Financial Analysis

COMMITMENTS AND CONTINGENCIES Commitments and contingencies may arise in the ordinary course of business. The company has committed to co-invest in certain investment products which may be called in future periods. At December 31, 2025, the companys undrawn co-invest capital commitments were $683.6 million (December 31, 2024: $693.7 million). Certain of our managed investment products have entered into borrowing arrangements with financial institutions. The company provided equity commitments and guarantees to the financial institutions for certain of these borrowing arrangements that are temporary in nature. The borrowing arrangements look first to the respective investment products for repayment and servicing. The companys equity commitment or guarantee would only be called in the event a particular investment product is unable to meet its obligation. The company believes the likelihood of being required to fund its equity commitments or guarantees under these arrangements to be remote. To date, the company has not been required to fund any equity commitments or guarantees under these arrangements. The maximum amount of future payments under the commitments is $50.5 million and under the guarantees is $30.0 million. The fair value of the guarantee liability is not significant to the consolidated financial statements. The company and some of its subsidiaries have entered into agreements with financial institutions to guarantee certain obligations of other subsidiaries of the …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

DEBT The issuer of the senior notes, Invesco Finance PLC, and the issuer of the Term Loan Agreements, Invesco Finance, Inc., are 100% owned indirect subsidiaries of the Parent. The Parent fully and unconditionally guarantees the senior notes and the Term Loan Agreements. The disclosures below include details of the company's debt. Debt of CIP is detailed in Note 18, Consolidated Investment Products. December 31, 2025 December 31, 2024 (in millions) Carrying Value (4) Fair Value Carrying Value (4) Fair Value $2.5 billion Revolving Credit Agreement expiring May 16, 2030 (1) $ 437.7 $ 437.7 $ $ Unsecured senior notes (2) : $500.0 million 3.750% - due January 15, 2026 499.9 499.5 499.3 494.5 $400.0 million 5.375% - due November 30, 2043 391.6 385.8 391.3 391.7 Term Loan Agreement: (3) $500.0 million - due May 16, 2030 495.9 497.2 Debt $ 1,825.1 $ 1,820.2 $ 890.6 $ 886.2 ____________ (1) On May 16, 2025, Invesco Ltd. and its indirect subsidiary, Invesco Finance PLC, amended and restated the $2.0 billion floating rate Revolving Credit Agreement, increasing the agreements borrowing capacity to $2.5 billion and extending the expiration date from April 26, 2028 to May 16, 2030. (2) The company's senior note indentures contain certain restrictions on mergers or consolidations. Beyond these items, there are no other restrictive covenants in the indentures. (3) On May 16, 2025, Invesco Ltd. and its indirect subsidiary, Invesco Finance, Inc., entered into two $500.0 million Term Loan Agre …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

COMMON SHARE-BASED COMPENSATION The company recognized total compensation expense of $80.0 million , $104.6 million and $114.6 million related to equity-settled common share-based compensation for the years ended December 31, 2025, 2024 and 2023, respectively. The income tax benefit recognized in the Consolidated Statements of Income for common share-based compensation arrangements wa s $16.7 million for 2025 (2024: $22.1 million; 2023: $17.4 million). Employee common share awards are broadly classified into two categories: time-vested and performance-vested. Time-vested awards vest ratably over a defined period of continued employee service. Performance-vested awards vest upon (i) the company's attainment of certain pre-established performance criteria, and (ii) a defined period of continued employee service. Time-vested and performance-vested equity awards are granted in the form of restricted stock awards (RSAs) or restricted stock units (RSUs). With respect to the performance-vested awards granted in February 2023, 2024 and 2025, vesting is tied to the achievement of specific levels of adjusted operating margin and relative total shareholder return with vesting ranging from 0% to 150%. Employee common share awards are measured at fair value based on Invesco's common stock price at the date of grant and are expensed on a straight-line basis over the vesting period, or for employees who meet defined retirement eligibility criteria, awards are expensed over the required reti …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

