advisory and Trust. These segments are managed separately based on the types of products and services offered and their related client bases. The Company’s segment information is prepared on the same basis that management uses to review the financial information for operational decision-making purposes.
The Company's Chief Operating Decision Maker, our Chief Executive Officer, evaluates the performance of our segments based primarily on fee revenues.
Westwood Holdings Group, Inc., the parent company of Advisory and Trust, does not have revenues and is the entity in which we record typical holding company expenses including employee compensation and benefits for holding company employees, directors’ fees and investor relations costs. All segment accounting policies are the same as those described in the summary of significant accounting policies. Intersegment balances that eliminate in consolidation have been applied to the appropriate segment.
Advisory
Our Advisory segment provides investment advisory services to (i) corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals, (ii) sub-advisory relationships where Westwood provides investment management services to the Westwood Funds®, funds offered by other financial institutions and funds offered by our Trust segment and (iii) pooled investment vehicles, including collective investment trusts. Salient and Westwood Management, which provide investment advisory services to similar clients, are included in our Advisory segment.
Trust
10

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
Westwood Trust provides trust and custodial services and participation in common trust funds that it sponsors to institutions and high net worth individuals. Westwood Trust is included in our Trust segment.
(in thousands)AdvisoryTrustWestwood
Holdings
EliminationsConsolidated
Three Months Ended June 30, 2024
Net fee revenues from external sources$17,139 $5,227 $ $ $22,366 
Net intersegment revenues$1,448 $55 $ $(1,503)$ 
Other, net$322 $ $ $ $322 
Total revenues$18,909 $5,282 $ $(1,503)$22,688 
Segment assets$286,921 $46,553 $13,465 $(199,565)$147,374 
Segment goodwill$23,100 $16,401 $ $ $39,501 
Segment equity-method investments$4,578 $ $ $ $4,578 
Segment expenditures for long-lived assets$1 $1 $22 $ $24 
Three Months Ended June 30, 2023
Net fee revenues from external sources$16,799 $5,024 $ $ $21,823 
Net intersegment revenues$1,587 $77 $ $(1,664)$ 
Other, net$122 $ $ $ $122 
Total revenues$18,508 $5,101 $ $(1,664)$21,945 
Segment assets$268,184 $44,412 $14,831 $(185,322)$142,105 
Segment goodwill$23,100 $16,401 $ $ $39,501 
Segment equity-method investments$4,180 $ $ $ $4,180 
Segment expenditures for long-lived assets$31 $14 $52 $ $97 


(in thousands)AdvisoryTrustWestwood HoldingsEliminationsConsolidated
Six Months Ended June 30, 2024
Net fee revenues from external sources$33,956 $10,340 $ $ $44,296 
Net intersegment revenues3,022 113  (3,135) 
Other, net1,124    1,124 
Total revenues$38,102 $10,453 $ $(3,135)$45,420 
Six Months Ended June 30, 2023
Net fee revenues from external sources$34,387 $10,055 $ $ $44,442 
Net intersegment revenues3,249 154  (3,403) 
Other, net230    230 
Total revenues$37,866 $10,209 $ $(3,403)$44,672 

6. INVESTMENTS
Since 2018, in addition to the Company's acquisitions of Salient and Broadmark, whose results are included in our Condensed Consolidated Statements of Comprehensive Income (Loss), the Company has made strategic investments to enhance the services we provide our customers. Each of these investments is discussed below.
We made a strategic investment during 2018 in InvestCloud, which is included in “Investments” on our Condensed Consolidated Balance Sheets at its carrying value of $4.4 million. This investment represents an equity interest in a private company without a readily determinable fair value. The Company has elected to apply the measurement alternative of cost
11

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
minus impairment, if any, plus or minus changes resulting from observable price changes. Following InvestCloud's recapitalization in the first quarter of 2021, we re-invested $4.4 million of our proceeds into newly-issued shares of InvestCloud. No impairments of this investment were recorded during the three and six months ended June 30, 2024 or 2023.
Our investment in Vista is included in “Investments” on our Condensed Consolidated Balance Sheets at its carrying value of $2.8 million. This investment represents an equity interest in a private company without a readily determinable fair value. The Company has elected to apply the measurement alternative of cost minus impairment, if any, plus or minus changes resulting from observable price changes. No impairments of this investment were recorded during the three and six months ended June 30, 2024 or 2023.
In 2024 we made a strategic investment in the Texas Stock Exchange, included in “Investments” on our Condensed Consolidated Balance Sheets at its carrying value of $1.5 million. This investment represents an equity interest in a private company without a readily determinable fair value. The Company has elected to apply the measurement alternative of cost minus impairment, if any, plus or minus changes resulting from observable price changes. No impairments of this investment were recorded during the three and six months ended June 30, 2024.
Private Investment Funds. In 2019, we made a $0.3 million investment in Westwood Hospitality and in 2023 and 2024, we made $1.0 million investments in private energy funds. These investments are included in “Noncurrent investments at fair value” on our Condensed Consolidated Balance Sheets and are measured at fair value on a recurring basis using net asset value ("NAV") as a practical expedient.
Zarvona Energy Fund GP, L.P. and Zarvona Energy Fund II-A, L.P. These investments represent ownership interests in non-controlled partnerships. These investments are included in “Equity method investments” on our Condensed Consolidated Balance Sheets and are measured based on our share of the net earnings or losses of the investees.
All other investments are carried at fair value on a recurring basis and are accounted for as trading securities.
Investments carried at fair value are presented in the table below (in thousands):
CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair
Value
June 30, 2024:
U.S. Government securities$12,653 $233 $(66)$12,820 
Money market funds4,293 138  4,431 
Equity funds1,507 265 (123)1,649 
Exchange-traded funds1,200   1,200 
Equities169 57 (108)118 
Exchange-traded bond funds149  (3)146 
Total trading securities19,971 693 (300)20,364 
Private investment funds1,450 399 (24)1,825 
Total investments carried at fair value$21,421 $1,092 $(324)$22,189 
December 31, 2023:
U.S. Government securities$22,522 $14 $(75)$22,461 
Money market funds5,367 111  5,478 
Equity funds4,295 195 (260)4,230 
Equities381  (24)357 
Exchange-traded bond funds152  (4)148 
Total trading securities32,717 320 (363)32,674 
Private investment fund265 7 (31)241 
Total investments carried at fair value$32,982 $327 $(394)$32,915 

The investments shown below are included in our Condensed Consolidated Balance Sheets as Equity method investments, as follows (in thousands):
12

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
June 30, 2024December 31, 2023
Carrying valueOwnershipCarrying valueOwnership
Zarvona Energy Fund GP, L.P.$3,859 50.0 %$3,565 50.0 %
Zarvona Energy Fund II-A, L.P.700 0.5 %700 0.5 %
Salient MLP Total Return Fund, L.P.11  %11  %
Salient MLP Total Return TE Fund, L.P.8 0.2 %8 0.2 %
Total$4,578 $4,284 
7. FAIR VALUE MEASUREMENTS
ASC 820, Fair Value Measurements, defines fair value, establishes a framework for measuring fair value and requires disclosures regarding certain fair value measurements. ASC 820 establishes a three-tier hierarchy for measuring fair value, as follows:
Level 1 – quoted market prices in active markets for identical assets
Level 2 – inputs other than quoted prices that are directly or indirectly observable
Level 3 – significant unobservable inputs where there is little or no market activity
Our strategic investments in InvestCloud, Vista and Texas Stock Exchange, discussed in Note 6 “Investments,” are excluded from the recurring fair value table shown below because we have elected to apply the measurement alternative for those investments.
The following table summarizes the values of our investments measured at fair value on a recurring basis within the fair value hierarchy as of the dates indicated (in thousands):
Level 1Level 2Level 3
Investments Measured at NAV (1)
Total
As of June 30, 2024:
Investments in trading securities$20,364 $ $ $ $20,364 
Private investment funds   1,825 1,825 
Total assets measured at fair value$20,364 $ $ $1,825 $22,189 
Salient Acquisition contingent consideration— — 10,176 — 10,176 
Total liabilities measured at fair value$— $— $10,176 $— $10,176 
As of December 31, 2023:
Investments in trading securities$32,674 $ $ $ $32,674 
Private investment fund   241 241 
Total assets measured at fair value$32,674 $ $ $241 $32,915 
Salient Acquisition contingent consideration— — 10,133 — 10,133 
Total liabilities measured at fair value$— $— $10,133 $— $10,133 
(1) Comprised of certain investments measured at fair value using NAV as a practical expedient. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented on our Condensed Consolidated Balance Sheets.

Prior to our exchange of Charis shares for shares in Vista in 2023, our investment in Charis was included within Level 3 of the fair value hierarchy as we valued it utilizing inputs not observable in the market. Historically, our investment was measured at fair value on a recurring basis using a market approach based on either a price to tangible book value multiple range determined to be reasonable in the current environment, or on market transactions. On April 3, 2023, Charis was acquired by Vista in a transaction in which the Company exchanged its shares in Charis for shares in Vista.

The following table summarizes the changes in Level 3 investments measured at fair value on a recurring basis for the periods presented (in thousands):
13

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
Fair Value using Significant Unobservable Inputs (Level 3)
Three Months Ended June 30, 2023Six Months Ended June 30, 2023
Beginning balance$2,792 $2,792 
Exchange of shares(2,792)(2,792)
Ending balance$ $ 

The following table summarizes the changes in Level 3 liabilities measured at fair value on a recurring basis for the periods presented (in thousands):
Fair Value using Significant Unobservable Inputs (Level 3)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Beginning balance$7,184 $11,841 $10,133 $12,901 
Payments(1,815)— $(1,815)— 
Total (gains) losses included in earnings4,807 (4,078)1,858 (5,138)
Ending balance$10,176 $7,763 $10,176 $7,763 
The June 30, 2024 contingent consideration fair value of $10.2 million was valued based upon updated revenue growth projections following asset appreciation in the quarter and revised asset flow expectations. The fair value of contingent consideration related to both the revenue retention earn-out and the growth earn-out is measured using the Monte Carlo simulation model, which considered assumptions including revenue growth projections, revenue volatility, risk free rates and discount rates. The projected contingent payment is discounted to the current period using a discounted cash flow model. Increases or decreases in projected revenues, probabilities of payment, discount rates, projected payment dates and other inputs may result in significantly higher or lower fair value measurements.
The following table represents the range of the unobservable inputs utilized in the fair value measurement of the contingent consideration classified as level 3:

As of June 30, 2024Range
Earn-outUnobservable InputLowHighWeighted Average Rate
Revenue Retention earn-outDiscount rate7.5%8.5%8.0%
Volatility%5.0%%
Growth earn-outDiscount rate7.5%8.5%8.0%
Volatility1.0%11.0%6.0%
As of December 31, 2023Range
Earn-outUnobservable InputLowHighWeighted Average Rate
Revenue Retention earn-outDiscount rate11.5%12.0%11.8%
Volatility8.3%16.3%11.3%
Growth earn-outDiscount rate12.8%13.3%13.0%
Volatility14.9%24.9%19.9%
8. INCOME TAXES
14

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
Our effective income tax rate differed from the 21% statutory rate for the three and six months ended June 30, 2024 and 2023 due to permanent differences between book and tax restricted stock expense based on a decrease in our stock price between the restricted stock grant and vesting dates.
9. EARNINGS (LOSS) PER SHARE
Basic earnings (loss) per common share is computed by dividing comprehensive income (loss) attributable to Westwood Holdings Group, Inc. by the weighted average number of shares outstanding for the applicable period. Diluted earnings (loss) per share is computed based on the weighted average number of shares outstanding plus the effect of any dilutive shares of restricted stock granted to employees and non-employee directors.
There were approximately 6,000 and 106,000 anti-dilutive restricted shares outstanding for the three months ended June 30, 2024 and June 30, 2023, respectively. There were approximately 13,000 and 108,000 anti-dilutive restricted shares outstanding for the six months ended June 30, 2024 and June 30, 2023, respectively.
The following table sets forth the computation of basic and diluted earnings (loss) per share (in thousands, except per share and share amounts):
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Comprehensive income (loss) attributable to Westwood Holdings Group, Inc.$(2,243)$2,895 $53 $3,588 
Weighted average shares outstanding - basic8,218,596 7,991,228 8,158,812 7,922,954 
Dilutive potential shares from unvested restricted shares 140,105 279,619 127,344 
Weighted average shares outstanding - diluted8,218,596 8,131,333 8,438,431 8,050,298 
Earnings (loss) per share:
Basic$(0.27)$0.36 $0.01 $0.45 
Diluted$(0.27)$0.36 $0.01 $0.45 

10. GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill
Goodwill represents the excess of the cost of acquired assets over the fair value of the underlying liabilities at the date of acquisition. Goodwill is not amortized but is reviewed for impairment annually, or between annual assessments if a triggering event occurs or circumstances change that would more likely than not result in the fair value of a reporting unit below its carrying amount. We completed our most recent annual goodwill impairment assessment during the third quarter of 2023 and determined that no goodwill impairment related to the Advisory or Trust segment was required. There was no goodwill impairment during the three and six months ended June 30, 2024 or June 30, 2023.
Changes in goodwill were as follows (in thousands):
Trust SegmentAdvisory SegmentTotal
Balance at December 31, 2023$16,401 $23,100 $39,501 
Balance at June 30, 2024$16,401 $23,100 $39,501 
Trust SegmentAdvisory SegmentTotal
Balance at December 31, 2022$16,401 $19,331 $35,732 
Salient Acquisition adjustment1
— (428)(428)
Broadmark Acquisition— 4,197 4,197 
Balance at June 30, 2023$16,401 $23,100 $39,501 
1 Represents subsequent purchase price adjustments for the Salient Acquisition.

