Newmark : Reports First Quarter 2024 Financial Results Press Release

Newmark Reports First Quarter 2024 Financial Results

NEW YORK, NY - May 3, 2024 - Newmark Group, Inc. (Nasdaq: NMRK) ("Newmark" or "the Company"), a leading commercial real estate advisor and service provider to large institutional investors, global corporations, and other owners and occupiers, today, reported its financial results for the three months ended March 31, 2024, and declared its quarterly dividend.

Comments from Barry M. Gosin, Chief Executive Officer of Newmark1

"Newmark's results were led by an over 90% improvement in mortgage brokerage and GSE origination volumes, as well as double-digit growth from our management and servicing businesses. Our ongoing market share gains in capital markets were driven by our talented professionals and the creative solutions we deliver for clients.

"We have started to see the impact of the over $900 billion in U.S. commercial and multifamily mortgages maturing this year. Our debt origination fees grew multiple times greater than industry volumes due to our substantial investments across data, analytics, and talent. The scale of these maturities into the changed interest rate environment will drive enormous opportunities for Newmark's service lines across origination, recapitalizations, and sales. Once values reset, we also expect leasing activity to improve. As the real estate adviser of choice, we are uniquely positioned to take advantage of these macroeconomic trends. Our target is to generate over $3 billion in revenues and $630 million of Adjusted EBITDA in 2026."

SELECT RESULTS COMPARED WITH THE YEAR-EARLIER PERIOD2

Highlights of Consolidated Results	1Q24	1Q23	Change
(USD millions, except per share data)
Total Revenues	546.5	520.8	4.9%
GAAP loss before income taxes and noncontrolling interests ("GAAP pre-tax income")	(29.8)	(19.4)	(53.7)%
GAAP net loss for fully diluted shares	(16.3)	(10.4)	(57.0)%
GAAP net loss per fully diluted share	(0.09)	(0.06)	(50.0)%
Adjusted Earnings before noncontrolling interests and taxes ("Pre-tax Adjusted Earnings")	42.9	40.8	5.1%
Post-tax Adjusted Earnings to fully diluted shareholders ("Post-tax Adjusted Earnings")	37.4	35.4	5.8%
Post-tax Adjusted Earnings per share ("Adjusted EPS")	0.15	0.15	-%
Adjusted EBITDA ("AEBITDA")	63.5	62.9	0.9%

• Newmark's 13.5% increase in capital markets revenues outpaced the industry for the third consecutive quarter, led by 50.5% growth in Fees from commercial mortgage origination, net.
• The Company's businesses across Management services, servicing fees, and other increased by 21.0% and produced strong double-digit growth for the third quarter in a row.

REVENUE ANALYSIS3

Consolidated Revenues	1Q24	1Q23	Change
(USD millions)
Fees from management services, servicing, and other	$182.7	$148.9	22.7%
Pass through revenues	74.2	63.3	17.1%
Management services, servicing fees, and other	256.9	212.3	21.0%
Leasing and other commissions	158.8	193.3	(17.9)%
Investment sales	70.8	72.0	(1.6)%
Fees from commercial mortgage origination, net	43.8	29.1	50.5%
OMSR revenues	16.1	14.1	14.5%
Commercial mortgage origination, net	59.9	43.2	38.7%
Total revenues	546.5	520.8	4.9%

Fees from management services, servicing, and other rose 22.7%. This improvement reflected the addition of Gerald Eve, as well as approximately 21% organic growth from Newmark's high margin servicing and asset management platform. Revenues from Leasing and other commissions were impacted by industry-wide activity declines of over 10% in the U.S. and more than 20% in the U.K. The Company gained meaningful market share in Investment sales compared with industry-wide volume declines of 16% in the U.S. and 26% in Europe. Newmark's debt origination business dramatically outpaced the industry, as Fees from commercial mortgage origination, net, increased by 50.5%. In