"FAIR VALUE OF ASSETS AND LIABILITIES The fair value of fin ancial instruments are presented in the below summary table. The fair value of financial instruments held by CIP is presented in Note 18, ""Consolidated Investment Products."" (in millions) December 31, 2025 December 31, 2024 Cash and cash equivalents $ 1,037.5 $ 986.5 Equity investments 414.4 371.2 Total return swap related to deferred compensation plans 7.8 (9.4) A three-level valuation hierarchy exists for disclosure of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows: Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement. An asset or liability's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following table presents, for each of the hierarchy levels described above, the carrying value of the company's assets and liabilities, including by major secur …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

TAXATION The components of the company's income tax expense (benefit) for the years ended December 31, 2025, 2024 and 2023 were as follows: (in millions) 2025 2024 2023 Current: Federal $ 152.5 $ 201.2 $ 164.0 State (44.2) 51.3 42.7 Foreign 72.4 38.5 32.8 180.7 291.0 239.5 Deferred: Federal $ (292.0) $ (19.3) $ (235.3) State (101.7) (2.0) (44.1) Foreign 8.4 (16.8) (29.8) (385.3) (38.1) (309.2) Total income tax expense (benefit) $ (204.6) $ 252.9 $ (69.7) A reconciliation between the income tax provision at the statutory U.S. federal income tax rate and the income tax provision at the effective tax rate per the Consolidated Statements of Income for the year ended December 31, 2025, after the adoption of ASU 2023-09, is as follows: (in millions) 2025 Income tax provision at the U.S federal statutory income tax rate (1) $ (79.7) 21.0 % State taxes, net of federal tax effect (2) (76.4) 20.1 % Foreign tax effects: United Kingdom: (Income)/loss attributable to equity method investments in corporate joint ventures (19.8) 5.2 % Other 3.6 (1.0) % Other foreign jurisdictions 33.2 (8.8) % Worldwide changes in UTBs, including interest and penalties (38.9) 10.3 % Nontaxable or nondeductible items 5.2 (1.4) % (Income)/loss attributable to noncontrolling interests in consolidated entities (22.2) 5.9 % Other adjustments (9.6) 2.6 % Income tax provision at the effective tax rate per Consolidated Statements of Income $ (204.6) 53.9 % __________ (1) Since the revenues, net income and associated …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

OPERATING LEASES The company leases office space in almost all its business locations and data centers and has certain equipment under non-cancelable operating leases. The operating leases have a weighted-average remaining lease term of 9.69 years for the year ended December 31, 2025 (2024: 9.93 years) and generally include one or more options to renew, with renewal terms that can extend the lease term from 1 to 10 years. Certain lease arrangements include an option to terminate the lease if a notification is provided to the landlord within 1 to 3.2 years prior to the end of the lease term. The company has sole discretion in exercising lease renewal and termination options. The lease terms used in the companys lease measurements do not include renewal options as they are not reasonably certain to be exercised as of the date of this report. The company elected to combine lease and non-lease components in calculating the lease liability and right-of-use asset for operating leases. Variable lease payments are determined based on the terms and conditions outlined in the lease contracts and are primarily determined in relation to the extent of the companys usage of the right-of-use asset or the nature and extent of services received from the lessor. Variable lease costs consists primarily of common area maintenance and other operating expenses as negotiated with the lessor. As of December 31, 2025, the right-of-use asset o f $297.2 million was included in Other assets , and the le …