15

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
Other Intangible Assets
Our intangible assets represent the acquisition date fair value of acquired client relationships, trade names, non-compete agreements and internally developed software and are reflected net of amortization. In valuing these assets, we made significant estimates regarding their useful lives, growth rates and potential attrition. We periodically review intangible assets for events or circumstances that would indicate impairment. No intangible asset impairments were recorded during the three and six months ended June 30, 2024 or June 30, 2023.
11. LEASES
As of June 30, 2024 there have been no material changes outside the ordinary course of business to our leases since December 31, 2023. For information regarding our leases, refer to Note 12 “Leases” in Part IV, Item 15. “Exhibits, Financial Statement Schedules” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

12. STOCKHOLDERS' EQUITY
Share Repurchase Program
As of June 30, 2024, there are $0.8 million of shares that may yet be repurchased under our plan.
During the three and six months ended June 30, 2024, the Company repurchased 86,346 shares of our common stock at an average price of $12.45 per share, including commissions, for an aggregate purchase price of $1.1 million under our share repurchase plan. During the three and six months ended June 30, 2023, the Company did not repurchase any shares of our common stock.
13. VARIABLE INTEREST ENTITIES
We evaluated (i) our relationship as sponsor of the Common Trust Funds (“CTFs”) and managing member of the private equity funds Westwood Hospitality, Westwood Technology Opportunities Fund I, LP and Westwood Energy Secondaries (collectively the “Private Funds”), (ii) our advisory relationships with the Westwood Funds® and (iii) our investments in InvestCloud, Vista, Zarvona Energy Fund GP and Zarvona Energy Fund II-A as discussed in Note 6 “Investments” (“Private Equity”) to determine whether each of these entities is a variable interest entity (“VIE”) or voting ownership entity (“VOE”).
Based on our analyses, we determined that the CTFs, Private Funds and Zarvona Energy Fund II-A were VIEs, as the at-risk equity holders do not have the ability to direct the activities that most significantly impact the entities' economic performance, and, while the Company and its representatives have a majority control of the entities' respective boards of directors and can influence the respective entities' management and affairs, the Company is not exposed to a majority of the economics of those entities and does not qualify as primary beneficiaries for those entities. As we do not qualify as primary beneficiaries for those entities, we have not consolidated our investments in those entities for the periods ending June 30, 2024 and December 31, 2023.
Based on our analyses, we determined the Westwood Funds®, InvestCloud, Vista, and Zarvona Energy Fund GP (i) have sufficient equity at risk to finance the entities' activities independently, (ii) have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entities that most significantly impact the entities' economic performance and (iii) are not structured with disproportionate voting rights and are VOEs. As we do not own controlling financial interests in those entities, we have not consolidated our investments in those entities for the periods ending June 30, 2024 and December 31, 2023.
We recognized fee revenue from the Westwood VIEs and Westwood VOEs as follows (in millions):
Three Months EndedSix Months Ended
June 30, 2024June 30, 2023June 30, 2024June 30, 2023
Fee Revenues$7.8 $7.9 $15.6 $15.9 

16

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Unaudited)
The following table displays the AUM and the risk of loss in each vehicle (in millions):
As of June 30, 2024
Assets
Under
Management
Corporate
Investment
Amount at Risk
VIEs/VOEs:
Westwood Funds®$3,943 
Common Trust Funds696 
Private Funds83 0.2 0.2 
Private Equity 7.8 7.8 
All other assets:
Wealth Management3,467 
Institutional7,587 
Total Assets Under Management$15,776 

14. RELATED PARTY TRANSACTIONS
The Company engages in transactions with its affiliates in the ordinary course of business. Westwood Management provides investment advisory services to the Westwood Funds®. Under the terms of the investment advisory agreements, the Company earns quarterly fees paid by clients of the fund or by the funds directly. The fees are based on negotiated fee schedules applied to AUM. For the three and six months ended June 30, 2024 and June 30, 2023, the Company earned immaterial fees from the affiliated funds.
One of our directors served as a consultant to the Company under a consulting agreement. We recorded immaterial expenses related to this agreement for the three and six months ended June 30, 2023.
15. SUBSEQUENT EVENTS
Dividend Declared
On July 31, 2024, the Board of Directors declared a quarterly cash dividend of $0.15 per share of common stock payable on October 1, 2024 to stockholders of record on September 2, 2024.
17


ITEM 2.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward-Looking Statements
Statements in this report and the Annual Report to Stockholders that are not purely historical facts, including, without limitation, statements about our expected future financial position, results of operations or cash flows, as well as other statements including, without limitation, words such as “anticipate,” “believe,” “plan,” “estimate,” “expect,” “intend,” “should,” “could,” “goal,” “potentially,” “may,” “designed” and other similar expressions, constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual results and the timing of some events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation, the risks described under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023 and those risks set forth below:
the composition and market value of our AUM and AUA;
our ability to maintain our fee structure in light of competitive fee pressures;
risks associated with actions of activist stockholders;
distributions to our common stockholders have included and may in the future include a return of capital;
inclusion of foreign company investments in our AUM;
regulations adversely affecting the financial services industry;
our ability to maintain effective cyber security;
litigation risks;
our ability to develop and market new investment strategies successfully;
our reputation and our relationships with current and potential customers;
our ability to attract and retain qualified personnel;
our ability to perform operational tasks;
our ability to select and oversee third-party vendors;
our dependence on the operations and funds of our subsidiaries;
our ability to maintain effective information systems;
our ability to prevent misuse of assets and information in the possession of our employees and third-party vendors, which could damage our reputation and result in costly litigation and liability for our clients and us;
our stock is thinly traded and may be subject to volatility;
competition in the investment management industry;
our ability to avoid termination of client agreements and the related investment redemptions;
the significant concentration of our revenues in a small number of customers;
we have made and may continue to make business combinations as a part of our business strategy, which may present certain risks and uncertainties;
our relationships with investment consulting firms;
our ability to identify and execute on our strategic initiatives;
our ability to declare and pay dividends;
our ability to fund future capital requirements on favorable terms;
our ability to properly address conflicts of interest;
our ability to maintain adequate insurance coverage; and
our ability to maintain an effective system of internal controls.
18


You should not unduly rely on these forward-looking statements, which speak only as of the date of this report. We are not obligated and do not undertake an obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances occurring after the date of this report or to reflect the occurrence of unanticipated events or otherwise.
Overview
We manage investment assets and provide services for our clients through our subsidiaries, Westwood Management Corp., Westwood Advisors, L.L.C. and Salient Advisors, LP (each of which is an SEC-registered investment advisor and referred to hereinafter together as “Westwood Management”) and Westwood Trust. Westwood Management provides investment advisory services to institutional investors, a family of mutual funds called the Westwood Funds®, other mutual funds, individuals and clients of Westwood Trust.
Westwood Trust provides trust and custodial services and participation in common trust funds to institutions and high net worth individuals. Our revenues are generally derived from fees based on a percentage of AUM.
Our revenues are generally derived from fees based on a percentage of AUM and AUA, and Westwood Management and Westwood Trust collectively had AUM of approximately $15.8 billion and AUA of approximately $1.0 billion at June 30, 2024. We have established a track record of delivering competitive, risk-adjusted returns for our clients.
With respect to most of our AUM, we utilize a “value” investment style focused on achieving superior long-term, risk-adjusted returns by investing in companies with high levels of free cash flow, improving returns on equity and strengthening balance sheets that are well positioned for growth but whose value is not fully recognized in the marketplace. This investment approach is designed to limit downside during unfavorable periods and provide superior real returns over the long term. Our investment teams have significant industry experience. Our investment team members have an average investment experience of over twenty years.
We have built a foundation in terms of personnel and infrastructure to support a much larger business and we have developed investment strategies that we believe will be sought after within our target institutional, wealth management and intermediary markets. Developing new products and growing the organization has resulted in our incurring expenses that, in some cases, have not yet generated significant offsetting revenues. We believe that investors will recognize the potential for new revenue streams inherent in these products and services; however, there is no guarantee that they will occur.
Revenues
We derive our revenues from investment advisory fees, trust fees and other revenues. Our advisory fees are generated by Westwood Management, which manages client accounts under investment advisory and sub-advisory agreements. Advisory fees are typically calculated based on a percentage of AUM and AUA and are paid in accordance with the terms of the agreements. Advisory fees are paid quarterly in advance based on AUM on the last day of the preceding quarter, quarterly in arrears based on AUM on the last day of the quarter just ended or are based on a daily or monthly analysis of AUM for the stated period. We recognize advisory fee revenues as services are rendered. Certain of our clients have a contractual performance-based fee component in their contracts, which generates additional revenues if we outperform a specified index over a specific period of time. We record revenue for performance-based fees at the end of the measurement period. Since our advance paying clients’ billing periods coincide with the calendar quarter to which such payments relate, revenue is recognized within the quarter, and our Consolidated Financial Statements contain no deferred advisory fee revenues.
Our trust fees are generated by Westwood Trust pursuant to trust or custodial agreements. Trust fees are separately negotiated with each client and are generally based on a percentage of AUM. Westwood Trust also provides trust services to a small number of clients on a fixed fee basis. Trust fees are primarily calculated quarterly in arrears based on a daily average of AUM for the quarter. Since billing periods for most of Westwood Trust's clients coincide with the calendar quarter, revenue is fully recognized within the quarter, and our Consolidated Financial Statements contain no deferred advisory fee revenues.
Our other revenues primarily consist of investment income from seed money investments into new investment strategies.
Employee Compensation and Benefits
Employee compensation and benefits costs generally consist of salaries, sales commissions, incentive compensation, stock-based compensation expense and benefits.
Sales and Marketing
19


Sales and marketing costs relate to our marketing efforts, including travel and entertainment, direct marketing and advertising costs.
Westwood Mutual Funds
Expenses for Westwood mutual funds relate to our marketing, distribution and administration of the Westwood Funds®.
Information Technology
Information technology expenses include costs associated with proprietary investment research tools, maintenance and support, computing hardware, software licenses, telecommunications and other related costs.
Professional Services
Professional services expenses generally consist of costs associated with sub-advisory fees, audit, legal and other professional services.
General and Administrative
General and administrative expenses generally consist of costs associated with the lease of office space, amortization, depreciation, insurance, custody expense, Directors' fees, investor relations, licenses and fees, office supplies and other miscellaneous expenses.
(Gain) loss from change in fair value of contingent consideration
(Gain) loss from change in fair value of contingent consideration consists of fair value adjustments related to contingent consideration from our 2022 acquisition of Salient.
Acquisition expenses
Acquisition expenses consist of costs related to the Salient Acquisition.
Net Change in Unrealized Appreciation (Depreciation) on Private Investments
Net change in unrealized appreciation (depreciation) on private investments includes changes in the value of our private equity investments.
Net Investment Income
Net investment income primarily includes interest and dividend income on fixed income securities and money market funds.
Other Income
Other income primarily consists of income from the sublease of a portion of our corporate offices and the receipt of life insurance proceeds.
Firm-wide Assets Under Management
Firm-wide assets under management of $16.8 billion at June 30, 2024 consisted of $15.8 billion of AUM and $1.0 billion of AUA.
AUM increased $0.8 billion to $15.8 billion at June 30, 2024 compared with $15.0 billion at June 30, 2023. The average of beginning and ending AUM for the second quarter of 2024 was $16.0 billion compared to $14.9 billion for the second quarter of 2023.
The following table displays AUM as of June 30, 2024 and 2023 (in millions):
As of June 30,
20242023Change
Institutional(1)
$7,649 $6,969 10 %
Wealth Management(2)
4,184 3,851 
Mutual Funds(3)
3,943 4,169 (5)
Total AUM(4)
$15,776 $14,989 %

20


(1)Institutional includes (i) separate accounts of corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals; (ii) sub-advisory relationships where Westwood provides investment management services for funds offered by other financial institutions; (iii) pooled investment vehicles, including collective investment trusts; and (iv) managed account relationships with brokerage firms and other RIAs that offer Westwood products to their customers.
(2)Wealth Management includes assets for which Westwood Trust provides trust and custodial services and participation in common trust funds that it sponsors to institutions and high net worth individuals pursuant to trust or agency agreements and assets for which Westwood Advisors, L.L.C. provides advisory services to high net worth individuals. Investment sub-advisory services are provided for the common trust funds by Westwood Management and unaffiliated sub-advisors. For certain assets in this category Westwood Trust provides limited custodial services for a minimal or no fee, viewing these assets as potentially converting to fee-generating managed assets in the future.
(3)Mutual Funds include the Westwood Funds®, a family of mutual funds for which Westwood Management serves as advisor. These funds are available to individual investors, institutional investors and wealth management accounts.
(4)AUM excludes $1.0 billion and $1.2 billion of AUA as of June 30, 2024 and 2023, respectively, related to our model portfolios for which we provide investment advice on a fee basis without having investment management authority.
Roll-Forward of Assets Under Management
 
Three Months Ended June 30,Six Months Ended June 30,
(in millions)2024202320242023
Institutional
Beginning of period assets*$7,742 $7,039 $7,215 $6,968 
Inflows277 109 546 239 
Outflows(291)(415)(540)(576)
Net client flows(14)(306)(337)
Market appreciation (depreciation)(79)236 457 338 
Net change(93)(70)463 
End of period assets$7,649 $6,969 $7,678 $6,969 
Wealth Management
Beginning of period assets$4,219 $3,765 $4,140 $3,666 
Inflows72 88 141 178 
Outflows
(142)(146)(281)(276)
Net client flows(70)(58)(140)(98)
Market appreciation (depreciation)35 144 164 283 
Net change(35)86 24 185 
End of period assets$4,184 $3,851 $4,164 $3,851 
Mutual Funds
Beginning of period assets*$4,189 $4,147 $4,104 $4,145 
Inflows147 218 358 522 
Outflows(386)(336)(716)(714)
Net client flows(239)(118)(358)(192)
Market appreciation (depreciation)(7)140 197 216 
Net change(246)22 (161)24 
End of period assets$3,943 $4,169 $3,943 $4,169 
Total AUM
Beginning of period assets$16,150 $14,951 $15,459 $14,779 
Inflows496 415 1,045 939 
Outflows(819)(897)(1,537)(1,566)
Net client flows(323)(482)(492)(627)
Market appreciation (depreciation)(51)520 818 837 
Net change(374)38 326 210 
End of period assets$15,776 $14,989 $15,785 $14,989 
* Certain assets under management acquired from Salient were reclassified from Mutual Funds to Institutional as of December 31, 2022 to be consistent with the classification of existing assets.