• Please note the following: (i) Unless otherwise stated, all financial results and volume figures compare the first quarter of 2024 with the year-earlier period. (ii) For more on the "Recent Highlights", the sources of any economic or industry data contained herein, and on any long term targets mentioned, please see the section of this document titled "Other Useful Information" and the accompanying first quarter 2024 financial results investor presentation on the Company's website. (iii) See the section of this document titled "Certain Revenue Terms Defined" for more information on various revenue terms shown above and throughout this document, including the definitions of "Capital Markets", "Fee revenues", "commission-based revenues", "Fees from management services, servicing, and other", "Pass through revenues", and "OMSR revenues". The amounts of these items for various periods can be found in Newmark's supplemental tables on its investor relations website.
  2 U.S. Generally Accepted Accounting Principles is referred to as "GAAP". See the sections of this document including, but not limited to, "Non-GAAP Financial Measures", "Adjusted Earnings Defined", "Reconciliation of GAAP Net Income to Common Stockholders to Adjusted Earnings Before Noncontrolling Interests and Taxes and GAAP Fully Diluted EPS to Post-Tax Adjusted EPS", and "Net Leverage", including any footnotes to these sections, for the complete and/or updated definitions of these and other non-GAAP terms and how, when and why management uses them, and the differences between results under GAAP and non-GAAP for the periods discussed herein. See also "Timing of Outlook for Certain GAAP and Non-GAAP Items" for a discussion of why it is difficult to forecast certain GAAP results without unreasonable effort.
  3 Newmark's fee revenues grew by 2.9% to $456.2 million in the first quarter of 2024.

1

comparison, U.S. commercial/multifamily origination volumes increased by approximately 5%.

Beginning in the second quarter of 2024, the Company will present the total for Investment sales, Fees from commercial mortgage origination, net, and OMSR revenues as "Capital markets". In the first quarter of 2024, Capital markets revenues were $130.8 million, up by 13.5%. Please see "Certain Revenue Terms Defined" later in this document to see the first quarter of 2024 Revenue Analysis under this new presentation.

CONSOLIDATED EXPENSES4

Consolidated Expenses	1Q24	1Q23	Change
(USD millions)
Compensation and employee benefits under GAAP	$328.2	$328.4	-%
Equity-based compensation and allocations of net income to limited partnership units and	51.4	35.6	44.3%
FPUs
Non-compensation expenses under GAAP	189.5	165.6	14.4%
Total expenses under GAAP	569.1	529.6	7.5%
Pass through compensation expenses under GAAP	41.0	38.1	7.5%
Other compensation and employee benefits	286.3	289.4	(1.1)%
Compensation and employee benefits for Adjusted Earnings	327.3	327.5	(0.1)%
Pass through non-compensation expenses under GAAP	33.2	25.2	31.8%
Other non-compensation expenses	119.8	109.2	9.7%
Non-compensation expenses for Adjusted Earnings	153.0	134.4	13.8%
Total expenses for Adjusted Earnings	480.3	461.9	4.0%

Compensation expenses were flat on higher revenues but were down by 1.1% excluding pass-through items. This was largely due to lower variable compensation and the Company's cost savings initiatives, which were partially offset by expenses related to acquisitions and the recent hiring of industry-leadingrevenue-generating professionals under long term contracts. GAAP results also included a $15.8 million increase in non-cashequity-based compensation due to the timing of such charges between quarters and the increase in Newmark's stock price. These charges were not related to additional share issuance.

Non-compensation expenses, excluding pass through items, were up $10.6 million, due to a $6.0 million increase in interest expense on Newmark's GSE warehouse lines, which was offset with interest income on the GSE loans held for sale. Non-compensation expenses also include the addition of Gerald Eve.

Excluding the impact of pass through items, total expenses for GAAP and Adjusted Earnings increased by 6.1% and 1.9%, respectively.

TAXES AND NONCONTROLLING INTEREST5

Taxes And Noncontrolling Interest (USD millions)	1Q24	1Q23	Change
GAAP benefit for income taxes	$(3.5)	$(3.1)	(15.1)%
Provision for income taxes for Adjusted Earnings	6.5	6.1	6.6%
Net loss attributable to noncontrolling interests for GAAP	(10.1)	(6.0)	(67.7)%
Net loss attributable to noncontrolling interests for Adjusted Earnings	(0.9)	(0.7)	(37.7)%

Taxes and net income attributable to noncontrolling interests generally move in tandem with Newmark's earnings. The Company's tax rate for Adjusted Earnings was 15.0% in the first quarter of 2024 compared with 15.1% a year earlier.