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"Accounting Pronouncements Recently Adopted Income Tax Disclosures. Effective January 1, 2025, the company adopted Accounting Standards Update 2023-09, ""Income Taxes: Improvements to Income Tax Disclosures"" (ASU 2023-09), on a prospective basis, which requires disaggregated income tax disclosures of the effective tax rate reconciliation and income taxes paid. See Note 14, ""Taxation."" Pending Accounting Pronouncements Disaggregation of Income Statement Expenses. In November 2024, the FASB issued Accounting Standards Update 2024-03, ""Disaggregation of Income Statement Expenses"" (ASU 2024-03). The standard requires the disaggregated disclosure of certain income statement items. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027 and early adoption is permitted. The company is currently evaluating the impact of this amendment on its Consolidated Financial Statements. Accounting for Internal-Use Software. In September 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2025-06, ""Targeted Improvements to the Accounting for Internal-Use Software"" (ASU 2025-06). The standard clarifies and modernizes the accounting for costs related to internal-use software. ASU 2025-06 is effective for interim and annual periods beginning after December 15, 2027. Early adoption is permitted. The company is currently evaluating the impact on its Consolidated Financial Statements."

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RETIREMENT BENEFIT PLANS Defined Contribution Plans The company operates defined contribution retirement benefit plans for all qualifying employees. The assets of the plans are held separately from those of the company and are under the control of trustees. When employees leave the plans prior to vesting fully in the contributions, the contributions payable by the company may be reduced by the amount of forfeited contributions. The total expense reflected in the Consolidated Statements of Income for the year ended December 31, 2025 of $91.2 million (December 31, 2024: $75.4 million, December 31, 2023: $73.9 million) represents contributions paid or payable to these plans by the company at rates specified in the rules of the plans. As of December 31, 2025, accrued contributions for 2025 of $28.0 million (December 31, 2024: $13.0 million) are payable to the plans. Defined Benefit Plans The company maintains legacy defined benefit pension plans for qualifying employees of its subsidiaries in the U.K., Ireland, Germany and Taiwan. All defined benefit plans are closed to new participants. The most recent actuarial valuations of plan assets and the present value of the defined benefit obligation were valued as of December 31, 2025. The benefit obligation, related current service cost and prior service cost were measured using the projected unit credit method. Benefit Obligations and Funded Status The amounts included in the Consolidated Balance Sheets arising from the company's obl …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

"RELATED PARTIES MassMutual owns approximately 18.3% of the common stock of the company and owns substantially all of the outstanding $2.5 billion in perpetual, non-cumulative preferred shares as of December 31, 2025. Based on the level of shares owned by MassMutual and the corresponding customary minority shareholder rights, which includes representation on Invescos Board of Directors, the company considers MassMutual a related party. Additionally, certain managed funds are deemed to be affiliated entities under the related party definition in ASC 850, Related Party Disclosures. The majority of the company's Operating revenues and receivables are from Invesco's managed funds. Related parties also include those defined in the companys proxy statement. Refer to Note 2, ""Fair Value of Assets and Liabilities,"" and Note 3, ""Investments,"" for more information on balances invested in Invesco affiliated funds."

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SEGMENT AND GEOGRAPHIC INFORMATION The company has one operating segment, investment management. The companys CODM is the President and Chief Executive Officer as he assesses the companys performance and makes decisions about resource allocation. Net income/(loss) is one of the performance measures used by the CODM to evaluate the segment's performance and allocate capital . When assessing performance, the CODM uses regularly provided GAAP and non-GAAP financial information and metrics to monitor actual results against forecasts, prior period results and peers results. The information regularly provided to the CODM on the segment's revenues and significant expenses aligns with the categories presented in the Consolidated Statements of Income. The segment's assets are reported on the Consolidated Balance Sheets as Total assets. Geographical information is presented below. There are no revenues or long-lived assets attributed to Bermuda. (in millions) Americas APAC EMEA Total For the year ended December 31, 2025 Total operating revenues (1) $ 4,766.1 $ 295.3 $ 1,315.7 $ 6,377.1 Long-lived assets (2) $ 245.7 $ 24.8 $ 108.4 $ 378.9 For the year ended December 31, 2024 Total operating revenues (1) $ 4,653.1 $ 270.9 $ 1,143.0 $ 6,067.0 Long-lived assets (2) $ 312.8 $ 33.7 $ 132.5 $ 479.0 For the year ended December 31, 2023 Total operating revenues (1) $ 4,380.3 $ 263.8 $ 1,072.3 $ 5,716.4 Long-lived assets (2) $ 416.0 $ 40.0 $ 143.5 $ 599.5 __________ (1) Operating revenues reflec …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