21


Three months ended June 30, 2024 compared to the three months ended June 30, 2023
The change in AUM for the three months ended June 30, 2024 was due to net outflows of $0.3 billion.
The change in AUM for the three months ended June 30, 2023 was due to market appreciation of $0.5 billion offset by net outflows of $0.5 billion. Net outflows were primarily related to our Income Opportunity strategy.
Six months ended June 30, 2024 compared to the six months ended June 30, 2023
The $0.3 billion increase in AUM for the six months ended June 30, 2024 was due to market appreciation of $0.8 billion offset by net outflows of $0.5 billion. Net outflows were primarily related to our LargeCap Value strategy.
The $0.2 billion increase in AUM for the six months ended June 30, 2023 was due to market appreciation of $0.8 billion and net outflows of $0.6 billion. Net outflows were primarily related to our Income Opportunity and Quality AllCap strategies.
Roll-Forward of Assets Under Advisement

Three Months Ended June 30,Six Months Ended June 30,
(in millions)2024202320242023
Assets Under Advisement
Beginning of period assets$1,044 $1,180 $1,079 $1,255 
Inflows20 38 51 84 
Outflows(71)(94)(182)(189)
Net client flows(51)(56)(131)(105)
Market appreciation (depreciation)(5)46 40 20 
Net change(56)(10)(91)(85)
End of period assets$988 $1,170 $988 $1,170 
Results of Operations
The following table (dollars in thousands) and discussion of our results of operations are based upon data derived from the Condensed Consolidated Statements of Comprehensive Income (Loss) contained in our Condensed Consolidated Financial Statements and should be read in conjunction with those statements included elsewhere in this report.
22


Three Months EndedSix Months Ended
June 30,June 30,
20242023Change20242023Change
Revenues:
Advisory fees: asset-based$17,139 $16,799 %$33,956 $33,832 — %
Advisory fees: performance-based— — NM— 555 (100)
Trust fees: asset-based5,227 5,024 10,340 10,055 
Other, net322 122 164 1,124 230 389 
Total revenues22,688 21,945 45,420 44,672 
Expenses:
Employee compensation and benefits13,638 13,688 28,349 27,890 
Sales and marketing755 764 (1)1,383 1,504 (8)
Westwood mutual funds855 746 15 1,576 1,478 
Information technology2,350 2,566 (8)4,640 4,949 (6)
Professional services1,450 1,355 2,939 2,884 
General and administrative3,011 3,235 (7)5,912 6,281 (6)
(Gain) loss from change in fair value of contingent consideration4,807 (4,078)(218)1,858 (5,138)(136)
Acquisition expenses— — NM— 209 (100)
Total expenses26,866 18,276 47 46,657 40,057 16 
Net operating income(4,178)3,669 (1,237)4,615 
Net change in unrealized appreciation (depreciation) on private investments— 24 (100)— 24 (100)
Net investment income548 211 160 1,003 383 162 
Other income224 239 (6)409 611 (33)
Income before income taxes(3,406)4,143 175 5,633 
Income tax provision(1,193)1,244 (196)222 2,020 (89)
Net income$(2,213)$2,899 (176)%$(47)$3,613 (101)%
Less: Comprehensive income (loss) attributable to noncontrolling interest30 650 %(100)25 (500)%
Comprehensive income (loss) attributable to Westwood Holdings Group, Inc.$(2,243)$2,895 (177)%$53 $3,588 (99)%
_________________________
NM    Not meaningful
Three months ended June 30, 2024 compared to three months ended June 30, 2023
Total revenues. Total revenues for the three months ended June 30, 2024 were comparable to revenues for the three months ended June 30, 2023.
(Gain) loss from change in fair value of contingent consideration. We recorded a loss of $4.8 million upon the
remeasurement of contingent consideration of the Salient Acquisition primarily due to changes in growth projections following asset appreciation in the quarter and revised asset flow expectations.
Income tax provision. Our effective tax rate differed from the 21% statutory rate for the second quarter of 2024 primarily due to permanent differences between book and tax restricted stock expense based on a decrease in our stock price between the restricted stock grant and vesting dates.
Six months ended June 30, 2024 compared to six months ended June 30, 2023
Total revenues. Total revenues for the six months ended June 30, 2024 were comparable to revenues for the six months ended June 30, 2023.
(Gain) loss from change in fair value of contingent consideration. We recorded a gain of $1.9 million upon the remeasurement of contingent consideration of the 2022 Salient acquisition primarily due to changes in growth projections and revised asset flow expectations.
23


Income tax provision. Our effective tax rate for the six months ended June 30, 2024 differed from the 21% statutory rate for 2024 primarily due to permanent differences between book and tax restricted stock expense based on a decrease in our stock price between the restricted stock grant and vesting dates and the discrete impact of life insurance proceeds received in 2023.
Supplemental Financial Information
As supplemental information, we are providing non-GAAP performance measures that we refer to as Economic Earnings (Loss) and Economic EPS. We provide these measures in addition to, not as a substitute for, comprehensive income (loss) attributable to Westwood Holdings Group, Inc. and earnings (loss) per share, which are reported on a GAAP basis. Our management and Board of Directors review Economic Earnings (Loss) and Economic EPS to evaluate our ongoing performance, allocate resources, and review our dividend policy. We believe that these non-GAAP performance measures, while not substitutes for GAAP comprehensive income (loss) attributable to Westwood Holdings Group, Inc. or earnings (loss) per share, are useful for management and investors when evaluating our underlying operating and financial performance and our available resources. We do not advocate that investors consider these non-GAAP measures without also considering financial information prepared in accordance with GAAP.
We define Economic Earnings (Loss) as comprehensive income (loss) attributable to Westwood Holdings Group, Inc. plus non-cash equity-based compensation expense, amortization of intangible assets and deferred taxes related to goodwill. Although depreciation on fixed assets is a non-cash expense, we do not add it back when calculating Economic Earnings (Loss) because depreciation charges represent an allocation of the decline in the value of the related assets that will ultimately require replacement. Although gains and losses from changes in the fair value of contingent consideration are non-cash, we do not add or subtract those back when calculating Economic Earnings (Loss) because gains and losses on changes in the fair value of contingent consideration are considered regular following an acquisition. In addition, we do not adjust Economic Earnings (Loss) for tax deductions related to restricted stock expense or amortization of intangible assets. Economic EPS represents Economic Earnings (Loss) divided by diluted weighted average shares outstanding.
The following tables (in thousands, except share and per share amounts) provide a reconciliation of comprehensive income (loss) attributable to Westwood Holdings Group, Inc. to Economic Earnings (Loss) and Economic Earnings (Loss) by segment. We have included the tax impact of adjustments for all periods presented.

24


Three Months Ended June 30,ChangeSix Months Ended June 30,
2024202320242023Change
Comprehensive income (loss) attributable to Westwood Holdings Group, Inc.$(2,243)$2,895 (177)%$53 $3,588 (99)%
Stock-based compensation expense1,397 1,624 (14)2,912 3,372 (14)
Intangible amortization1,032 1,042 (1)2,074 2,063 
Tax benefit from goodwill amortization156 125 25 281 250 12 
Tax impacts of adjustments to GAAP comprehensive income (loss)(850)(1,706)(50)(2,816)(3,575)(21)
Economic Earnings (Loss)$(508)$3,980 (113)%$2,504 $5,698 (56)%
Earnings (loss) per share$(0.27)$0.36 (175)%$0.01 $0.45 (98)%
Stock-based compensation expense0.17 0.19 (11)0.35 0.41 (15)
Intangible amortization0.12 0.13 (8)0.24 0.26 (8)
Tax benefit from goodwill amortization0.02 0.02 — 0.03 0.03 — 
Tax impacts of adjustments to GAAP comprehensive income (loss)(0.10)(0.21)(52)(0.33)(0.44)(25)
Economic Earnings (Loss) per share$(0.06)$0.49 (112)%$0.30 $0.71 (58)%
Diluted weighted average shares outstanding8,218,596 8,131,333 8,438,431 8,050,298 
Economic Earnings (Loss) by Segment:
Advisory$4,817 $3,352 44 %$7,940 $5,751 38 %
Trust1,005 828 21 1,498 1,051 43 
Westwood Holdings(6,330)(200)3,065 (6,934)(1,104)528 
Consolidated$(508)$3,980 (113)%$2,504 $5,698 (56)%

Liquidity and Capital Resources
Historically we have funded our operations and cash requirements with cash generated from operating activities. We may also use cash from operations to pay dividends to our stockholders or for deferred contingent consideration payments. We had no debt as of June 30, 2024 and December 31, 2023. The changes in net cash provided by operating activities generally reflect changes in earnings plus the effects of non-cash items and changes in working capital, including liquidation of investments used to cover current liabilities. Changes in working capital, especially accounts receivable and accounts payable, are generally the result of timing differences between collection of fees billed and payment of operating expenses.
We had cash and short-term investments of $44.1 million and $53.1 million as of June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, working capital aggregated $50.5 million and $53.6 million, respectively.
During the six months ended June 30, 2024, cash flow provided by operating activities was $11.7 million, which included net sales of current investments of $11.4 million, partially to pay compensation and benefits payable, and a reduction in compensation and benefits payable of $4.2 million. During the six months ended June 30, 2023, cash flow used in operating activities was $3.9 million, which included net sales of current investments of $7.1 million and a reduction in compensation and benefits payable of $3.3 million.
Cash flow used in investing activities during the six months ended June 30, 2024 was related to the purchase of investments. Cash flow used in investing activities during the six months ended June 30, 2023 was primarily for the Broadmark Acquisition.
Cash flows used in financing activities of $6.8 million for the six months ended June 30, 2024 reflected the payment of dividends, deferred contingent consideration payments, purchases of treasury stock and restricted stock returned for the payment of taxes. Cash flows used in financing activities of $3.9 million for the six months ended June 30, 2023 reflected the payment of dividends and restricted stock returned for the payment of taxes.
25


Westwood Trust is required to maintain cash and investments in an amount equal to the minimum restricted capital of $4.0 million, as required by the Texas Finance Code. Restricted capital is included in Investments in the accompanying Condensed Consolidated Balance Sheets. At June 30, 2024, Westwood Trust had approximately $12.4 million in excess of its minimum capital requirement.
Our future liquidity and capital requirements will depend upon numerous factors, including our results of operations, the timing and magnitude of capital expenditures or strategic initiatives, our dividend policy and other business and risk factors described under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023. We believe that current cash and short-term investment balances plus cash generated from operations will be sufficient to meet both the operating and capital requirements of our ordinary business operations through at least the next twelve months, however there can be no assurance that we will not require additional financing within this time frame. Failure to raise needed capital on attractive terms, if at all, could have a material adverse effect on our business, financial condition and results of operations.
Contractual Obligations
As of June 30, 2024, there have been no material changes outside of the ordinary course of business to our contractual obligations since December 31, 2023. For information regarding our contractual obligations, refer to “Contractual Obligations” in Part II, Item 7. “Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
Critical and Significant Accounting Policies and Estimates
There have been no significant changes in our critical or significant accounting policies and estimates since December 31, 2023. Information with respect to our critical accounting policies and estimates that we believe could have the most significant effect on our reported consolidated results and require difficult, subjective or complex judgment by management is described under “Critical Accounting Policies and Estimates” in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
Accounting Developments
Refer to Note 2 “Summary of Significant Accounting Policies” in our Condensed Consolidated Financial Statements included in Part I, Item 1. “Financial Statements” of this Quarterly Report on Form 10-Q for a description of recently issued accounting guidance.
ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no significant changes in our Quantitative and Qualitative Disclosures about Market Risk from those previously reported in our Annual Report on Form 10-K for the year ended December 31, 2023.
ITEM 4.    CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), (1) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (2) is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, to allow timely decisions regarding required disclosure. An evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on this evaluation, our management, including our Chief Executive Officer and our Chief Financial Officer, concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
26


Changes in Internal Controls over Financial Reporting
During the quarter ended June 30, 2024, there were no changes in our internal controls over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
27


PART II. OTHER INFORMATION
 
ITEM 1.    LEGAL PROCEEDINGS
None.
ITEM 1A.    RISK FACTORS
Our business and future results may be affected by a number of risks and uncertainties that should be considered carefully. In addition, this report also contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of certain factors, including the risks described in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and the risks set forth below.
There have been no material changes to the risk factors previously disclosed in the Form 10-K. You should carefully consider the following risks and the risks included in the Company’s Annual Report on Form 10-K, together with all of the other information in this Quarterly Report on Form 10-Q, including our unaudited condensed consolidated financial statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q. The occurrence of any single risk or any combination of risks could materially and adversely affect our business, financial condition, results of operations, cash flows and the trading price of our common stock.
ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Our share repurchase program has no expiration date and may be discontinued at any time by the Board of Directors. Between April 1, 2024 and June 30, 2024, under the share repurchase program, the Company repurchased 86,346 shares of our common stock at an average price of $12.45 per share, including commissions, for an aggregate purchase price of $1.1 million.
The following table displays information with respect to the treasury shares we purchased during the three months ended June 30, 2024:
Total
number of
shares
purchased
Average
price paid
per share
Total number of shares purchased as part of publicly announced plans or programsMaximum number (or
approximate dollar value)
of shares that may yet be
purchased under the
plans or programs (1)
Repurchase program (1)
$750,000 
April 202420,059 $259,109 $12.92 
May 202441,710 $515,918 $12.37 — 
June 202424,577 $299,739 $12.2 

(1)These purchases relate to the share repurchase program and were authorized in April 2020.
ITEM 3.    DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4.    MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5.    OTHER INFORMATION
During the quarter ended June 30, 2024, none of our directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).

28


ITEM 6.    EXHIBITS
31.1*
31.2*
32.1**
32.2**
101*The following financial information from Westwood Holdings Group, Inc.'s Quarterly Report on Form 10-Q for the period ended June 30, 2024, formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) Condensed Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023; (ii) Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2024 and 2023; (iii) Condensed Consolidated Statements of Stockholders' Equity; (iv) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and 2023; and (v) Notes to the Condensed Consolidated Financial Statements.
104*Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101)
*    Filed herewith.
**    Furnished herewith.

29


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.

 
Dated:July 31, 2024WESTWOOD HOLDINGS GROUP, INC.
By:/s/ Brian O. Casey
Brian O. Casey
Chief Executive Officer
By:/s/ Murray Forbes III
Murray Forbes III
Chief Financial Officer and Treasurer

30

Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO
SECURITIES EXCHANGE ACT RULES 13a-14(a)
I, Brian O. Casey, certify that:

1.I have reviewed this report on Form 10-Q of Westwood Holdings Group, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: July 31, 2024
/s/ Brian O. Casey
Brian O. Casey
Chief Executive Officer
 


Exhibit 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO
SECURITIES EXCHANGE ACT RULES 13a-14(a)
I, Murray Forbes III, certify that:

1.I have reviewed this report on Form 10-Q of Westwood Holdings Group, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.    The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: July 31, 2024
/s/ Murray Forbes III
Murray Forbes III
Chief Financial Officer and Treasurer
 


Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Westwood Holdings Group, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Brian O. Casey, President & Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C.78m or 78o(d)); and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 
Dated: July 31, 2024
/s/ Brian O. Casey
Brian O. Casey
Chief Executive Officer
A signed original of this written statement required by Section 906 has been provided to Westwood Holdings Group, Inc. and will be retained by Westwood Holdings Group, Inc. and furnished to the Securities and Exchange Commission or its staff upon request. The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.



Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Westwood Holdings Group, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Murray Forbes III, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 
Dated: July 31, 2024
/s/ Murray Forbes III
Murray Forbes III
Chief Financial Officer and Treasurer
A signed original of this written statement required by Section 906 has been provided to Westwood Holdings Group, Inc. and will be retained by Westwood Holdings Group, Inc. and furnished to the Securities and Exchange Commission or its staff upon request. The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.


v3.24.2
Document and Entity Information - shares
6 Months Ended
Jun. 30, 2024
Jul. 26, 2023
Document And Entity Information [Abstract]    
Document Transition Report false  
Document Quarterly Report true  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 75-2969997  
Entity Address, Address Line One 200 CRESCENT COURT, SUITE 1200  
Entity Address, State or Province TX  
Title of 12(b) Security Common stock, par value $0.01 per share  
Entity Registrant Name WESTWOOD HOLDINGS GROUP, INC.  
City Area Code 214  
Local Phone Number 756-6900  
Entity Central Index Key 0001165002  
Document Type 10-Q  
Entity File Number 1-31234  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
Amendment Flag false  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Shell Company false  
Current Fiscal Year End Date --12-31  
Entity Common Stock, Shares Outstanding   9,286,533
Entity Emerging Growth Company false  
Trading Symbol WHG  
Security Exchange Name NYSE  
Entity Address, Postal Zip Code 75201  
Entity Small Business true  
Entity Filer Category Non-accelerated Filer  
Entity Address, City or Town DALLAS,  
Document Period End Date Jun. 30, 2024  
v3.24.2
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
Dec. 31, 2024
Jun. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]      
Operating Lease, Liability, Current   $ 1,406,000 $ 1,286,000
Current Assets:      
Cash and cash equivalents   23,770,000 20,422,000
Accounts receivable   14,324,000 14,394,000
Investments, at fair value   20,364,000 32,674,000
Income Taxes Receivable, Current   945,000 205,000
Other current assets   4,506,000 4,543,000
Total current assets   63,909,000 72,238,000
Long-term Investments   8,747,000 7,247,000
Long-term Investments Carried at Fair Value   1,825,000 241,000
Goodwill   39,501,000 39,501,000
Deferred income taxes   773,000 726,000
Operating lease right-of-use assets   3,127,000 3,673,000
Intangible assets, net   22,729,000 24,803,000
Property and equipment, net of accumulated depreciation of $8,180 and $10,078   1,144,000 1,444,000
Other long-term assets   1,041,000 1,010,000
Total assets   147,374,000 155,167,000
Current liabilities:      
Accounts payable and accrued liabilities   5,312,000 6,130,000
Dividends payable   1,394,000 1,692,000
Compensation and benefits payable   5,322,000 9,539,000
Total current liabilities   13,434,000 18,647,000
Accrued dividends   782,000 675,000
Operating Lease, Liability, Noncurrent   2,516,000 3,266,000
Liabilities, Noncurrent $ 13,474,000   14,074,000
Total liabilities   26,908,000 32,721,000
Commitments and contingencies  
Stockholders' Equity:      
Common stock, $0.01 par value, authorized 25,000,000 shares, issued 12,174,073 and 11,856,737, respectively and outstanding 9,293,447 and 9,140,760, respectively   123,000 119,000
Additional paid-in capital   202,064,000 201,622,000
Treasury stock, at cost – 2,880,626 and 2,715,977, respectively   (88,005,000) (85,990,000)
Retained earnings   4,339,000 4,650,000
Total Westwood Holdings Group, Inc. stockholders’ equity   118,521,000 120,401,000
Stockholders' Equity, Total   120,466,000 122,446,000
Total liabilities and stockholders' equity   147,374,000 155,167,000
Equity Method Investments   4,578,000 4,284,000
Total long-term assets   83,465,000 82,929,000
Asset Acquisition, Contingent Consideration, Liability   10,176,000 10,133,000
Members' Equity Attributable to Noncontrolling Interest   $ 1,945,000 $ 2,045,000
v3.24.2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Property and equipment, accumulated depreciation $ 7,144 $ 6,462
Common stock, par value (dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized 25,000,000 25,000,000
Common stock, shares issued 10,314,305 10,182,583
Common stock, shares outstanding 8,906,152 8,904,902
Treasury stock, shares 1,408,152 1,277,681
Long-term Investments Carried at Fair Value $ 1,825 $ 241
v3.24.2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest $ (2,213) $ 2,899 $ (47) $ 3,613
Noncontrolling Interest in Net Income (Loss) Other Noncontrolling Interests, Nonredeemable 30 4 (100) 25
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized 0 0 0 209
Comprehensive Income (Loss), Net of Tax, Attributable to Parent (2,243) 2,895 53 3,588
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest (2,213) 2,899 (47) 3,613
REVENUES:        
Other Revenue, Net 322 122 1,124 230
Total revenues 22,688 21,945 45,420 44,672
EXPENSES:        
Employee compensation and benefits 13,638 13,688 28,349 27,890
Sales and marketing 755 764 1,383 1,504
Westwood mutual funds 855 746 1,576 1,478
Information technology 2,350 2,566 4,640 4,949
Professional services 1,450 1,355 2,939 2,884
General and administrative 3,011 3,235 5,912 6,281
Foreign Currency Transaction Gain (Loss), before Tax 4,807 (4,078) 1,858 (5,138)
Total expenses 26,866 18,276 46,657 40,057
Operating Income (Loss) (4,178) 3,669 (1,237) 4,615
Net change in unrealized appreciation (depreciation) on private investments 0 24 0 24
Gain on sale of operations     1,003 383
Other Income 224 239 409 611
Income before income taxes (3,406) 4,143 175 5,633
Income tax provision (1,193) 1,244 222 2,020
Other comprehensive income (loss):        
Total comprehensive income (loss) $ (2,243) $ 2,895 $ 53 $ 3,588
Earnings per share:        
Basic (dollars per share) $ (0.27) $ 0.36 $ 0.01 $ 0.45
Diluted (dollars per share) $ (0.27) $ 0.36 $ 0.01 $ 0.45
Weighted average shares outstanding:        
Basic (shares) 8,218,596 7,991,228 8,158,812 7,922,954
Diluted (shares) 8,218,596 8,131,333 8,438,431 8,050,298
Investment Income, Investment Expense     $ 548 $ 211
Asset Management [Member]        
Revenue from Contract with Customer, Including Assessed Tax $ 17,139 $ 16,799 33,956 33,832
Investment Performance [Member]        
Revenue from Contract with Customer, Including Assessed Tax 0 0 0 555
Fiduciary and Trust [Member]        
Revenue from Contract with Customer, Including Assessed Tax $ 5,227 $ 5,024 $ 10,340 $ 10,055
v3.24.2
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($)
Total
Common Stock [Member]
Additional Paid-in Capital [Member]
Treasury Stock [Member]
Retained Earnings [Member]
Noncontrolling Interest
BALANCE at Dec. 31, 2022 $ 110,648,000 $ 115,000 $ 199,914,000 $ (85,128,000) $ (4,253,000)  
BALANCE, shares at Dec. 31, 2022   8,881,831,000        
Net Income (Loss) Attributable to Parent 3,588,000          
Issuance of restricted stock, net of forfeitures, shares   368,682,000        
Dividends declared (2,691,000)       (294,000)  
APIC, Share-based Payment Arrangement, Increase for Cost Recognition 3,372,000   3,372,000      
Restricted stock returned for payment of taxes, shares   (67,743,000)        
BALANCE at Jun. 30, 2023 115,099,000 $ 119,000 200,885,000 (85,965,000) (959,000) $ 1,019,000
BALANCE, shares at Jun. 30, 2023   9,182,770,000        
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest 3,613,000          
Net Income (Loss) Attributable to Noncontrolling Interest 25,000       1,015,000  
Noncontrolling Interest, Increase from Business Combination 994,000          
Restricted Stock, Value, Shares Issued Net of Tax Withholdings 837,000     837,000    
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures 0 $ 4,000 (4,000)      
BALANCE at Dec. 31, 2022 110,648,000 $ 115,000 199,914,000 (85,128,000) (4,253,000)  
BALANCE, shares at Dec. 31, 2022   8,881,831,000        
BALANCE at Dec. 31, 2023 $ 120,401,000 $ 119,000 201,622,000 (85,990,000) 4,650,000  
BALANCE, shares at Dec. 31, 2023 8,904,902 9,140,760        
Net Income (Loss) Attributable to Noncontrolling Interest         2,045,000  
BALANCE at Mar. 31, 2023   $ 119,000 200,453,000 (85,965,000) (3,752,000)  
BALANCE, shares at Mar. 31, 2023   9,212,390,000        
Net Income (Loss) Attributable to Parent $ 2,895,000          
Issuance of restricted stock, net of forfeitures, shares   (29,620,000)        
Dividends declared (1,294,000)   (1,192,000)   (102,000)  
APIC, Share-based Payment Arrangement, Increase for Cost Recognition 1,624,000   1,624,000      
BALANCE at Jun. 30, 2023 115,099,000 $ 119,000 200,885,000 (85,965,000) (959,000) 1,019,000
BALANCE, shares at Jun. 30, 2023   9,182,770,000        
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest 2,899,000          
Net Income (Loss) Attributable to Noncontrolling Interest 4,000          
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures   $ 0 0      
BALANCE at Dec. 31, 2023 $ 120,401,000 $ 119,000 201,622,000 (85,990,000) 4,650,000  
BALANCE, shares at Dec. 31, 2023 8,904,902 9,140,760        
BALANCE at Mar. 31, 2024 $ 123,755,000 $ 122,000 201,899,000 (86,930,000) 6,749,000  
BALANCE, shares at Mar. 31, 2024   9,330,762        
Net Income (Loss) Attributable to Noncontrolling Interest         1,915,000  
BALANCE at Dec. 31, 2023 $ 120,401,000 $ 119,000 201,622,000 (85,990,000) 4,650,000  
BALANCE, shares at Dec. 31, 2023 8,904,902 9,140,760        
Net Income (Loss) Attributable to Parent $ 53,000          
Issuance of restricted stock, net of forfeitures, shares   317,336        
Dividends declared (2,830,000)       (364,000)  
APIC, Share-based Payment Arrangement, Increase for Cost Recognition 2,912,000   2,912,000      
Purchases of treasury stock, shares   (86,346)        
Restricted stock returned for payment of taxes, shares   (78,303)        
BALANCE at Jun. 30, 2024 $ 118,521,000 $ 123,000 202,064,000 (88,005,000) 4,339,000 1,945,000
BALANCE, shares at Jun. 30, 2024 8,906,152 9,293,447        
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest $ (47,000)          
Net Income (Loss) Attributable to Noncontrolling Interest (100,000)          
Restricted Stock, Value, Shares Issued Net of Tax Withholdings 940,000     940,000    
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures 0 $ 4,000 (4,000)      
Treasury Stock, Value, Acquired, Cost Method 1,075,000     1,075,000    
BALANCE at Mar. 31, 2024 123,755,000 $ 122,000 201,899,000 (86,930,000) 6,749,000  
BALANCE, shares at Mar. 31, 2024   9,330,762        
Net Income (Loss) Attributable to Parent (2,243,000)          
Issuance of restricted stock, net of forfeitures, shares   49,031        
Dividends declared (1,398,000)   (1,231,000)   (167,000)  
APIC, Share-based Payment Arrangement, Increase for Cost Recognition 1,397,000   1,397,000      
Purchases of treasury stock, shares   (86,346)        
BALANCE at Jun. 30, 2024 $ 118,521,000 $ 123,000 202,064,000 (88,005,000) $ 4,339,000 $ 1,945,000
BALANCE, shares at Jun. 30, 2024 8,906,152 9,293,447        
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest $ (2,213,000)          
Net Income (Loss) Attributable to Noncontrolling Interest 30,000          
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures   $ 1,000 $ (1,000)      
Treasury Stock, Value, Acquired, Cost Method 1,075,000     $ 1,075,000    
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest $ 120,466,000          
v3.24.2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Statement of Stockholders' Equity [Abstract]    
Dividends declared per share (dollars per share) $ 0.15 $ 0.15
v3.24.2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
$ in Thousands
6 Months Ended
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net Income (Loss) Attributable to Parent $ 53 $ 3,588
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:    
Depreciation 326 346
Amortization of intangible assets 2,074 2,063
Net change in unrealized (appreciation) depreciation on investments (1,004) (499)
Stock-based compensation expense 2,912 3,372
Deferred income taxes (47) 228
Non-cash lease expense 546 630
Gain (Loss) on Disposition of Assets 0 69
Change in operating assets and liabilities:    
Net (purchases) sales of trading securities 11,430 (7,083)
Accounts receivable 70 919
Other current assets 2 1,141
Accounts payable and accrued liabilities (814) (796)
Compensation and benefits payable (4,217) (3,345)
Income taxes payable (740) 1,490
Other liabilities (664) (793)
Net Cash Provided by (Used in) Operating Activities 11,685 (3,902)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Purchase of property and equipment (24) (97)
Payments to Acquire Intangible Assets (1,500) 0
Net Cash Provided by (Used in) Investing Activities (1,524) (838)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Purchases of treasury stock (1,075) 0
Restricted stock returned for payment of taxes (940) (837)
Payment for Contingent Consideration Liability, Financing Activities (1,815)  
Cash dividends paid (2,983) (3,053)
Net Cash Provided by (Used in) Financing Activities (6,813) (3,890)
NET CHANGE IN CASH AND CASH EQUIVALENTS 3,348 (8,630)
Cash and cash equivalents, beginning of period 20,422 23,859
Cash and cash equivalents, end of period 23,770 15,229
SUPPLEMENTAL CASH FLOW INFORMATION:    
Cash paid during the period for income taxes 1,008 300
Accrued dividends 2,176 2,065
Long-term Investments 8,747  
Comprehensive Income (Loss), Net of Tax, Attributable to Parent 53 3,588
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability 1,858 (5,138)
Payments to Acquire Businesses, Net of Cash Acquired 0 (741)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest (47) 3,613
RouAssetsAndLeaseLiabilityRemeasurementAdjustment $ 0 $ (119)
v3.24.2
DESCRIPTION OF THE BUSINESS
6 Months Ended
Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
DESCRIPTION OF THE BUSINESS DESCRIPTION OF THE BUSINESS
Westwood Holdings Group, Inc. (“Westwood”, “the Company”, “we”, “us” or “our”) was incorporated under the laws of the State of Delaware on December 12, 2001. Westwood manages investment assets and provides services for its clients through its wholly-owned subsidiaries, Westwood Management Corp., Westwood Advisors, L.L.C. and Salient Advisors, L.P. (referred to hereinafter together as “Westwood Management”), and Westwood Trust.
Westwood Management provides investment advisory services to institutional clients, a family of mutual funds called the Westwood Funds®, other mutual funds, individual investors and clients of Westwood Trust. Westwood Trust provides trust and custodial services and participation in self-sponsored common trust funds (“CTFs”) to institutions and high net worth individuals. Revenue is largely dependent on the total value and composition of assets under management ("AUM") and fluctuations in financial markets and in the composition of AUM impact our revenues and results of operations.
Westwood Management is registered with the Securities and Exchange Commission ("SEC") as an investment adviser under the Investment Advisers Act of 1940. Westwood Trust is chartered and regulated by the Texas Department of Banking.
v3.24.2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Significant Accounting Policies SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Basis of Presentation
The accompanying Condensed Consolidated Financial Statements are unaudited and are presented in accordance with the requirements for quarterly reports on Form 10-Q and consequently do not include all of the information and footnote disclosures required by accounting principles generally accepted in the United States of America ("GAAP"). The Company’s Condensed Consolidated Financial Statements reflect all adjustments (consisting only of normal recurring adjustments) necessary in the opinion of management to present fairly our interim financial position and results of operations and cash flows for the periods presented. The accompanying Condensed Consolidated Financial Statements are presented in accordance with GAAP and the rules and regulations of the SEC.
The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with our Consolidated Financial Statements, and notes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the periods in these Condensed Consolidated Financial Statements are not necessarily indicative of results for any future period. The accompanying Condensed Consolidated Financial Statements include the accounts of Westwood and its subsidiaries. All intercompany accounts and transactions have been eliminated upon consolidation.
v3.24.2
FAIR VALUE MEASUREMENTS
6 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS
ASC 820, Fair Value Measurements, defines fair value, establishes a framework for measuring fair value and requires disclosures regarding certain fair value measurements. ASC 820 establishes a three-tier hierarchy for measuring fair value, as follows:
Level 1 – quoted market prices in active markets for identical assets
Level 2 – inputs other than quoted prices that are directly or indirectly observable
Level 3 – significant unobservable inputs where there is little or no market activity
Our strategic investments in InvestCloud, Vista and Texas Stock Exchange, discussed in Note 6 “Investments,” are excluded from the recurring fair value table shown below because we have elected to apply the measurement alternative for those investments.
The following table summarizes the values of our investments measured at fair value on a recurring basis within the fair value hierarchy as of the dates indicated (in thousands):
Level 1Level 2Level 3
Investments Measured at NAV (1)
Total
As of June 30, 2024:
Investments in trading securities$20,364 $— $— $— $20,364 
Private investment funds— — — 1,825 1,825 
Total assets measured at fair value$20,364 $— $— $1,825 $22,189 
Salient Acquisition contingent consideration— — 10,176 — 10,176 
Total liabilities measured at fair value$— $— $10,176 $— $10,176 
As of December 31, 2023:
Investments in trading securities$32,674 $— $— $— $32,674 
Private investment fund— — — 241 241 
Total assets measured at fair value$32,674 $— $— $241 $32,915 
Salient Acquisition contingent consideration— — 10,133 — 10,133 
Total liabilities measured at fair value$— $— $10,133 $— $10,133 
(1) Comprised of certain investments measured at fair value using NAV as a practical expedient. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented on our Condensed Consolidated Balance Sheets.