CONSOLIDATED SHARE COUNT6

Consolidated Share Count (shares in millions)	1Q24	4Q23	1Q23
Fully diluted weighted-average share count under GAAP	174.8	249.8	172.6
Fully diluted weighted-average share count for Adjusted Earnings	255.4	249.8	239.9

Under the GAAP treasury stock method, Newmark's fully diluted share count moves in tandem with its stock price over a given period, all else equal. Because the average price of its Common Class A shares increased by 38.5% quarter-on-quarter, the Company accelerated the

• The following items are relevant when analyzing the year-on-year changes in expenses: (i) In 2023, Newmark used more cash for "loans, forgivable loans and other receivables from employees and partners" (or "employee loans") than it had in any year in its history. The Company issued substantially more in employee loans in the first quarter of 2024 than in any prior quarter. Employee loans are recorded as part of Newmark's operating cash flow and on its balance sheet, and primarily relate to the hiring of new revenue-generating professionals under long-term contracts. The forgivable portions of employee loans are recognized as compensation expense for GAAP and non-GAAP results over the life of the loans. These and certain other expenses are recorded beginning in the first relevant quarter, while the relevant professionals may not reach full productivity until their second or third years with Newmark. (ii) Newmark's pass through compensation and non-compensation expenses are the same for GAAP and non-GAAP results for all periods. (iii) Newmark's compensation charges with respect to grants of exchangeability generally move in the same direction as the Company's stock price. (iv) See "Critical Accounting Policies and Estimates" in the Company's filings on Forms 10-Q and/or 10-K and "Non-GAAP Financial Measures" later in this document for information on how non-cash GAAP gains attributable
  to OMSRs and GAAP amortization of mortgage servicing rights ("MSRs") affect GAAP and non-GAAP results.
  5 The "other income" table can be found later in this document.
  6 Note following: (i) The fully diluted weighted-average share count under GAAP may differ in certain periods from the fully diluted weighted-average share count for Adjusted Earnings to avoid anti-dilution, which also impacts GAAP net income for fully diluted shares. (ii) The average price of Newmark's shares is based on the average closing prices for the first quarter of 2024 compared with those for the fourth quarter of 2023 as per Bloomberg. (iii) "Spot" may be used interchangeably with the end-of-period share count. Please see the Company's quarterly financial results presentations for information on its spot share count for the relevant periods.

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recognition of 1.9 million weighted average share equivalents. This 1.9 million did not represent the issuance of new RSUs. The Company anticipates its Fully diluted weighted-average share count for Adjusted Earnings to decline for the remainder of 2024 and to grow by approximately 2% compared with 246.3 million in 2023.

Newmark repurchased 3.5 million shares for $37.2 million during the quarter. As of quarter end, the Company had $317.7 million remaining under its share repurchase and unit redemption authorization.

SELECT BALANCE SHEET DATA7

Select Balance Sheet Data	March 31, 2024	December 31, 2023
(USD millions)
Cash and cash equivalents	$140.9	$164.9
Total corporate debt	$670.2	$547.3
Total Equity	$1,566.6	$1,594.9

The Company has no near-term maturities due to the refinancing of its corporate debt. In the first quarter of 2024, Newmark issued $600.0 million aggregate principal amount of 7.5% senior notes due January 2029 (the "Senior Notes"). After the close of the quarter, Newmark renewed its $600.0 million revolving Credit Facility under substantially the same terms and covenants, extending the maturity date from March 2025 to April 2027.

The balance sheet changes from year-end 2023 included cash generated by the business and incremental corporate debt, which included the Senior Notes issuance, the repayment of the Delayed Draw Term Loan Credit Agreement, and subsequent borrowing under Newmark's revolving Credit Facility. This was offset by the hiring of revenue-generating professionals, share repurchases, and normal first quarter movements in working capital.

ONLINE AVAILABILITY OF INVESTOR PRESENTATION AND ADDITIONAL FINANCIAL TABLES

Newmark's quarterly supplemental Excel tables include revenues, earnings, and other metrics for periods from 2018 through the first quarter of 2024. The Excel tables and the Company's quarterly financial results presentation are available for download at ir.nmrk.com. These materials include other useful information that may not be contained herein.

DIVIDEND INFORMATION

On May 2, 2024, Newmark's Board of Directors (the "Board") declared a qualified quarterly dividend of $0.03 per share payable on June 3, 2024, to Class A and Class B common stockholders of record as of May 17, 2024. The ex-dividend date will be May 16, 2024.