SHARE CAPITAL The preferred shares have a $0.20 par value, liquidation preference of $1,000 per share and fixed cash dividend rate of 5.90% per annum, payable quarterly on a non-cumulative basis. Shares of preferred stock are not redeemable prior to the 21 st anniversary of their original issue date of May 24, 2019. The number of preferred shares issued and outstanding is represented in the table below: in millions December 31, 2025 December 31, 2024 Preferred shares issued 4.0 4.0 Less: Preferred shares repurchased (1) (1.5) Preferred shares outstanding (2) 2.5 4.0 __________ (1) In 2025, Invesco repurchased $1.5 billion of the outstanding Series A Preferred Stock held by MassMutual at a premium of $240.0 million for $1.74 billion. (2) Substantially all the outstanding preferred shares are held by MassMutual. The number of common shares and common share equivalents issued are represented in the table below: in millions December 31, 2025 December 31, 2024 December 31, 2023 Common shares issued 566.1 566.1 566.1 Less: Treasury shares for which dividend and voting rights do not apply (122.1) (118.1) (116.6) Common shares outstanding 444.0 448.0 449.5 During the year ended December 31, 2025, the company repurchased 5.4 million common shares in the open market at a cost of $100.4 million (December 31, 2024: 2.9 million common shares at a cost of $49.6 million). Separately, an aggregate of 1.3 million shares were withheld on vesting events during the year ended December 31, 2025 t …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

SUBSEQUENT EVENTS On January 13, 2026, the company announced that it entered into an agreement to sell the company's Canadian fund management agreements to CI Global Asset Management and form a long-term strategic partnership under which the company will continue to provide portfolio management services through a sub-advisory arrangement to approximately 66 of the 104 Canadian mutual funds and ETFs with approximately $9 billion of AUM. On January 15, 2026, Invesco Finance PLC, a wholly-owned indirect subsidiary of the Parent, redeemed the $500.0 million of senior notes which matured on January 15, 2026. The redemption was primarily funded by the Revolving Credit Agreement which had an outstanding balance of $790.0 million on January 31, 2026. On January 26, 2026, the company declared a fourth quarter 2025 dividend of $0.210 per common share, payable on March 3, 2026, to common shareholders of record at the close of business on February 13, 2026 with an ex-dividend date of February 13, 2026. On January 26, 2026, the company declared a preferred dividend of $14.75 per preferred share to the holders of preferred shares representing the period from December 1, 2025 through February 28, 2026. The preferred dividend is payable on March 2, 2026. As previously announced, on February 18, 2026, the companys Board of directors authorized a $1 billion common share repurchase plan with no stated expiration date. …

SubsequentEventsTextBlock · excerpt; the full note is in the filing

COMMITMENTS AND CONTINGENCIES Commitments and contingencies may arise in the ordinary course of business. The company has committed to co-invest in certain investment products, which may be called in future periods. At September 30, 2025, the companys undrawn co-invest capital commitments were $692.3 million (December 31, 2024: $693.7 million). Certain of our managed investment products have entered into borrowing arrangements with financial institutions. The company provided equity commitments and guarantees to the financial institutions for certain of these borrowing arrangements that are temporary in nature. The borrowing arrangements look first to the respective investment products for repayment and servicing. The companys equity commitment or guarantee would only be called in the event a particular investment product is unable to meet its obligation. The company believes the likelihood of being required to fund its equity commitments or guarantees under these arrangements to be remote. To date, the company has not been required to fund any equity commitments or guarantees under these arrangements. The maximum amount of future payments under the commitments is $50.5 million and under the guarantees is $30.0 million. The fair value of the guarantee liability is not significant to the consolidated financial statements. The company and some of its subsidiaries have entered into agreements with financial institutions to guarantee certain obligations of other subsidiaries of t …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