Prior to our exchange of Charis shares for shares in Vista in 2023, our investment in Charis was included within Level 3 of the fair value hierarchy as we valued it utilizing inputs not observable in the market. Historically, our investment was measured at fair value on a recurring basis using a market approach based on either a price to tangible book value multiple range determined to be reasonable in the current environment, or on market transactions. On April 3, 2023, Charis was acquired by Vista in a transaction in which the Company exchanged its shares in Charis for shares in Vista.

The following table summarizes the changes in Level 3 investments measured at fair value on a recurring basis for the periods presented (in thousands):
Fair Value using Significant Unobservable Inputs (Level 3)
Three Months Ended June 30, 2023Six Months Ended June 30, 2023
Beginning balance$2,792 $2,792 
Exchange of shares(2,792)(2,792)
Ending balance$— $— 

The following table summarizes the changes in Level 3 liabilities measured at fair value on a recurring basis for the periods presented (in thousands):
Fair Value using Significant Unobservable Inputs (Level 3)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Beginning balance$7,184 $11,841 $10,133 $12,901 
Payments(1,815)— $(1,815)— 
Total (gains) losses included in earnings4,807 (4,078)1,858 (5,138)
Ending balance$10,176 $7,763 $10,176 $7,763 
v3.24.2
GOODWILL AND OTHER INTANGIBLE ASSETS
6 Months Ended
Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND OTHER INTANGIBLE ASSETS GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill
Goodwill represents the excess of the cost of acquired assets over the fair value of the underlying liabilities at the date of acquisition. Goodwill is not amortized but is reviewed for impairment annually, or between annual assessments if a triggering event occurs or circumstances change that would more likely than not result in the fair value of a reporting unit below its carrying amount. We completed our most recent annual goodwill impairment assessment during the third quarter of 2023 and determined that no goodwill impairment related to the Advisory or Trust segment was required. There was no goodwill impairment during the three and six months ended June 30, 2024 or June 30, 2023.
Changes in goodwill were as follows (in thousands):
Trust SegmentAdvisory SegmentTotal
Balance at December 31, 2023$16,401 $23,100 $39,501 
Balance at June 30, 2024$16,401 $23,100 $39,501 
Trust SegmentAdvisory SegmentTotal
Balance at December 31, 2022$16,401 $19,331 $35,732 
Salient Acquisition adjustment1
— (428)(428)
Broadmark Acquisition— 4,197 4,197 
Balance at June 30, 2023$16,401 $23,100 $39,501 
1 Represents subsequent purchase price adjustments for the Salient Acquisition.
Other Intangible Assets
Our intangible assets represent the acquisition date fair value of acquired client relationships, trade names, non-compete agreements and internally developed software and are reflected net of amortization. In valuing these assets, we made significant estimates regarding their useful lives, growth rates and potential attrition. We periodically review intangible assets for events or circumstances that would indicate impairment. No intangible asset impairments were recorded during the three and six months ended June 30, 2024 or June 30, 2023.
v3.24.2
REVENUE (Notes)
6 Months Ended
Jun. 30, 2024
Revenue from Contract with Customer [Abstract]  
Revenue from Contract with Customer, Excluding Assessed Tax REVENUE
Revenue Recognition
Revenues are recognized when the performance obligation (the investment management and advisory or trust services provided to the client) defined by the investment advisory or sub-advisory agreement is satisfied. For each performance obligation, we determine at contract inception whether the revenue satisfies over time or at a point in time. We derive our revenues from investment advisory fees, trust fees and other sources of revenues such as gains and losses from our seed money investments into new investment strategies. The "Other, net” revenues on our Condensed Consolidated Statements of Comprehensive Income (Loss) are the unrealized gains and losses on our seed money investments, and our seed money investments are included in "Investments, at fair value" on our Condensed Consolidated Balance Sheets. Advisory and trust fees are calculated based on a percentage of AUM or AUA, as applicable, and the performance obligation is realized over the current calendar quarter. Once clients receive our investment advisory services, we have an enforceable right to payment.
Advisory Fee Revenues
Our advisory fees are generated by Westwood Management for managing client accounts under investment advisory and sub-advisory agreements. Advisory fees are typically calculated based on a percentage of AUM and AUA and are paid in accordance with the terms of the agreements. Advisory fees are paid quarterly in advance based on AUM on the last day of the preceding quarter, quarterly in arrears based on AUM on the last day of the quarter just ended or are based on a daily or monthly analysis of AUM for the stated period. We recognize advisory fee revenues as services are rendered. Since our advance paying clients' billing periods coincide with the calendar quarter to which such payments relate, revenue is recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred advisory fee revenues. Advisory clients typically consist of institutional and mutual fund accounts.
Institutional investors include separate accounts of (i) corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals; (ii) sub-advisory relationships where Westwood provides investment management services for funds offered by other financial institutions; (iii) pooled investment vehicles, including collective investment trusts; and (iv) managed account relationships with brokerage firms and other registered investment advisors that offer Westwood products to their customers.
Mutual funds include the Westwood Funds®, a family of mutual funds for which Westwood Management serves as advisor. These funds are available to individual investors, as well as offered as part of our suite of investment strategies for institutional investors and wealth management accounts.
Arrangements with Performance-Based Obligations
A limited number of our advisory clients have a contractual performance-based fee component in their contracts, which generates additional revenues if we outperform a specified index over a specific period of time, and a limited number of our mutual fund offerings have fees that generate additional revenues if we outperform specified indices over specific periods of time. Performance-based fees are paid after the performance obligation has been satisfied.
The revenue is based on future market performance and is subject to many factors outside our control. We cannot conclude that a significant reversal in the cumulative amount of revenue recognized will not occur during the measurement period, and therefore the revenue is recorded at the end of the measurement period when the performance obligation has been satisfied.
Trust Fee Revenues
Our trust fees are generated by Westwood Trust pursuant to trust or custodial agreements. Trust fees are separately negotiated with each client and are generally based on a percentage of AUM. Westwood Trust also provides trust services to a small number of clients on a fixed fee basis. The fees for most of our trust clients are calculated quarterly in arrears, based on a daily average of AUM for the quarter, or monthly, based on the month-end value of AUM. Since billing periods for most of Westwood Trust’s clients coincide with the calendar quarter, revenue is fully recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred fee revenues.
Revenue Disaggregated
The following table presents our revenue disaggregated by account type (in thousands).
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Advisory Fees:
Institutional$9,718 $9,443 $19,189 $19,046 
Mutual Funds6,856 7,093 13,767 14,279 
Wealth Management565 263 1,000 507 
Performance-based— — — 555 
Trust Fees5,227 5,024 10,340 10,055 
Other, net322 122 1,124 230 
Total revenues$22,688 $21,945 $45,420 $44,672 