OUTLOOK FOR 20248

Metrics	FY 2023 Actual	Expected YoY Change (Except for Tax Rate)
Total Revenues (millions)	$2,470.4	3% to 7%
Adjusted EBITDA (millions)	$398.3	5% to 9%
Adjusted Earnings Per Share	$1.05	5% to 9%
Adjusted Earnings Tax Rate	15.1%	15% to 18%

The Company's outlook for full year 2024 remains unchanged, other than its improved expectation for Adjusted Earnings taxes. Newmark continues to expect sequential and year-on-year improvement in its non-GAAP earnings measures for the second and third quarters of 2024. The Company expects to complete its $75 million cost savings plan in the second quarter of 2024. The Company's 2024 guidance excludes the potential impact of any future acquisitions.

CONFERENCE CALL

Newmark will host a conference call at 10:00 a.m. ET today to discuss these results. A webcast of the call, along with an investor presentation summarizing the Company's Non-GAAP results, is expected to be accessible via the following sites:

http://ir.nmrk.comorhttps://event.webcasts.com/starthere.jsp?ei=1665493&tp_key=8a6b5ea77d

After pre-registering, you will receive your access details via email. For those who are unable to join the webcast, the Company has posted dial-ininformation on the event's webpage. Please note that those who dial in may experience delays in joining the live call.

• The following items are relevant when analyzing the year-on-year changes in certain items related to cash flow and the balance sheet: (i) "Total equity" in this table is the sum of "redeemable partnership interests," "noncontrolling interests" and "total stockholders' equity". (ii) "Total corporate debt" in this table excludes "Warehouse facilities collateralized by U.S. Government Sponsored Enterprises". Newmark uses its warehouse lines and repurchase agreements for short-term funding of mortgage loans originated under its GSE and FHA lending programs, and such amounts are generally offset by "Loans held for sale, at fair value" on the balance sheet. These loans are typically sold within 45 days. Loans made using Newmark's warehouse lines are recourse to Berkeley Point Capital LLC, but non-recourse to Newmark Group. (iii) "Liquidity", when discussed or shown, excludes marketable securities that have been financed. Unlike certain other companies' definition of liquidity, Newmark's does not include the value of its undrawn revolving credit line(s). See the section titled "Liquidity Defined" and the related reconciliation tables later in this document. (iv) "Net debt", when used, is defined as total debt, net of cash or, if applicable, total liquidity, while "net leverage", when used, is a non-GAAP measure that equals net debt divided by trailing twelve month Adjusted EBITDA. (v) See "Cash generated by the business" under "Other Useful Information" for more on this analytic.
  8 The outlook for Adjusted Earnings taxes represents the absolute expect range of the rate. Please note the following with respect to Newmark's outlook: (i) See "Timing of Outlook for Certain GAAP and Non-GAAP Items" for a discussion of why it is difficult to forecast certain GAAP results without unreasonable effort. (ii) Newmark's expense reduction targets are based on the Company's annualized run-rate as of the third quarter of 2022, and therefore exclude the impact of any subsequent acquisitions or hires of revenue-generating professionals. Support and operational expenses exclude variable costs tied to revenues. (iii) This outlook assumes no meaningful changes in Newmark's stock price. The Company's expectations are subject to change based on various macroeconomic, social, political, and other factors. None of it targets or goals beyond 2024 should be considered formal guidance.

3

A webcast replay of the conference call is expected to be accessible at the same websites within 24 hours of the live call and will be available for 365 days following the call. The Company highly recommends that investors use the webcast to access the call to avoid experiencing extended wait times via the dial-in phone numbers. Participants who cannot access the webcast are strongly encouraged to pre-register to gain immediate access to the call and bypass the live operator. Pre-registration may be completed at any time by accessing the pre- registration link on Newmark's Investor Relations website, or by navigating to:

https://event.webcasts.com/starthere.jsp?ei=1665493&tp_key=8a6b5ea77d

CERTAIN REVENUE TERMS DEFINED

Fee and non-fee revenues

The Company's total revenues include certain management services revenues that equal their related expenses. These revenues represent fully reimbursable compensation and non-compensation costs recorded as part of Newmark's Global Corporate Services ("GCS") and Property Management businesses. Such revenues therefore have no impact on the Company's GAAP or Non-GAAP earnings measures and may be referred to as "Pass through revenues". The amounts recorded as Pass through revenues are also recorded as "Pass through expenses". Newmark's total revenues also include non-cash gains with respect to originated mortgage servicing rights ("OMSRs"), which represent the fair value of expected net future cash flows from servicing recognized at commitment, net. Such non-cash gains may also be called "OMSR revenues." Newmark may also refer to Pass through revenues and OMSR revenues together as "Non-fee revenues", and the remainder of its total revenues as "Fee revenues".