"DEBT The disclosures below include details of the companys debt. Debt of CIP is detailed in Note 11, ""Consolidated Investment Products."" September 30, 2025 December 31, 2024 (in millions) Carrying Value (4) Fair Value Carrying Value (4) Fair Value $2.5 billion Revolving credit agreement expiring May 16, 2030 $ $ $ $ Unsecured Senior Notes: (1) $500 million 3.750% - due January 15, 2026 499.8 498.5 499.3 494.5 $400 million 5.375% - due November 30, 2043 391.5 382.7 391.3 391.7 Bank Term Loans: (2) $500 million - due May 16, 2028 (3) 237.7 238.7 $500 million - due May 16, 2030 495.6 496.6 Debt $ 1,624.6 $ 1,616.5 $ 890.6 $ 886.2 ____________ (1) The companys senior note indentures contain certain restrictions on mergers or consolidations. Beyond these items, there are no other restrictive covenants in the indentures. (2) On May 16, 2025, Invesco Ltd. and its indirect subsidiary, Invesco Finance, Inc., entered into two floating rate bank term loans expiring on May 16, 2028 and 2030, respectively. The restrictive covenants for the bank term loans align with those previously disclosed for the Revolving credit agreement . (3) During the three months ended September 30, 2025, the company repaid $260.0 million of the outstanding balance on the three-year bank term loan d ue on May 16, 2028. (4) The difference between the principal amounts and the carrying values of the debt in the table above reflects the unamortized debt issuance costs and discounts." …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

COMMON SHARE-BASED COMPENSATION The company recognized total compensation expense o f $59.8 million an d $90.5 million related to equity-settled common share-based compensation for the nine months ended September 30, 2025 and 2024 , respectively. Movements on employee common share awards during the nine months ended September 30, 2025 and 2024 are detailed below: Nine months ended September 30, 2025 Nine months ended September 30, 2024 (in millions of common shares, except fair values) Time- Vested Performance- Vested Weighted Average Grant Date Fair Value Time- Vested Performance- Vested Unvested at the beginning of period 9.8 1.4 $ 17.17 10.4 1.6 Granted 4.3 1.0 17.66 4.9 0.9 Forfeited/Canceled due to performance measures (0.4) (0.3) 18.63 (0.6) (0.1) Vested and distributed (3.6) (0.1) 18.25 (4.9) (1.0) Unvested at the end of the period 10.1 2.0 $ 16.98 9.8 1.4 The total fair value of common shares that vested during the nine months ended September 30, 2025 w a s $63.9 million (nine months ended September 30, 2024: $93.0 million). The weighted average grant date fair value of the U.S. dollar share awards that were granted during the nine months ended September 30, 2025 was $17.66 (nine months ended September 30, 2024: $15.13). At September 30, 2025, there was $124.5 million of total unrecognized compensation cost related to non-vested common share awards; that cost is expected to be recognized over a weighted average period of 2.3 years.

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"FAIR VALUE OF ASSETS AND LIABILITIES The fair value of financial instruments is presented in the below summary table. The fair value of financial instruments held by CIP is presented in Note 11, ""Consolidated Investment Products."" See the companys most recently filed Form 10-K for additional disclosures on valuation methodology and fair value. September 30, 2025 December 31, 2024 (in millions) Fair Value Fair Value Cash and cash equivalents $ 973.1 $ 986.5 Equity investments $ 328.9 $ 371.2 Total return swap related to deferred compensation plans $ 26.6 $ (9.4) The following table presents, by hierarchy levels, the carrying value of the companys assets and liabilities, including by major security type for equity investments, which are measured at fair value on the companys Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024, respectively: September 30, 2025 (in millions) Fair Value Measurements Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash equivalents: Money market funds (1) $ 504.2 $ 504.2 $ $ Investments: (2) Equity investments: Seed capital 203.4 203.4 Investments related to deferred compensation plans 125.5 125.5 Total return swap related to deferred compensation plans 26.6 26.6 Total $ 859.7 $ 833.1 $ 26.6 $ December 31, 2024 (in millions) Fair Value Measurements Quoted Prices in Active Markets for Identical Assets (Lev …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"Accounting Pronouncements Recently Adopted None. Pending Accounting Pronouncements Accounting for Internal-Use Software. In September 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2025-06, ""Targeted Improvements to the Accounting for Internal-Use Software"" (ASU 2025-06). The standard clarifies and modernizes the accounting for costs related to internal-use software. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027 and interim periods within those fiscal years. Early adoption is permitted. The company is currently evaluating the impact on its Consolidated Financial Statements."