We have clients in various locations around the world. The following table presents our revenue disaggregated by our clients' geographical locations (in thousands):
Three Months Ended June 30, 2024AdvisoryTrustOtherTotal
Canada$260 $— $— $260 
United States16,879 5,227 322 22,428 
Total$17,139 $5,227 $322 $22,688 
Three Months Ended June 30, 2023AdvisoryTrustOtherTotal
Canada$276 $— $— $276 
United States16,523 5,024 122 21,669 
Total$16,799 $5,024 $122 $21,945 
v3.24.2
INCOME TAXES (Notes)
6 Months Ended
Jun. 30, 2024
Income Tax Disclosure [Abstract]  
Income Tax Disclosure [Text Block] INCOME TAXES
Our effective income tax rate differed from the 21% statutory rate for the three and six months ended June 30, 2024 and 2023 due to permanent differences between book and tax restricted stock expense based on a decrease in our stock price between the restricted stock grant and vesting dates.
v3.24.2
RELATED PARTY TRANSACTIONS
6 Months Ended
Jun. 30, 2024
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS RELATED PARTY TRANSACTIONS
The Company engages in transactions with its affiliates in the ordinary course of business. Westwood Management provides investment advisory services to the Westwood Funds®. Under the terms of the investment advisory agreements, the Company earns quarterly fees paid by clients of the fund or by the funds directly. The fees are based on negotiated fee schedules applied to AUM. For the three and six months ended June 30, 2024 and June 30, 2023, the Company earned immaterial fees from the affiliated funds.
v3.24.2
SEGMENT REPORTING
6 Months Ended
Jun. 30, 2024
Segment Reporting [Abstract]  
SEGMENT REPORTING SEGMENT REPORTING
We operate two segments: Advisory and Trust. These segments are managed separately based on the types of products and services offered and their related client bases. The Company’s segment information is prepared on the same basis that management uses to review the financial information for operational decision-making purposes.
The Company's Chief Operating Decision Maker, our Chief Executive Officer, evaluates the performance of our segments based primarily on fee revenues.
Westwood Holdings Group, Inc., the parent company of Advisory and Trust, does not have revenues and is the entity in which we record typical holding company expenses including employee compensation and benefits for holding company employees, directors’ fees and investor relations costs. All segment accounting policies are the same as those described in the summary of significant accounting policies. Intersegment balances that eliminate in consolidation have been applied to the appropriate segment.
Advisory
Our Advisory segment provides investment advisory services to (i) corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals, (ii) sub-advisory relationships where Westwood provides investment management services to the Westwood Funds®, funds offered by other financial institutions and funds offered by our Trust segment and (iii) pooled investment vehicles, including collective investment trusts. Salient and Westwood Management, which provide investment advisory services to similar clients, are included in our Advisory segment.
Trust
Westwood Trust provides trust and custodial services and participation in common trust funds that it sponsors to institutions and high net worth individuals. Westwood Trust is included in our Trust segment.
(in thousands)AdvisoryTrustWestwood
Holdings
EliminationsConsolidated
Three Months Ended June 30, 2024
Net fee revenues from external sources$17,139 $5,227 $— $— $22,366 
Net intersegment revenues$1,448 $55 $— $(1,503)$— 
Other, net$322 $— $— $— $322 
Total revenues$18,909 $5,282 $— $(1,503)$22,688 
Segment assets$286,921 $46,553 $13,465 $(199,565)$147,374 
Segment goodwill$23,100 $16,401 $— $— $39,501 
Segment equity-method investments$4,578 $— $— $— $4,578 
Segment expenditures for long-lived assets$$$22 $— $24 
Three Months Ended June 30, 2023
Net fee revenues from external sources$16,799 $5,024 $— $— $21,823 
Net intersegment revenues$1,587 $77 $— $(1,664)$— 
Other, net$122 $— $— $— $122 
Total revenues$18,508 $5,101 $— $(1,664)$21,945 
Segment assets$268,184 $44,412 $14,831 $(185,322)$142,105 
Segment goodwill$23,100 $16,401 $— $— $39,501 
Segment equity-method investments$4,180 $— $— $— $4,180 
Segment expenditures for long-lived assets$31 $14 $52 $— $97 
v3.24.2
SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2024
Subsequent Event [Line Items]  
SUBSEQUENT EVENTS SUBSEQUENT EVENTS
v3.24.2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Restricted Stock Subject Only To A Service Condition Policy [Text Block]
Restricted Stock Subject Only to a Service Condition
We calculate compensation cost for restricted stock grants by using the fair market value of our common stock at the date of grant, the number of shares issued and an adjustment for restrictions on dividends. This compensation cost is amortized on a straight-line basis over the applicable vesting period, with adjustments for forfeitures recorded as they occur.
Restricted Stock Subject To Service And Performance Conditions Policy [Text Block]
Restricted Stock Subject to Service and Performance Conditions
Under the Plan, certain key employees were provided agreements for grants of restricted shares that vest over multiple year periods subject to achieving annual performance goals established by the Compensation Committee of Westwood’s Board of Directors. Each year the Compensation Committee establishes specific goals for that year’s vesting of the restricted shares. The date that the Compensation Committee establishes annual goals is considered to be the grant date and the fair value measurement date to determine expense on the shares that are likely to vest. The vesting period ends when the Compensation Committee formally approves the performance-based restricted stock vesting based on the specific performance goals from the Company’s audited consolidated financial statements. If a portion of the performance-based restricted shares does not vest, no compensation expense is recognized for that portion and any previously recognized compensation expense related to shares that do not vest is reversed.
Revenue [Policy Text Block]
Revenue Recognition
Revenues are recognized when the performance obligation (the investment management and advisory or trust services provided to the client) defined by the investment advisory or sub-advisory agreement is satisfied. For each performance obligation, we determine at contract inception whether the revenue satisfies over time or at a point in time. We derive our revenues from investment advisory fees, trust fees and other sources of revenues such as gains and losses from our seed money investments into new investment strategies. The "Other, net” revenues on our Condensed Consolidated Statements of Comprehensive Income (Loss) are the unrealized gains and losses on our seed money investments, and our seed money investments are included in "Investments, at fair value" on our Condensed Consolidated Balance Sheets. Advisory and trust fees are calculated based on a percentage of AUM or AUA, as applicable, and the performance obligation is realized over the current calendar quarter. Once clients receive our investment advisory services, we have an enforceable right to payment.
Advisory Fee Revenues
Our advisory fees are generated by Westwood Management for managing client accounts under investment advisory and sub-advisory agreements. Advisory fees are typically calculated based on a percentage of AUM and AUA and are paid in accordance with the terms of the agreements. Advisory fees are paid quarterly in advance based on AUM on the last day of the preceding quarter, quarterly in arrears based on AUM on the last day of the quarter just ended or are based on a daily or monthly analysis of AUM for the stated period. We recognize advisory fee revenues as services are rendered. Since our advance paying clients' billing periods coincide with the calendar quarter to which such payments relate, revenue is recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred advisory fee revenues. Advisory clients typically consist of institutional and mutual fund accounts.
Institutional investors include separate accounts of (i) corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals; (ii) sub-advisory relationships where Westwood provides investment management services for funds offered by other financial institutions; (iii) pooled investment vehicles, including collective investment trusts; and (iv) managed account relationships with brokerage firms and other registered investment advisors that offer Westwood products to their customers.
Mutual funds include the Westwood Funds®, a family of mutual funds for which Westwood Management serves as advisor. These funds are available to individual investors, as well as offered as part of our suite of investment strategies for institutional investors and wealth management accounts.
Arrangements with Performance-Based Obligations
A limited number of our advisory clients have a contractual performance-based fee component in their contracts, which generates additional revenues if we outperform a specified index over a specific period of time, and a limited number of our mutual fund offerings have fees that generate additional revenues if we outperform specified indices over specific periods of time. Performance-based fees are paid after the performance obligation has been satisfied.
The revenue is based on future market performance and is subject to many factors outside our control. We cannot conclude that a significant reversal in the cumulative amount of revenue recognized will not occur during the measurement period, and therefore the revenue is recorded at the end of the measurement period when the performance obligation has been satisfied.
Trust Fee Revenues
Our trust fees are generated by Westwood Trust pursuant to trust or custodial agreements. Trust fees are separately negotiated with each client and are generally based on a percentage of AUM. Westwood Trust also provides trust services to a small number of clients on a fixed fee basis. The fees for most of our trust clients are calculated quarterly in arrears, based on a daily average of AUM for the quarter, or monthly, based on the month-end value of AUM. Since billing periods for most of Westwood Trust’s clients coincide with the calendar quarter, revenue is fully recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred fee revenues.
Basis of Presentation Basis of Presentation
The accompanying Condensed Consolidated Financial Statements are unaudited and are presented in accordance with the requirements for quarterly reports on Form 10-Q and consequently do not include all of the information and footnote disclosures required by accounting principles generally accepted in the United States of America ("GAAP"). The Company’s Condensed Consolidated Financial Statements reflect all adjustments (consisting only of normal recurring adjustments) necessary in the opinion of management to present fairly our interim financial position and results of operations and cash flows for the periods presented. The accompanying Condensed Consolidated Financial Statements are presented in accordance with GAAP and the rules and regulations of the SEC.
The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with our Consolidated Financial Statements, and notes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the periods in these Condensed Consolidated Financial Statements are not necessarily indicative of results for any future period. The accompanying Condensed Consolidated Financial Statements include the accounts of Westwood and its subsidiaries. All intercompany accounts and transactions have been eliminated upon consolidation.
v3.24.2
EARNINGS PER SHARE Policies (Policies)
6 Months Ended
Jun. 30, 2024
Earnings Per Share [Abstract]  
Earnings Per Share, Policy [Policy Text Block] Basic earnings (loss) per common share is computed by dividing comprehensive income (loss) attributable to Westwood Holdings Group, Inc. by the weighted average number of shares outstanding for the applicable period. Diluted earnings (loss) per share is computed based on the weighted average number of shares outstanding plus the effect of any dilutive shares of restricted stock granted to employees and non-employee directors.
v3.24.2
REVENUE Policies (Policies)
6 Months Ended
Jun. 30, 2024
Revenue from Contract with Customer [Abstract]  
Revenue [Policy Text Block]
Revenue Recognition
Revenues are recognized when the performance obligation (the investment management and advisory or trust services provided to the client) defined by the investment advisory or sub-advisory agreement is satisfied. For each performance obligation, we determine at contract inception whether the revenue satisfies over time or at a point in time. We derive our revenues from investment advisory fees, trust fees and other sources of revenues such as gains and losses from our seed money investments into new investment strategies. The "Other, net” revenues on our Condensed Consolidated Statements of Comprehensive Income (Loss) are the unrealized gains and losses on our seed money investments, and our seed money investments are included in "Investments, at fair value" on our Condensed Consolidated Balance Sheets. Advisory and trust fees are calculated based on a percentage of AUM or AUA, as applicable, and the performance obligation is realized over the current calendar quarter. Once clients receive our investment advisory services, we have an enforceable right to payment.
Advisory Fee Revenues
Our advisory fees are generated by Westwood Management for managing client accounts under investment advisory and sub-advisory agreements. Advisory fees are typically calculated based on a percentage of AUM and AUA and are paid in accordance with the terms of the agreements. Advisory fees are paid quarterly in advance based on AUM on the last day of the preceding quarter, quarterly in arrears based on AUM on the last day of the quarter just ended or are based on a daily or monthly analysis of AUM for the stated period. We recognize advisory fee revenues as services are rendered. Since our advance paying clients' billing periods coincide with the calendar quarter to which such payments relate, revenue is recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred advisory fee revenues. Advisory clients typically consist of institutional and mutual fund accounts.
Institutional investors include separate accounts of (i) corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals; (ii) sub-advisory relationships where Westwood provides investment management services for funds offered by other financial institutions; (iii) pooled investment vehicles, including collective investment trusts; and (iv) managed account relationships with brokerage firms and other registered investment advisors that offer Westwood products to their customers.
Mutual funds include the Westwood Funds®, a family of mutual funds for which Westwood Management serves as advisor. These funds are available to individual investors, as well as offered as part of our suite of investment strategies for institutional investors and wealth management accounts.
Arrangements with Performance-Based Obligations
A limited number of our advisory clients have a contractual performance-based fee component in their contracts, which generates additional revenues if we outperform a specified index over a specific period of time, and a limited number of our mutual fund offerings have fees that generate additional revenues if we outperform specified indices over specific periods of time. Performance-based fees are paid after the performance obligation has been satisfied.
The revenue is based on future market performance and is subject to many factors outside our control. We cannot conclude that a significant reversal in the cumulative amount of revenue recognized will not occur during the measurement period, and therefore the revenue is recorded at the end of the measurement period when the performance obligation has been satisfied.
Trust Fee Revenues
Our trust fees are generated by Westwood Trust pursuant to trust or custodial agreements. Trust fees are separately negotiated with each client and are generally based on a percentage of AUM. Westwood Trust also provides trust services to a small number of clients on a fixed fee basis. The fees for most of our trust clients are calculated quarterly in arrears, based on a daily average of AUM for the quarter, or monthly, based on the month-end value of AUM. Since billing periods for most of Westwood Trust’s clients coincide with the calendar quarter, revenue is fully recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred fee revenues.
v3.24.2
EARNINGS PER SHARE (Tables)
6 Months Ended
Jun. 30, 2024
Earnings Per Share [Abstract]  
Computation of Basic and Diluted Earnings Per Share
The following table sets forth the computation of basic and diluted earnings (loss) per share (in thousands, except per share and share amounts):
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Comprehensive income (loss) attributable to Westwood Holdings Group, Inc.$(2,243)$2,895 $53 $3,588 
Weighted average shares outstanding - basic8,218,596 7,991,228 8,158,812 7,922,954 
Dilutive potential shares from unvested restricted shares— 140,105 279,619 127,344 
Weighted average shares outstanding - diluted8,218,596 8,131,333 8,438,431 8,050,298 
Earnings (loss) per share:
Basic$(0.27)$0.36 $0.01 $0.45 
Diluted$(0.27)$0.36 $0.01 $0.45 
v3.24.2
INVESTMENTS (Tables)
6 Months Ended
Jun. 30, 2024
Investments, Debt and Equity Securities [Abstract]  
Investment Balances
Investments carried at fair value are presented in the table below (in thousands):
CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair
Value
June 30, 2024:
U.S. Government securities$12,653 $233 $(66)$12,820 
Money market funds4,293 138 — 4,431 
Equity funds1,507 265 (123)1,649 
Exchange-traded funds1,200 — — 1,200 
Equities169 57 (108)118 
Exchange-traded bond funds149 — (3)146 
Total trading securities19,971 693 (300)20,364 
Private investment funds1,450 399 (24)1,825 
Total investments carried at fair value$21,421 $1,092 $(324)$22,189 
December 31, 2023:
U.S. Government securities$22,522 $14 $(75)$22,461 
Money market funds5,367 111 — 5,478 
Equity funds4,295 195 (260)4,230 
Equities381 — (24)357 
Exchange-traded bond funds152 — (4)148 
Total trading securities32,717 320 (363)32,674 
Private investment fund265 (31)241 
Total investments carried at fair value$32,982 $327 $(394)$32,915 
v3.24.2
FAIR VALUE MEASUREMENTS (Tables)
6 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Table Text Block]
The following table summarizes the values of our investments measured at fair value on a recurring basis within the fair value hierarchy as of the dates indicated (in thousands):
Level 1Level 2Level 3
Investments Measured at NAV (1)
Total
As of June 30, 2024:
Investments in trading securities$20,364 $— $— $— $20,364 
Private investment funds— — — 1,825 1,825 
Total assets measured at fair value$20,364 $— $— $1,825 $22,189 
Salient Acquisition contingent consideration— — 10,176 — 10,176 
Total liabilities measured at fair value$— $— $10,176 $— $10,176 
As of December 31, 2023:
Investments in trading securities$32,674 $— $— $— $32,674 
Private investment fund— — — 241 241 
Total assets measured at fair value$32,674 $— $— $241 $32,915 
Salient Acquisition contingent consideration— — 10,133 — 10,133 
Total liabilities measured at fair value$— $— $10,133 $— $10,133 
(1) Comprised of certain investments measured at fair value using NAV as a practical expedient. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented on our Condensed Consolidated Balance Sheets.
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]
Fair Value using Significant Unobservable Inputs (Level 3)
Three Months Ended June 30, 2023Six Months Ended June 30, 2023
Beginning balance$2,792 $2,792 
Exchange of shares(2,792)(2,792)
Ending balance$— $— 