Commission-based revenues

"Commercial mortgage origination, net" includes origination fees related to Newmark's multifamily GSE/FHA9 business and fees from commercial mortgage brokerage and loan sale advisory (together, "Fees from commercial mortgage origination, net"), and includes all OMSR revenues. Revenues from Investment sales and mortgage brokerage transactions were together referred to as "capital markets" As discussed below, capital markets will also includes all revenues related to multifamily GSE/FHA origination beginning in the second quarter of 2024. Newmark's "commission-based" revenues include Leasing and other commissions, Investment sales, fees from commercial mortgage origination, net, and Valuation & Advisory. In these businesses, revenue-generating professionals earn a substantial portion or all their compensation based on their production (and who therefore may also be referred to as "producers"). Commission-based revenues exclude OMSR revenues because Newmark does not compensate its producers based on this non-cash item.

Recurring revenues

"Servicing and other revenues" may be called Newmark's "servicing business" and includes servicing fees, interest income on loans held for sale, escrow interest, and yield maintenance fees, which all relate primarily to Newmark's multifamily GSE/FHA business. "Management services, servicing fees, and other" (which may also be referred to as "recurring revenues", "recurring businesses", or "management businesses") includes all pass through revenues, as well as fees from Newmark's servicing business, GCS, Property Management, its flexible workspace platform, and Valuation & Advisory, as well as all revenues generated by Spring11. Fees from management services, servicing, and other" are revenues from all recurring businesses excluding Pass through revenues.

Beginning in the first quarter of 2024, the portion of Spring11's revenues associated with its servicing and asset management portfolio are no longer reported under "Management services" but are instead recorded as part of "Servicing and other revenues" for all periods from the first quarter of 2023 onwards. This change had no impact on the overall line items "Fees from management services, servicing, and other" and "Management services, servicing fees, and other", or on the Company's consolidated results.

Contractual Business

"Contractual business", which may be used interchangeably with "contractual services" or "contractual revenues", is defined as business for which the Company has a contract with a client that is generally for a year or longer. Contractual business, when quantified, includes all revenues related to landlord representation (or "agency") leasing, loan servicing (including escrow interest income), outsourcing (including property management, facilities management, and asset management), and lease administration. It also includes certain fees under contract produced by the Company's flexible workspace and tenant representation service lines.

Additional details on current and historical amounts for certain of Newmark's revenues are available in the Company's quarterly supplemental Excel tables.

• See "Industry Volumes" for a definition of these acronyms.

4

New Revenue Analysis Presentation

Beginning in the second quarter of 2024, the Company will recast its four main revenue line items into three line items as shown below. This change will have no impact on Newmark's consolidated GAAP or non-GAAP results. Before the end of the second quarter of 2024, the Company intends to update the Revenue Detail tab of the quarterly supplemental excel tables on its website to show revenues under this new presentation for periods from 2018 through the first quarter of 2024.

Consolidated Revenues	1Q24	1Q23	Change
(USD millions)
Fees from management services, servicing, and other	$182.7	$148.9	22.7%
Pass through revenues	74.2	63.3	17.1%
Management services, servicing fees, and other	256.9	212.3	21.0%
Leasing and other commissions	158.8	193.3	(17.9)%
Investment sales	70.8	72.0	(1.6)%
Fees from commercial mortgage origination, net	43.8	29.1	50.5%
OMSR revenues	16.1	14.1	14.5%
Capital markets	130.8	115.2	13.5%
Total revenues	546.5	520.8	4.9%

OTHER USEFUL INFORMATION

Recent Acquisitions and Hires

On March 10, 2023, the Company acquired London-based real estate advisory firm, Gerald Eve, which operates from nine U.K. offices across multiple business lines and property types. The firm generated a majority of its fiscal year 2022 total revenues from management services, and has particular strength in capital markets, corporate real estate advisory, planning and development, tenant representation, landlord (or agency) leasing, and valuation. For the trailing twelve months ended March 31, 2023, MSCI ranked Gerald Eve at number three for U.K. industrial investment sales. Newmark also announced the acquisitions of three other companies in the second quarter of 2022. Together, these companies contributed revenues to Newmark's management services, leasing, and investment sales businesses.

In the first quarter of 2023, Newmark purchased the approximately 49% of Spring11 that it did not already own, having held a controlling stake since 2017. The acquisition of the balance of Spring11 significantly increased the size of the Company's overall servicing and asset management portfolio. Spring11 provides commercial real estate due diligence, consulting, asset management and limited servicing, as well as advisory services to a variety of clients, including lenders, investment banks and investors.