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"RELATED PARTIES MassMutual owns approximately 18.3% of the common stock of the company and owns substantially all of the outstanding $3.0 billion in perpetual, non-cumulative preferred shares as of September 30, 2025. Based on the level of shares owned by MassMutual and the corresponding customary minority shareholder rights, which includes representation on Invescos Board of Directors (Board), the company considers MassMutual a related party. Additionally, certain managed funds are deemed to be affiliated entities under the related party definition in ASC 850, Related Party Disclosures. The majority of the company's Operating revenues and receivables are from Invesco's managed funds. Related parties also include those defined in the companys proxy statement. Refer to Note 2, ""Fair Value of Assets and Liabilities"" and Note 3, ""Investments"" for more information on balances invested in Invesco affiliated funds."

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REVENUE The geographic disaggregation of revenue for the three and nine months ended September 30, 2025 and 2024 are presented below. There are no revenues attributed to the companys country of domicile, Bermuda. Three months ended September 30, (in millions) 2025 2024 Americas $ 1,213.4 $ 1,158.9 Asia-Pacific (APAC) 76.8 66.0 Europe, Middle East and Africa (EMEA) 350.2 290.5 Total operating revenues $ 1,640.4 $ 1,515.4 Nine months ended September 30, (in millions) 2025 2024 Americas $ 3,525.2 $ 3,445.0 Asia-Pacific (APAC) 220.0 196.8 Europe, Middle East and Africa (EMEA) 939.9 832.2 Total operating revenues $ 4,685.1 $ 4,474.0 …

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SHARE CAPITAL The number of preferred shares issued and outstanding is represented in the table below: (in millions) September 30, 2025 December 31, 2024 Preferred shares issued 4.0 4.0 Less: Preferred shares repurchased (1) (1.0) Preferred shares outstanding (2) 3.0 4.0 _________ (1) On May 16, 2025, Invesco repurchased $1.0 billion Series A Preferred Stock held by Massachusetts Mutual Life Insurance Company (MassMutual). (2) Substantially all the outstanding preferred shares are held by MassMutual. The number of common shares and common share equivalents issued are represented in the table below: (in millions) September 30, 2025 December 31, 2024 Common shares issued 566.1 566.1 Less: Treasury shares for which dividend and voting rights do not apply (121.0) (118.1) Common shares outstanding 445.1 448.0 …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

SUBSEQUENT EVENTS On October 27, 2025, the company declared a third quarter 2025 dividend of $0.21 per common share, payable on December 2, 2025, to common shareholders of record at the close of business on November 14, 2025 with an ex-dividend date of November 14, 2025. On October 27, 2025, the company declared a preferred dividend of $14.75 per preferred share to the holders of preferred shares representing the period from September 1, 2025 through November 30, 2025. The preferred dividend is payable on December 1, 2025. On October 31, 2025, the company completed the previously disclosed sale of 60% of the company's interest in its wholly owned subsidiary, Invesco Asset Management (India) Private Limited, to IndusInd International Holdings Limited. On October 31, 2025, the company repaid the remaining outstanding balance of $240.0 million on the three-year bank term loan due on May 16, 2028 .

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