The following table summarizes the changes in Level 3 liabilities measured at fair value on a recurring basis for the periods presented (in thousands):
Fair Value using Significant Unobservable Inputs (Level 3)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Beginning balance$7,184 $11,841 $10,133 $12,901 
Payments(1,815)— $(1,815)— 
Total (gains) losses included in earnings4,807 (4,078)1,858 (5,138)
Ending balance$10,176 $7,763 $10,176 $7,763 
v3.24.2
VARIABLE INTEREST ENTITIES (Tables)
6 Months Ended
Jun. 30, 2024
Variable Interest Entities [Abstract]  
Variable Interest Entities
The following table displays the AUM and the risk of loss in each vehicle (in millions):
As of June 30, 2024
Assets
Under
Management
Corporate
Investment
Amount at Risk
VIEs/VOEs:
Westwood Funds®$3,943 
Common Trust Funds696 
Private Funds83 0.2 0.2 
Private Equity— 7.8 7.8 
All other assets:
Wealth Management3,467 
Institutional7,587 
Total Assets Under Management$15,776 
v3.24.2
REVENUE Table (Tables)
6 Months Ended
Jun. 30, 2024
Disaggregation of Revenue [Abstract]  
Disaggregation of Revenue [Table Text Block]
The following table presents our revenue disaggregated by account type (in thousands).
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Advisory Fees:
Institutional$9,718 $9,443 $19,189 $19,046 
Mutual Funds6,856 7,093 13,767 14,279 
Wealth Management565 263 1,000 507 
Performance-based— — — 555 
Trust Fees5,227 5,024 10,340 10,055 
Other, net322 122 1,124 230 
Total revenues$22,688 $21,945 $45,420 $44,672 
Revenue Disaggregation by Geographic Location [Table Text Block] The following table presents our revenue disaggregated by our clients' geographical locations (in thousands):
Three Months Ended June 30, 2024AdvisoryTrustOtherTotal
Canada$260 $— $— $260 
United States16,879 5,227 322 22,428 
Total$17,139 $5,227 $322 $22,688 
Three Months Ended June 30, 2023AdvisoryTrustOtherTotal
Canada$276 $— $— $276 
United States16,523 5,024 122 21,669 
Total$16,799 $5,024 $122 $21,945 
v3.24.2
LONG-TERM INCENTIVE COMPENSATION (Tables)
6 Months Ended
Jun. 30, 2024
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Restricted Stock Subject Only To A Service Condition Policy [Text Block]
Restricted Stock Subject Only to a Service Condition
We calculate compensation cost for restricted stock grants by using the fair market value of our common stock at the date of grant, the number of shares issued and an adjustment for restrictions on dividends. This compensation cost is amortized on a straight-line basis over the applicable vesting period, with adjustments for forfeitures recorded as they occur.
Total Expense Recorded for Stock Based Compensation
The following table presents the total stock-based compensation expense recorded for stock-based compensation arrangements for the periods indicated (in thousands):
Three Months Ended June 30,
20242023
Service condition stock-based compensation expense$1,283 
Performance condition stock-based compensation expense97 
Stock-based compensation expense under the Plan— 1,380 
Canadian Plan stock-based compensation expense— — 
Total stock-based compensation expense$— $1,380 
Restricted Stock Subject To Service And Performance Conditions Policy [Text Block]
Restricted Stock Subject to Service and Performance Conditions
Under the Plan, certain key employees were provided agreements for grants of restricted shares that vest over multiple year periods subject to achieving annual performance goals established by the Compensation Committee of Westwood’s Board of Directors. Each year the Compensation Committee establishes specific goals for that year’s vesting of the restricted shares. The date that the Compensation Committee establishes annual goals is considered to be the grant date and the fair value measurement date to determine expense on the shares that are likely to vest. The vesting period ends when the Compensation Committee formally approves the performance-based restricted stock vesting based on the specific performance goals from the Company’s audited consolidated financial statements. If a portion of the performance-based restricted shares does not vest, no compensation expense is recognized for that portion and any previously recognized compensation expense related to shares that do not vest is reversed.
Restricted Stock Subject Only to a Service Condition  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Status and Changes in Restricted Stock Grants that Subject to Service Condition
The following table details the status and changes in our restricted stock grants subject only to a service condition for the six months ended June 30, 2024:
SharesWeighted Average
Grant Date Fair Value
Non-vested, January 1, 2020396,598 $48.31 
Granted262,373 $27.39 
Vested(140,974)$53.06 
Forfeited(26,372)$39.72 
Non-vested, June 30, 2024
491,625 $36.25 
Restricted Shares Subject to Service and Performance Conditions  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Status and Changes in Restricted Stock Grants that Subject to Service Condition
The following table details the status and changes in our restricted stock grants subject to service and performance conditions for the six months ended June 30, 2024:
SharesWeighted Average
Grant Date Fair Value
Non-vested, January 1, 202080,975 $49.73 
Vested(35,275)$55.11 
Non-vested, June 30, 2024
45,700 $45.58 
v3.24.2
SEGMENT REPORTING (Tables)
6 Months Ended
Jun. 30, 2024
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment [Table Text Block]
(in thousands)AdvisoryTrustWestwood
Holdings
EliminationsConsolidated
Three Months Ended June 30, 2024
Net fee revenues from external sources$17,139 $5,227 $— $— $22,366 
Net intersegment revenues$1,448 $55 $— $(1,503)$— 
Other, net$322 $— $— $— $322 
Total revenues$18,909 $5,282 $— $(1,503)$22,688 
Segment assets$286,921 $46,553 $13,465 $(199,565)$147,374 
Segment goodwill$23,100 $16,401 $— $— $39,501 
Segment equity-method investments$4,578 $— $— $— $4,578 
Segment expenditures for long-lived assets$$$22 $— $24 
Three Months Ended June 30, 2023
Net fee revenues from external sources$16,799 $5,024 $— $— $21,823 
Net intersegment revenues$1,587 $77 $— $(1,664)$— 
Other, net$122 $— $— $— $122 
Total revenues$18,508 $5,101 $— $(1,664)$21,945 
Segment assets$268,184 $44,412 $14,831 $(185,322)$142,105 
Segment goodwill$23,100 $16,401 $— $— $39,501 
Segment equity-method investments$4,180 $— $— $— $4,180 
Segment expenditures for long-lived assets$31 $14 $52 $— $97 
v3.24.2
DESCRIPTION OF THE BUSINESS (Details) - USD ($)
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2024
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]        
Gain (Loss) on Disposition of Assets $ 0 $ 69,000    
Payments to Acquire Businesses, Net of Cash Acquired 0 $ (741,000)    
Business Combination, Consideration Transferred 1,168,000      
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage     32.00%  
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value 0.48      
Other Noncontrolling Interests     $ 0.32  
Asset Acquisition, Consideration Transferred 1,200,000      
Subsidiary, Ownership Percentage, Noncontrolling Owner     80.00%  
Business Combination, Step Acquisition, Equity Interest in Acquiree, Including Subsequent Acquisition, Percentage     80.00%  
Business Combination Consideration Transferred - Broadmark 1,200,000      
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value       $ 2,400,000
Business Combination Consideration Transferred Gross- Broadmark $ 1,600,000      
Nonredeemable Noncontrolling Interest     $ 1,000,000  
v3.24.2
EARNINGS PER SHARE (Details Textual) - shares
shares in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Restricted Stock        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Anti-dilutive restricted shares 6 106 13 108
v3.24.2
EARNINGS PER SHARE (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Computation of Basic and Diluted Shares        
Net Income (Loss) Attributable to Parent $ (2,243) $ 2,895 $ 53 $ 3,588
Weighted average shares outstanding - basic (shares) 8,218,596 7,991,228 8,158,812 7,922,954
Dilutive potential shares from unvested restricted shares (shares) 0 140,105 279,619 127,344
Weighted average shares outstanding - diluted (shares) 8,218,596 8,131,333 8,438,431 8,050,298
Earnings per share:        
Basic (dollars per share) $ (0.27) $ 0.36 $ 0.01 $ 0.45
Diluted (dollars per share) $ (0.27) $ 0.36 $ 0.01 $ 0.45
Comprehensive Income (Loss), Net of Tax, Attributable to Parent $ (2,243) $ 2,895 $ 53 $ 3,588
v3.24.2
INVESTMENTS (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Net change in unrealized appreciation (depreciation) on private investments $ 0 $ 24 $ 0 $ 24  
Cost Method Investments 4,400   4,400    
Cost 19,971   19,971   $ 32,717
Gross Unrealized Gains   320 693    
Debt Securities, Trading, Unrealized Loss   (363) (300)    
Investments in trading securities 20,364   20,364   32,674
Cost 21,421   21,421   32,982
Gross Unrealized Gains   327 1,092    
Debt Securities, Trading, and Equity Securities, Unrealized Loss   (394) (324)    
Estimated Fair Value 22,189   22,189   32,915
Long-term Investments 8,747   8,747   7,247
Long-term Investments Carried at Fair Value 1,825   1,825   241
Long-term Investments Carried at Fair Value using NAV 300   300    
Equity Method Investments $ 4,578 4,180 $ 4,578 $ 4,180 $ 4,284
Zarvona Energy Fund GP , L.P .          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Equity Method Investment, Ownership Percentage 50.00%   50.00%   50.00%
Equity Method Investments $ 3,859   $ 3,859   $ 3,565
Zarvona Energy Fund II-A, L.P .          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Equity Method Investment, Ownership Percentage 0.50%   0.50%   0.50%
Equity Method Investments $ 700   $ 700   $ 700
Salient MLP Total Return Fund, L.P. [Domain]          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Equity Method Investment, Ownership Percentage 0.00%   0.00%   0.00%
Equity Method Investments $ 11   $ 11   $ 11
Salient MLP Total Return TE Fund, L.P.          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Equity Method Investment, Ownership Percentage 0.20%   0.20%   0.20%
Equity Method Investments $ 8   $ 8   $ 8
Total          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Equity Method Investments 4,578   4,578   4,284
U.S. Government securities          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Cost 12,653   12,653   22,522
Gross Unrealized Gains   14 233    
Debt Securities, Trading, Unrealized Loss   (75) (66)    
Investments in trading securities 12,820   12,820   22,461
Money market funds          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Cost 4,293   4,293   5,367
Gross Unrealized Gains   111 138    
Debt Securities, Trading, Unrealized Loss   0 0    
Investments in trading securities 4,431   4,431   5,478
Equity funds          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Cost 1,507   1,507   4,295
Gross Unrealized Gains   195 265    
Debt Securities, Trading, Unrealized Loss   (260) (123)    
Investments in trading securities 1,649   1,649   4,230
Equity Securities          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Cost 169   169   381
Gross Unrealized Gains   0 57    
Debt Securities, Trading, Unrealized Loss   (24) (108)    
Investments in trading securities 118   118   357
us-gaap_EquitySecuritiesMember [Member]          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Cost 149   149   152
Gross Unrealized Gains   0 0    
Debt Securities, Trading, Unrealized Loss   (4) (3)    
Investments in trading securities 146   146   148
Private investment funds          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Cost 1,450   1,450   265
Gross Unrealized Gains   7 399    
Equity Securities, FV-NI, Unrealized Loss   $ (31) (24)    
Estimated Fair Value 1,825   1,825   $ 241
Exchange Traded Funds          
Equity Securities, FV-NI, Gain (Loss) [Abstract]          
Cost 1,200   1,200    
Gross Unrealized Gains     0    
Debt Securities, Trading, Unrealized Loss     0    
Investments in trading securities $ 1,200   $ 1,200    
v3.24.2
INVESTMENTS (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2024
Dec. 31, 2023
Schedule of Investments [Line Items]            
Long-term Investments $ 8,747   $ 8,747     $ 7,247
Estimated Fair Value 22,189   22,189     32,915
Cost 19,971   19,971     32,717
Cost Method Investments 4,400   4,400      
Long-term Investments Carried at Fair Value using NAV 300   300      
Carrying value - private investment         $ 4,400  
Investment carrying value - Vista         $ 2,800  
Carrying value - private investment, Tx Stock Exchange 1,500   1,500      
Carrying value - private investment funds 1,000   1,000      
Net change in unrealized appreciation (depreciation) on private investments 0 $ 24 0 $ 24    
us-gaap_EquitySecuritiesMember [Member]            
Schedule of Investments [Line Items]            
Cost $ 149   $ 149     $ 152
v3.24.2
FAIR VALUE MEASUREMENTS (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Mar. 31, 2024
Dec. 31, 2023
Mar. 31, 2023
Dec. 31, 2022
Investments in securities:                
Investments in trading securities $ 20,364,000   $ 20,364,000     $ 32,674,000    
Total assets measured at fair value 22,189,000   22,189,000     32,915,000    
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]                
Beginning balance   $ 2,792,000   $ 2,792,000        
Ending balance   0   0        
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Sales   (2,792,000)   (2,792,000)        
Fair Value Inputs [Abstract] (Deprecated 2018-01-31)                
Long-term Investments 8,747,000   8,747,000     7,247,000    
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value 10,176,000 7,763,000 10,176,000 7,763,000 $ 7,184,000 10,133,000 $ 11,841,000 $ 12,901,000
Payment for Contingent Consideration Liability, Financing Activities (1,815,000)   (1,815,000)          
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings $ 4,807,000 $ (4,078,000) $ 1,858,000 $ (5,138,000)        
Unobservable input - revenue retention discount rate - maximum true true true true        
Unobservable input - revenue retention discount rate - weighted average true true true true        
Unobservable input - revenue retention discount rate - minimum true true true true        
Unobservable input - revenue retention volatility - weighted average true true true true        
Unobservable input - revenue retention volatility - maximum true true true true        
Unobservable input - revenue retention volatility - minimum true true true true        
Unobservable input - growth discount rate - weighted average true true true true        
Unobservable input - growth discount rate - maximum true true true true        
Unobservable input - growth discount rate - minimum true true true true        
Unobservable input - growth volatility - weighted average true true true true        
Unobservable input - growth volatility - maximum true true true true        
Unobservable input - growth volatility - minimum true true true true        
Asset Acquisition, Consideration Transferred, Contingent Consideration     $ 10,200,000          
Level 1                
Investments in securities:                
Investments in trading securities $ 20,364,000   20,364,000     32,674,000    
Total assets measured at fair value 20,364,000   20,364,000     32,674,000    
Level 2                
Investments in securities:                
Investments in trading securities 0   0     0    
Total assets measured at fair value 0   0     0    
Level 3                
Investments in securities:                
Investments in trading securities 0   0     0    
Total assets measured at fair value $ 0   $ 0     $ 0    
Asset Acquisition, Consideration Transferred, Contingent Consideration Level 3   Level 3     Level 3    
Other Liabilities, Fair Value Disclosure $ 10,176,000   $ 10,176,000     $ 10,133,000    
Investments Measured at NAV                
Investments in securities:                
Investments in trading securities 0   0     0    
Total assets measured at fair value $ 1,825,000   $ 1,825,000     $ 241,000    
Fair Value, Recurring                
Investments in securities:                
Asset Acquisition, Consideration Transferred, Contingent Consideration Fair Value, Inputs, Level 1, Level 2, and Level 3 [Member]   Fair Value, Inputs, Level 1, Level 2, and Level 3 [Member]     Fair Value, Inputs, Level 1, Level 2, and Level 3 [Member]    
Private investment funds                
Investments in securities:                
Private $ 1,825,000   $ 1,825,000     $ 241,000    
Private investment funds | Level 1                
Investments in securities:                
Private 0   0     0    
Private investment funds | Level 2                
Investments in securities:                
Private 0   0     0    
Private investment funds | Level 3                
Investments in securities:                
Private 0   0     0    
Private investment funds | Investments Measured at NAV                
Investments in securities:                
Private $ 1,825,000   $ 1,825,000     $ 241,000    
v3.24.2
GOODWILL AND OTHER INTANGIBLE ASSETS (Details Textual) - USD ($)
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]        
Impairment of Intangible Assets (Excluding Goodwill) $ 0 $ 0    
Goodwill 39,501,000 39,501,000 $ 39,501,000  
Goodwill, Purchase Accounting Adjustments   (428,000)    
Goodwill [Line Items]        
Trust Segment Goodwill 16,401,000 16,401,000 16,401,000 $ 16,401,000
Advisory Segment Goodwill 23,100,000 23,100,000 23,100,000 19,331,000
Balance at December 31, 2021 39,501,000 39,501,000 $ 39,501,000 $ 35,732,000
Goodwill, Acquired During Period $ 4,197,000 4,197,000    
Acquired Goodwill - Total   4,197,000    
Goodwill, Purchase Accounting Adjustments   (428,000)    
Goodwill Adjustments - Total   $ (428,000)    
v3.24.2
STOCKHOLDERS' EQUITY Share Repurchase Program (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Dec. 31, 2023
Equity [Abstract]      
Stock Repurchase Program, Remaining Authorized Repurchase Amount $ 800,000 $ 800,000  
Stock Repurchased During Period, Shares 86,346    
Treasury Stock Acquired, Average Cost Per Share $ 12.45    
Stock Repurchased During Period, Value $ 1,100,000    
Treasury Stock, Value 88,005,000 88,005,000 $ 85,990,000
Treasury Stock, Value, Acquired, Cost Method $ 1,075,000 $ 1,075,000  
v3.24.2
STOCKHOLDERS' EQUITY (Details)
3 Months Ended
Jun. 30, 2024
USD ($)
$ / shares
shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Stock Repurchase Program, Remaining Authorized Repurchase Amount $ 800,000
Stock Repurchased During Period, Shares | shares 86,346
Treasury Stock Acquired, Average Cost Per Share | $ / shares $ 12.45
Stock Repurchased During Period, Value $ 1,100,000
v3.24.2
VARIABLE INTEREST ENTITIES (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Variable Interest Entity [Line Items]          
Estimated Fair Value $ 22,189   $ 22,189   $ 32,915
Fee revenues from Westwood VIEs 7,800 $ 7,900 15,600 $ 15,900  
Investment Owned, at Fair Value         $ 2,417
Common Trust Funds          
Variable Interest Entity [Line Items]          
Estimated Fair Value      
v3.24.2
VARIABLE INTEREST ENTITIES (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Variable Interest Entities    
Assets Under Management $ 15,776,000  
Estimated Fair Value 22,189 $ 32,915
Westwood Funds®    
Variable Interest Entities    
Assets Under Management 3,943,000  
Estimated Fair Value  
Amount at Risk  
Common Trust Funds    
Variable Interest Entities    
Assets Under Management 696,000  
Estimated Fair Value  
Amount at Risk  
Westwood Hospitality Fund I LLC [Member]    
Variable Interest Entities    
Assets Under Management 83,000  
Estimated Fair Value 200  
Amount at Risk 200  
Private equity    
Variable Interest Entities    
Assets Under Management 0  
Estimated Fair Value 7,800  
Amount at Risk 7,800  
Wealth Management    
Variable Interest Entities    
Assets Under Management 3,467,000  
Institutional    
Variable Interest Entities    
Assets Under Management $ 7,587,000  
v3.24.2
REVENUE Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended 9 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]          
Revenue from Contract with Customer, Excluding Assessed Tax     REVENUE
Revenue Recognition
Revenues are recognized when the performance obligation (the investment management and advisory or trust services provided to the client) defined by the investment advisory or sub-advisory agreement is satisfied. For each performance obligation, we determine at contract inception whether the revenue satisfies over time or at a point in time. We derive our revenues from investment advisory fees, trust fees and other sources of revenues such as gains and losses from our seed money investments into new investment strategies. The "Other, net” revenues on our Condensed Consolidated Statements of Comprehensive Income (Loss) are the unrealized gains and losses on our seed money investments, and our seed money investments are included in "Investments, at fair value" on our Condensed Consolidated Balance Sheets. Advisory and trust fees are calculated based on a percentage of AUM or AUA, as applicable, and the performance obligation is realized over the current calendar quarter. Once clients receive our investment advisory services, we have an enforceable right to payment.
Advisory Fee Revenues
Our advisory fees are generated by Westwood Management for managing client accounts under investment advisory and sub-advisory agreements. Advisory fees are typically calculated based on a percentage of AUM and AUA and are paid in accordance with the terms of the agreements. Advisory fees are paid quarterly in advance based on AUM on the last day of the preceding quarter, quarterly in arrears based on AUM on the last day of the quarter just ended or are based on a daily or monthly analysis of AUM for the stated period. We recognize advisory fee revenues as services are rendered. Since our advance paying clients' billing periods coincide with the calendar quarter to which such payments relate, revenue is recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred advisory fee revenues. Advisory clients typically consist of institutional and mutual fund accounts.
Institutional investors include separate accounts of (i) corporate pension and profit sharing plans, public employee retirement funds, Taft-Hartley plans, endowments, foundations and individuals; (ii) sub-advisory relationships where Westwood provides investment management services for funds offered by other financial institutions; (iii) pooled investment vehicles, including collective investment trusts; and (iv) managed account relationships with brokerage firms and other registered investment advisors that offer Westwood products to their customers.
Mutual funds include the Westwood Funds®, a family of mutual funds for which Westwood Management serves as advisor. These funds are available to individual investors, as well as offered as part of our suite of investment strategies for institutional investors and wealth management accounts.
Arrangements with Performance-Based Obligations
A limited number of our advisory clients have a contractual performance-based fee component in their contracts, which generates additional revenues if we outperform a specified index over a specific period of time, and a limited number of our mutual fund offerings have fees that generate additional revenues if we outperform specified indices over specific periods of time. Performance-based fees are paid after the performance obligation has been satisfied.
The revenue is based on future market performance and is subject to many factors outside our control. We cannot conclude that a significant reversal in the cumulative amount of revenue recognized will not occur during the measurement period, and therefore the revenue is recorded at the end of the measurement period when the performance obligation has been satisfied.
Trust Fee Revenues
Our trust fees are generated by Westwood Trust pursuant to trust or custodial agreements. Trust fees are separately negotiated with each client and are generally based on a percentage of AUM. Westwood Trust also provides trust services to a small number of clients on a fixed fee basis. The fees for most of our trust clients are calculated quarterly in arrears, based on a daily average of AUM for the quarter, or monthly, based on the month-end value of AUM. Since billing periods for most of Westwood Trust’s clients coincide with the calendar quarter, revenue is fully recognized within the quarter and our Condensed Consolidated Financial Statements contain no deferred fee revenues.
Revenue Disaggregated
The following table presents our revenue disaggregated by account type (in thousands).
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Advisory Fees:
Institutional$9,718 $9,443 $19,189 $19,046 
Mutual Funds6,856 7,093 13,767 14,279 
Wealth Management565 263 1,000 507 
Performance-based— — — 555 
Trust Fees5,227 5,024 10,340 10,055 
Other, net322 122 1,124 230 
Total revenues$22,688 $21,945 $45,420 $44,672 