For more information on these acquisitions, please see the Company's most recent Quarterly Report on Form 10-Q or its most recent Annual Report on Form 10-K, and/or the following the press release on its website: "Newmark Acquires Top UK-Based Real Estate Advisory Firm Gerald Eve".

For additional information about key hires thus far in 2024, see the Company's investor relations website for press releases including:

"NewmarkLands Leading National Affordable Housing Advisory Team", "Newmark Launches Paris Office, Bolstering Global Expansion withKey Talent Additions", "Newmark Hires Matthew Featherstone as Head of Debt & Structured Finance for the UK and Europe", "NewmarkExpands Debt Platform in Partnership with U.S. Capital Markets Team, Industry Powerhouse Jonathan Firestone to Join andCo-Head",as well as additional releases and/or articles with respect to those whose hiring was announced between January 1, 2024, and May 2, 2024 in the "Media" section of Newmark's main website.

Cash Generated by the Business

Cash generated by the business means "Net cash provided by (used in) operating activities excluding loan originations and sales", before the impact of cash used for "Loans, forgivable loans and other receivables from employees and partners" (which Newmark considers to be a form of investment, but which is recorded as part of operating cash flow) and the impact of cash used with respect to the 2021 Equity Event.10 For more information, see the section of the Company's most recent quarterly supplemental Excel tables titled "Details of Certain Components Of 'Net Cash Provided By (Used In) Operating Activities'".

Newmark and Industry Volumes and/or Data11

All industry volume figures are preliminary unless otherwise noted. Please see the accompanying supplemental Excel tables and quarterly financial results presentation on the Company's investor relations website, as well as Newmark's forthcoming Quarterly Report on Form 10-Q for more information with respect to volumes for Newmark and/or the industry and for other relevant industry and macroeconomic data. These documents include sources for such information.

1. The "Impact of the 2021 Equity Event" is defined in the section of this document called "Excluded Compensation-Related Items with Respect to the 2021 Equity Event under Adjusted Earnings and Adjusted EBITDA" under "Non-GAAP Financial Measures". For additional details on how the 2021 Equity Event impacted share count, cash flow, and GAAP expenses, see the section of the Company's second quarter 2021 financial results press release titled "Additional Details About the Impact of Nasdaq and the 2021 Equity Event" and the related SEC filing on Form 8-K, as well as any subsequent disclosures in filings on Forms 10-Q and/or 10-K.
2. (i) The notional volumes reported by the GSEs are based on when loans are sold and/or securitized, and typically lag those reported by Newmark or estimates from the Mortgage Bankers' Association ("MBA") by 30 to 45 days. Newmark usually calculates its GSE market share based on delivery for enhanced comparability. (ii) MSCI volumes include the large majority the industry's volumes for transactions of over $2.5 million in the U.S. and over €5 million in Europe. MSCI figures are often revised upwards over time, as they capture a greater percentage of transactions. (iii) CoStar's leasing activity estimates are often revised upwards over time, as they capture a greater percentage of transactions.

5

Other Items

Investors may find the following information useful: (i) Throughout this document, certain other reclassifications may have been made to previously reported amounts to conform to the current presentation and to show results on a consistent basis across periods. Unless otherwise stated, any such changes would have had no impact on consolidated total revenues or earnings under GAAP or for Adjusted Earnings, all else being equal. Certain numbers in the tables or elsewhere throughout this document may not sum due to rounding. (ii) Rounding may have also impacted the presentation of certain year-on-year percentage changes. (iii) Decreases in losses may be shown as positive percentage changes in the financial tables. (iv) Changes from negative figures to positive figures may be calculated using absolute values, resulting in positive percentage changes in the tables.

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NEWMARK GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)
		March 31,			December 31,
		2024			2023
Assets
Current Assets:
Cash and cash equivalents	$	140,903	$	164,894
Restricted cash		97,806			93,812
Loans held for sale, at fair value		505,668			528,944
Receivables, net		524,413			622,508
Other current assets		108,527			95,946
Total current assets		1,377,317			1,506,104
Goodwill		774,156			776,547
Mortgage servicing rights, net		521,872			531,203
Loans, forgivable loans and other receivables from employees and partners, net		787,878			651,197
Right-of-use assets		568,118			596,362
Fixed assets, net		173,685			178,035
Other intangible assets, net		78,683			83,626
Other assets		140,213			148,501
Total assets	$	4,421,922	$	4,471,575
Liabilities and Equity:
Current Liabilities:
Warehouse facilities collateralized by U.S. Government Sponsored Enterprises	$	493,428	$	498,631
Accrued compensation		316,554			400,765
Accounts payable, accrued expenses and other liabilities		550,718			583,564
Payables to related parties		9,571			6,644
Total current liabilities		1,370,271			1,489,604
Long-term debt		670,183			547,260
Right-of-use liabilities		568,044			598,044
Other long-term liabilities		246,795			241,741
Total liabilities	$	2,855,293	$	2,876,649
Equity:
Total equity (1)		1,566,629			1,594,926
Total liabilities and equity	$	4,421,922	$	4,471,575

(1) Includes "redeemable partnership interests," "noncontrolling interests" and "total stockholders' equity."

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NEWMARK GROUP, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

		Three Months Ended March 31,
Revenues:		2024			2023
Management services, servicing fees and other	$	256,934		$	212,292
Leasing and other commissions		158,799			193,306
Investment sales		70,823			71,993
Commercial mortgage origination, net		59,943			43,208
Total revenues		546,499			520,799
Expenses:
Compensation and employee benefits		328,195			328,351
Equity-based compensation and allocations of net income to limited partnership units		51,443			35,648
and FPUs
Total compensation and employee benefits		379,638			363,999
Operating, administrative and other		137,943			118,982
Fees to related parties		7,541			7,792
Depreciation and amortization		43,975			38,830
Total non-compensation expenses		189,459			165,604
Total operating expenses		569,097			529,603
Other income, net:
Other income (loss), net		(14)			(3,010)
Total other income (loss), net		(14)			(3,010)
Loss from operations		(22,612)			(11,814)
Interest expense, net		(7,220)			(7,591)
Loss before income taxes and noncontrolling interests		(29,832)			(19,405)
Benefit for income taxes		(3,516)			(3,056)
Consolidated net loss		(26,316)			(16,349)
Less: Net loss attributable to noncontrolling interests		(10,062)			(5,999)
Net loss available to common stockholders	$	(16,254)	$	(10,350)
Per share data:
Basic earnings per share
Net loss available to common stockholders	$	(16,254)	$	(10,350)
Basic earnings per share
$	(0.09)	$	(0.06)
Basic weighted-average shares of common stock outstanding
	174,774			172,561
Fully diluted earnings per share
Net loss for fully diluted shares	$	(16,254)	$	(10,350)
Fully diluted earnings per share
$	(0.09)	$	(0.06)
Fully diluted weighted-average shares of common stock outstanding
	174,774			172,561
Dividends declared per share of common stock	$	0.03	$	0.03
Dividends paid per share of common stock
$	0.03	$	0.03

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NEWMARK GROUP, INC.

SUMMARIZED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(In thousands)

(unaudited)

Three Months Ended

March 31,

		2024			2023
Net cash (used in) operating activities	$	(68,783)	$	(398,840)
Net cash (used in) investing activities		(7,354)			(118,059)
Net cash provided by financing activities		56,140			498,651
Net decrease in cash and cash equivalents and restricted cash		(19,997)			(18,248)
Cash and cash equivalents and restricted cash at beginning of period		258,706			312,952
Cash and cash equivalents and restricted cash at end of period	$	238,709		$	294,704
Net cash used in operating activities excluding loan originations and sales (1)	$	(101,263)		$	(108,521)

(1) Includes loans, forgivable loans and other receivables from employees and partners in the amount of $161.1 million and $130.5 million for the three months ended March 31, 2024 and 2023, respectively. Excluding these loans, net cash provided by operating activities excluding loan originations and sales would be $59.8 million and $21.9 million for the three months ended March 31, 2024 and 2023, respectively.

The Condensed Consolidated Statements of Cash Flows are presented in summarized form. For complete Condensed Consolidated Statements of Cash Flows, please refer to Newmark's Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, to be filed with the Securities and Exchange Commission in the near future.

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NON-GAAP FINANCIAL MEASURES

This document contains non-GAAP financial measures that differ from the most directly comparable measures calculated and presented in accordance with Generally Accepted Accounting Principles in the United States ("GAAP"). Non-GAAP financial measures used by the Company include "Adjusted Earnings before noncontrolling interests and taxes", which is used interchangeably with "Pre-tax Adjusted Earnings"; "Post-tax Adjusted Earnings to fully diluted shareholders", which is used interchangeably with "Post-tax Adjusted Earnings"; "Adjusted EBITDA"; and "Liquidity". The definitions of these and other non- GAAP terms are below.