We have clients in various locations around the world. The following table presents our revenue disaggregated by our clients' geographical locations (in thousands):
Three Months Ended June 30, 2024AdvisoryTrustOtherTotal
Canada$260 $— $— $260 
United States16,879 5,227 322 22,428 
Total$17,139 $5,227 $322 $22,688 
Three Months Ended June 30, 2023AdvisoryTrustOtherTotal
Canada$276 $— $— $276 
United States16,523 5,024 122 21,669 
Total$16,799 $5,024 $122 $21,945 
   
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax $ 22,688 $ 21,945 $ 45,420 $ 44,672  
Canada          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 260 276 517 568  
United States [Member]          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 22,428 21,669 44,903 44,104  
Investment Advisory Services [Member]          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 17,139 16,799 33,956 34,387  
Investment Advisory Services [Member] | Canada          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 260 276 517 568  
Investment Advisory Services [Member] | United States [Member]          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 16,879 16,523 33,439 33,819  
Investment Advisory Services [Member] | Advisory          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 9,718 9,443   19,046 $ 19,189
Mutual Fund Advisory [Member] | Advisory          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 6,856 7,093 13,767 14,279  
Private Wealth Advisory [Member] | Advisory          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 565 263 1,000 507  
Performance-based fees [Member] | Advisory          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 0 0 0 555  
Trust Fees [Member]          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 5,227 5,024 10,340 10,055  
Trust Fees [Member] | Canada          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 0 0 0 0  
Trust Fees [Member] | United States [Member]          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 5,227 5,024 10,340 10,055  
Trust Fees [Member] | Trust          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 5,227 5,024 10,340 10,055  
Other Revenue Misc Services [Member]          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 322 122 1,124 230  
Other Revenue Misc Services [Member] | Canada          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 0 0 0 0  
Other Revenue Misc Services [Member] | United States [Member]          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 322 122 1,124 230  
Other Revenue Misc Services [Member] | Advisory          
Disaggregation of Revenue [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax $ 322 $ 122 $ 1,124 $ 230  
v3.24.2
LONG-TERM INCENTIVE COMPENSATION (Details Textual) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Amount of shares purchased in the open market     $ 1,075,000 $ 0  
Remaining unrecognized compensation cost recognized over a remaining weighted average period     2 years 6 months    
Accrued liability $ 50,000   $ 50,000   $ 79,000
Shares Issued, Shares, Share-based Payment Arrangement, Forfeited     56,625    
Stock Issued During Period, Value, Restricted Stock Award, Forfeitures     $ 1,300,000    
Restricted Stock          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Anti-dilutive restricted shares 6,000 106,000 13,000 108,000  
Mutual Fund [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Expense related to mutual fund share incentive awards     $ 27,000 $ (100,000)  
Restricted Stock          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Total number of shares that may be issued under the stock based compensation Plan (including predecessor plans to the Plan) 5,398,100   5,398,100    
Shares remain available for issuance 642,000   642,000    
Remaining unrecognized compensation cost $ 13,200,000   $ 13,200,000    
Nonvested restricted shares 491,625   491,625   396,598
Expense related to mutual fund share incentive awards $ 0 $ 1,380,000      
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period 350,000        
Canadian Plan | Westwood International Advisors Inc          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Amount of shares purchased in the open market     $ 700,000    
Purchases of treasury stock, shares     27,474    
Mutual Fund Share Incentive Awards          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Service period of mutual fund share incentive award     3 years    
Expense related to mutual fund share incentive awards $ 9,000 $ 12,000      
v3.24.2
LONG-TERM INCENTIVE COMPENSATION (Details) - USD ($)
$ in Thousands
3 Months Ended
Jun. 30, 2024
Jun. 30, 2023
DomesticEmployeeServiceAward [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Share-based Payment Arrangement, Expense $ 1,283
Performance Shares [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Share-based Payment Arrangement, Expense 97
DomesticServiceAndPerformanceAward [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Share-based Payment Arrangement, Expense 0 1,380
CanadianEmployeeServiceAward [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Share-based Payment Arrangement, Expense 0 0
Restricted Stock    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Share-based Payment Arrangement, Expense $ 0 $ 1,380
v3.24.2
LONG-TERM INCENTIVE COMPENSATION (Details 1) - Restricted Shares Subject Only to a Service Condition
6 Months Ended
Jun. 30, 2024
$ / shares
shares
Restricted shares subject only to a service condition:  
Non-vested, beginning balance, shares | shares 396,598
Granted (shares) | shares 262,373
Vested (shares) | shares (140,974)
Forfeited (shares) | shares (26,372)
Non-vested, ending balance, shares | shares 491,625
Non-vested, beginning balance, (dollars per share) | $ / shares $ 48.31
Granted (dollars per share) | $ / shares 27.39
Vested (dollars per share) | $ / shares 53.06
Forfeited (dollars per share) | $ / shares 39.72
Non-vested, ending balance, (dollars per share) | $ / shares $ 36.25
v3.24.2
LONG-TERM INCENTIVE COMPENSATION (Details 2) - Restricted Shares Subject to Service and Performance Conditions
6 Months Ended
Jun. 30, 2024
$ / shares
shares
Restricted shares subject only to a service condition:  
Non-vested, beginning balance, shares | shares 80,975
Vested (shares) | shares (35,275)
Non-vested, ending balance, shares | shares 45,700
Non-vested, beginning balance, (dollars per share) | $ / shares $ 49.73
Vested (dollars per share) | $ / shares 55.11
Non-vested, ending balance, (dollars per share) | $ / shares $ 45.58
v3.24.2
LEASES (Textual) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Lessee, Lease, Description [Line Items]    
Operating lease right-of-use assets $ 3,127 $ 3,673
v3.24.2
SEGMENT REPORTING (Details Textual)
6 Months Ended
Jun. 30, 2024
Segment
Segment Reporting [Abstract]  
Number of operating segments 2
v3.24.2
SEGMENT REPORTING (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Segment Reporting Information [Line Items]          
Net fee revenues from external sources $ 22,366 $ 21,823 $ 44,296 $ 44,442  
Net intersegment revenues 0 0 0 0  
Other, net 322 122 1,124 230  
Total revenues 22,688 21,945 45,420 44,672  
Segment Assets (147,374) (142,105) (147,374) (142,105) $ (155,167)
Goodwill 39,501 39,501 39,501 39,501 39,501
Equity Method Investments 4,578 4,180 4,578 4,180 $ 4,284
Payments to Acquire Property, Plant, and Equipment     24 97  
Operating Segments | Advisory          
Segment Reporting Information [Line Items]          
Net fee revenues from external sources 17,139 16,799 33,956 34,387  
Net intersegment revenues 1,448 1,587 3,022 3,249  
Other, net 322 122 1,124 230  
Total revenues 18,909 18,508 38,102 37,866  
Segment Assets (286,921) (268,184) (286,921) (268,184)  
Goodwill 23,100 23,100 23,100 23,100  
Equity Method Investments 4,578 4,180 4,578 4,180  
Payments to Acquire Property, Plant, and Equipment     1 31  
Operating Segments | Trust          
Segment Reporting Information [Line Items]          
Net fee revenues from external sources 5,227 5,024 10,340 10,055  
Net intersegment revenues 55 77 113 154  
Other, net 0 0 0 0  
Total revenues 5,282 5,101 10,453 10,209  
Segment Assets (46,553) (44,412) (46,553) (44,412)  
Goodwill 16,401 16,401 16,401 16,401  
Equity Method Investments 0 0 0 0  
Payments to Acquire Property, Plant, and Equipment     1 14  
Westwood Holdings          
Segment Reporting Information [Line Items]          
Net fee revenues from external sources 0 0 0 0  
Net intersegment revenues 0 0 0 0  
Other, net 0 0 0 0  
Total revenues 0 0 0 0  
Segment Assets (13,465) (14,831) (13,465) (14,831)  
Goodwill 0 0 0 0  
Equity Method Investments 0 0 0 0  
Payments to Acquire Property, Plant, and Equipment     22 52  
Eliminations          
Segment Reporting Information [Line Items]          
Net fee revenues from external sources 0 0 0 0  
Net intersegment revenues (1,503) (1,664) (3,135) (3,403)  
Other, net 0 0 0 0  
Total revenues (1,503) (1,664) (3,135) (3,403)  
Segment Assets 199,565 185,322 199,565 185,322  
Goodwill 0 0 0 0  
Equity Method Investments $ 0 $ 0 0 0  
Payments to Acquire Property, Plant, and Equipment     $ 0 $ 0  
v3.24.2
SUBSEQUENT EVENTS (Details Textual) - USD ($)
3 Months Ended 6 Months Ended
Aug. 02, 2023
Jun. 30, 2024
Jun. 30, 2024
Jun. 30, 2023
Subsequent Event [Line Items]        
Dividends declared per share (dollars per share)     $ 0.15 $ 0.15
Stock Repurchased During Period, Shares   86,346    
Stock Repurchased During Period, Value   $ 1,100,000    
Stock Repurchase Program, Remaining Authorized Repurchase Amount   $ 800,000 $ 800,000  
Subsequent Event [Member]        
Subsequent Event [Line Items]        
Dividends declared per share (dollars per share) $ 0.15      
Dividends payable, date to be paid Oct. 01, 2024      
Dividends payable, date of record Sep. 02, 2024      
v3.24.2
Business Combinations and Asset Acquisitions (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]          
Business Combination, Consideration Transferred     $ 1,168,000    
Cash Acquired in Excess of Payments to Acquire Business     (402,000)    
Payments to Acquire Businesses, Gross     1,570,000    
Investment Owned, at Fair Value         $ 2,417,000
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value         2,400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         919,000
Asset Acquisition [Line Items]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         919,000
Business Acquisition, Pro Forma Revenue   $ 21,945,000   $ 44,672,000  
Business Acquisition, Pro Forma Net Income (Loss)   2,899,000   3,613,000  
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual $ 0.9 $ 1,100,000 1,900,000 2,300,000  
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual 100,000   500,000 100,000  
Business Combination, Acquisition of Less than 100 Percent of Broadmark, Noncontontrolling Interest     994,000    
Payment for Contingent Consideration Liability, Financing Activities (1,815,000)   (1,815,000)    
Payment for Contingent Consideration Liability, Operating Activities $ (1,800,000)        
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net         382,000
Goodwill, Acquired During Period     $ 4,197,000 $ 4,197,000  
Other Current Assets          
Business Combination and Asset Acquisition [Abstract]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         150,000
Asset Acquisition [Line Items]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         150,000
Accounts Receivable          
Business Combination and Asset Acquisition [Abstract]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         629,000
Asset Acquisition [Line Items]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         629,000
Property, Plant and Equipment          
Business Combination and Asset Acquisition [Abstract]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         11,000
Asset Acquisition [Line Items]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         11,000
Other Assets          
Business Combination and Asset Acquisition [Abstract]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         511,000
Asset Acquisition [Line Items]          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities         $ 511,000

Westwood (NYSE:WHG)
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Westwood (NYSE:WHG)
過去 株価チャート
から 8 2023 まで 8 2024 Westwoodのチャートをもっと見るにはこちらをクリック