The Company has made certain clarifications of and/or changes to its non-GAAP measures, including "Calculation of Non- Compensation Expense Adjustments for Adjusted Earnings" that will be applicable for reporting periods beginning with the third quarter of 2023 and thereafter, as described below.

Historically, Adjusted Earnings excluded gains or charges related to resolutions of litigation, disputes, investigations, or enforcement matters that are generally non-recurring, exceptional, or unusual, or similar items that that management believes do not best reflect Newmark's underlying operating performance. To help management and investors best assess Newmark's underlying operating performance and for the Company to best facilitate strategic planning, beginning with the third quarter of 2023 and thereafter, calculations of Adjusted Earnings will also exclude unaffiliated third-party professional fees and expense related to these items. Newmark has not modified any prior period non-GAAP measures, as it has determined such amounts were immaterial to previously reported results.

ADJUSTED EARNINGS DEFINED

Newmark uses non-GAAP financial measures, including "Adjusted Earnings before noncontrolling interests and taxes" and "Post-tax Adjusted Earnings to fully diluted shareholders", which are supplemental measures of operating results used by management to evaluate the financial performance of the Company and its consolidated subsidiaries. Newmark believes that Adjusted Earnings best reflect the operating earnings generated by the Company on a consolidated basis and are the earnings which management considers when managing its business.

As compared with "Income (loss) before income taxes and noncontrolling interests" and "Net income (loss) for fully diluted shares", both prepared in accordance with GAAP, Adjusted Earnings calculations primarily exclude certain non-cash items and other expenses that generally do not involve the receipt or outlay of cash by the Company and/or which do not dilute existing stockholders, as well as certain gains and charges that management believes do not best reflect the underlying operating performance of Newmark. Adjusted Earnings is calculated by taking the most comparable GAAP measures and making adjustments for certain items with respect to compensation expenses, non-compensation expenses, and other income, as discussed below.

CALCULATIONS OF COMPENSATION ADJUSTMENTS FOR ADJUSTED EARNINGS AND ADJUSTED EBITDA

Treatment of Equity-Based Compensation under Adjusted Earnings and Adjusted EBITDA

The Company's Adjusted Earnings and Adjusted EBITDA measures exclude all GAAP charges included in the line item "Equity- based compensation and allocations of net income to limited partnership units and FPUs" (or "equity-based compensation" for purposes of defining the Company's non-GAAP results) as recorded on the Company's GAAP Consolidated Statements of Operations and GAAP Consolidated Statements of Cash Flows. These GAAP equity-based compensation charges reflect the following items:

• Charges with respect to grants of exchangeability, which reflect the right of holders of limited partnership units with no capital accounts, such as LPUs and PSUs, to exchange these units into shares of common stock, or into partnership units with capital accounts, such as HDUs, as well as cash paid with respect to taxes withheld or expected to be owed by the unit holder upon such exchange. The withholding taxes related to the exchange of certain non-exchangeable units without a capital account into either common stock or partnership units with a capital account may be funded by the redemption of preferred units such as PPSUs.
• Charges with respect to preferred units. Any preferred units would not be included in the Company's fully diluted share count because they cannot be made exchangeable into shares of common stock and are entitled only to a fixed distribution. Preferred units are granted in connection with the grant of certain limited partnership units that may be granted exchangeability or redeemed in connection with the grant of shares of common stock at ratios designed to cover any withholding taxes expected to be paid. The Company believes that this is an acceptable alternative to the common practice among public companies of issuing the gross amount of shares to employees, subject to cashless withholding of shares, to pay applicable withholding taxes.
• GAAP equity-based compensation charges with respect to the grant of an offsetting amount of common stock or partnership units with capital accounts in connection with the redemption of non-exchangeable units, including PSUs and LPUs.
• Charges related to amortization of restricted stock units ("RSUs"), limited partnership units, restricted stock awards, other equity-based awards.
• Charges related to grants of equity awards, including common stock, RSUs, restricted stock awards, or partnership units with capital accounts.
• Allocations of net income to limited partnership units and FPUs. Such allocations represent the pro-rata portion of post-tax GAAP earnings available to such unit holders.

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